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NON.EXCLUSIVE FRANCHISE AGREEMENT
BETWEEN
THE CITY OF FRESNO
AND
CLOVIS RECYCLING tNc.
FOR
ROLL.OFF COLLECTION SERVICES
Januarv 1 3 .2013
Table of Contents
REclrALs .....................1
ARTTCLE I DEF|Í\¡ITIOIìJS .."....""... .......................2
ART|CLE 2 REPRESEN¡TAflOr{S AñtD WARRANTTES 0F THE COIVTRACTOR.................................8
2.7 REPRESENTATTONS AND WARRANT|ES........... ,........,....8
ARTTCLE 3 TERM OF AGREEMEN¡T.".."...... ......... 9
3.1 EFFECTTVE DATE......,.... ...,......93.2 CONDTTTONS TO EFFECTTVENESS OF AGREEMENT....,.......... ........... L03.3 lNlrlAL TERM.,......... ......,...... j.03.4 OPTION To EXTEND ,........... j_0
ART|CLE 4 SCOPE OF AGREEMEñ|T........... ...... 11
4.L SCOPE OF AGREEMENT............... ........,...1_14.2 L|M|TAT|ONS TO SCOPE ......L24,3 CITY'S RIGHT TO GRANT MULTIPLE NON-EXCLUSIVE AGREEMENTS............ ...,... ].34'4 CITY'S RIGHT TO EXCLUDE NEWLY ANNEXED TERRITORY FROM SCOPE OF FRANCHISE ,....,.,.134.5 AGREEMENT CONSISTENT WITH APPLICABLE LAW.., ...................,... 134.6 OWNERSH|P OF MATER|AIS................ ..........,.....,........134.7 NOT|F|CAT|ON TO CtTv OF NON_FRANCHTSED HAULERS..... ............ L4
ART|CLE 5 COIIECT|ON, PROCESS|ÀIG, AñtD DtsposAt SERV|CES... ..... 14
5'1 collEcrloN ....,....,.......,,.......145.2 pROCESSTNG AND MARKETTNG SERV|CES...........,.... ............,..........,. L45.3 DtvERStON REQUTREMENT........,...... .......165.4 D|SPOSAL..... .......,....,.............1_65,5 B|LL|NG........ .............,,...........L75.6 CUSTOMER SERVICE.......'.,,''..,..''.'''.. t7
ARTICLE 6 STANDARDS AÑlD REqUIREMENTS FOR SERV|CES, EQU|PMENT, AND PERSONNEL 17
6.L OPERATING DAYS, HOURS, AND SCHEDULES ,.,,,,........L76.2 COLLECTTON STANDARDS ,,..................,.... L86.3 VEHICLE REQU|REMENTS.........,... .......,.... 196.4 ROLL-OFF CONTAINER REQUIREMENTS..,........... ,.,,.....206.5 PERSONNEL ......226.6 HAZARDOUS WASTE INSPECTION AND HANDLING,....,.....,., ..,........226.7 NON-D|SCR|M|NAT|ON ........236.8 COMMUNTCATTON AND COOPERATTON W|TH CtTy ......,.,.........,.....,23
ART|CIE 7 RECORD KEEP|NG Afi¡D REPORT|NG......... ........24
City of Fresno Non-Exclusive Roll-Off Agreement
418/1.1
Page i
7.1. GENERAL ,.,..,.,24
7 '2 RE..RDS ..,......257,3 GENERAL REPORTING REQUIREMENTS .....,.......... ......267.4 MONTHLY REPORT....... ......267.5 AB 939 COUNTY SURCHARGE REPORT|NG .................27
ARTICLE 8 FRANCHISE FEES AND OTHER FEES.......... ...".... 288.1 GEN ERAL ......... 288.2 FRANCHTSE FEE.............. ............,.........,..288.3 oTHER FEES............ ............ 288.4 ADJUSTMENT TO FEES ..,..... 288.5 PAYMENT SCHEDULE AND LATE FEES...,....,... ............. 288,6 ovERpAyMENT oF FEES ........,..,............ 298.7 NON-C|TY FEES; AB 939 COUNTY SURCHARGE ...........29
ARTTCLE 9 CONTRACTOR'S COMPENSATTON AND RATES ................".. 299.L CONTRACTOR'S COMPENSATTON ...........2g9.2 CtTy's RTGHT TO SET MAXTMUM RATES ......... ............. 299.3 CONTRACTOR'S RATES .......3O
ARTICLE 10 INDEMNIW AND INSURANCE ...... 3010.1 |NDEMN|F|CAT|ON .............3010'2 INSURANCE ........,...............31
ARTICLE 11 DEFAULT AND REMEDIES ............ 35TL.L EVENTS OF DEFAULT ...........351.7.2 RTGHT TO TERMTNATE UPON DEFAULT ...............,,..... 3611.3 CITY'S REMEDTES CUMULATTVE; SpECtFtC pERFORMANCE..,............. ..............,..,361.7.4 LTQUTDATED DAMAGES,,. ..,,...................361L.5 D|VERS|ON NON_PERFORMANCE...... ,......381.L.6 CONDTTTONS UPON TERM|NAT|ON,,.... .......................39
ARTICLE 12 OTHER AGREEMENTS OF THE PART|ES ............... ............. 3912.I RELAT|ONSH|P OF PART|ES ...............,.. ..,......,.............3912.2 PERM|TS AND 1|CENSES.,..........,... ..,........4072.3 COMPLTANCE W|TH 1AW...,........ .............40t2.4 GOVERNING 14W..,.,..,.... .......................40I2.5 JUR|SD|CT|ON......,.......... ...,.................... 4012.6 B|ND|NG ON SUCCESSORS ......,...... ..........40L2'7 ASS'GNMENT""""""""" ...,.....,...............40L2,8 PARTIES IN INTEREST ,...,......41.r2'9 wAlvER ...........41.1.2.10 NoTtcE pRocEDURES .,...,...,....,.. .............4LL2.1.L REPRESENTATIVES OF THE PARTIES ,.....,..42t2,12 cRtM |NAL ACTtVtTy oF CONTRACTOR ......,...... ............42L2.1'3 ACKNOWLEDGMENT OF PUBLIC RESOURCES CODE SECTION 49520 NOTICE..,.,... ...,..,.,.,,......43
City of Fresno Non-Exclusive Roll-Off Agreement
418/11"Page ii
ARTTCIE 13 M|SCEil-AIìIEOUS AGREEMEñ¡TS .....""...... .......44
1.3,1 ENTIRE AGREEMENT ,..,..,.,44L3,2 SECTTON HEADTNGS ..........,.4413.3 REFERENCES TO LAWS
L3.7 AMENDMENT.,..............,. ..,...4513.8 SEVERAB|L|TY ...,,....,,...... ......4s13.9 COUNTERPARTS ,....,,...,... .,..,.4s13.10 EXH|B|TS...... ,.....4S
list of Exhibits
A Schedule for Liquidated DamagesB Seretary's Certification
c statement of Applicant's understanding and RepresentationsD Approved Processing and Residue Disposal Facilitíes
City of Fresno Non-Exclusive Rofl-Off Agreement
4/8/1r Page iii
NON.EXCLUSIVE FRANCH ISE AGREEMENT
BETWEEN
THE CITY OF FRESNO
AND
CLOVIS RECYCLING, INC.
