HomeMy WebLinkAboutAAA Temporary Bin Service - Non-Exclusive Franchsise for Roll-Off Collection ServicesAAA Temporary Bin Service
Roll -OH Franchise
- NON-EXCLUSIVE FRANCHISE AGREEMENT
BETWEEN
THE CITY OF FRESNO
AND
AAA TET�Y am smvrLE
FOR
ROLL -OFF COLLECTION SERVICES
. 1, 2011 .2011
Table of Contents
ARTICLE 2 REPRESEMATIONS AND WARRRNRES OF THECONIRACFOR ....
2.1
REPRESENTATIONS AND WARRANTIES ......... _... _..................................................................R
ARTICLE 3 TERM OF AGREEMENf_....._.._......_..._.,_.................. _... ............. _.... _...........9
3.1
EFFECTIVE DATE.....................................................................................................................9
3.2
CONDITIONS TO EFFECTIVENESS OF AGREEMFM............................................_._................30
3.3
INITNLTERM._......._...__............._....................................:..........................._........._....ID
3.4
OPTION TO WEND- .......................................................................... . ................................
30
AFRICIE 4 SCOPE OF AGREEMENT..._____........_...._...__._..._......_....___.._._._....._......_..IS
4.1
SCOPEOFAGREEMMT.........................................................................................................11
4.2
UMITAIONS TO SCOPE ................ __..... ......... _..__................ .............. ................... ............
12
4.3
OWS RIGH TO GRANT MULTIPLE NONi UUSIW AGREEMENTS........_...................._._.dd
4A
C"S RIGHT TO EXCLUDE NEWLY ANNEXED TERRITORY MOM SCOPE OF FRANCHISE
......... B
4.5
AGREEMEM CONSISTENT WITH APPUCABIE LAW ...............................................................
13
4.6
OWNEMHIPOFMATERMLS.................................................................................................13
4.7
NOTIFIGTIONTO CRY OFNON-FRANCHISED HIIUIERS.......... _..........._...............................
14
ARTICLE 5 COLIECFION, PROCESSING, R ID DISPOSALSFAVICES.._._.__..�_..._.._
.... M
S.1
COUECTION......................... ................................................ _.............................................
14
5.2
PROCESSING AND MARKETING SER11ICE5................. .........._...._...........................................
14
5.3
DIVERSION REQUIREMENT ...................................................................................................16
5.4
DISPOSAL.............................................................................................................................
16
5.5
BIWNG............ ..... .................... ._..... __...... _... __...... --- ..... __.._. ........_. ....................
.
17
5.6
CUSTOMER SERVICE ............... _...... ___ ........ .._......... _.... ......... ..... .......................
1]
ARTICLE 6 STANDARDS AND REQUIREMENT$ FOR SEWAIICES, EQUIPMENT, AND PERSONNEL 17
6.1
OPERATING DAYS, HOURS, AND SCHEDULES ............... .................1]
6.2
COLLECTION STANOARM_.._................_._.___.................___. ....................
.... ....._.
17
6.3
WHICIEREQUIREMENTS............. ........._................................._..............._................_.......
19
6A
ROU -Off CONTAINER REQUIREMENTS ._................. .............._:................................_._......20
6.5
PERSONNEL..... ..................................... .........................._....................................................22
6.6
HAZARDOUS WA INSPECTION AND HANDONG................................................................22
6.7
NON-DISCRIMINATION........................................................._..............................................23
6.0
COMMUNICATION AND COOPERATION WITH CRY.._ .......
a
ARTICTE
T RECORD KEEPING ANO REPORTING ..... .... ,_._._......_........:..__....___10
C4v of Fresno
Non-Emiusive RollOffAgreeoeM
PWT
4/6/11
7.1
GENERAL ....... .................................... .................. ....._..._...................
24
7.2
RECORDS........ .......................................... _.......................... _.... _.... _.__..........______._...n
7.3
GENERALREPORPNGREDUMEMENFS._................................... ........................__............
Z6
7.4
MONTHLY REPORT.............................................................................................................
26
2.5
AS 939 COUNTY SURCHARGE REPORTING............... ...........................::..--- ...............
.._..... ZT
ARTICLE
8 FRANCHISE FEESAND OWER FEES ... _... _._._......... _... _._.... ,........
_...... 28
0.1
GENERAL._...........................................................................................................................28
0.2
FRANCHISE FEE................. .................... ...............................................................................ZB
8.3
OTHER FEES............................................. ............... ...... ..... ............. .............. __....................
28
0.4
ADIUSTMENFTO FEB...... ..................................... .............._........____..............................28
0.5
PAYMENTSCHE RILEANDUITEFEES.._........___...__............. ...... _ ......... ._..................21
9.6
OVERPAYMENTOF FEES_.................. _....... _........ ............................_..................................29
8.7
NONLITY FEES; AB 939COUNFYSURCMRGE..................................................................29
ARTICLE
9 CONTMCTOWS COMPENSATION AND RATES ........ .._.............. ... .... _........
...... 29
9.1
CONTRACTOR'SCOMPENSATION.........................................................................................29
9.2
CN SRIGHTTOSETMA%IMUMMTE5.___......................................................................29
9.3
CONTRACTOR'S RATES..........................................................................................................30
ARTICLE
10INDFMNITYANOINSUMNCE............ _.._..... ........... ..._.... __......................30
10.1
INDEMNIFICATION...............................................................................................................b
10.2
INSURANCE........... ........................ _.................. _................ __.... _.................
..............31
ARDCL111
DEFAULT AND REMmIFS_.._...._..��_..._.....__..._._......_..._35
111
EVENTS OF DEFAULT...._............................._......_.__..........................................._...........35
11.2
RIGHT TO TERMINATE UPON DEFAULT. ................ ............. . . . -- ............. --- ..................
36
11.3
CITY'S REMEDIESCUMUTATNE; SPECIFIC PERFORMANCE..................... ............ ............
...... 36
114
UOUIDATED DAMAGES.................. ____.........__.............__...... .....................................
36
11.5
DIVERSION NONPERFORMANCE............. _...... ....____................... ..........................
....... 38
116
CONDMON5 UPON TERMIFUTION.............. _.._.._............................_. ........... __
............ .... 39
ARTICLE
U OTHER AGREEMENTS OF THE PARTIES ._.,
INS
..... _._... ... _.__....... ...
........ ...
12.1
REIATIONSHIPOFPARTIES................................. .___..__........__._..........._...............39
12.2
PERMITSANDUCEN56..._.....__._.......__.....____.......................................W
12.3
COMPUANCEWDNIAW.......,..._....................__.._.........._......_..........................LO
12.4
GOVERNING LAW_............. _.............. __....... ..................._....._................................b
12.5
IURISDICTION..._..............._............_.__................_..._............................_....................40
12.5
BINDING ON SUCCESSORS................. __..... ................................... _....................................
40
12.7
ASSIGNMEM...... _......... ............................. _...... _....... ....._.....................__......................40
12.8
PARTES IN INFIRM_...____..... _........... ...___......._..___..._..........................
61
12.9
WAIVER... ............ .......... __...... _... _..... _..__._......... .......
_.......... 41
12.10
NOTICEPROCEDUR6.........__.............._.___.._..........__...............:Q
12.11
REPRESENTATIVES OF THE PARTES...._._
..... ....... _... ......._.._._............._._........................42
12.12
CRIMINAL ACTNT' OF CONTRA[TOR__............_..... _.... _............ ......................_...........A2
12.13
ACKNOWUMMEMOFPUBUCRESOIIRCBMMSECNO MSMNOTICE..__......_.....A3
❑ryM kesno NomFxtluvve PPIIOff Agreemem
Page 8
4/8/11
WHOLE MISQIlANEOU5 AGBFEMEE(R..._._.._....._._.......__._.__........_
...................C4
13.1 ENTIRE AGREEMENT_...........................................................................................................M
13.2 SECTION HEADINGS..............................................................................................................44
13.3 REFERENCES TO LAWS..........................................................................................................44
13.4 INTERPRETATION... ............. __........................................................................
....................W
13.5 PRONOUNS AND PLUMB; TENSE ......... __............... ___... _............................................
.....44
13.6 TE%TTOCONTROL...... ...................... ..........................._..................................
..................... 45
13.9 AMENDMENT....__ ............................... . ...........
...45
13.8 SEVERABIUTY................. ................................ __
........................... 45
13.9 COUNTERPARTS...................................................................................................................45
13.10 IXHIBIR.....__........... ........................ ...... ..................................... ........ __
.......................... 45
UA of EM bNs
A SdMulefor NpuidatMDamali
B SeveDWsCeUfimticn
C Stahmem of AppllmnYs Understanding and Representabons
D Appmv Processing and Retldue Disposal Facilities
Ory of Fresno NonF ush2 Rdl-0R Agreement Page Iii
4/8/11
NON-EXCLUSIVE FRANCHISE AGREEMENT
BETWEEN
THE CITY OF FRESNO
AND
A4A 'CAff(9WRy RUN S Tcm
FOR ROLL -OFF COLLECTION SERVICES
This nortandusive frarrchise agreement (Agreement) is made and entered into this 1W day 0
OI1NR 20 11 by and between the Ciry, of Fresno, a municipal mryoradon, (CIN) and
➢nn RpMMtnnv (Conyetlor)
RECITALS
ThIs Agreement is entered into went referent an the followlrg faro and circumstances
WHEREAS, the legislature of Me State M Celffomia, by enasanent of the (Zalifomia Integrated Waste
Management AR of 1989, EXXI at California public Resources Cade Section 40000 at seq. ('AW) ),
has declared Nat It is In the public Interest to notatin and require lonl agencies to make adequate
Provisions for Slid Waste Collection within Meirluredicton;antl
WHEREAS, Ne 5tate of California ('Starr) has found and declared than the amount of Will Waste
generated In Calif arnla, coupled with diminishing landfill spas and potential adverse emimnmental
Impacts from Iare hung am Ne need to conserve natural resources, have created an urgent need for
Rah and local agencies to enact and implement an aggressive Integrated waste management program.
The State has, through enacbnent of the Act, dr [ed the responsible State agency and all loaf
agencies, to promote Disposal Site Diversion and to maalmlze the use of feasible Said Wrote reduction,
re -use, Rerytlhg, and C Fasstirg opt oy in rosier to reduce the amount of Wild Waste that must be
Disposed of in Disposal sites; and,
WHEREAS, Me Act requires local agencies to divert 50%of disonkd materials from landfills; and,
WHEREAS, Me City Cuundl established goals of aduievirg 75% diversion by 20U and zero warn stwos
by 2025 on lune 26, 2001, and approved a Zero Waste Strategic Action Plan on February 11, ZM9; and
WHEREAS, Me dry fills Mat reusing, RatWlog, and Composting Rerydable Materials, Organic
Materials, and Construction and DemWtlm Debris (m0) and beneficial use nr composing of Organic
Materials is essential to further the Oe/s efforts to reduce Sand Wash disposal and Comply with the AU
and the Citys zero waste goals; and
WHEREAS, pursuant to the powers granted the CM as a charter city by Article A, SeQlon 5(a) of the
California Commission and ANde All of the Fresno any Charter, the City has determined that the public
health, safety, and well-being require Mat a Franchise agraemet dMMng non-exlusive tights be
awarded to qualified Companies N provide for Me roll -off combiner Collection of permitted Materials
City Of Fresno Rdl9 Agreement Pagel
adept for collection of materials excluded in the GNs Municipal Cade. and Omer services related to
meeting requirements of the Act; and
WHEREAS rise City requires all haulers Providing Rolloff Collection services for Permitted Materials In
me City to obtain a noncrdusive franchise In order to regulate this bumsiss, ensure Its elderly
operation, achieve Its diversion goals, and to minimize the potential for adverse effects It may have on
the local environment, and
WHEREAS, the Gty Counnl has dttemiined through an application prv¢ss Mat the Connector, by
demonstrated experience, reputation, and opacity. Is qualified to provide for me Rolloff Container
Collection of Permitted Materials within the Dammam limits of me City aM me Transportation of such
material to apprvpmte pares M Recycling, Pmasdog, and/or Disposal antl can provltle insurance
consistent wilt Me CINs requirements. The Ory Chun it desires Mat CpntractIX be engaged W perform
such services on Me basis sat fcoat In this Agreement, and
WHEREAS, Contractor intends W use the Chys streets, alleys, other public right -of way, and
Infrastructure to provide Roll -OR Collection mrvices to the CAPS madems and businesses; and
WHEREAS Me Chy intends M remove lust and reasonable fees hen the Contractor for City,
administration of the Agreement and for COntratthr's use of the ary streets, allefs, Other public rights
of -way, and infrastructure which the City may lawfully impose and me companies are obigated to pay;
and,
NOW, TFIEIIEFORE, In consideration of me mutual promises, covenants, and cons itions combined! in this
Agreement and far older good and valuable consideration, me Peal agree as follows:
ARTICLE 1
DEFINITIONS
For Wrpmers of this Agreement, unless a different m Bening is dearly required, the following words and
phrases shall have the following meanings respectively ascribed to Mem by this Article and shall be
mdMlzed throughout this Agreement
'Ad' means the Calif exam Integrated Waste Management Act of 1999 (Division N or Me Caldomia
Public Resounces Caddo), as amended, supplemented, sunerseded, and replaced!coca time to time.
Agreement' mearrs this Agreement between the City ark Contratist for Roll f Combiner ColleNon,
Processing, AM Disposal of Permitted Materials Including all exhibits, and any Mum amendments
hereto.
'Applicable laver means all Federal, State, and teal laws, regulations, rule; orders, judgments,
degrees, permits, approvals, or Other requirements of any govemmenta agency having jumsdiction aver
the Roil -Off Container Collection, Transportation, Reryding, Processing, and gipagl of permitted
Materials Mat are In fora on the Effective Date and as they may M enacted, issued, or amended during
the Term of this Agreement.
Clty of Fresco Rollo Agreement Pagel
"Approved C80 Processing She' means the processing site specified in Eshibit D, which was selected by
Contractor and approved by the any.
'Ajsq we l Disposed She' means a Disposal Site selected by the Connector or Is Suboontractor(s) and
approved by the Ciry, for Onseasal of residue from Approved processing Sheds). Approved Disposal sdtefs)
are listed In Ewbit 0,
"Approved OtgaMo Processing She' means Me processing site specified In Eshibit 0, which was
selected! by Contractor and approved by Me any.
'APPrwed Procemng SMds)- means the Approved C&D Processing Site, Approved organics Processing
Site, and/or Approved AervClables Processing Site.
'Approved Pease/' means Me werctor of an Approved Processing Site.
"Approved Reryciables Processing She means Me passing she specified in Etlnlhlt 0, which was
selected by Contractor and approved "a City.
'Bin' means a owainer with capacity a approximately one (1) m eight (8) Cubic yards, who a hinged
did, and with wheels, Mat is typically serviaa by a front md-loading Collection vehicle.
'Buslws DeW mean days during which City offices are open b do business who Me public.
'Cath means aplastic container with a hinged lid and wheels Mat is typically serdcw by an automated
or zemLaummated Cdlemon vehide. A Can has opacity of 20, 35, ", or % gallons he similar
volumes).
'C&D' means Construction and Demolition Debris
'Change In law• means any of Me foflowbg events or conditions that have a mammal and adverse
effect on the periomwae by the Pasties of their respective obligations under Min Agreement (except
for payment obgiptUarw):
a. The enactmem, adoption, promulgation. Issuance, moci fiction, or written change m
adminislradve or judicial interpretation on or after the Effective Date of any Applicable
Uw; or
Ir The under or judgment of any gwemmmUl body, on Or after the Effective Date, In Me
went such order un judgment is rot Me result of will" or neglymt action, error or
omission or lack M reasonade di igmce M the City Or of the Connection, whichever Is
assorting the occurrence of a Change In law; provided, however, that Me connecting in
good faith or the failure In good falM to contest any such rctler or judgment shall not
constitute or be amtruM as such a willful or na8gerh adlon, Boor or omission ar lack of
reasonable diligence.