FOR ROLL.OFF COLLECTION SERVICES
This non-exclusive franchise agreement (Agreement) is made and entered into this 13th day of
Januarv , 20L3 , by and between the City of Fresno, a municipal corporation,
(City) and Clovis Recvcline, lnc. (Contractor.)
RECITALS
This Agreement is entered into with reference to the following facts and circumstances:
WHEREAS, the Legislature of the State of California, by enactment of the California lntegrated Waste
Management Act of 1-989, codified at California Public Resources Code Section 40000 et seq. ("Act") ),
has declared that it is in the public interest to authorize and require local agencies to make adequate
provisions for Solid Waste Collection within their jurisdiction; and
WHEREAS, the State of California ("State") has found and declared that the amount of Solid Waste
generated in California, coupled with diminishing landfill space and potential adverse environmental
impacts from landfilling and the need to conserve natural resources, have created an urgent need for
State and local agencies to enact and implement an aggressive integrated waste management program.
The State has, through enactment of the Act, directed the responsible State agency and all local
agencies, to promote Disposal Site Diversion and to maximize the use of feasible Solid Waste reduction,
re-use, Recycling, and Composting options in order to reduce the amount of Solid Waste that must be
Disposed of in Disposal Sites; and,
WHEREAS, the Act requires local agencies to divert 50% of discarded materials from landfills; and,
WHEREAS, the City Council established goals of achieving 75% diversion by 2Ot2 and zero waste status
by 2025 on June 26,2007, and approved a Zero Waste Strategic Action Plan on February L1, 2OO9; and
WHEREAS, the City finds that reusing, Recycling, and Composting Recyclable Materials, Organic
Materials, and Construction and Demolition Debris (C&D) and beneficial use or composting of Organic
Materials is essential to further the City's efforts to reduce Solid Waste Disposal and comply with the Act
and the City's zero waste goals; and
WHEREAS, pursuant to the powers granted the City as a charter city by Article Xl, Section 5(a) of the
California Constitution and Article Xlll of the Fresno City Charter, the City has determined that the public
health, safety, and well-being require that a franchise agreement defining non-exclusive rights be
awarded to qualified companies to provide for the roll-off container collection of Permitted Materials
City of Fresno Roll-Off Agreement
4/8/1.1.
Page 1
except for collection of materials excluded rn the City's Municipal Code, and other services related to
meeting requirements of the Act; and
WHEREAS, the City requires all haulers providing Roll-Off Collection services for permitted Materials inthe City to obtain a non-exclusive franchise in order to regulate this business, ensure its orderly
operat¡on, achieve its diversion goals, and to minimize the potential for adverse effects it may have onthe local environment; and
WHEREAS, the City Council has determined through an application process that the Contractor, by
demonstrated experience, reputation, and capacity, is qualified to provide for the Roll-Off Container
Collection of Permitted Materials within the corporate limits of the City and the Transportation of such
material to appropriate places of Recycling, Processing, andfor Disposal, and can provide insurance
consistent with the City's requirements. The City Council desires that Contractor be engaged to perform
such services on the basis set forth in this Agreement; and
WHEREAS, Contractor intends to use the City's streets, alleys, other public rights-of way, and
infrastructure to provide Roll-off Collection services to the city's residents and businesies; and
WHEREAS, the City intends to receive just and reasonable fees from the Contractor for City,s
administration of the Agreement and for Contractor's use of the C¡ty streets, alleys, other public rights-
of-way, and infrastructure which the City may lawfully impose and the companies are obligated to pay;
and,
NOW, THEREFORE, in consideration of the mutual promises, covenants, and conditions contained in this
Agreement and for other good and valuable consideration, the parties agree as follows:
ARTICLE 1
DEFINITIONS
For purposes of this Agreement, unless a different meaning is clearly required, the following words andphrases shall have the following meanings respectively ascribed to them by this Art¡cle and shall be
capitalized throughout this Agreement:
"Act" means the california lntegrated waste Management Act of lggg (Division 30 of the california
Public Resources Code), as amended, supplemented, superseded, and replaced from time to t¡me.