'Diss' means Me City of Fresno, California, a municipal carporation, and all Me tenibry lying within the
municipal boundaries of Me City as presently roosting or as such boundaries maybe modified during the
Term.
CIty of Romp gdddf A wwment Page3
'ON$ municipal Cade' meansthe Cay of Fresno Municipal Cade.
'Collece or'Collecdon' means Meact of colleting Permgted Materials and other material at the pace
of foreordain in the City.
'Cammerdal' shall mean of, ham or pertaining to iron-NoMssMal Premises where business activRy is
concerned, including, but lost limited to, retail sales, services, wholesale operations, manufacturing and
indushml opeatiwa, but excluding businesses cmducti upon Residential property which are
permitted under applicable inning regaations and are out Me primary use of the property.
'CompaMP means a mechanical apparatus Mat compresses materials are a container, which
container may be deaNffile. For Uro Journalists; of MIs Agreement. Compactors shall include only
Comparors with container capacities of an (10) to filly (SD( rust yard tlsat are seMced by RoftOff
Collecdon Tr cci
"Compose or "Cpmpomrie includes a controlled biological decomembon of Organic Materials
yielding a safe and nuisance free Comport Product
'Comport Produce meam the product resorting from Me controlled biological deconniecun of
Organic Materials Mat are Source Separated awn Me Said Waste #ream, or which are seWated at a
centraliredfldiity.
'Conmuction and Demolition Debris (C8,D)' meam materials nesuMng from construction, remodeling,
repair, cleanup, or demolition OPOOMO rs Mat are lost hazardous as refined in Callfonlsa Code of
Regulations, Title 22 Section 66261.3. This arm includes, but Is nwt limited to, asphalt, concrete, cement
concrete, brick, lumber, gypsum wallboard, mnveee boon], caNheard, and other associated packaein&
method material, ¢amlC tile, carpeting, plastic ppe and mel, as well as vegetative malar resulting
from land clearing and landscaping including but not limped to cock, soil, tree stumps. Construction and
Demolition Debris excludes putresbble wastes.
'fomm�of'
means AAA TEMPORwty BIN sF3tyl= linsat [dnhaR�. ngrah,
R (IrueHiDr Wion, saepbpriemrship,partnership asappropriaa(organized and
opemU% under Me laws of me State of Calmorb ant its officers, directors, employees, agents,
mmpansm, and Subcontractors.
'Contractor Party(fes(' shall mean Contactor, officers, directors, management employees, or fiscal
employees (where "management employee' meam any employee with direct or Indirect responsibility
TO direction and mntrol over the Contractor's activities under this Agreement and Tscal employee'
an employee goods direct or Indirect reswJ
pobRRy and conal codes minting M financial matters
understhls Agreemem).
'Cominal ActhvW* means Mase worities tlezwibetl In Section 12.12.1.
'Curtomee means the Person whom Contractor submks biiltig larval M and collects payment from
for Collection services provided.
'Designated msposal Site' means the American Avenue landfill at 1050 W Amttlon Avawe In
Tonal California forme purposes of Disposing solid Waste.
Clty of Fresno Rdl-0ffpgreanent P#eA
'oeslgnated Was@' mearrs son-Ha:ardw¢ Wastes that may pose special gsposal Problems because W
Its potential to mnlamlrote the mdronmmt and which may be EloPsM of may In Cass 11 Disposal
Sher or Class III Dismount Alts Pursuant to a Variance issued by the California Department of Health
Services.
'Daredpi shall mean the public Utilities Director of the Gry or an mthodaed represennui of the
Public Utilities Director.
"Discarded MahXalf means Solid Waste, Recyclable Matenals, Organic Matefuls, or C&D placed by a
Generator in a receptacle and/or at a location that is designated for Collision pursuant to thepby's
Municipal Code.
'Disposal or Chinese (or variation relecath" means tiro final disposition of Solid Waste M a Disposal
Site.
'DlWNI SRe" means a hdliry for ultimate Disposal of Solid Waste.
'Dinallon' means afthimes that reduce or eliminate the amount of Solid Waste from Solid Waste
Disposal including, but not limited to, Reading, and Campostug.
mire, ami means an open "con saner with moodily Prom six (6) to fifty 1501 cubic varus that Is used
for Collection of Permitted Materials and that as setvicad by a pop W Collection Tma. drop Boxes WH,
capacdics of less than ten (10) cubic yards may only be used for the purposes aP Collecting C&D. Aprop
Box, which is also ktrown asa rolloff box and/or terms boa, is type of pull -Off Container.
'FMNw Date' meats the data set font In dre Intipdudory paragraph of He s / greemem.
'Federal' means belmgiag to or pertaining to the national general government of the United States
flood Soaps" meam those discarded materials that will decompose anti/Dr putrefy, Including (1) all
kitchen and bole food wash, ('n) animal OrvegehMe waste that is generated during or resulttrom the
rtmge, Preparation, making or handling of Mod stuffs, (ill) discounted paper that is cettamiwted with
Food Swaps; (Iv) fmlt waste, grain waste, dairy waste, meat and fish waste; and, Iv) nam -Recyclable
paper ormntaminatetl paper Footl Scraps are a subsetofOrganic Materials.
'Frardalse Fee' treans the fee paid by Contractor to Cry for the Priallone m Wd the twnududve
rights granted by this Agreement
'Gerterati means any Person whose ad or process produces Permitted! Mrterials, or whose act first
causes Permitted Materials to become subject to regulation.
"Green Waste MahtW' means any mixtures generated From He maintenance or egmtion of public.
commercial, or residential lantlsopes that wan decompose and/or putrefy indudlrg, but not limned to,
yard clippings, grass, haves, shrub/tree mornings orptumngs (less than 0' 1n diameter), brush, ao irr s,
weeds, dead plant, small teems of unpainted and untreated wood, and other types of organic waste.
For the Popular of this Agreement, sunt materials shall be source separated and placed by a Generator
In a drwphde and/or at a loranm that is designated For Collection. Giem Waste Material Is a rubber
or Oceanic Materials.
Cry of Fresno ROI1Lff agreement page 5
'Hazardous Weste' means all substances defined as Hazardous Waste, acutely Haeardws Warta in
extremely Hazardous Wave by the Scam in Health and safeay Code §25130.03, §n1M, and §n217 or
in the future amedmeMS to Of remdlRcaUons M such vermes or den0fied and listed as Hazardous
Waste by Me U.& Environmental Protection Agency (EPA), pursuant to Me Resource Comannatlon and
Recovery Act (42 USC §6901 at all future amendments thereto, and all rules and regulations
promulgated Mereuntler.
ftMAIdayt are defined as New Ye ad's Day, Thanksgiving Day, and Mrstmas bay.
"Inlettlous Waste" means biomedical waste generated at hospitals, Iodic Or pdwte medical chairs,
dental Offices, research laboratories, pharmaremical Industries, blood banks, mortuaries, veterinary
facilities and other similar establishments, as defined In Heats and Safety Code Section ]511].5.
'uquldated Wmagef means Me amounts clue by CoIWeGtor to City for failure ro meet specific
quantifiablesdMardsofperformanceasdesv din Session 1L4and EMibi[A.
'Organic Matedalt means those discarded materials that will decompose ant/or putrefy including
Green Waste Matedd antl fed Soaps such as, lips are rot limited M, green trimmings, grass, weeds,
leaves, prunfngs, branches, deed plants, brush, tree Mnunifgi, dead trees, small wood pares, other
types of organic yard waste, vegetable waste, fruR wave, grain waste, dairy waste, meat wane, fish
waste, Paper domminated with Food Scraps, Pieces o unpainted ant untreated wood, and geces of
appended and untreated wallboard. No discarded! material shall be ouwidered to be Organic Materials,
unless such material Is SIofm Sepaldfd from SdM Waste, Recyclable Materials, C&O, or other
materials
'pamm COmwm^ room to a company owning more Man May percent (501) of Me shares of another
company (subsidiary) or a trumpery Mat has management control over such subsidiary,
RRrtv or PsWUW refers W Me CM and Contractor, iadividadly or together.
'Permhted MaM le asters to Solid Waste, Source Sepaate l Recyclable Marmals, tune SePardd
Organic Materials, and C&U. Permitted Materials eaclutles Source Separated! Food! Straps.
"Person(s)" means any IMINdual, for, association, organization, partnership, corporation, business
M.A. joint venture, Me United Stats, the Stare MC llifmmia, Me County of Fresno, and special purpose
cistrum.
'Preset means
Pa o ner
ns any land building in the City where permitted Materials are demanded or
accumulated.
'Processing' means M prepare, trade, or convert through some Model method.
'Pmmasty Site' means any plats or site usetl for scarfing, demi in& beating, or mccom Ruling
Permitted Matemis for Me purpose of making Pull material available far reuse.
Vutresdble Iodide means Slid Wastes originated from Ifeng organisms ant Melt metabolic waste
produce and from petroleum, which conrzim naturally ppMumd organic compounds ant which are
City of Fresno Rdl-0H Agreement Page 6
biologically decomposable by microbial and fugal action Into the con htmem mmmunds of water,
carbon dlmide and other simpler organic mm;pounds.
'Rates' means the charges and bass Connector bills and collects from each Customer receiving se"im
pursuant to this Agreement
'Recyclable MaterialY means those Discarded Materials that the Gtr Ude permits, directs and/or
requires Generators b set hot in Recydables Materials mntziners Far Collechm for the purpose d
Reryding. No Discarded Materials shall be Considered! RecydaNe Materials unless sods material is
separated from Solid Waste and Organic Materials. Recyclable Materials shall Include, but not be
Ranted to: newspaper (induding inserts, coup(ns, and store advemsemems); mixed paper (including
office paper, computer paper, Reports, junk mail, catalogs, brown paper bags, brawn paper,
paperboard, paper egg tortans, teleplane books, gmmry hags, adored paper, construction paper,
envelopes, legal pad banJngs, shoe based, soap boxes, reveal and other similar Road bores); chipboard;
cardboard; paper milk cartons; glass containers of any color (inducing glass bdtles and jars all colors(;
aluminum ons; fabric safhner contalners; steel, on or bi-metal tons; plaids containers (dear or green
Plastic socia and water bottles, plastic containers and battles and plastic bags whh no. 1, 2 or 3 on Me
bottom); and food Containers from potato salad, perm salad, whipped cream, etc.
'Recycle or Reaional means the process M wAatlng, sarbM deapairg, [mating, and reconstituting
materials for the purpose Musing the altered form in the manufacture of a new product Recycling does
nd Include bumine, Imneatlng, car thermally destroying slid waste.
•Resldentlar shall mean of, from, or pertaining b a single -fa rl Premises, mWtiplea, or mulWfamily
Premises Including sirgleJzmdty homes, Wartmmis, mndomin urns, bwnhouse complexes, mobile
home parks, cooperative apartmings and rant harbors and marinte where resicierrts live aboard boats.
•Rall -0 Container means a IXop Row Of Compactor used for Collection of Permitted Materials and
eniced by a Rdbff Collection Truk Roll -0 CmWrcrs with capachles of less man ton (10) orbic
yards may only be anedi NOW Me purposes M Wltttlng C6D.
'11011 ff CaRectlam Tart' meam a collection vehicle with a meem mini device such as a winch that
pulls or loads a Rall -Off Container onto the truck bed or Roadbed trailer and separately transports each
Roll{ Container o a Dispmd Site or proemkg Site.
"Solld Wash" means sold waste as defined in California Public Resources Code, Division 30, Part 1,
Chapter 2, W191 and regulations promulgated thereunder and pare piscanded Materials that Me ab,
Coderequires GenerMom WthinMe GrybsMap Wlectlon. &luded iron Me dellrMlon MSdid
Waste are C&o, Hazardous Waste, Infealous Waste, Oasignated Waste, Source Separated Recydable
Materials, source separated Organic Material; and ndimaNva waste. Notwithstanding any provision
In the contrary, -Solid Waste- may indude de mimimis volumes orconentratlom Mwaste OR type and
aunt normally found In Residential Slid Wash after implementation of programs for the safe
mllenon, recycling. Westmont and disposal of hprsehdd hazardous waste in Compliance with section
01500 and 01802 of the California Pulpit Resources Cook.
'Spurs Separated• means the segregation, by the Genefabp of materials designated for separate
Coleman for some form of Regtling, Processing, CnmposMg, recovery, or mo,
'State' means the Stare of California.
City of Fresno Roll -Off Agreement Paas
'Subcomtadof means a party who has entered into a tonbert, express or implied, with the Cnntractm
for the performance of an act Mat Is necessary for the ContrarmYs gelRllmem of Its obligations under
this Agreement.
"Term" means the Term Of this Agreement including extension peters If granted, as provided for In
Article 3.
Ton' means a unit of measure for weight equivalent to I,WO standard pounds where cad pound
maintains lb ounces.
Tonnage means Me whal weight in Tons Collected, seceded, Competed, Diverted, or Disposed of, as
the context requires_
Tnnsporhasbn' means the act of transporting w state of being hanzportM
ARTICLE 2
REPRESENTATIONS AND WARRANTIES OF THE CONTRACTOR
2.1 REPRESENTATIONS AND WARRANTIES
The Contractor, by execution Of this Agreement represents and warrants the fmlowing to Cry, for the
Purpose of inducing City to emit into this Agreement and to consummate the transactions
contemplated hereby:
A. Coryoma Stages. Contractor is duly Organized, yelph, existing ant in good standing under the
laws of the Share. It is qualified to banned business in One City and Share and has One power to
gen its properties and to arty on its business as now wined and operated and as required by
MB Agreement.
B. Authodaatbn. Contractor has Me authority to mMthis Agreement and perform its obligations
underthis Agreement The Boartl of Olr tusmTontratwrfor tic dgreM1ddes, if r,xessary),
sole PrOPtewr, or partners M1ave taken all amour nyulred by law. its aiddes of Incorporation,
its bylaws, or otherwise, to authorize the exegNon 0this Agreement The Person signing this
Agreement on behalf of Contractor represents and warrants that they have authority to da so
and the mrpowte senetarys certlfipte In &hlbN B comms this. This Agreement constitutes
the legal, valid, and binding Obligation ofthe Contractor.
C. Agreement MI Not Lusa BnaM. TO the best a Contractees knowledge after reasonable
vesiigadon, the execution or dellvery of this Agreement or the performance by Contractor of
its obligations hereunder does not conflict with, violate, or result In a bread: pi of any law or
governmental regulation applicable to Co„nactor; pp am harm On mndMon of am judgment,
order, or deeee of any COart, admiNmatise agency, or other goverrNnmtal authority; or, pip
any Agreement or hnsbument to which, Comrsaor Is a party or by whir connector or any M IN
Proper ti n or assets are bound, nr ansdwte a default thereunder.
City of Fresno Roll Off Agreement page8
D. No Dtigadon. To the best of Contractor's knowledge after reasonable investigation, there is no
stood, suit pmBeding cr Investigation, M law or in equity, before m by any caul or
governmental authmity, mmmisslon, board, agency Of irmbumenmllty dedded, pending or
threatened against Contractor wherein an unfavorable decision, ruling As finding, in any single
case or in the aggregate, would:
1. Materially adversely afedone performance by Contractor of its obligations hereunder;
i. Adversely affect Me validity or enforceability of this Agreement,m
3. Have a material adverse effect on the Manual condition of Contractor, or any surety or
entity guaranteeing contractor's performance under this Agreement.
E. No Adverse Judicial Dedsiom. To the best of Contactols knowledge after reasonable
investigated, Mere is no judicial decision Mat wmdd prohibit this Agreement or subject MIA
Agreementtolegal challenge.
F. No legal Pmhlbltion. To Me best of Conbactor's knowedge after reasonable Investigation,
there is no Appliraile law in effect on Me date Contractor signed MIs Agreement MM would
Prohibit the Contractor's performance of its obligations under Mis Agreement and me
transactions contemplated hereby.