"Agreement" means this Agreement between the City and Contractor for Roll-off Container Collection,
Processing, and Disposal of Permitted Materials including all exhibits, and any future amendments
hereto.
"Applicable Law" means all Federal, State, and local laws, regulations, rules, orders, judgments,
degrees, permits, approvals, or other requirements of any governmental agency having jurisdiction overthe Roll-off Container Collection, Transportation, Recycling, Processing, and Disposal of permitted
Materials that are in force on the Effective Date and as they may be enacted, issued, or amended during
the Term of this Agreement.
City of Fresno Roll-Off Agreement
418/1,7
Page 2
o'Approved C&D Fnocessôt'tg Site" rrìeans the processing site s¡recified in Exhibit D, which was selected byContractor and approved by the C¡ty.
"Approved Disposal Site" means a Disposal Site selected by the contractor or its Subcontractor(s) andapproved by the City for Disposal of residue fron'r Approved Processing Site(s). Approved Disposal Site(s)
are listed in Exhilcit D.
"Approved Organlcs Frocessíng SiËe" nreans the processing site specified in Exhibit D, which was
selected by Contractor and a¡oproved by the City.
"Approved Processing Site(s)" means the Approved C&D Processing Site, Approved organics processing
Site, and/or Approved Recyclables processing Site.
"Approved Processon" means the operator of an Approved processing Site.
"Approved Recyclables Frocessing site" means the processing site specified in Exhibit D, which wasselected by Contractor and ap¡croved by the City,
"Bin" means a container with ca¡:acity of approximately one (L) to eight (g) cubic yards, with a hingedlid, and witlt wheels, that is typically serviced by a front end-loading Collection vehicle.
'oBt¡siness Days" tnean days duning whiclr City offiees are open to do business with the public.
"Caft" means a plastic container with a hinged lid and urheels that is typically serviced by an automatedor senri-autonrated Collection vehicle. A Cant has capacity of 20, 35, 64, or 96 gallons (or similar
volunres).
"C&D" means Construction and Demolition Debris.
"Change in Law" means any of the following events or conditions that have a material and adverseeffect on the performance by the Parties of their respective obligations under this Agreement (exceptfor payment obligations):
a' The enactment, adoption, promulgation, issuance, modification, or written change inadministrative or judicial inter¡rretation on or after the Effective Date of any Applicable
Law; or
lc' The order or judgment of any governmental body, on or after the Effective Date, to theextent such order or judgment is not the result of willful or negligent action, error or
omission or lack of reasonable diligence of the City or of the Contractor, whichever is
asserting the occurrence of a Change in Law; provided, however, that the contesting ingood faith or the failure in good faith to contest any such order or judgment shall not
constitute or be construed as such a willful or negligent action, error or omission or lack of
reasonable diligence.
"City" means the City of Fresno, California, a municipal corporation, and all the territory lying within themunicipal boundaries of the c¡ty as presently existing or as such boundaries may be modified during the
Term.
City of Fresno Roll-Off Agreement
4/8/1,r Page 3
"C;tf s Municípal Crde" nleans the City of Fresna Municipal Cude.
"Collect" or "eollection" meatÌs the act af coNlecting Pernritted lVioterials and otlrer nrateriaf at the pface
of generation in the CÍty.
"Comffiercial" shall mean of, from or pertaining to non-Residentiai Premises where business activity !s
conducted, including, but not linrited to, retail sales, services, wholesale operationsu morrufacturing and
industrial operations, but excluding busÍnesses ecnducted upon Residential property which are
permitted under applicable zcning regulations and are not the primary use of the property.
"Compactofl' means a mechanical ap¡:aratus that compresses materials into a container, which
container may be detachable. Fo¡' the purpÐses of this Agreement, Compactors shall irrclude only
Compactors with container capacities of ten {10} to fifty (5Ð} cubic yard that are serviced by Roll-Cff
Collection Trucks.
"Compost" or "Cornpost¡ng" includes a controlled hiological decomposition *f {lrganlc Materials
yieldirig a safe and nuisance free Compast product.
"€ompost Product" meâns the product resulting from the controlled biological ejecomposition of
Organic Materials that are Source Separated from the St¡lid Waste stream, or which are separated at a
centralized facility.
"Construction and Demolition Debris fC&Dy' meãns nraterials resulting fror¡ constr.uctior.r, renrodeling,
repair, cleanup, or demolition operations that are not hazardous as defined in California Code of
Regulatiotls, Title 22 Section 66261,"3" Thís term includes, but is not limited to, asphalt, ccncrete, ceme¡rt
concrete, brick, lumber, gypsum wallboard, concrete board, carclboard, and other associated packaging,
roofing material, ceramic tile, carpetlng, plastic pipe and steel, as well as vegetative ¡.natter resulting
from land clearing and landscaping including but not limited to rock, soil, tree stumps. Construction and
Demolition Debrís excludes putrescible wastes.
"Contractor" n'ìeans insert contractor,s name), a
(insert corporation, sole proprietorship, partnership as appropriate) organized and
operating under the laws of the State of California and its officers, directors, employees, agents,
companies, and Subcontractors.
"Contractor Party{ies}" shall mean Contractor, offícers, directors, management employees, or fiscal
emplcyees (where "manägement employee" means any employee with direct or índlrect respo'sibility
for directíon and control over the Ccntractor's actívities under this Agreement and ',fisca[ employee,,
meäns an employee with direct or indirect responsibílity and control duties relating to financíal matters
under this Agreement).
"criminal Activitf' means those activítíes described in Section rz.Lz"1,"
"Customef means the Person whom Contractor submits billing invoice to and collects paynrent from
for Collection services provided.