G. Contractor's Statements. The Conattor's Application and any other supplementary
Information submitted m me City, which the City has relied on in emedng this Agreement do
not (i) contain any umrve statement of a metrial fall or till omit to state a material fad that Is
necessary in artier to make the statements made, In light of the nrmmstances in which they
were made, not misleading.
H. Contacfar's Imenigetlan. Contractor has made an mclepe adent investigation (satisfactory m
It) M the conditions and cirabmsmnces surrounding the Agreement and Me work As be
pedarmed hereunder. Contradict has considered such matters in emering this Agreement w
Provide services in earnara a fm the compensation prmicietl for under the teras of MIS
Agreement
I. Ability N PERMAIM. Contradw Posseiws the business, professional, and technical expeNre to
COMM TanspM, Reryde, Process, and Wspose Permitted Materials geneated In the City
Contractor possesses bre equipment Fadlltylks), and employee resources required to perform
Its obligations under Has AgreenenL
ARTICLE 3
TERM OF AGREEMENT
3.1 EFFECTIVE DATE
Contractor may Picardie the Rolloff Container Collection, TansPor adon, Recycling processing,
Composting, and Disynsal services Audiences! by Mis Agreement mmmendng An me Effective Date.
City of Fresno 1011-0N Agreement Page 9
3.2 CONDITIONS TO EFFECTIVENESS OF AGREEMENT
The obligation of Oty to permit this Agreement to become effectNe and to perform its undenakings
provided for in this Agreement Is subject to the satisfaction of all the mntlitlons below, each of worn
may be waived, in wam en form, In whole or in part by ON
A. Accra y of Reprecentatlons The represemadons and ivanan dies made in Amde 2 of this
Agreament are true and correct on and as of the Ffiedive pate.
B. Absence d litigation. There is no lidgation Pending on the Effective Date In any court
challenging Ne award of attvNm of this Agreement or sttkint to restrain of enjoin Its
performame.
C. Fumkhings of Insurance. Contractor has furnished evidence of the Insurance required by
Ardde lothat Is satisfactoryto dw City.
0. Eftestiveneu of City Datong Action. The ON Council action approving this Agreement shall
have become effective and! all Pardes shall have slowed Me Agreement Mousent m Applicable
law prior to or on the Effective pate, provided that no reA2lning artier of a" kind has been
Issued.
3.3 INITIAL TERM
The inial Term of this Agreement shall commence an the ENective Date and continue in full font for
five (5) years, mrdl lune 30, 2016. Tire Tem may be extended pursuant to Section 3.6 or terminated
early In acmdancewith Section 11.2,
3.4 OPTION TO EXTEND
Subje to City Council apPmval, Me ON shall have Me option to extend this Agreement No an
additional farm of up to five (5) years. If Me ON extends Me Agreement, It shall give written nonce to
Contractor at leart one hundred Nghry )1W) calendar days Mar to expiration of Me INdal Term. The
ON's written notice shall specify, the number of years by which it elects an emend the Term of MIs
Agreement and be revised expiration data of the Agreement Any such extension shall not became
effective unless Contractor agrees m the external in writing, at hart acre hundred fifty (350) calendar
do" prior to expiratim of the Inldal Tem,
ON of Fresno fmll f Agreement Page 10
ARTICLE 4
SCOPE OF AGREEMENT
6.1 SCOPE OF AGREEMENT
This noncaclusire franchise, granted N Contrador, authorizes Contractor to Collect, Transport, Reyrde,
Process, Compost, and Dispose of Permitted Meesials placed by Reddential or Commercial Generators
in Roffl fContainers for Cdlatim, provided than the Customer has vduntanly arranged for Contractor
to provide Cullman services.
The Contractor shall be responsible for the following senses:
A. Collecting Permitted Matenals placed by each Container in a RaH4)f Container for Collection as
requested by Customer.
B. Providing each Customer, upon delivery of Roll Off Container, a printed list that sped0es the
materials that cannon be Placed in the Rollo Contain (i.e., Hazardous Wastes) and a list of
acceptable Rttydable Materials, Orgadc Mammals, and CHIP that may be paced in the Rdl-0R
Container.
C. Tenspordng Collected Solid Waste to the Designated Dispose Site and transporting other
materials to an Approved! Processing Site.
D. Furnishing all labor, wpereision, vehicles, Rdl Containers, other equipment, materials,
supplies, and pI other items and services; necessary to "Kom Its odigatlonz under this
Agreement
E. Paying all expenses related to provision of services required by this Agreement Including, but
not limited W, Fanchuse Fares, tares, regulatory fees, Cdle<tiaa mstc, T2rvwartabon costs,
Processing msq Disposal costs, unit etc
F. Proylding all services required by Nis Amism at In a thorough and professional manner so that
residents, businesses, and the any are pmAded timely, made, courteous and high-quality
serves at all times.
G. Performing all services in substantial accordance with this Agreement at all times using best
industry Prattles his crmwrable sometime.
H. Cornplying with Applicable law.
I. Performing or Prodding all other semces necessary to fnfill Its oblgations under this
Agreement.
I. Diverting a minimum of 508 Of the C&D Collected hum Disposal. The Unrerman rate shall be
calculated each month based upon theweights of C&D Collected and Diverted.
Utyaf income Roll-WAgreement Page 11
K Diverting a minimum of 70I6 of Me Recyclable Matefiais Collected from Mapos5. The Division
rate shall be co culated each mOrm based upon Me weighs; Of Recyclable Materials Collected
mho Diverted.
1. Diverting a MINIMUM of sO96 of Me Orgaolc Materials Wllected from Disposal. The inversion
rale shall be calculatetl each month based upon the weights of Organic Materials Wllected and
Diverted
The enumeration ant Verification of particular aspects of service, labor, Or ecuipment requirements
shall not rellem comVp]or Of the duty of accomplishing all other asp necessary to fulfill Its
Obligations under this Agreement whether such requirements are a nimerated elsewhere in Me
Agreement or not.
4.3 I JMITATIONS TO SCOP
The scope of the Agreement shall he nor anthems. Pemhitted Materials may be Concord and
Transmutetl by other Persons provided Mat such Persons do so in accordance with the City's Municipal
Code, including but not limited to the following:
A. Fes Noted &IS ColledI by Other lhho a usfve Franchise guilders. Permitted Materials
COIIx1M by a WM that has eeeMed a Non -Exclusive Franchise Agreement with the City for
Roll -Off Container Collection Services.
S. Pimltted Maleriak Wlleoted by C". Permitted Materials collected by Me Gratis munidpal
collection operation Including: (1) materials Collected using equipment, such as Carts and Nin,
not regulated by mus Agfeement (3) materials Cyllecla d from City bugloss, and spedal evirtx
and venues sponmred by Me City, which may he Collected in Carts, Rim, in RcI COmabnts
by the CiWs mwiapal collection operation Or Ott crews.
C. ponated Recyclable Materials. Recyclable Materials Consisted! in Me City Mat are Source
Separated and donated by the Genenmr W youth, dwc, deddde, or Other nmproflt
organizations.
D. Materials NaYled by Owner or Occupant, an Na CorltisRo. Permitted Materials that are
removed from am Premises and are Transported or a Obponal sire m Promising she by (1) Me
Owner or Osupant of such Premises, (N) by full-tlme employee OF Canter or Octupant Mat uses
Me Owners or Osup rats equipment to tnmport materials; or (IN) by a rmsbuctian o
demolition contractor performing construction or demdition work at Me Premises, whose
removal of Me Permitted Materials is butchers] to Me service being performed (as coined In
section sa(l of me Citys Municipal Code) and snM mnrmctar removes materials at no
additional or separatefee mi ng mntrac[p's employee and mnh'aio's equipment.
E. Green Waste Material. Private collection M Green Waite Material resulting from handsraPing
or gardening service performed by the person collecting such materials.
City Of Fresno Roll -0 fbmwment Page El
F. Other Readable Matedale, private collection by any Person or company, mat transports
Readable Materials through use a IN own vehiclehl, and rerelves no compensation far sarin
Collection or Transportation.
G. Materials from public Schools and Other Government FaNltles. The removal a any materials
generated by PUMk schools, cities, Me County, or femeral laegmei jeom me eareption of Mose
fadlities subject to 42 U.S.0 Section
4.3 CITY'S RIGHT TO GRANT MULTIPLE NON-EXCLUSIVE AGREEMENTS
The Gry may grant to an unlimited number M addidoml Persons similar flan -exclusive franchise
agreements for Rig -Off Container CrAection, Tromporaatlon, Reading, Processing Composting, and
Gisposal of Permitted Materials.
4.4 CITY'S RIGHT TO EXCWDE NEWLY ANNEXED TERRITORY FROM SCOPE OF
FRANCHISE
The Ory reserves Me right to exclude [writory mat is annexed into me corp onew limits of the Ciry,
subseRuentto the Effective Coleman me scribe came; honchise.
4.5 AGREEMENT CONSISTENT WITH APPLICABLE LAW
This Agreement and scope of this franchise shall be interpreted to be consistent with Applicable law,
now arm during me Term. if future Judicial Interpretations W current law or new laws, regulations, or
judicial Interpretaliam limit the ability of the ON to lawfully pcoWde for the snipe of simmer as
spetlflcatly set form herein, Contractor agrees mat the stype OF the Agreement will be limited to chose
servhes and malesn" which may bas Iawhgly Presided and mat the Gry shell rot he responsible for arc/
Lost prone or losses claimed by COntrattm to arise Out of limitations of me scope of me Agreement set
form herein. In such an event it shall he the responsihiliry of Contractor to minimize me thermal
impactcasum futurejudltlal interyretatlpm or newlaws.
4.6 OWNERSHIP OF MATERIALS
Once Permitted Materials are placed in a ROtlURContalner M Collection by Contractor, ownership and
the rlghtto monomer of suet materles shall transfer directlytrom me Customer toContractor.
On a short-term bads not m exceed more man five (5) caleMar days per year, City may obtain
wnessivP Of POssesslon OF Pmmh[ed Materials plated In the Ra i Container For Collector, for
purpmes of waste characterization studio; upon written nwtim to Contractor of IN Intent to do so.
Hanover, nothing in this Agreement shall be construed as giving rise to any inference mat City has such
ownership or possession unless such written notice has been given to Contractor.
City of Fresno Roll -Off Agreement page 13
4.7 NOTIFICATION TO CITY OF NON -FRANCHISED HAULERS
It Contractor can produce evidence that other Persons are Collecting Permitted Materials and do not
have rights to do so as granted by mon-exclusive franchise agreement with Use City or otherwise, or Ina
manner that is not consistent with the City's Municipal Code, Contractor shall notify the CRY In writing,
within ten (10) atendar days of Contractor wibressing such cmrmstames. The Contractors notice shall
Include the name and Mephone number of the Person or company Collecting Permitted Mahrlals (d
known), the date 1M Contractor whru sed the even, the location of the f oll-0 Container atom with
Contractors evidence of the violation of the claims granted by this nonexclusive franchise.
ARTICLE 5
COLLECTION, PROCESSING, AND DISPOSAL SERVICES
5.1 COLLECTION
Contractor is hereby authorized to Called Permitted Materials from residents and businesses in fire City
using Rall -OT ConWne¢ Contractor shall Collect Permitted Materials from Customers not voluntarily
subscribe to Or request Roll -Off Conhiner Collection services from Contactor. Contractor shall provide
Its Customers went a ROI -Off Container ria Permitted Materials Cdleetion or shall allow Its Customers to
provide a Rilldlf Container. Conbador shall Collect penniltad Materials mom Premises a$ frequently
asScheduled by Conerxctor or as mutually agreed with Customer, but net less than once a week for Solid
Waste and Organic Materials. Contractor shall provide requested service W Is Customers and shall
charge Customers for service a[ Rates mutually agreed by Consumer and Contactor.
Contractor shall Transpert Solid Waste Collected pursuant to this Agreemenm the Designated Dlsppal
Site and Other materials W an Approved Pracezvng Site but has been selected by the Contractor and
approved by the Oty. Tie Approved Processing Shaft) must be aae W demonstrate Diversion rales In
aCCOmance with Sections 4.1 and S3.
Contractor may enter Into contracts with Customers far Copeman services provided that In no case shall
the term Of such rontracu extend beyond the Term of this A®eement, and provided that in One event
Ne City terminates olds Agreement the contracts whir any and all Deductions shall terminate an the
termination date of this Agreement
5.2 PROCESSING AND MARKETING SERVICES
A. Pmcawmq. Contactor agrees to Transport antl deliver (if all C&0 it Whets; in 1M City W me
Approved OOO Proceeding Site, (11) all Recyclable Materials It Collects In the City W Me Approved
Recyclable Proctztlng She. and (fill all Organic Materials It Cd421s in the City W Me Approved
Organics Processing Site. Residue from the Can, Recyclable Materials, and Organics Processin
and Composting activities shall be Disposed of by Contractor or Its Approved Processor at an
APPraved DisPoal Sole sefeel try Contractor in armrrearu with Sectio 5.4. Contractor
selected the Approved Prvcessing Ste(s) and Approved Disposal Stels), which are Identified In
ON of Return Roll -0 Aguwmenl Page 14
ahibk D. Contractor shall permit or arrange far the City W inspect Me Approved Processing
Skills) and observe operations at any time during the Term.
Contractor or its Approved Processors) shall possess all permits and approvals necessary for use
of Me Approved Procesing Site)z) In full regulatory compliance. Contractor shall, upon City
request, provide or ovel from Its Approved Processors) and provide copies of aborts of
violation or permits W Me City. Upon request of the City, Compactor shall povitle a certified
statement from its Approved Praeessor)s) docementlng its Diversion rate.
If Contractor elects to use a Processing Sites) Mat is different than Me Approved Processing
Ste(s) specified in Exhibit D. It shall request written approval from Me Ory, May )W) calendar
days prior W use of Me site and obtain Me Ci" written approval no Inver Nan ten (20)
caunda r days Prim m use of Me site.
If Contractor is unable to use an Approved processing Site due to an emergency or sudden
unforeseen closure of the Approved Processing Site, Contractor may use an alternative
processing Ske potltled that (1) the Conbactor provides verbal and written notice to the City
widen twenty-four (24) boors of use of an alternative PrausUg Site, and )II) Me alternative
Processing Site Is fully permitted and In compliance with all Applicable lass. The written notice
shall Include a description of the reason the Approved Prtuersing Site is cot feasible and Me
period cad time Contractor proposes to use tine alternative Processing Ate. Contractor shall use
the alternative Processing Site for no more than twenty-four (24) hours without obtaining Chys
written appro al.
B. MarkMM& The Contractor or IN Approved! Processor shall be responsible for marketing C&D,
Perydade Materials, and Uganic Materials Cd1ertM in Me City and Grerte . Contractor
and/or its Approved Processor may remain all revenues generated from the sale of Permitted
Materials Mat are Diverted.
Upon request, Contractor of IN Approved Processor shall provide proof )in Me form of sales
receipts showing eM+sser) to Me Ufy that all Cli Recyclable Materials, and Organic Materials
Diverted are marketed for Rayding or none in such a member that materials shall be
considered as Dd
Diverted in accordance with the State regulations established by Me A. All
residual material from the Processing activities Mat is not marketed for use shall be accounted
for as Disposal Tonnage at a pemated balsocil Site. No Permitted Material shall be
transported as a domestic or foreign location k Solid Waste Cispoal of soon material Is kz
Intended use.
Contractor or 16 Appoved Processor shall provide the City, upon written request, with a list of
broker/buyers it uses m market C&D, Rerydade Materials, aM Organic MMenais DlveMd OW
may audit brokers or buyers to confirm Mat materials are being Recycled and Covered from
Disposal. If Contractorbecemesaware Matabakerwbuyerhas Rle ityhandie or Disposed
of material generated by the City or elsewhere, Contractor shall immediately inform Me Uty and
term (nate its contact or woAi rib relationship with won party immediately
C. Ibocessasg a" Matkedng Cols. Contactor dull pay all costs associated wit Processing and
marketing of Permittetl Materials inducing payment of a" gate fees clanged ac the Approved
PraesUrg Ates.