"Designated Disposa! Site" mea¡rs the American Avenue Landfill at 18gS0 W American Avenue in
Tranquility, California for the purposes of Disposing Solíd Waste.
City of Fresno Roll-Off Agreement
^la111
Page 4
'oDeslgnated waste" means non-Hazardous wastes that may pose special Disposal problems because ofits potential to contaminate the environnrent and which may be Disposed of only in Class ll Disposal
Sites or class lll Disposal sites pursuant to a variance issued by the California Department of Health
Services.
"Ditrector" shall mean the Public utilities Director of the City or an authorized representative of the
Fu blic Utilities Director.
"Discanded ÍVlaÊeriats" meatls Solid waste, Recyclable Materials, organic Materials, or C&D placed by aGenerator in a receptacle and/or at a loeation that is designated for collection pursuant to the city,sMunicipalCode.
"Disposal or Dispose (or variatlon thereof)" means the final disposition of Solid waste at a Disposal
Site.
"Disposat Site" means a facility for ultimate Disposal of Solid Waste.
onDiverslono' lïealls activ¡t¡es that reduce or eliminate the amount of Solid Waste from Solid Waste
Disposal including, lrut not limited to, Recycling, and Composting.
"Drop Elox" mea¡ls an open-top container witlr capacity from six (6) to fifty (50) cubic yards that is usedfor Collection of Permitted Materials and that is serviced by a Roll-off Collection Truck. Drop Boxes with
capacities of less tlran ten (10) cubic yards may only be used for the purposes of Collecting c&D. A Drop
Box, which is also known as a roll-off box and/or debris box, is a type of Roll-off Container.
"Effectíve Date" nteans the date set forth iri the introductory paragraph of th¡s Agreement.
'oFederal" means belonging to or pertaining to the national general government of the United States.
"Food Scnaps'u means those discarded materials that will decompose and/or putrefy including (i) allkitchen and table food waste, (ii) animal or vegetable waste that is generated during or results from thestorage, preparation, cooking or handling of food stuffs, (iii) discarded paper that is contam¡nated withFood Scraps; (iv) fruit waste, grain waste, dairy waste, meat and fish waste; and, (v) non-Recyclable
paper or contaminated paper. Food scraps are a subset of organic Materials,
"Franctrise Fee" meens the fee paid by contractor to city for the privilege to hold the non-exclusive
rights granted by this Agreement.
"Genetrat@r" means any Person whose act or process produces Permitted Materials, or whose act first
causes Permitted Materials to become subject to regulation.
"Green waste NtateniaÛ" means any materials generated from the maintenance or alteration of public,
commercial, or residential landscapes that will decompose and/or putrefy including, but not limited to,yard clippings, 8rass, leaves, shrub/tree trimmings or prunings (less than 4" in diameter), brush, flowers,
weeds, dead plants, small pieces of unpainted and untreated wood, and other types of organic waste.Forthe purposes of this Agreement, such materials shall be source separated and placed by a Generator
in a receptacle and/or at a location that is designated for collection. Green waste Material is a subsetof Organic Materials.
City of Fresno Roll-Off Agreement
4/8/LL Page 5
"Hazardous Waste" means all substances defined as Hazardous Waste, acutely Hazardous Waste, orextremely Hazardous Waste by the State in Health and Safety Code $25110.02, S25115, and S25j.17 orin the future amendments to or recodifications of such statutes or identified and listed as Hazardouswaste by the U.S. Environmental Protection Agency (EPA), pursuant to the Resource Conservation and
Recovery Act (42 usc 56901 et seq.), all future amendments thereto, and all rules and regulations
promu lgated thereunder.
"Holidays" are defined as New year's Day, Thanksgiving Day, and christmas Day.
"lnfectious waste" means biomedical waste generated at hospitals, public or private medical clinics,dental offices, research laboratories, pharmaceutical industries, blood banks, mortuaries, veterinary
facilities and other similar establishments, as defined in Health and Safety Code Section 2sLL:,.s.
"Liquidated Damages" means the amounts due by Contractor to city for failure to meet specificquantifiable standards of performance as described in Section j-1.4 and Exh¡bit A.
"Organic Materials" means those discarded materials that will decompose and/or putrefy including
Green Waste Material and Food Scraps such as, but are not limited to, green trimmings, grass, weeds,
leaves, prunings, branches, dead plants, brush, tree trimmings, dead trees, small woãd pieces, othertypes of organic yard waste, vegetable waste, fruit waste, grain waste, dairy waste, meat waste, fishwaste, paper contaminated with Food Scraps, pieces of unpainted and untreated wood, and pieces ofunpainted and untreated wallboard. No discarded material shall be considered to be organic Materials,
unless such material is Source Separated from Solid Waste, Recyclable Materials, C&D, or other
materials.
"Parent Company'' refers to a company owning more than fifty percent (so%l of the shares of another
company (subsidiary) or a company that has management control over such subsidiary.
"Party or Parties" refers to the city and contractor, individually or together.
"Permitted Materials" refers to Solid waste, Source Separated Recyclable Materials, Source Separated
Organic Materials, and C&D. Permitted Materials excludes Source Separated Food Scraps.
"Person(s)" means any individual, firm, association, organization, partnership, corporation, businesstrust, joint venture, the United States, the State ofCalifornia, the County of Fresno, and special purpose
d istricts.
"Premises" means any land or building in the City where
accu mulated.
Permitted Materials are generated or
"Processing" means to prepare, treat, or convert through some special method.
"Processing Site" means any plant or site used for sorting, cleansing, treating, or reconst¡tut¡ng
Permitted Materials for the purpose of making such material available for reuse.