City of fresno IbI Agreement Page 25
5.3 DIVERSION REQUIREMENT
Contractor shall Obert from landfill disposal at least (1) 5M by weight of all C&D It Collects within the
Ory, (II) 7M by weight of all Recyclable Materials it Collects within Me Cay, and (ill) 9014 by weight of all
Organic Materials it Chlectn within the City during each calendar month by Processing, Reayding, or
Compost ng some or all of the C&O, Rerydable Mmarials, and Organic Malenals Collected.
If Contractor bull M meet the Diversion requirements staled In the preceding paragraph during a
calendar month, the City may terminate the Agreement in accordance with Section 11.5.
5.4 DISPOSAL
A. Disposal of Solid Warta Collected. Contractor shall Transport all Sold Waste Collected in Me
City to the Designated Disposal Sae, which the City spedfies shall be the American Avenue
landfill In Tranquility, California. Contractor shall my all ands; associated with Transporting and
Disposal of Solid Wazte Including Payment of any gate fees durged at Me Designated Disposal
Site,
a.. Disposal of Processing Resldue. Contactor shall, or shall require b Approved Processor M,
Dispose of residue from Processing of C&0, Recyclable Materials, and Organic Materials
Collected within the Gly, that are not Divested through Practising activities, by Transporting
the residue M an Approved olspesal Site spedfind in Exhibit 0, which is lawfully authorized to
accept such material.
C. permitted Sae. Contractor or it Approved Processor shall only Dispose of materials at a
pennitted Disposal Site that is in full regulatory mmpliaae. Contactor, or Its Approves
Processor, shall keep or mMrm all subling permits and approvals necessary for use of the
Disposal Slte(s) in full regulatory complain. Contractor shall, upon happens, provide copies of
notices of violation or permits to the Cay.
D. Compliance with Regulations. Contractor Mall obverse and comply with all regulations In effect
at Me Designated Disposal She and Approved Disposal Si and cooperate with the operator
thereof WM respect m delivery of So11d Words, including directions to unload Collection vehides
in designated areas, accommodating operations ant manlepence activities, ant complying with
Haxardpus Wazle exdudgl programs.
E Disposal at Appeared! Me. Umrzctor, or its Approvetl Processor, shall not Dispose of such
residue by depositing Ilan any public or Private land, In any men, srrcam, or other waterway, or
In any sanitary server or storm drainage system or in any other banner wMeh violates
Applicable laws. Contractor, w Its Approved Processor, selected! the Approved Disposal Sil l
for residue Disposal specified in Estill D. COM2clor Shall change for this City to fi alsect Me
Approved Disposal sites) and passive operations at any Nme dudK Me Term.
F. A temaWe Disponi Site. If Contractor, or its Approved Processor, elecs to use a Disposal
Smelsl Mat Is different Men Me Approved Disposal Suds) listed in Exhibit 0, it shall request
written apparent from Me any W caleMar days polo to use or the site and obtain Me Ochs
written approval no later Man 10 cale rdardays pnorto use &Me Aa.
City of Fresno Rdl-0ff Agreement Page 16
If Contractor, or IN Approved Processor, Is unable to use Me Approved Disposal Ste due to an
emergency or sudden unforeseen chaure of Me Approved Disposal Ato, Contractor, Or Its
Approved Proressm, may use an alternative Disposal She provided Mat (i) Me Contactor
provides verbal and written notice to Me City within twentYfour (74) hours of use of an
alternative oisprual site, and (il) Me alternative processing Site is Polly permitted and In
compliance with all Applicable Laws. The written notice shall include a descopnon of the
reasons Me Approved Disposal Site is not feasible add We period Of 6me Contractor, or Its
Approved Processes, proposes to use the alternative Disposbl She. Contactor shall use the
alternative Disposal Site for no more Man twenty-four (34) hours without obtaining City's
written approval.
5.5 BILLING
Contractor shall bill all Customers and collect billings in accordance with Contractor established Rates,
which are set in a manner consistent with provisions Of Section 9.3. The Contractor shall prepare, mail,
and ccge bills (or shall issue written receipts for cosh payments) for C011echon services provided by
Contractor. Contactor shall be responsible for collected of payment from Customers with part due
accounts.
Contractor shall maintain copies of all fillings and receipts, each in chrenclogiol order, for five (5) years
after expiration or termination of this Agreement Contractor shall retrieve and make available to Me
City copies of the tabloid; and receipts within five (5) days of Me MrMor's written request for the
billings and receipts. The Contactor may, a its Option, maintain Mose records in computer from, on
ccofche, or In any other manner, Prodded that Me records on be Preserved and reMeved for
nspecllon anti ver6ication in a timely manner.
5.6 CUSTOMER SERVICE
Contractor shall maintain a business cal within Me aby or within a reasonable distance of the City
limits approved! by Me tar r. The business office shall stuff a lean one customer service
reprezendtro mwM* of accepting payments from Customers, answering service questions, and
resolvirg Customer yrvia issues. Contactor shall have a Mil- free Customer service telephone number
and shall have staff available to answer alis from a[ least 9:00 a.m. to 6W p.m., Monday through
Friday, An answeng methane shall fenard Customer dls and volae messages between 6:00 p.m. and
R:LO a.m.
ARTICLE 6
STANDARDS AND REQUIREMENTS FOR SERVICES, EQUIPMENT,
AND PERSONNEL
6.1 OPERATING DAYS, HOURS, AND SCHEDULES
A. Days and Hours of Collection
CIN Of Freund Roll -0 Agreement Page 17
1. Residential Premises Delivery or Collection of a RWl-0ff Container M or barn Residential
Premises shall only occur between the hours of 6:00 a.m, and 6W p.m., any clay of Me
week
3. fommeNalPmmises. Delivery or Collection ofa Roh-0ff Containetomfrom Commercial
Premises that are ZOO feet or less from ReMientlal Premises shall only occur between Me
hours of 6 DD a.m. and 6:00 p.m., any day of the were. Delivery Or Collecoon of a ROTI -Off
Container to or from Commercial Premises MM are more Man 2W feet from Residential
Premises shall only oo:ur between Me hours of SW a.m. and >W p.m., any day of Me
week. The Chrectuar may Native modifications to hours for deMery and Collection hoar
Commercial Premises o resolve noise complants, and, in suet case, Me Director may
Mange Me allowable Weratng hours.
3. Eaoptlons. In the event of an unforeseen dreumstarml Me CWtractp may deliver or
Collect a lsdld CWMlner from Residential or Commercial Premises that are 300 feet or
less from Reddemal Premises between Me hours of 5W a.m. and 10W a.m., upon prim
wnMen approval from the Director.
4. Fallum to rrdl if the Contranor fails to comply with the CWlectan hours desnibed In
this Section, Me Contractor shall pay Me City Medicated Damages as desalted in Section
11.4 and Eshibit A,
6.3 COLLECTION STANDARDS
6.3.1 InatmNpna to Customer
Contractor shall instruct Containers as to any preparation of Permitted Materials nereesary prior o
placing in the Rolloff Container. Contractor shall, In wnQen farm, inform all Customers as t0 the
acceptable matenatsthat can be included Inthe Roll-Olf Conbirwr and enyumomptehle materials to he
excluded from Collection.
65.3 Care of edvata Property
Contractor shall not damage private property. Contractor shall ensure that In employees III close all
gaps opened In making Collections, unless oNerwise direeted W the Customer; III) m not moa
landscaped areas; aid liiil do tet climb mjumpoverhetlges aro Iancas
Clry shall refer complaints about damage to pirate property M Contractor. Contractor shall repair all
damage to private and public property caused by Rs employees to Its predous condition.
6.2.3 IlmrAbamment
A, Mlnlmbadon of spllls Contractor shall use due care t0 prevent vehicle oil and vehicle fuel fran
being called! or scattered during Collector and Transportation operations. If arty Permil4W
Materials are spilled or scattmed during Collection or Tramportation operations, Me COntmcor
shall promptly dean up all spilletl and scathe rec materials.
CityofFresno RoIIO Agmement page
Contractor shall not b2hefer loads from cove vehicle b anoMx on any public street, unless It is
nenewaryto do so because of mechanical failure. hot lead (combustion of material in the truck),
accidental damage to a vehicle, or unless approved by she Cary.
If Contractor MIs to perform some or all of me requirements desvibed in this Setsh n, the
Contraaorshall pay me Only uquldated Damages asdewl4M In Section 11.4and Cxhibit A.
B. ae in -Up. Each Collection w hide shall carry protective gloves, a brawn, and shovel at all times
fix cleaning up litter ant absorbent material her deaning up liquid spills The Comattw shall
discuss Insawes of repeated spillage not caused by It with the Customer of the Premises where
spillage occurs, and Contractor shall report such Instances to City. If are Conmitrr has
attempted to have a Customer stop creating spillage but is unsuccessful, the City will attempt,
upon room by one Cmhattw, m reify such travel with the Customer.
C. Covering of loads. Contractor shall cover all RnitOlf Containers a the pickup location before
Transporting materials to prevent Permitted Materials from escaping during Transportation.
63A Noise
NII Collection opentiass shall be conducted as quietly as possible and shall conform to Applicable taw.
Contractor will wompdy resolve any Complaints of noise during the miming or evening hours M the
day to the satisfaction of the City. In the event of repeat amurrences of noise levels In excess of 76
db(A),the Conrado shall pay Liquidated Damages lnarmrdawe with 5 tion 11.0and Exhibit A.
6.3 VEHICLE REQUIREMENTS
A general. Vehicles used to province seMces under this Agreement shall be kept In a safe, neat,
clean, and operable wni icon at all times. If Contractor falls to keep Wooden vehicles In a safe
and sanbary rmMidon, the Contractor shall any the City uncleared Damages as described In
Section 11.4 and Exhibit A.
g. 6ped1 mfle Contnww shall register Al vehicles with the California 11eparnnent M Mercer
Vehicles. MI such vehicles shall comply wide California Environmental Protection Agency (EPA)
noise emission and wrap allty regulators and other applicable noise mrmd regulations.
C. Vehicle Mendfi m. Conbactor's some, local telephone number, and a unique identification
umber for each witdde uses to prwretle services seems this Agreement, shall he promlMmtiy
displayetl on all vehicles, in letters and numbers that are a minimum of A inches high.
Contractor shall not place me Chys logo on Itsvmides.
D. Cleaning ane Malntwrme
L Cleaning. Collections vendes shall be thoroughly washed and thoroughly steam cleaned as
frequently as necessiryto present a dean appearance of dee evterlor and interior compartment
of the vehlde.
• Maintenance. Contractor shall inspect each vehicle really to ensure that all equipment is
operating Property. Vehides that are net operating PropeM shall bas taken oR M service until
they are repaired and operating properly. Contractor shall perform all scheduled maintenance
Ory of Fmsro RdLOff Agreement Page 19
functions in arsartlanre with the manufacturer's specification and schedule Or in accrimance
with California Highway Pahl standards, whiclever are more iMgent Contractor shall keep
accurate records a all vehicle maintenance, sexual aaording m date and mileage, and shall
make such records available to me City upon request to the extant necessary to perform the
Inspections described in Sections 6.35 and 6.g.
3. Repairs. Contractor shall repair, or arrange for the repair of. all of i6 vehides and equipment
for which repairs are needed because of accident, breakdown, or any other cruse, so as b
maintain all equipment In a sure and operable condition. Contractor shall maintain accurate
cords ot repair, which shall include the dace/mileage, nature M repair and the signature of a
maintenance supery w matme repair has been properly performed.
6. SoOrage. Contactor shall arrange to store all vehicles and Other equipment in safe and secure
location(s) in accordance with O S applicable main regulations.
E. Operation. VeNdes shall he operated In compliance with the California Vehicle Code, and all
applicable safety am hl ordbances Contactor shall cot lead vehldes In excess of the
manufacturer's recommendations Or limitations imposed by state or local weight restrictions for
vehicles and roads. Contactor shall have each Coilection vehicle weighed at each Approved
Processing Sites or Designated! asPosei site b determine me unluatled weight )'are weight')
of the vehicle, and the total laded weight Of eadi bad delivered b the Approved Processing
Sites and OedgnatM Disposal She.
V Vehicle Inspeetbn. Gry may Inspect vehicles at any time to determine compliance with Me
requlfemeMs Of this Agreement Contractor shall make vehicles available to use Ory and/or
Frestw County Health Department for Inspection, at any frequency Oty reazonaWy requests.
6.4 ROLL -OFF CONTAINER REQUIREMENTS
A. General. AN ROH -Off Containers shall meet applicable Federal, Nate, City and local regulations
for safery.
B. Specifications
1. Nevem Wkaee If me type of materials placed In the container may rewlt In leakage W
liquids, Contractor shall take Precautions to prevent the leakage of liquids- In accOMame with
Seaton 17315 of Chapter 3 of The 14 of the California Code m Regulations, RoIrOff Containers
used to Collect garbage end prowrible materials and/or garbage and putresdWes mixed with
rubbish shall be nonraftemem, ymemaght vemrreastant durable, ready cleanable, and mall
be designed for safe handling and me containment m refuse.
1. Provision of Sufadent Capacity. In accordance with Section 11315 of Chapter 3 Of Title 14 of
the California Code M Regulations, Containers for garbage and mblem should be of an adequate
size and in suffidem numbers b runMn wldmut overflowing. all the refuse mat a household or
other eaablishment generates will the designated removal period.
3. use of Containers with Ice m,n Ten (20) Cubic yards of Capdq. RolliM Containers with
capacities of less than can (10) cubic yards may only be used for me purposes of Collecting C&D.
Clry of Fresno RoIIAR Agreement Page 20
c. ROIFRMI Canalrerltlenliflotlgn. All Conb or-pmvided Rdi- Containers sh Il Womine fly
display one Contrucla's name, local telephone number, a unique Roll-df Container
identification number, and a list of a xeptable matenals As appropriate, Rdld Containers
shall he labded for:5did Waste, Recyclable Monop ly, Organic Materials, or CAD. Such labeling
may be temporary labeling in the form of magnetic or detachable signs.
If Contractor fails to comply with the provisions of ens Section 6A, the Contrxtor shall pay the
City liquidated Damages as describM in Section ll.a ant Cobalt
D. Cleaning, f2hMng, ant Maintenance. All Rol-0R Containers shall be maintained in a safe,
serviceable. and functlonal condition. Convector shall steam dean and repaint dl Rdl-Off
Containers A least every two years, or more hequently, to present a dean, graffiti free
appearance.
L Rpn-0If Container Inspections. City may inspect Rp6DR containers at any time to determine
compliance with sanitation requirements. Contractor shall make Containers available W the city
at any frequency It requests. The Gry shall have the right to pronbt the use of any Roll-Off
Container brothels to comply with the provicons in this Secdon 6.d.
F. AharMDned IblFOlf Containers. Contractor shall but Abandon any M1140ff Container used to
Provide Permitted Materials Collection services under this Agreement. If the Contractor
Abandons a CoMractor-owned Roll-0R Container, City may remove the R cl1 Container ant
Process and Wspose of the contents. If one City remove a Rol Container Abandoned by
Contractor, the City may Marge CDntrxctof for Me CWs costs incurred removing such Rolf
Container, Transport ng, Pro Ssirg, and Caspersen of Its inns¢, and/or the fort of storing
such dar "ys ontalner. Contractor shall reimburse tM Ciry for rvch costs within fourteen fib)
olentlar days dthe nate of bre Cib/s info the the 4) dayctorfor such costs. If Me he It or
does not pay the Invoice amount within fourteen 1l a1 latent
to the Gry shall become the owner
Container awnec if tlw invdce statetl tla Otis Intent m became the Container owner in
lettering chat least ]2point hart.
For the purposes of this Section 6.0. F,'A W Mon' means the fol lowing:
1 Cormadors failure to remove a Contn[torownea Roll R Container within flue 151
calendar days of receiving a written request from a Customer or one City or within five 151
calendar days after the tamgrauon of the customer servlre agreement between Contractor
and the customer, or
3. Contractees failure torea contraRmownM Roll -CK! Container within ten I101
calendar days upon expiration or separation of this Agreement, except In the case where
Contractor has Iwen granted an extension of the Tema of the Agreement or Copol has
been granted a subsequent agreement authorizing Contractor to Collect and transport the
type or types of materials for which the Rolloff Container was used pursuant M this
Agreement.
City of Fresno Roll -df Agreement Page 21
INgfillillIF•lY'i-YPIb
A. General. Contactor shall fumish such qualifiml drivers, maintery nce, supervisory, Customer
service, decal and other personnel as may be nermsary to provide the services required by
this Agreement in a safe and efficient manner.
B. Differ gwimmmonz. All driven shall be bainetl and qualified in the apemfion of Collection
whides, and must have In effect a "lid license, of she appmpdata class, issued by the California
Department of Manor Vehicles. Contactor shall use the Class B California Department of Motor
Vehicles emplayer'Pull Notim Program' m monitor its drivers for safety.
C. Sidney Training. Contractor shall provide suitable gperadowl and safety paining for all of in
employees who operate Collection vehicles or equipment or who are othersiee directly Insolvent
in such Collection, Cisposal, or Processing. Comrade mall train b employees Imvlved in
Collemon A identify, and nam collect, Hazardous Waste or IMeRmus Waste. Upon the 0ws
request, Contactor shall provide a copy of its safety polity and safety training program, the
Orient in safety officer, and she frequercyaits Pairings.
M Employee Conduct and Courtesy. Contractor cull use in but eRwn to wasure Mat all
employees present a neat appearance and conduct themselves in a courteous manner.
Contractor Shill regularly train In employees in Customer courtesy, shall prohibitthe um of loud
or Profane language, and shall instruct Copeman employees to pertwm she was as quietly as
Possible. If aoy employee is found na M be courteous m na m a performing services In the
manner required by this Agreement, Contractor cull rue all appropriate cmeulw: measures
and shall lady she CIN Liquidated Damages as desmihed in section 1L4 and EvOlWA-
E. Employee IdentlfimHon. While performing services under this Agreement, all of the
Cantrarm/s employees performing Had service shall be dressed in dean domes and shag wear
badges Mat include she employee's name and/or employee number, and Gn Ks name,. as
approved by the Oey.
6.6 HAZARDOUS WASTE INSPECTION AND HANDLING
A. Response m Hamrtlous Waste len during Conduction. If Contractor determines that
material placed In any Roll -0H Command for Collection Is a Hazardous Waste that may not
legally be Usposed of at a Disposal Site or handled at me Processing SHe, or presents a hazard
to Contraspx's employees, the Contactor shall refuse m accept such m medal. The Connector
shall mnmm tlm Consumer ad request the Cusmmar no arrange proper Diseoml. If me
General canna be reached immediately, the Contractor shall, before leaving the Premises,
leave a tag at Itlst two inches by six inches (S x 6') In size, which indicates the reason for
refusing to Collect use material and lists a phew number fm obtaining; information on proper
disposal of me Hazardous Wase. under Ad ormmstadval sods ConbaMYs employees
knowingly Collect HazaNmss Wane.
If Hazardous Wage is found in a RaIbON[omalnerthatmuid possibly resdt in imminentdanger
to people or property, me Contractor shall Immodesty notify the Clty s Fire Mpartment using
the 913 emergemy number.
dry of Fresro Rdl-0ff Ngrremea Page 22
The Connector shall notify Ute City of any Harartlous Wane iaen4nea in gdlOff Containers or
left at any Prembamadmin 24hours of MenNfmUonof such material.
B. Responsa h Hazardous Wastes Identified ei Disposal Site or Pmcesmng Site. The Contractor,
or M Approved Pricol or Disposal Site operator shall provide land checkers and equipment
operators a me Processing or Disposal Sri to identify Hazardous Wastes for storage In
approved, on -Me, hazardous materials smrage cmddrier(S). Conbattar shall make reasonable
efforts to Identify and notify the Customer. Clmexim shall arrange for removal of the
Haeardous Wanes by Permitted haulers in arcmdante with Applicable laws and regulatory
requirement.
If the Hazardous Wastes delivered to a Dspoaal Site or Poxessing Site by Contactor before it
presence is detected and the Generator cannot ber Identified or falls to remove the material
after being requestM to do w, the ContrMor shall arrange for its proper Disposal. The
ConUadormaymakeagootlhitheffortwrerovert con of Disposal from the Generator, and
the co t of thiseffort, as well as the con of Disposal shall be chargeable ted the Generator.
C. Regulations and Record geeping. Contactor shall comply with emagemy mtlfmtion
procedures required by Applicable laws and regulatory requirements. Al records requ red by
regulations shall be maintained at the Contrands hdlay. These records shall Include: waste
manifests, wane inventories, waste chaanterization records, inspection records, Incident
reports, and training records.
6.7 NON-DISCRIMINATION
Contractor shill not discriminate in the provision of serrire or the employment of Persons engaged in
performance of has Agreement on account of ram, Paler, natural origin, ancestry, religion, gender,
marital Phtus, sexual o ientatlon, age, physical or mental disability in violation 0 any Applicable taw.
6.8 COMMUNICATION AND COOPERATION WITH CITY
A. Communicatlorn. If requested, the Contractor shall meet wish the City or its agent to discuss
servlre issues.
B. Inspection by City. The City, or its desigatetl reprgenhtives, shall have Has right w observe
and motive Contractor operations, Postal SRea and Disposal Sites used by ContraGpr, and
enter ConMactes Premisesforthepurposesofwtl observationantreWewdudmreas abh
hours without advance notice.
C Cooperate with Oq-tngiamed SWdhs Contra[tm shall cooperate wash dead mast she City or Its
agent with Me permn. dome of studies of Permitted Materials such as, but not
limited to, waste characterization and composition shades.
city of Fresno Rol Agreement Page 23
ARTICLE 7
RECORD KEEPING AND REPORTING
7.1 GENERAL
7.1.1 Malntenan¢pf RemNz
Contractor agrees M conduct data collection, Information and recent kreping, and reporting activities
needed to comply with and m meethe reporting and Penniman! Matenals program management needs
of City, the Act and other Applicable laws, and the requirements d this Agreement.
This Ardde is intended to highlight the general mture m records and reports to he maintained by
Contractor, and their midmum content This ArWe Is not meant to mmprehensivdy define what the
records and reports are to be and their cement With the written direction by or, agvmval M City, the
cords and reports to be maintained and potted by Contactor in accordance with Nis and other
Arden of the Agreement shall be adjusted in number, format, or frequency. Records and reporting
may be revised W reflect current record keeping and reporting requirements.
To We extent Sachs requirements are set out in this ant other Arlides m Nis Agreement, they shall not
be considered limiting or necosssdly complete.
7.1.7 Retentm a Records
Unless otherwise required in this Attlde, Contractor shall retain Al records and data required to be
maintained by this Agreement for We Teem of this Agreement plus We (S) years after Its expiation or
eadie temilnadon. RttnNs and data shall he in Nrondogial order and readily ant essay interpreted.
7.1.3 Inspection W Records
The City, us auditors and other agents, shall M1ave the right, during regular buanes hours, to inspect
specific documents w ascents required by 1Ns Agreement or airy other similar records or reports of the
Contactor that the Ory Shall deem, at Its sale discretion, necessary to evaluate the Conlredor's
performance prodded for in Nis Agreemem. The City may make coples of any documents it deems
relevant to this Agreement The City shall provide Contractor written notice at least three (3) Business
Days poor Us any inspection of Nese remits, and CmbuIDr shall nebleve and make available to the
City the requested do moments and records at that time.
The City reserves We right N Inspect records for the purposes of auditing the Conbedmfs reports,
restarted Diversion leval, and fee payments to the City. If an audit condo&" by the City, or Its
representatives, finds: (i) that We Contactor has male any Intentional misrepresentation with respect
to the fees dues to the Gty leg., franchise fees or other fres due to the aty) in an amountgreater than
SS,oLD or 10%of the fees due to We City during the nenot covered by the audit, whichever Is greater,
or (li) that We Diversion lead is 5% different than the Diversion level reported by the Cmtrartor, Nen In
addition to any Sears remedies available b the City, Contractor shall reimburse the Ciry for the WINS
costs incurred in the performance of the audit. surlh relmbursemmt Will be paid by Contractor, along
with any underpaid fees and Uquldated Damages requov! by section lLa and Exhibit A. within thirty
(30) calendar days of the date the GN mI ifies th contractor of We amount due.
City of Fresno Rdl-0ffAgreement Page 24
7.1.4 Record security
Contractor shall maintain adequate record security to preserve records from events that can be
reasonably anticipated such as fire, Il and earthquake. Electronically maintained data and records
shall be protected and backeCup.
71 RECORDS
71.1 Financial and Opendmiral Records
Contactor shall maintain accurate and complete accounting records containing the underlying financial
and operating dad relating to and showing the basis for COMMu ion of all revernses associated with
providing Permitted Materials Collection, Transpmtabon, Procuring. Re n ice, Compostln8, and
Disposal smvl¢s. The accounting remA; shall be Prepared In aaodanv wIM Generally AncePted
Accounting Principles Il consistently applied,
At a minimum, the following operational records shall be maintained W Contractor for City relating to:
A Customer aunt information and Wiling variants;
B. Tonnage of material Collected by type (e.g., said Wald, Recyclable Material, Organic Material,
or C&D) listed by Promdng Site or Disposal Ate where such materials were delivered Where
possible, information is to he separated by Residential and Commercial Customers.
C. Tonnage of Recyclable Material; Orgaac Material, and C&D averted frau Natural by
Contractor and supporting documentation.
D. Diversion Ieva, wWM shall equal Tonnage Nveted by Contractor thread by the Tannage
Call by Cadrzttor multiplied by IDD, Road separably by moral fw the previous owner.
Tannage Diverted steal reflect Permitted Materials Promssed less residue Disposed.
E. Residue levels of Processed or Comparted materials
F. Weight ddets from pl Designated Nsposal She documenting the Tonnage of solid Waste
Collected within the City and loitered to the DedMwtch Nspodl site; (ii) processing sites
documenting the Tonnage of Permitted Materials Collected within the City and Restated Or the
Approved Processing Sites; and, (iii) Approved Dlsysal Shot documenting the Tannage of
residue delivered to Approved Disposal sites by vebide, date, and time.
G. End use and markets for fecwared meta lz
Contractor shall make remds available to the Cky upon request.
T.0 Customer Records
Contractor shall mountain accurate and complete records containing that number and types of accounts
served by the Contractor. The records shall coal at a minimum, the Os[wnea pane, type of
business, phone number, address of Roll-0If Combon r celiveay and Collection ladtipn, date of delivery
and Collection, itemized listing of sendem; Mfiamad, type N Peraft ed Material Collected, Tonnage
City of Fresno Roll -Off Agreement one 25
Collected, and me amount charged to pmWtle services. The information shall be provided to the City
upon request.
7.2.3 CERCIA Defense Records
City views As ability to defend IVAR agaimt Comprehensive Environmental Response, Compensation and
Welty AR ICERCUN, and related litigation as a matter of great Importance. For this reason, the City
raga is its ability to prove where Permitte! Materials Collected M the Contactor are fallen for
Processing, Recoding, Composting, Tante. or Optimal, as "I as where they are not taken, to be
matters of pencem. COrml shall maintain, retain and preserve depends which an establish where
Permitted Materials Collected were Processed, Composted, and Disposed (and therefore establish
where they were not). This Immsion shall survive Me expiation or eadler termination of this
Agreement Cotrahallmaintainthe rerond ramiMmumdf (10)y bryondeapimbon
eadlertermination Ofthe Agreement Coro rsMilpmWdetheserecandsm Ory(uponrequestor
atthe etch of the record retention prood) in an orgmred and indexed manner rather Man cestroying or
dlsposingoftheM.
7.3 GENERAL REPORTING REQUIREMENTS
The format or each report shall be approved by City. Contractor may propose report formas Mat are
responsive to the objectives. Contactor agrees to mall a copy of all reports and submit all reports on
computer discs, by a -mail, or by modem In a format compatible with ahs software and computers at
no additional charge. Contractor will provide a cendfiodon statement, under penalty, or perjury, by Me
responsible Contractor official, that Me report belnM submitted is now and earned to the best
knowledge of such official after their reasonable inquiry.
Contractor shall submit monthly reports within fifteen (15) alendar days of One end of each month If
Contractor tices not submit the monthly reports by the dates required in this Abide, Contactor shall
paythe City Cemented Damagesas dewar bed In Section 11.4and EABbft A.
Contractor shall submit (via mail and email) all wo ml
Solid Waste Chimon Manager
City of Fresno
1325 EI Dorado Street
Fresno, CA 937(16
7.6 MONTHLY REPORT
The monthly report shall present the followirM iMonrwtion.
A. TWI Tonnge. Total PormittM Materials Totmage Winded by Contractor within the Oty
during Me previous quarter, listed sepaately by material type and by month.
B. DNerted Tonrege. Permitted Materials Tonnage Collected by Cantradhor within dse Ory Mat
was OivenM during fie Pounbus quarter, listed separately by material type and by month.
City of Fresno RollOffAgeement page 26
C Disposed Tonnage. Perratted Materials Tonnage Collected by Contractor within the City that
was Disposetl during the previous quarter, listed separately by beach.
D. Diversion level. Tonnage Diverted by Contractor divided by the Tonnage Colleted by
Contractor multiplied by 100, listed separately by month for the previous quarter. Tonnage
Olverted shall reflect Permitted Materials Processed less residue Disposed.
E. MD. Tannage generated from constructor and demdidm permitted sites, coding the permit
umber, the site address, the Tonnage hauled, the time hawed, and the handles m which the
material was hauled.
F. Disposal and PtoassW Contractor shall provide a let d the names and addresses
of where Permitted Materials Cathected within the Oty bluing the Previous quarter was Diverted
and Disposed. Sutli list shall include me amount of Pemmted Materials Tannage Diverted
and/or Disposed at each location during the Previous quarter, listed separately by material type
and by month.
G. Bwem e . Glass revenues (e.g. cash momp6) earned an all RoIFC f Container Collective,
Transportation, Prornsing, RecVdi% Compostilp, and/or Disposal seMws Provided to
Customers within the Cry during pe previous quarter, Ilmtl separately by moms.
H. Insurance. Updated insurance certificates.
I. Account In(armatlan. In base format, the number of Customers within me Ory limits served
and number of WITCH Comatose; aMced per month listed by WFCff Container type (Drop
Box or Compactor), Roll -Off Container size, ant glad separably W Permitted Material type,
and regularly schedule service and unscheduled )m call) se rice.
1. Contractor DM¢rs and Board Memtwn. Provide a fist of Cmta: oes officers and members of
its board of directors (only required with the December moray most oath year, or In me
even[ of a change in me ofBcersor b rand members).
The City reserves the right m request additional reports from Contractor, and upon ❑Ns request,
Contactor shall provide Information required shove For Ove time period requested by Me City. It Is the
desire of the City ro bark the above replaced! Information on an ongoing basis throughout the term M
this Agreement
7.6 AS 939 COUNTY SURCHARGE REPORTING
Contractor acknowledges that City is a party to that Domain AB 939 MemoaMum of Understanding with
the County of Fresno and varlous other Jurisdictions dated January 6, 30M (the 'AB 939 MOU'), and
further acknowledges having received and reviewed a my Mede AB 939 MOLL The Parties agree that
Contractor Is a 1misdi Uorys Hauler, as that arts is used in Part N, Section H M the AB 939 MDU.
Contractor shall comply with all requirements M Part n, Section H M the AS 939 MOU that are
appiicableto a Jurisdiction's Hader, Including but not Hinkedto submittal d reports and payment M Ne
AB 939 surcharge (as that term is defined in the AB 939 MOU).