"Putrescible Waste" means Solid Wastes originated from living organisms and their metabolic wasteproducts and from petroleum, which contains naturally produced organic compounds and which are
City of Fresno Roll-Off Agreement
418/tt Page 6
biologically decomposable by microbial and fungal action into the constituent compounds of water,
carbon dioxide and other simpler organic compounds.
"Rates" n'ìealls the charges and fees Contractor bills and collects from each Customer receiving service
pursuant to th¡s Agreement.
"Recyclable Mateniais" tÌìeans those Discarded Materìals that the City Code permits, directs and/or
requires Generators to set out in Recyclables Materials containers for Collection for the purpose ofRecycling. No Discarded Materials shall be considered Recyclable Materials unless such material is
separated from Solid Waste and organic Materials. Recyclable Materials shall include, but not belimited to: newspaper (including inserts, coupons, and store adveftisements); mixed paper (including
office paper, computer paper, magazines, junk mail, catalogs, brown paper bags, brown paper,
paperboard, paper eßg caftons, telephone books, grocery bags, colored paper, construction paper,
envelopes, legal pad backings, shoe boxes, soap boxes, cereal and other similar food boxes); chipboard;
cardboard; paper milk cartons; glass containers of any color (including glass bottles and jars all colors);
aluminum cans; fabric softener containers; steel, tin or bi-metal cans; plastic containers (clear or green
plastic soda and water bottles, plastic containers and bottles and plastic bags with no. I,2 or 3 on the
bottom); and food containers from potato salad, pasta salad, whipped cream, etc.
"Recycle or Recycling" means the process of collecting, sorting, cleansing, treating, and reconstituting
materials for the purpose of using the altered form in the manufacture of a new product, Recycling does
not include burning, incinerating, or thermally destroying solid waste.
"Residential" shall mean ol from, or pertain¡ng to a single-family premises, multi-plex, or multi-family
Premises including single-family homes, apaJtments, condominiums, townhouse complexes, mobile
home parks, cooperative apartments, and yacht harbors and marinas where residents live aboard boats.
"Roll-Off Container" means a Drop Box or Compactor used for Collection of permitted Materials and
serviced by a Roll-off Collection Truck. Roll-Off Containers with capacities of less than ten (10) cubic
yards may only be used for the purposes of Collecting C&D.
"Roll'Off Collection Tnuck" means a collection vehicle with a mechanical device such as a winch that
pulls or loads a Roll-off container onto the truck bed or attached trailer and separately transports each
Roll-Off Container to a Disposal Site or processing Site.
"Solid Waste" means solid waste as defined in California Public Resources Code, Division 30, part L,
Chapter 2, 540191 and regulations promulgated thereunder and those Discarded Materials that the City
Code requires Generators within the City to set out for Collection. Excluded from the definition of Solid
Waste are C&D, Hazardous Waste, lnfectious Waste, Des¡gnated Waste, Source Separated Recyclable
Materials, Source Separated organic Materials, and radioactive waste. Notwithstanding any provision
to the contrary, "Solid Waste" may include de minimis volumes or concentrations of waste of a type andamount normally found in Residential Solid Waste after implementation of programs for the safe
collection, recycling, treatment and disposal of household hazardous waste in compliance with Section
41500 and 41802 of the California public Resources Code.
"Source Separated" means the segregation, by the Generator, of materials designated for separate
collection for some form of Recycling, processing, composting, recovery, or reuse.
"State" means the State of California.
City of Fresno Roll-Off Agreement
418/Lr
Page 7
"Subcontractor" means a party who has entered into a contract, express or implied, with the Contractor
for the performance of an act that is necessary for the Contractor's fulfillment of ¡ts obligations under
this Agreement.
"Term" means the Term of this Agreement, including extension periods if granted, as provided for in
Article 3.
"Ton" means a unit of measure for weight equivalent to 2,000 standard pounds where each pound
contains l-6 ounces.
"Tonnage" means the total weight in Tons Collected, Recycled, Composted, Diverted, or Disposed of, as
the context requires.
"Transportation" means the act oftransporting or state of being transported,
ARTIGLE 2
REPRESENTATIONS AND WARRANTIES OF THE CONTRACTOR
2.1 TEPRËSENTATIGNS,4¡\¡DW,Â,RRANTIES
The Contractor, by execution of this Agreement, represents and warrants the following to City, for thepurpose of inducing City to enter into this Agreement and to consummate the transactions
contemplated hereby:
Corporate Status. Contractor is duly organized, validly existing and in good standing under the
laws of the State. lt is qualified to transact business in the City and State and has the powerto
own its properties and to carry on its business as now owned and operated and as required by
this Agreement.
Authorization. Contractor has the authority to enter this Agreement and perform its obligations
under this Agreement. The Board of Directors of Contractor (or the shareholders, if necàssary),
sole proprietor, or partners have taken all actions required by law, its articles of incorporation,
its bylaws, or otherwise, to authorize the execution of this Agreement. The person signing this
Agreement on behalf of Contractor represents and warrants that they have authority to do so
and the corporate secretary's certificate in Exhibit B confirms this. This Agreement constitutes
the legal, valid, and binding obligation of the Contractor.
Agreement Will Not Cause Breach. To the best of Contractor's knowledge after reasonable
investigation, the execution or delivery of this Agreement or the performance by Contractor of
its obligations hereunder does not conflict with, violate, or result in a breach: (i) of any law or
Sovernmental regulation applicable to Contractor; (ii) any term or condition of any judgment,
order, or decree of any court, administrative agency or other governmental authority; or, (iii)
any Agreement or instrument to which Contractor is a party or by which Contractor or any of itspropefties or assets are bound, or constitute a default thereunder.
City of Fresno Roll-Off Agreement
418/1.1.
A.
B
c
Page 8
D
F.
l\Jo [-it¡8at¡on. To the best of Contractor's knowledge after reasonable investigation, there is no
actiotr, suit, proceeding on irrvestigation, at law or in equity, before or by any court or
governmental authority, comtnission, board, agency or instrumentality decided, pending or
threatened against Contractor wherein an unfavorable decision, ruling or finding, in any single
case or in the aggregate, would:
1. Materially adversely affect the performance by Contractor of its obligations hereunder;
2. Adversely affect the validity or enforceability of this Agreement; or
3. Have a nraterial adverse effect on the financial condition of Contractor, or any surety or
entity guaranteeing contractor's performance under this Agreement.
ilúo Adverse .ludiclal Ðecisions. To the best of Contractor's knowledge after reasonable
investigation, there is no judicial decision that would prohibit this Agreement or subject this
Agreement to legal challenge.
Nto Legal Frohibltion. To the best of Contractor's knowledge after reasonable investigation,
there is no Applicable Law in effect on the date Contractor signed this Agreement that would
prohibit the Contractor's pedormance of its obligations under this Agreement and the
transactions contemplated hereby,
Contractor's Statements. The Contactor's Application and any other supplementary
informatiot'l submitted to the City, which the City has relied on in entering this Agreement, do
not: (i) conta¡n any untrue statement of a material fact, or (ii) omit to state a material fact that is
llecessarT in order to make the statements made, in light of the circumstances in which they
were made, not misleading.
Contracto¡/s lnvestigation. Contractor has made an independent investigation (satisfactory toit) of the conditions and circumstances surrounding the Agreement and the work to be
performed hereunder. Contractor has considered such matters in entering this Agreement to
provide services in exchange for the compensation provided for under the terms of this
Agreement.
Abílity to Ferform. Contractor possesses the business, professional, and technical expeftise to
Collect, Transport, Recycle, Process, and Dispose Permitted Materials generated in the City.
Contractor possesses the equipment, facility(ies), and employee resources required to perform
its obligations under this Agreement.
ARTICLE 3
TERM OF AGREEMENT
.::FFËCTIVË DATE
Contractor may provide the Roll-Off Container Collection, Transportation, Recycling, processing,
Composting, and Disposal services authorized by this Agreement commencing on the Effective Date.
City of Fresno Roll-Off Agreement
4l8lL1.
E.
G.
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l4,*. I
Page 9
3.2 CONDITIONS TÛ EFFECTIVËNESS TF AGREEMENT
The obligation of City to perm¡t this Agreement to become effective and to perform its undertakingsprovided for in this Agreement is subject to the satisfaction of all the conditions below, each of whichmay be waived, in written form, in whole or in part by City.
A' Accuracy of Representat¡ons' The representations and warranties made in Article 2 of thisAgreement are true and correct on and as of the Effective Date.
B' Absence of Litigation, There is no litigation pending on the Effective Date in any courtchallenging the award or execution of this Agreemeni or seeking to restrain or enjoin itsperformance.
c.
D.
Furnishings of lnsurance. contractor has furnished evidence of the insurance required byArticle 10 that is satisfactory to the City.
Effectiveness of city council Action. The city council action approving this Agreement shallhave become effective and all Pafties shall have signed the Agreement pursuant to ApplicableLaw prior to or on the Effective Date, provided that no restraining order of any kind has beenissued.
¡F¡ITiAL TERMJ".¡
3"4 t OPTION TO EXTET'¡D
subject to city council approval, the city shall have the option to extend this Agreement for anadditional term of up to five (5) years. lf the city extends the Agreement, it shall give written not¡ce tocontractor at least one hundred eighty (180) calendar days prioi to expiration of the tnitial Term. Thecity's written notice shall specify the number of years by which it elects to extend the Term of thisAgreement and the revised expiration date of the Agreement. Any such extension shall not becomeeffective unless contractor agrees to the extension, in writing, at least one hundred fifty (150) calendardays prior to expiration of the lnitial Term,
City of Fresno Roll-Off Agreement
4/8/1.1 Page L0
,1,"1
ARTICLE 4
SCOPE OF AGREEMENT
SCOPE OF AGREEIVIENT
This non-exclusive franchise, granted to Contractor, authorizes Contractorto Collect, Transport, Recycle,
Process, Compost, and Dispose of Permitted Materials placed by Residential or Commercial Generators
in Roll-off Containers for Collection, provided that the Customer has voluntarily arranged for Contractor
to provide Collection services.
The Contractor shall be responsible for the following services:
A. Collecting Permitted Materials placed by each Customer in a Roll-Off Container for Collection as
requested by Customer.
B. Providing each Customer, upon delivery of Roll-off Container, a printed list that specifies the
materials that cannot be placed in the Roll-Off Container (i.e., Hazardous Wastes) and a list of
acceptable Recyclable Materials, Organic Materials, and C&D that may be placed in the Roll-Off
Container.
c.
D.
Transporting Collected Solid Waste to the
materials to an Approved Processing Site.
Furnishing all labor, supervision, vehicles,
supplies, and all other items and services
Agreement.
Designated Disposal Site and transporting other
Roll-Off Containers, other equipment, materials,
necessary to perform its obligations under this
E.Paying all expenses related to provision of services required by this Agreement including, butnot limited to, Franchise Fees, taxes, regulatory fees, Collection costs, Transportation costs,
Processing costs, Disposal costs, ut¡l¡ties, etc.
Providing all services required by this Agreement in a thorough and professional manner so that
residents, businesses, and the City are provided timely, reliable, courteous and high-quality
service at all times.
Performing all services in substantial accordance with this
industry practice for comparable operations.
Complying with Applicable Law.