City of Fresno Roll -Off Agreement Page 27
ARTICLE 8
FRANCHISE FEES AND OTHER FEES
8.1 GENERAL
Contractor shall collect the fees described in this Section frwn Customers through Contractor's regular
billings and remit sollectep amounts in City an a monthly basis as desnibed in Section B.S.
0.3 FRANCHISE FEE
In conedemtron of the exclusive rights poinded Contractor herein, Cmmartor shall pay Franchise Fees
U the City each meant equal U 1b% of actual gross Rate revenues (e.g. path recapts) remitted to
Contractor by Customers for services prodded by Contracts under this Agreement.
8.3 OTHER FEES
The Cry may set "other' additional fees, as it deems necessary. The amount time, and method of
payment and adjustment process will be set In a manner similar to that for other fees described In any
Article.
8.4 ADJUSTMENT TO FEES
Cry may adjust the fees established in this Article annually at any time during me Tenn of this
Agreement.
8.8 PAYMENT SCHEDULE AND LATE FEES
On or before the 2M tlay of each month during the Term of this Agreement, Contractor shall remit to
City Franchise Fees and other fees as described in this Arlde. If such reMHanes Is not paid to the City
an or before the 31Xb day of any manor, Contractor shall pay, In addition to she amount Road to OW,
2% of the amount owing for chat more; plus an additional n awing on any unpald balance for each
fol lowing thirty (30) calendar day Rdnd the lee remains unpaid
EaN monthly remittance to City shall be accompanied by statement itemlaing each fee Rid; detailing
calculation of all fees; rating actual grass revenues (e.g. cash rereimss) for the monthly period collected
from all operations conducted or Permitted by this Agreement and scaring the number and are of
ConUlners serviced by Conlraunrfarshe mRmly pedod. Each remittanca IMuding all suppoMng
documentation shall be provided to:
AM: Gry, Compiler, Finance Department
Cry mf Fresno
26M Fresno Street
Fresno, CA 9383-3626
City of Fresno Roll -Off Agreement Page 28
e.6 OVERPAYMENT OF FEES
It Contractor believes It has paid Franchise Feas or other fees as described in this Article. In excess of the
fees due to Poe City, Contractor may submit a request for refund to she Director. If proof of
overpayment is satisfactory to the Director, the Dirtttor shall authorize the Ciry to refund the
overpayment to the contractor. Contractor shall not apply am overpayment as a credit against any
Franchise Fee or other amounts payable to Ne CRY, unless specifically autlwrized M ad so by one
Dlrectw in vnmry;.
8.7 NON -CITY FEES; AS 939 COUNTY SURCHARGE
Pursuant m Second 75, Carbuncular shall pay the County of Fresco an Ag 939 surcharge as applicable In
attendance wlM the A9939 MOD.
ARTICLE 9
CONTRACTOR'S COMPENSATION AND RATES
9.1 CONTRACTOR'S COMPENSATION
Contractors compensation for performance of all its iWigations under this Agreement shall be: (1)
actual Rate revenues paid to Contractor (e.g. ash receipts) by Customers that ohtalned Contractors
Cngection services loss fees dues to the Uty In accordance with Article g, and (a)reven es generated by
the sale of CoRectell materials Diverted from Disposal.
Contractors compensation provided for in this All shall he the full, entire, and complete
compensation due to Contractar pursuant to MIs Agreement for all labor, equipment, materials arm
supplies, Processing [anpostin& and Disposal fees, regulatory fees, OH fres, taxes, insurance, bonds,
overhead, operations, order and all other Mings necessary m perform all the service in the manner
required by MIs ABreswrnrt.
If Contractors mm are more than Conbactar[ compensated, Contractor shall not he compensated for
Me difference In tests and revenues. If Contractors costs are less than Contractor's compensation,
contractor shall retain the difference.
9.2 CITY'S RIGHT TO SET MAXIMUM RATES
The Ciry reserves the right to establish maximum Rates for Permitted Materials Collection services
provided under this Agreement in the event that. (a) there are three or fewer companies holding num-
exclusive franchise agreements for Collection of Permitted Materials, or Ib) Me Rates charged by the
companies holding nonz lxsae fra it agreements for Collection of PennMed Materials are no
longer comparable to Mose of oMer jurisdirtlor as memorably detennirred by Ciry. If the Cay Nooses
to erercese its right to set madmum Rates, sty shall notify Contractor at least dgo calendar days prior to
the date that manmum Pates become effemve. In such use, Ory will set maximum Rates with
City Df fresn s RUIIl Agreement page t.9
consideration of reasonable and necessary costs for Colled im Processing Competing, and Disposal
and with Me Intention of setting maximum Pates that will exable paroles, inducing Me Contractor, Mat
have executed Nan -Exclusive Franchise Agreements MM Me City for Rall -Off Container Collection
Services the ability W recover reasonable and necessary costs and a reasonable proft
9.11 CONTRACTOR'S RATES
Contractor shall set the Rates it charges Its Customers for Roll -Off Collection services. The ContraRoh
Rates shall not exceed C fycsdbllshed maximum Rates, If Me City examines its rights under Stolon 93.
ARTICLE 10
INDEMNITY AND INSURANCE
10.1 INDEMNIFICATION
Canbacfar shall indemnify, defend with counsel acceptable to the City, protect and halal hamlless the
ay and each of Its officers, olfidals, employees, volunteers, and agents (collectively, indemnitees) from
and against all claims, damages (including but not United to wan al, consepuerwal, natural resources
and punitive damages), injuries, costs, (including without limit any and act response, remediation and
removal cots), losses, demands, debts, lines, liabilities, causes of action, wit, legal or administrative
proceedings, Interest, fines, Charges, penalties, and expenses (inclucllng without limit attorney! expert
witness fees and cents imnred in connection with defending against any of the foregoing or in
enforting this indemnity), (collectively, 'Damages') of any land whatsoever mid, incurred or suffered
by, or asserted against indemnitees arising from or attributable to Me alts or anissions of Contractor
whether or rot negNgentor othmvise cWp W%In correction with or related to Me performance of this
Agreement, except such loss or damage which was caused by Me sole negligence or wilNul misconduct
of Me City.
Contractor's duty to defend and Indemnity herein shall include Damages arising from or attributable M
any operations, repairs, dews or detoxification, or other plan hegandess of whether undertaken due
to governmental action) concerning any Naardous Waste CWletted in Me City. Contractor shall be
mouired to Indemnify Me City for Me costs for any claims arming hom Me Processing, C pamm, or
Disposal of Permitted Materials, Including, but not limited W, claims arising under the Comprehensive
Environmental Response, Compensabon and Rablllty Act (CERCIA). The foregoing is awarded! to
operon as an agreement to defend and indemnify and hods harmks irgemnitles to the full extent
permitted for liabllity pawam W Inchon 107(e) Of CEACIA, 61 U.S.G Section W7(e) and Callfomia
health and Safety Coale SeMon 25361.
In addition, Contracts's duty W defend and lhmentniry heron includes all fines and/or penalties
imposed by Me California Department of Resowces Recycling and Recoatty, object W Me restrictions
set forth In Pudic Resources Code Section 40059,1, If Me requirements of Me Ad are not met by Me
Contractor with rested to Me Permdted Materials Collected under this Agreement and such failure is
due to Contractor delays in providing Intermediate Mat pm2ms Conbacmr or City from wbrnamng
reports required by Me AR In a merely manner.
City of Fresno Rall -off Agreement Page 30
This provision will sunrise the expiration or earlier termination of MIs Agreement and shall not be
mewed as a waWerof rights by t]tyto contribution or iMemnityfrom third parties.
10.2 INSURANCE
10.2.1 Mlnfmum Sprpeof looseness
Covemge shall be at least as bmatl as:
A. Insurance Services MceCommensal General liability coverage.
1. Pusinallnlury
2. Contraswalliablllty
a. Insurance SOMos Office preening Automobile liability, code I-ary auto•.
A. Warkers Compensation insurance as required by the labor Cede of the State of California and
Employers liability insurance.
B. Suds other imurome coverages and foods as may be required by the City.
10.2.2 Minimum pelta of Insurance
Contrado shall maintain limits is less than
A. General Oabllity. $1,0[0,000 each occumence for bodily Injury and property damage;
$1,000,000 for personal add advertising injury; $2,000,000 Products and completed operations
aggregate, and $2,000.00 geneel aggregate. If Commercial Geneel tiahgity imorance or other
tem, with a formal aggregate 118NIO is used, either Me gmenl aggregate limit shall apply
sepaatsly to this project/Igotion or the general aggregate limit shall be twice the required
mcamencelimic
a. Automobile GaNlity:51,0[0,OW per accident for bodily injury add Property damage.
C. Workers' Compenetlar: frwill [omPemedion limits as required by the Ubor Code of the
State of California.
D, Fmdoyefs liability: 51,hW,W"O each dissident for bodily Injury.
$LMA (K) Measure each employee.
$1,[00,ato direare odic/ 11MG
E. Pollution Legal liability: $1,00;000 per dale/ottvrrence and 5L[00,000 aggregate for bodily
Injury, property damage, and mmediaEm of mntaminated site.
10.2.3 0eduttO andgelMmured gedraddanF
Any deductibles Or sof-injured retentions most be dedared to and approved "a Gry. At the option
Of the CM, either: the imurer shall reduce o eliminate such deductibles or sdfinsured retentions as
respects Me Ciry, Its of idols and employees; or the (nutation shall procure a Wnd guaranteeing
Payment of losses and related investigations, claim administration and defense exude
City of Fresno goll-0ff Agreement Page 31
1O.x.a Omer Insurance Provisions
The 3011des are to contain, or be endorsN to contain, the following provisions:
A. General Liability and Automobile liability Coverages
1, The City, its officers, officals, employees, agents and volunteers are to be covered as
additional iruureds as respects: liability adsing out of activities performed by or an bebelf
of the CO manor, products and complexed alienations of the Contracmr; premises owned,
lapsed or used "a Contractor. or automobiles owned, leased, hired Or borrowed by the
Contractor. The coverage shall crunain no epebal limitations on the scope of protechon
afforded W the Cony, ks Offidals, employees, w volunteers. The automobile liability Is
endorsed to remain MCA -W coverage.
2. The Contractors insurance coverage shall be primary Insumnre as respects dor City, its
officals. employees, and volunteers. Any insumme or self insurance maintained by the
City, Its officials, employers, or volunteers shall he emcees of the Contractees insurance and
shall net contribute win It.
3. Any fedure m Of with r POMM Pmvisiens of the Paribas shall not affect coverage
provided to the City, Itsofflbals, employees, orvdunteers.
a. Coverage shall state mat the Contractors insurance shall apply separately to ease insured
against wham Balm Is made or suit is brought, except with reepeb to the limits of the
Insurer's liability.
B. Workers' Compensation and Employers UhAlity Cona;liI The insurer shall agree to waive all
rights of subrW ill against the City, Its officers, employeas, and volunteers for losses arising
from work pertgrmed by the cono-attw her me City.
C. All Coverages. Each insurance pallor required by this clause shall be endweM m State that
coverage shall not bs wsParri voided, onmled by either paM, reduced In coverage or in
limits exrept after 30 calendar &W Mew summer roti¢ by artlfied mail, retum rereipt
requested, has been given to the City.
10.L3 potpbbilby of lnwnrs
The Insurance policies i quired by this 5ectlen sha0 be used by an insurance company or companies
authorised to do budrl¢s in the State W Coliforms and with a racing In the most recent seldom of Best's
Insurance Reports of she a4gory all or larger and a riling Classification ofA or better.
1o.xs vetlfiadpnaeoYerage
Contractor shall fumish Camtracinrs ifewmanoe agent a DOPY addresser specifications, and direct the agent
to Provide the City with cerdfirates of Insufawt and with original endorsements arresting coverage
requlmal by this disks. Issuance of documentation indicates the CmtraRors hourenm Domplles with
these provisions. The certificates and eploreements for ease insurance poiiry are to be signed by a
Person authorized by that Insurer to bine coverage on Its behalf. The certlficatee antl endorsements; are
to be received and agmoved by the City before work mmm as. The City may reauire complete,
certified mples of all required insurance Policies, atany ams.
City of Fresno 11011 f Agreement Page 32
10.2.7 Required Endorsements
A. The WOMers' Compensation policy shall contain an endprsemem In substantially Me following
form:
'4hlrty calendar days' prior written notice shall be given to the City of Fresno in the event of
cancellatlOn, reduction in coverage, or non -removal of Mis policy."
Director of Public UMRies
City of Fresno
1600 Fresno street
Fresno, CA 93771-3670
B, The Commercial General liability, Business and Automoble Liability, and Pollution Legal Liability
Padden shall mono eddorsements in substantially der fdlowirlg ham:
1. "Thirty calendar days' prior written noticeshall be given to the Cityo Fresno in Me event
orrancellation, reduction in coverage, or non.renowal of this pony.•
wrertpr pf orbit wdlme:
City Fresno (A 9
Fill FrStreet
Fresno, CA 93.21-3630
1. "The City of Fresno, it officers, employees, and agents are additional insureds on Mis
policy."
3. 'This polity, shall be compared primary insurance as restarts any other wild and
collectible Insurance mainlined by the City of Fresno, Including any seNlnsured retention
Or' program of seXAsurance, and any other such insurance shall he considered excess
insurance only."
4. 1ndusion of Meaty Of Fresno as an insured shall rot affect Me City's rights as aspects any
claim, demand, suit or judgment brought or recovered against Me Contractor. This policy
shall protect Contractor and the Gry in Me same roomer as though a separate policy had
been issued to each, but this shall not operate to Increase Me Contractorr s liability as ret
forth In Me polity, beyond Me amount shown or to which Me Fanbacta would have been
liable If only one party, had been namM u an insuml
162.8 DeMery of Prool of Coverage
Simultaneously sil the execution of this Agreement, Wntraclr shall furnish Me cry cantfiates of
eech policy a insurance required hereunder, In fans and substance satisfactory to OW. Such
caTfic rtes shall they Me type and amount or coverage, eRective dates ant dates of ermiadon of
doubts and shall have an required endorsements. If Me GW r guest, copies M each pdiW WgeMer
with all endorsements, shall also he promptly delivered to City.
Renewal certificates will w Fumished annually W Gry no demonstl[e maintenance of Me required
coverages throughout Me Term.
OW OF Ftesn t Rall -Off Agreement Page 33
10.2.9 OMerinsuran¢gequlrtments
A. If any services are delegatedM a Subcontractor, the Contractor shall require such Submntador
to provide statutory Workers' Compenatlon insurance am employer's liability insurance for all
of Me Subcontractor's employees engaged In Me work In accordance with Sections 10.2.2.0 and
10.23.0 and 10.2.4.11. The liability insurame required by Section 10.2.2A shall cover all
SuhcontraRars or Me Subcontractor meet famish edEerre of insurance provided by it meeting
all of Me requirements ofthis section 10.2.
B. If at arty time during Me life Of Me Agreement or arty extension, Contractor or any of its
subcontractors fail to maintain any required insurance In full force and effect, Contractor shall
be In breaGr of Me Agreement until notice is received by City that Me required Insurance has
been restored to had fora and effect and Mat Me premiums Marefore Tuve been mid for a
period satlsfacmry M cloy. My failure W maintain Me required imunram sh91 be sufficient
use for City to terminate Mie Agreement Ro action prison by Ciry pursuant to this section
shall in anyway relieve Contractor of its responsibilities under this Agreement.
C. The Cantonal shall ce P1Y with oli requirements M Me insurers iswirg politlez The arrylng
of Insurance shall not relieve Contactor from any obligation under this Agreement If any claim
ceding Me amount of any deductibles or selgirrhn red reserves is made by any third person
against Me Contractor or any Subcontractor beCluse a any occurrence related M this
Agreement, Me Contractor shall promptly repent Me facts In writing to the Insurance carrier and
to the City
D. The Carnmerdal General IiaGlfty, AUMnrohile Latility, and Pollution legal uabl0 y insurance
polides shall be wAten m an bcamence,' atlur Man a "daims made" hags. If Cantredor Is
unable M prrthase Pollution legal tlabilW Inwnnce an an occurrence farm and must purchase
such Insurance on a daimsanade form:
1. The "Retro oath most be shown, aM most be before Me effective date of Me Agreement
Of Me commencement of work by CgMacW.
2.. The policy shall be endorsed W provide net less than a 5 -year discovery period. The
requirement shall survive eapiratlon or termination of Me Agreement
3. If mveaBe is canceled Of ronreruwed and fort reylaheyl IM another dalmsmatle angry
form each 4 NMVG pate' pin M thea effective data of the Agreement Cantranor mist
Purchase'eaended reyorl comfort, fora minimum a 5 years following Me eapintlan
or termination of Me Agreement
0. away of thetlaims reporting requiremen6 mustbe submlt4H wCityfm review,
5, iheterequirem¢nb slmll SUMve espiatlwlntenniratlon of tltis Agreement.
Otyof resno Roll-0ff Agreement nage 34
ARTICLE 11
DEFAULT AND REMEDIES
11.1 EVENTSOFDEFAULT
Each of the following shall contribute an eventm default ('Event of OefeulCl hereunder:
A. Contractor fails to perform its obligations under tall Agreement, or future amendment W this
Agreement. Including, but not limited to, Contractors (allure to pay Franchise Fees and other
City fees In awnrdance with Article 8 of M6 Agreement, and has breach continues for mare than
10 Business Oars after written notice from the City W Me wnecNon thereof
0. Contractors failure to Divert 5016 of the C&O, 7096 of the Repidere Materials, and 9l of
Organic Materials Will in the City as serials H by Section 5.3 of this Agreement after
Contractar Is given an opporhmmyr W remedy fare nonperformance as tleudbed in Section 11.5;
C. Any mere arntation, warranty, or disclosure made to My by Cumbrwtor in mnnectio t whi h or as
an Inducement or entering into this Agreement or any future amendment to this Agreement,
which prows W he false or misleacing in arty material respect as of the dome such
representation or disclosure is made, whether or not any surd representation, warranty, or
disdusum appears as part of this Agreement;
D. There is a seizure Or madunent (other Man a prejudgment attachment) af, or levy sharing
possession on, dee Operating equipment ef Contractor, ircluding waMout limit its vehades,
maintenance or once facilities, or any part thereof ofsuch proportion as W substantially Impair
Contractors ability to perform under this Agreement and which cannot be released, bonded, or
otherwise IMed within Ce hours excluding weekends and Holidays;
E Contractor files a voluntary faction for debt relief under any applicable bankruptcy, Insolvency,
debtor relief, or other similar law now or hereafter In eget, or shall consent to Me
app ilimmu t of or radial of possessam W a reMyer, liquidators, assignee j athv than as a part
Of a transfer of equipment ro longer useful to Contradw or necessary for this Agreement),
bustee (other Man as security for an obggabon under a dead of trust), custodlan, sequestrator
(or similar aMmq a the COntrzRor for any part of Contractor's opefadre assorts or any
substantial part Of Contractors property. w shall make am general assignment far Me benefit
Of Cornual sCreditors, or shall fail geneally W pay Wncactorz debts as they therefore due or
shall take any action In furtherance of any of the foregoing;
F. A court laving jurisdiction shall enter a tleaee or order for relief in respect of the Contractor, in
any imdunpry case brought under and WM[Wptcy, insolvency, allotment relief, car similar law now
or hereafter In effeq Of Contractor shell centers W or shall fail W papal a" such proceeding,
Or any sudl wort shall enter a dmee or Order appundng a receiver, IaquldaW, assig sal,
costo ffer, vustee, sequestrator (or similar official) of the Contractor or for any part of Me
Contractor's operating pedisment or assets, or Orders the warning up or liquidation of the
affairs of Contractor;
City of Fresno ROI4Off Agreement page 35
Ill RIGlfT TO TERMINATE UPON DEFAULT
Upon a default by Commoner, Me City may Terminate this Agreement within 10 Calendar days of Me
default but no later than 1110 Calendar days after the default, Such temrination shall be effective 10
calendar days following the Oty's written notice te ContmCtoq and such termination shall be effective
withodthe need Curably heann& suit, or legal action.
11.3 CITY'S REMEDIES CUMULATIVE: SPECIFIC PERFORMANCE
lbe City's right to terminate Me Agreement under Se Won 11.3 is not seclusive, and Me City's
termination of the Agreement a dficr the impodgpn of Uquidamil Damages shall not constitute an
election of remedies. Instead, Mese rights shall be in addition to any and all other legal and equitable
rights and remelfes which the Oty may have.
By Wree of Me nature of this Agree en, Me urgency of timNy, continuous and high quality service, Me
lead time requred a effect alternative serace, and Me rights nomad by City to Me Centimeter, the
remedy of damages for a bream hereof by Contrxtor is inadequate and City shall be enticed to
injunctieer ief.
11.4 LIQUIDATED DAMAGES
passional. The Pa Wes find Mat as of the time of Me exewhim of this Agreement, It is
Impractical, d but Impossible, to reasonably ascertain Me eumt of Manages which shall be
Incurred by One as a rens of a breach by Contractor of its obligations under this Agreement.
The faders relating to Me impmcdiability a ascertaining damages induce, but are not limited
to. Me fad Mat (h substantial damage cecina to members of the Public who are denied
ervlcef or denied quality or rellese cern; (a) width breaches cause inmmenium , anxiety,
bustration, and deprivation of Me benefits of Me Agreement to individual members of the
general public for whose benefit this Agreement eviii in subibi ways and in vaMPa
degrees of intensity wbirb are irvapabk a meaturvnenl in pi manfary fame; (111) Mat
services might be avaaade at substantially awn, cans Man alternative s,Mces and the
monetary Ims rewldng man cartel of seM¢a m Model of quality or reliable services Is
impossible to calculate in pedes monetary terms; and Oil the termination of this Agreement
for such breaches, and other remedies are, at best, a means of future correction and not
remedies; which make Me public whole for past breaches.
e. Service hrromance Standards; UquMaad Damages for Fallum a Meet Stampings. The
Parties lumber acknowledge Mat consistent, reliable l oll-0 Collection, Promising, and
oispoml service is of utrnon importance te City and that City has considered and relied m
Contractors repeseaadons as to Its quNlty of umbels mmmimreM in executing this
Agreement The hales recognize Wt some quamMed standards of performance are necessary
and appmplate ro emure consistent and rename ar is and Performance. The hNes further
recognize Mat if Contractor falls M aWave Me performance standards, or falls a subnit
regared tlpLmers in a timely manner, City and Its residents and businesses will suffer
damages, and Mat it Is, and will be, Impractical and extremely difficult to ascertain and
detemnew the earn amount M damages Mat any anal suffer. Therefore, without prejudice to
City's right to beat such mar Performance an an event of default maker Mis Article, the parties
0ty of Fresno Holl-ORAmbe rent Page 36
aerre Mat the Liquidated Damages amounts established in Exhibit A of this Agreement and Me
following Uquidated Damage amounts represent a reasonable mtlmate of Me amount of such
damage considering Al of Me circumstances existing on Me Effective Date of this Agreement,
including Me relationship of Me sums in Me range of harm to City Mat reasonably could be
anticipated and Me anticipation Mat proof of actual damages would be costly or Impractical.
Contractor agrees to IVY (as Uquidenad Damages and not as a penalty) Me amounts set forth In
the Schedule of Uquidated Damages, BMibitA-
City may determine Me occurrence AT mens 91WM rise to Uquidated Damages through Me
Observation of Its own employees or representative or Investigation of complaints by
Customers, Occupants, add Generators.
Uquidated! Damages will only ha ammused! after Cotrartur has been given the Opportunity, but
failed to rectify Me damages as described in this Agreement Before assesong Uquidated
Damages, Gry shall give Contractor notice of its Intention to do so. The notice will include a
brief description of Me Incldent(s) and/or non-perfarmance. The qty may review (and make
copies at its own expense) Ali Information in Me possession IN Connector relating m IncEent(s)
and nom Performance. City may, within M calendar days after issuing Me notice, request a
Testimony
Of its
employees
wid others relematlmo the inn-perbma in wddngmMMwugh
testlmom/ of its employees ant imem explanation
n the idetermin and on each lonance. airy
will provide Contarim Ktor with a written he assesses of Its Unwashed Da on each under
this Se and
min -11A. Tharmanre poo m shall be fin the assessment oft be subject
unser this section
SSA. then admin of City shall be final ant Ory, shall not be suhjea m, or requiretl to exhaust,
any further adminirtre[ive remedies
C Amount Gry may assess Liquidated Damages for each calendar day or event as appropriate,
Mn Connacmr is determined to be liable In accordance wIM this Agreement in Me amounts
specified in Exhibit Asubjectto annual adjustmenttlesnibed below.
The amount of Uquidated Damages specified in Exhibit A shall he adjustM annually on the
anniversary of the Effective Date. The adjustment shall be rounded to Me near"[ coil.
Uquidated Damage amounts shall he adjusted to reflect changes M Me Consumer Price Index—
An urban Cmwsmen (M -u) compiled and punished by Me U.S- component of Labor, Bureau
or tabor Smtktia or it successor ages ry using Me falowing Bureau a Labor spthafs,
wremeteri
• Not Seasonally Adjusted
• Area—Las Angeles-Riverside-0range County, CA
• Ittm—All Items
• Base Pedal -19828-100
The mmnula for annual aajushmem is as Tdhows:
Adjusted Uquidatet Damage _ Menc omen Uquidated Damage Amountx
Amount pmt currentCPI-U/previous 12 -moth CPI -U
GN
0 Fresno Roll-0ff Agreement Page 37
Far example:
Current liquidated Damage Amount - $15D.00
Most recently puaishad Index Uanuary 201D) =114.610
Index published 12 months prior to most recently, published Index
(lanuars 2003)=130.)19
Adjurted liquidated Da mage Amount= 5150.00 x(224.610/220.7X9)=$IS M
If Me Cl is d oxaffinued or revised during Me Term by the United! Sates Department of
labor, such other government index or computation with which it is replaced shalt be used in
order to obtain substantially Me same result as would be oMnined if the CPI had not been
discontinued or wall
D. nming m Payment. Contractor shall pay any liquidated Damages asxattd by City within 10
Calendar days of the data the liquidated Damages are assessed. Nthey are nor paid will Me
ID -day Period, City may Order the termination m the fights or 'franchise" granted by this
Agreanent
11.5 DIVERSION NON-PERFORMANCE
If Me Contrac[uds Diversion fervid is less Man 5096 or CBD, less Man 2 for tactical Materials,
and/or less Man 9096 for Organic Materials Wlechd in Me City for a monthly reportrlg pend, the
following slaps shall Wi Nicrved by Me 04 and Contractor.
A. Waming. The City shall Issue a written warning to Me Contractor within 30 calendar days of
areipt of Me ConlfacmYa monthly report documenting the alwason lead Foo Me mmMly
rewM%Period. The warning force dull Wall Me amount of 0me(i.e.'correction Period')
Me City grams Me Contractor M improve its perform uni and meet the Diversion requirements
defined in Section 5.3.
R. opportunity ere Improve pesfwmanm. the Contractor shall modify ds Collection, Processing,
Diversion, and public eduation and ouveach programs (subject W Me CA9+s appoval) W
improve Me Cayman levet. At the end of the conation period, Contactor dull submit a
written report to t1¢ Chy identifying Me Diversion Ieve1 and providing the supporting
documentation. N Me City determines Mat Me Diversion level equals or exceeds Diversion
requirements defined in Section 5.3, Me Contractor shall continue to Perform seMrea In such a
manner as m maintain or improve the Diversion Inel and Me city shall waive its rights to
proceed with ops outlined in subsections C ant 0 of Miz Section 11.5 during Me remainder of
Menanem reporting Reriod.
C liquidated DamML if t Contractor falls of improve Me Diversion It so that it is equal to
or greater than Diversion requlfemen¢ deflrrtd In Section 5.3 by the end of Me correction
period granted In subsection A of MIs Section, Me City may kvy, and Contractor shall pay,
Liquidate! Damagezdeuribetl in section 1Lk
D. TemOnation of Me Agreement If Corib'actofs fails to achieve a Diversion level that equals or
exceeds Diversion fepuirements defined in Section 5.3 within six months of the data Me City
levied oquidated Damages, the failure to meet the Diversion requirements defined in section
City of Fresno ROTI -Olt Agreement Page 38
5.3 Mall be considered an event of default and Me City may terminate the Agreement in
accordance with section 11.2.
11.6 CONDITIONS UPON TERMINATION
In Me event this Agreement is terminated under Me Provisions of Nis AMde, Me following conditions
shall be effecme:
A. Prohna t 110I -01f Collection SeM¢s. Umactor shall have no night or authority to engage In
Roll k Colleodon services In Me Oty for a perlod of five years ham the date of tenoinadon.
Aker flue years, should the Contractor gwide proof Mat the eyeM causing the Contractor to
default under this Agreement has been mreckd, Me Wffimutor may reapply for a no
eaclusive Rollo Collection service frandhha, and the City, at the zine and complete dlscredon
of Me Dry, may reinstate Me Conrnttw based on rniew dns mappjbmI,n.
B. Continuing Uablikks. Contractor shall remain liable Mthe City for:
1. FeesdueinacoardancewithA OeSu twouldatMrwisebepaya eby Me CantraRor.
2. Uquidamd Damages assessed pursuanttO Senior 11A.
3. reports required by Artide 7 for ROIWff COIIeolon activities Performed by Contractor ug to
and including the dateof termination.
4. Indemnity obligations under Section 10.1.
5. Remm keeping and retention obligations under Sections 7.1 and 7.2
C. Release Wsmmers and Generator; from ObIgetkm. Contmctw shall allow Permitted
Materials Generators served by ContmMor m amnge fw hOnnitted Materials Collecdon
services with a Wulw authorized m Pvfwm soon emdOle, withwh penalty or liability for breaon
of any contract between Comranw and M Customers or Generators.
D. Remove Ro®-0k Cnnminess. COntraCtw shall rel all of Cmtracta(z RdhOff Containers
from all of CmtrannYs Collection locations and SIOR properly Recycle, Process, CampMt, by
Dispose M Ponstr d Matenals In suds RAgCf Comenam.
ARTICLE 12
OTHER AGREEMENTS OF THE PARTIES
12.1 RELATIONSHIP OF PARTIES
The Parbes intend that Conrb c shall Perform the senrices required by this Agreement as an
Independem cmrtmctw engaged by City and nor as an officer nor employee of the City, not as a para er
of, or joint venturer why, Me City No employee or agent of cmdmu w stall he, or shall be dremed to
City of Remo ROIILffAgreement Page39
be,anemployeeoragentolthe[iry. Except as expressly pranded herein, Contractor shall have mutsol
war the manner and means of conducting the Roll 0 Con2lner Collection, Transportation, Processing,
Recycling, CmrhposNg, and Disposal services performed under this Agreement, and all Persons
performing such services. Contractor shall he solely responsible for the ahs and omissions a Its
officers, employees, Subxintrattors, and agents. Neither Contactor nor its officers, employees,
Subcontractors and agents shall obtain any rights to retirement sanders, workers' mmperuatlon
benefits, or any other benefits which accrue to City employees by virtue of their employment with the
City.
12.2 PERMITS AND LICENSES
Contractor shall obtain and maintain, at ContraRnYs sole mit and expense, all permits and licenses
applicable to Contractor's operations under all Agreement which are required by any gavemmentil
agency.
123 COMPUANCE WITH LAW
Dono-umr shall, gall limes, rties selected, comply witlt all Applicable laws.
12.4 GOVERNING LAW
This Agreement shall be governed by, and wlslrvM and eMorced in docand, wits, Ne laws of the
state of California.
12.5 JURISDICTION
Any IawsW6 between the Parties arising out a Nis Agreement shall be brought and concluded In the
counts of Fresno County In Ne Slate of California, which shall have exclusive jurisdiction over such
lawsuits
WIN respect to venue, the Perles agree that this Agreement is made in and will be Performed! In Fresno
Courts.