Performing or providing all other services necessary to
Agreement.
Agreement at all t¡mes using best
fulfill its obligations under this
Diverting a minimum of 50% of the C&D Collected from Disposal. The Diversion rate shall be
calculated each month based upon the weights of c&D collected and Diverted.
G.
H
t.
City of Fresno Roll-Off Agreement
418/1.1_
Page LL
K.
L.
B.
c.
D.
Diverting a minimum of 70% of the Recyclable Materials Collected from Disposal, The Diversion
rate shall be calculated each month based upon the weights of Recyclable Materials Collected
and Diverted.
Diverting a minimum of 90% of the Organic Materials Collected from Disposal. The Diversion
rate shall be calculated each month based upon the weights of Organic Materials Collected and
Diverted.
The enumeration and specification of particular aspects of service, labor, or equipment requirements
shall not relieve Contractor of the duty of accomplishing all other aspects necessary to fulfill its
obligations under this Agreement whether such requirements are enumerated elsewhere in the
Agreement or not.
4"2 LIMITATITNS TO SCOPE
The scope of the Agreement shall be non-exclusive. Permitted Materials may be Collected and
Transported by other Persons provided that such Persons do so in accordance with the City,s Municipal
Code, including but not limited to the following:
A. Permitted Materials Collected by other Non-Exclusive Franchise Haulers. permitted Materials
Collected by a party that has executed a Non-Exclusive Franchise Agreement with the City for
Roll-Off Container Collection Services.
Perm¡tted Materials Collected by City. Perm¡tted Materials collected by the City,s municipal
collection operation including: (1) materials Collected using equipment, such as Carts and Bins,
not regulated by this Agreement (2) materials Collected from City facilities, and special events
and venues sponsored by the City, which may be Collected in Carts, Bins, or Roll-Off Containers
by the City's municipal collection operation or City crews.
Donated Recyclable Materials. Recyclable Materials Generated in the City that are Source
Separated and donated by the Generator to youth, civic, charitable, or other nonprofit
organizations.
Materials Hauled by Owner or Occupant, or its Contractor. Permitted Materials that are
removed from any Premises and are Transported to a Disposal Site or Processing Site by (i) the
Owner or occupant of such Premises, (ii) by full-time employee of Owner or Occupant that usesthe Owne/s or Occupant's equipment to transpoft materials; or (iii) by a constructiori or
demolition contractor performing construction or demolition work at the premises, whose
removal of the Permitted Mater¡als is incidental to the service being performed (as defined in
Section 6-205(f)(ii¡) of the City's Municipal Code) and such contractor removes materials at no
additional or separate fee using contractor's employees and contractor,s equipment.
Green Waste Material. Private collection of Green Waste Material resulting from landscaping
or gardening service performed by the person collecting such materials.
City of Fresno Roll-Off Agreement
4/8/Lt
E
Page 12
4. jt
F. other Recycflable Materials. Private collection by any person or company that transports
Recyclable Materials through use of its own vehicle(s), and receives no compensation for such
Collection or Transporlation,
G. Materials fronn Fubllc Schools and Other Government Facil¡t¡es. The removal of any materials
generated by public schools, cities, the County, or federal facilities (with the exception of those
facilities subject to 42 U.S,C. Section 6961(a)).
4"3 C[TY'S RIGI{ TO GRANT MULTf PLË f\¡ON-EXCLUSIVE AGREEMENTS
The City may grant to an unlimited number of additional Persons similar non-exclusive franchise
agreements for Roll-Off Container Collection, Transportation, Recycling, processing, Composting, and
Disposal of Permitted Materials.
TiTY'S RÍGI{T TÛ EXCLUDE NEWLY ANNEXËD TERRITORY FROM SCOPE OF
FRAF¡CHISE
The City reserves the right to exclude territory that is annexed into the corporate limits of the City
subsequent to the Effective Date from the scope ofthis franchise.
4.5 AGREEIC}ËNT CTÈ.JSISTENT WITH APPLËCABLE LAW
This Agreement and scope of this franchise shall be interpreted to be consistent with Applicable Law,
now and during the Term' lf future judicial interpretations of current law or new laws, regulations, orjudicial interpretations limit the ability of the c¡ty to lawfully provide for the scope of services as
specifically set forth herein, contractor agrees that the scope of the Agreement will be limited to those
sen¡ices and materials which may be lawfully provided and that the City shall not be responsible for any
lost profits or losses claimed by Contractorto arise out of limitations of the scope of the Agreement setforth herein, ln such an event, it shall be the responsibility of Contractor to minimize the financial
impact of such future judicial interpretations or new laws.
+ 6 O'gVNËRSHüP ûF F¿ÎÅÏERtALS
once Permitted Materials are placed in a Roll-off container for Collection by Contractor, ownership and
the right to possession of such materials shall transfer directly from the Customer to contractor.
On a short-term basis not to exceed more than five (5) calendar days per year, City may obtain
ownership or possession of Permitted Materials placed in the Roll-Off Container for Collection, for
purposes of waste characterization studies, upon written notice to Contractor of its intent to do so.
However, nothing in this Agreement shall be construed as giving rise to any inference that City has such
ownership or possession unless such written notice has been given to Contractor.
City of Fresno Roll-Off Agreement
418/Lr
Page L3
4"V ¡{OTIFICAT¡ON TO üÍTY OF NOi.J.FRANC¡IISEÐ I{AULËRS
lf Contractor can produce evidence that other Persons are Collecting Permitted Materlals and do not
have rights to do so as granted by non-exclusive franchise agreement with the City or otherwise, or in a
manner that is not consistent with the City's Municipal Code, Contractor slrall notify the City ¡n writing,
within ten (10)calendardays of Contractorwitnessing such circumstances, The Contractor's notice shall
include the name and telephone number of the Person or company Collecting Permitted Materials (if
known), the date the Contractor witnessed the event, the location of the Roll-off Container along with
Contractor's evidence of the violation of the rights granted by this non-exclusive franchise.