MIS BINDING ON SUCCESSORS
The provisions of this Agreement shall inure to the benefit to, and be binding on, Ne smoeamns and
permitted assigns of Me Partes.
12.7 ASSIGNMENT
Neither parry shall assign its rights nor delegate or othervlse transfer Its obllgatons under this
Agreement to any other Person without the Oar wooden consent of Ne other Pasty, Any such
assignment made without the content of the other parry shall Im vdd and the attempted assignment
City of Fresno Rolll Agreement PagelO
shall constitute a material breach of this Agreement. under no dnumstances shall any assignment be
consideretl by qty If Cpnmaztor is In default at any time during 010 Period On conaderetion.
12.8 PARTIES IN INTEREST
Nothing In this Agreement, whether express Or implied, is intended to comer any rights on any Person
aper than the Partees On it and their representatives, suosssan and Permitted assigns.
12.9 WAIVER
The waisvr by either Party OF arty breach Or violation a any provisions of this Agreement shall not be
deemed W be a warmer aa" bream Or violation m any other preWdon nor of arty subsequent breach
Of viOlaBan Of I61 same or any other provision. The subsequent acapmnce by either Party of any
monles which become due hereunder, shall not be deemed m be a waiver of any preexisting or
(Occurrent breach or violation bythe other Party of any PrOW51011 Of this Agreement.
12.10 NOTICE PROCEDURES
All notices, demands, requests, proposals, approvals, consents, and other communication which this
Agreement requires, authoress Per contemplates all, shall be In writing and shall either be personally
delivered to a representative of the Parties at One address below or deposited In the united states mal,
Ent days postage prepaid, addressetl as fellows:
A. If to Clly:
Public Uttlttles Director
Oyon Frespu
2600 Fresno St, Roam 3M5
Fresno, CA 93721-3620
a. If to Contractor:
The address to wherh communiotiOns may be delivered may be changed from time to time by a notice
given In accgmanawhN this SeNan.
Notice shall be deemed given on the day it is Personally delivered Or, if mailed, free calendar days from
me dare It is deposited In me man.
qty of Fresno RoJ1 f Agreement Page 41
13.11 REPRESENTATIVESOFTHEPARTIES
References in this Agreementto Me "City" shall mean Me City Coundl and all actions to be taken by the
City shall be taken by Me City Council except as Provide! below. The C1ty Council may de agate, In
writing, authority to Me Director and/or he other City ficial; and may Permit such officials, in turn, to
delegate In writing some or all d such authority M subordinate oRcirs. The Contractor may rely upon
actions taken by such delegates if May are within the scope of the authority Moody deegahM to them.
The Contractor shall, by the Effective Date, designee in ening a responsible officer who shall serve as
the representative of Me Contractor In all matters related to Me Agreement and shall inform Me Ciry In
writing d such designation and of any limitations upon his or her authority to bind Me Contractor. The
City may rely upon action taken by such designated representative as actions of Me Contractor unless
May are outside Me smile of Me autbwriry delegated to him/M by the Contractor as communicated to
Gig..
12.13 CRIMINAL ACTIVITY OF CONTRACTOR
131L1 CriMnal Ae6yily
For Purpose of this Section, Criminal Activity shag mean anyar the following eyems or circumstances:
A. Convictbns. The entry against any contractor Party Of its officers, d a criminal cormfiction or a
permanent mandatory or prohibitory injunction From a court, municipality, or regulatory agency
Of mmpatant lurisdimon, based on acts taken in his Or her official cal on behalf of
Contra wi rma;sectto:
L Fraud or criminal offense in connection wits pbtamirig, attempting m ohlam, gavdng or,
pertorri a public or private agreement related to munideal Smid Were services of any
kind (Inducing Cdlection, Tran lextanon, transfer, Plnmaslrg neryding, Composting, or
asposap, including this Agreement or any amendment therew;
2. Bribery m attempting to hope a Public officer m employee N a bol. State, or Federal
trial
3. Emhesslement, extarl racketeering f Ile claims, Rise statements, forgery, fiesificedoer
or destruction aremNs, obsbiaryon afjustice, knowingly reading Iden property, Meb,
or misprislon (failure to deduced ofa kiotry;
4. Unlawful disposal a Hazardous Wastes. Me occurrence of which any Conation Party
knew or should have known;
S. Vidation d anMmst laws, inducing laws rebating to ance fixing, bid -raging and sales and
market allocation, and a under and ami<ompeMive trade praeUres laws;
6. Violation Of Becomes laws; and
1. Felonies
City of Fresno Ri Agreement Page 42
B. Pleat Entry of a plea d'guilry; -ndo cwtendne," or -110 wntei by a Contractor Party
based on am taken in his, ha, a Its official capacity on behalf of Contractor wit respect to Me
conduct described in prttetling 5ttgon 1212.2.A.
12.12.2 Notice
Contactor shall notify City In writing within five calendar days of ooumeae Of any Criminal Pull by
any Contractor Party.
22.3.2.3 Conroaaoh an
Upon occurrence of any Criminal Activity, Contractor shall Immediately do or cause to be dome all of Me
following:
A Terminate fran employment or femora from office a" offeni ing individual Contractor Party,
unless otherwise directed or ordered by a court or regulatory agenry of competent jurisdiction
r authodry, and unless Mat termination would constitute a breach of any labor agreement
entered Into by Contractor, and
B. Eliminate Participation by any offend" individual Contactor Party in any management,
superv45ien, or decision aetlWty that ax u or could anew, directly or indirectly. Me
Performance of the Contractor under this Agreement
12.12./ TnnSkraM Nirhg
Contractor shall not allow or cruse to be allowed M hire Or transfer My Individual from any Parent
Company or subsidiary company a business entity of Contractor who has committed Criminal Activity
as a Contrator representative, field supervisor, officer, Or director who is directly or indirectly
responsible for performance of This Agreement without obteining prior written consent of City,
following full thermal to City of Me fans and tlmrmdanttz carouMing such Criminal Aonvity.
12.12.5 Chyri Remedy
In the event of any occurrence of Criminal ACFAty, the City, In as sale Miami may terminate Me
Agreement within 30 calendar days written notitt to Contactor, or may impose inner sanctions (which
may include financial sanctions, temporary suspensions, or any cher condition deemed alMroprlate
short of twminatlon) as R will lean proper, in the fdlwnng evens:
A Contractor falls To comply with Me foregdng obligation of Nis section. Or
B. The Criminal Activity concems or relates directly or indirectly W this Agreement.
Contractor shall be given the opportunity M Present evidenre in mitigation during the 30 -calendar day
tice period.
12.13 ACKNOWLEDGMENT OF PUBLIC RESOURCES CODE SECTION 49520 NOTICE
If Contractor has lawfully provided wild waste collection services in the CRY for more than three (3)
Years Prior to July 3, 2021 (and Is therefore Political to Me mNtt provided for In Public Resources Code
49520), Contractor all consider execution of this Agreement by the Cry as aNs notice to Contactor,
Pursuant to Public Resources Code 49520, that Contractor may provide signal for a pedotl d live (51
City Of Fresno ROITCdf Agreement Page 43
Years beyond July 1, 1011, after which hale the Ory has the right to establish an exclusive franchise
collection system.
ARTICLE 13
MISCELLANEOUS AGREEMENTS
13.1 ENTIRE AGREEMENT
This Agreement, inducing the Debts, represents the full and entre Agreement between the Parties
with married to the matters covered herein.
131 SECTION HEADINGS
The article headings and section headings in his Agreement are for convenience or reference only am
re rot Intended to be used In the construction of this Agreement nor to alter or affect any of its
Provisions.
13.3 REFERENCESTOLAWS
All referemes in this Agreement to laws shall be ma essmod to include such laws as they may he
subsequently amended orremphand, unless otherwlre specifically, provided
13.4 INTERPRETATION
This Agreement shah W interpreted and construed reasonably and neither for nor against either Party,
regardless Ofthe degree to which either Parrypxtldpaletl In Its dreftlng.
13.5 PRONOUNS AND PLURALS; TENSE
Villain not inconsistent with the context, words and uphren used in the present tense mance the
home, and wordsnt tls aphasar used In the slmular number Include the dural number. Whenever the
comment may mantra, any pronmah wet in this Almement shall malice the corresponding masculine,
mmmme and neuter forms, and the singular fmm of nouns, Pronouns and verbs shall induce the plural
and vice versa.
City a Fresno Roll -0 Agreemem
Page"
13.6 TEXT TO CONTROL
The captions of the Articles or Sections in this Agreement are for convenience only and in no way define,
limit Wend Or describe the stupe or intend of any of Me Provisions bereot shall not be deemed Part of
this Agreement and Shall not he used in commuted Or Interpreting this Agreement.
13.7 AMENDMENT
This Agreement may red be modified of amended in any respect except in wilting signed by the Parties.
13.11 SEVERABILITY
If any nonmaterial purview of this Agreement is far any reason deemed to be invalid and
udenforceable, the Invalidly Or unenforceability of such Provision shall not affect any Of the remaining
Provisions of this Agreement whir shall be enforced as if wilt invalid or unenfortmble Provision had
Fort been contained herein.
13.9 COUNTERPARTS
This Agreement may he executed in counterparts, each of which shall be considered an original.
13.10 EXHIBITS
Each of the Exhibits identified as Exhi att W through b' is attached hereto and incorporated herein and
made a part hereof by this reference.
City of Fresno Roll -Off Agreement Page 45
IN WANES WHEREOF. de Fames have caused me ARreementto be executed on Me day and year firs[
above wri en.
CITY OF FRESNO CONTRACTOR n
A Municipal Commando
AAA
M. RE]6BA' CE
MICHAEL M. AF[MN
OifeRof Name
APPROVEOASTOFORM:
Rd`stlt
title
P.O. BOX 3316
Address
ERFffig3r. R. 93650-3316
City
1WdMss lfcrosa
Risk Manager
AT '.
Gry of Fresno Rdl-0ff pgreenem Page
EXHISMA
SCHWIIIF FOR DOIIIDAM DAMAGES
Contractor may be assessed liquidated Damages if Contactor fails to fulfill in Obligation with regards
to the events listed in this CVMbIt In accordance with the terms and conditions of the Agreement with
regards to the time frame for acmmpliding eaM event and nature of the responsibility assodated with
the event unless Mhumse stated in this Exhibit
1.
DMrslon. Failure to aMleve and maintain a m of !iDX
ThW e greater a SS,OOr
Diversion per month of all Cal) Collected within the Ciry, 7M
IM of the gross Rafe
Diversion per month M all Rerydable Materials Colletted whhln the
revenues received for
City, and 9G96 of all Organic Mafenals Cdlected wifhi phe Una.
proddigC&D,
Recyclable Mahanadi,
and Organic Materials
ser -Aces; in the City, for
the most recent l2-
month Period
2.
WIq,Lmerer Spills. FOrmM amrtrence over five dviryacaleMar
$300/ vent
year Of unreasonable kills, lider, or spills of Permitted Materials Mar
M on Public streets and failure to Old up or dean up such material
immediately.
3.
unaudw Cnl4dlon Hours. For ea ch Mwrtmce over five during
$300/event
a calendar year M Collectig Permitted Materials during unauugdred
Mur
4.
beemae Hobe. For wall Mortene over M during a calendar year
$301/e m
ofeacessiverwisa
5.
Cleamrg Callecdon Vehicles. For each ocurten a over five during a
$M event
celendar year fin Failure to keep Wiecdon vehida in a safe and
saItary
6.
IabNing of Rall -pct CaMadnerz Far eaM oommance Of CmbactMs
$SGG/event
failure to correctly label ContradOrowned R0114Rf Containers lin
overcome with Section GAC).
].
Ohmurtemu gMmler. For each omerm20fdsmutcous bemwor
$SW/evert
by Collection vehdde personnel, customer Rini IHDMIceI, M other
em I of Cantradpr.
g.
Infuriess t0 Dthem For eaM lorded Of personal miury to a Person
$5,000/ Inddem
requiring medlcd treatment or hospitaliaauory where the negligence
M the Contaoxm M its personnel was a contributing fachM to the
injury.
9.
MUMMY Reports. Failure to submit -M IV repmbMCle Hnlefaltle
$3W/ Va
'fied in this AgrttmeM.
10.
Report Hamdeus Wase. For eaM Failure to notify, the appropriate
55W/event
autrOiof mappable quantities of Harndous Waste.
AI
v. Failure olOtherObllpWns F tunem pertorm anyolMeodigalions $150/foreach
set forth In this Agreement not specifically abated above and not obligagonyerdayurgil
carrectetl or prottMlry in grad faith on cored whbin 24 hours upon obllgatlon is performetl
24 hour notification by City.
• Monthly Mount they be considered late until each time as a crcrect am comput e
monthly repcn is received by Cry. For each coarser day a report is late, the dally
Uquidared Oanage shall be as Indicated In the monthly reports action sister.
In placing Designee's initials at Me pieces prawd d, open Party specifically confirms the accu2p of the
statements made above and Me fart Mat each parry has had ample opportunity to consult with legal
counsel and obtain an explanation of Oquicated Damage provisions of the time that the Agreement was
made,
contractor
City
INnal Here:
Initial Here:
'' l
A-2
EXHIBIT B
SECBESMy'S RRIINCATIIXI
The undersigned, tieing the Seanary of a
a wm
California corporation ('Me Company), do hereby artily Ma[ Me fol4 m ing resolution waS atlaphtl Ry
the Mard Of Oireaws of the Company and that such resolution hds not been amended, modifiers or
rescindM any is In hull force and affect as of the data need:
he/she may deem appropriate or recezvry,
Agreement besween she City of Fresno anti
PIOasSinB geMlin, Comporting, aspa.
to data Is hereby rail antl app
Dated:
be, and hereby is, authorized to
I ayagreemenn, instruments, documenh or papers, a
remn to Or relating to the Non-Hdusfye Franchise
nanny for golbOB Container Collection, Transporting,
Of Permitted Materials and that any such anion taken
EXHIBIT(:
STATEMENT OF APFUMNPS UNDERSTANDING
ANDREPRESENTATIONS
The undersigned (who is duly auHronzed to bind the company submitting Ibis applimtidn) has reviewed
the requirements of the inns dusive franchise agreement frr RdIOR wlythen, Transporting,
Proceed", RmYCIUM, COmpastly, and MWerl serviar for Sold Waite, Reeydable Matenak, IXganl[
Materials, and C&D, its erhibXs, and reference documents. In addition, the undersigned attests Mat lois
aPTd(cadon and any other supplementary information submitted with the application do not: (I) "Main
any untrue statement of a mai faq(ii) contain Inaccurate or misleading lMwma4on m(iii)omit to
stab amaterial fact that Is necessary W make the amorments made, in light of the dreummences In
which they were made, not misleading.
Print Name
OWNER
Title
Ai TNgSpgRY FOR StElfi
Company Name
Signature
s-zB-zon
EXHIBIT
APPROVED PROCESSING AND RESIDUE DISPOSAL FACILITIES
The following fadlitles were selected by the Contractor amd approved by the City
Mptosed CSM Proceniry She Approved Orgamcs Processing
slue
facility name
Fazllky address
SWR number
Owner
Operator
APpmved Retydabks Peaceu APProved Disposal Site
SISA (Applbble far Resldue Onlyl•
Facility name SOARED, wSurl PAEEN
Facility address nzt 9YRH QM, EPRE D,M
Delmar
, Mae)•E•
Operator
SOi5 HARM SEPVSY}.•
InMW Here:
AppowE Ree/tlableslinewasry Approved Disposal Site
SRM (Applicable for Residue Only)*
Fadllry name
KCE ROAD 1RHSFiR S M#
FadlRy, Wdress
10463 N. RICE RIND, FR6NO
SWIsnwMer
Danner
RUM NAS1E SERNTM
Operabr
{pOBi 31,,0
• All Sold Waite shall be Disposed of attire Designated Material Fatllity.
Contractor,I
any
InMW Here:
__at_
Initial Here:
p ,
(
'IysV