ARTICLE 5
COLLECTION, PROCESSING, AND DISPOSAL SERVICES
5.1 CoLLECTIOI{
Contractor is hereby authorized to Collect Permitted Materials from residents and businesses in the City
using Roll-Off Containers. Contractor shall Collect Permitted Materials from Customers that voluntarily
subscribe to or request Roll-Off Container Collection services from Contractor. Contractor shall provide
its Customers with a Roll-Off Container for Permitted Materials Collection or shall allow its Customers to
provide a Roll-Off Container. Contractor shall Collect Permitted Materials from Premises as frequently
as scheduled by Contractor or as mutually agreed with Customer, but not less than once a week for Solid
Waste and Organic Materials. Contractor shall provide requested service to its Customers and shall
charge Customers for service at Rates mutually agreed by Customer and Contractor.
Contractor shall Transport Solid Waste Collected pursuant to this Agreement to the Designated Disposal
Site and other materials to an Approved Processing Site that has been selected by the Contractor and
approved by the City. The Approved Processing Site(s) must be able to demonstrate Diversion rates in
accordance with Sections 4.L and 5.3.
Contractor may enter into contracts with Customers for Collection services provided that in no case shall
the term of such contracts extend beyond the Term of this Agreement, and provided that in the event
the City terminates this Agreement the contracts with any and all Customers shall terminate on the
termination date of this Agreement,
5"2 PROCESSI NG AF¡D IVI,ARK.ETI T{G SERV¡CES
Processing. Contractor agrees to Transport and deliver (i) all C&D it Collects in the City to the
Approved C&D Processing Site, (ii) all Recyclable Materials it Collects in the City to the Approved
Recyclable Processing Site, and (iii) all Organic Materials it Collects in the City to the Approved
Organics Processing Site. Residue from the C&D, Recyclable Materials, and Organics processing
and Compost¡ng act¡vities shall be Disposed of by Contractor or its Approved processor at an
Approved Disposal Site selected by Contractor in accordance with Section 5.4. Contractor
selected the Approved Processing Site(s) and Approved Disposal Site(s), which are identified in
City of Fresno Roll-Off Agreement
4/8/t1.
A
Page 14
l),
Exhibit D. Contractor slrall permit or arrange for the City to inspect the Approved processing
Site(s) and observe operations at any time during the Term.
Contractor or its Approved Processor(s) shall possess all permits and approvals necessary for useof the Approved Processing Site(s) in full regulatory compliance, Contractor shall, upon City
request, provide or request from its Approved Processor(s) and provide copies of notices of
violation or permits to the City. Upon request of the City, Contractor shall provide a certified
statement from its Approved processor(s) documenting its Diversion rate.
lf Contractor elects to use a Processing Site(s) that is different than the Approved processing
Site(s) specified in Exhibit D, it shall request written approval from the City sixty (60) calendar
days prior to use of the site and obtain the City's written approval no later than ten (10)
calendar days prior to use of the site.
lf 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 Site provided that (i) the Contractor provides verbal and written notice to the Citywithin twenty-four (24) hours of use of an alternative Processing Site, and (ii) the alternative
Processing Site is fully permitted and in compliance with all Applicable Laws. The written notice
shall include a description of the reasons the Approved Processing Site is not feasible and theperiod of tinle Contractor proposes to use the alternative Processing Site. Contractor shall use
the alternative Processing Site for no more than twenty-four (24) hours without obtaining City,s
written approval.
Marketing. The Contractor or its Approved Processor shall be responsible for marketing C&D,
Recyclable Materials, and organic Mater¡als Collected in the city and Diverted. contractor
andlor its Approved Processor may retain all revenues generated from the sale of permitted
Materials that are Diverted.
Upon request, Contractor or its Approved Processor shall provide proof (in the form of sales
receipts showing end-user) to the City that all C&D, Recyclable Materials, and Organic Materials
Diverted are marketed for Recycling or reuse in such a manner that materials shall be
considered as Divefted in accordance with the State regulations establ¡shed by the Act. All
residual material from the Processing activities that is not marketed for use shall be accountedfor as Disposal Tonnage at a permitted Disposal Site. No perm¡tted Material shall betransported to a domestic or foreign location if Solid Waste Disposal of such material is its
intended use.
Contractor or its Approved Processor shall provide the City, upon written request, with a list of
broker/buyers it uses to market C&D, Recyclable Materials, and Organic Materials Diverted. City
may audit brokers or buyers to confirm that materials are being Recycled and Diverted from
Disposal. lf Contractor becomes aware that a broker or buyer has illegally handled or Disposed
of material generated by the City or elsewhere, Contractor shall immediately inform the City and
terminate its contract or working relationship with such party immediately.
Processing and Marketing costs. Contractor shall pay all costs associated with processing and
marketing of Permitted Materials including payment of any gate fees charged at the Approved
Processing Sites.
C.
City of Fresno Roll-Off Agreement
4/8/L1.
Page 15
5"3 DSVERSION TqEQU I REiVIENT
Contractor shall Divert from landfill disposal at least (¡) 50% by weight of all C&D it Collects within the
City, (ii) 7O% by weight of all Recyclable Materials it Collects within the City, and (iii) 90% by weight of all
Organic Materials it Collects within the C¡ty during each calendar month by processirrg, Recycling, or
Composting some or all of the C&D, Recyclable Materials, and Organic Materials Collected.
lf Contractor fails to meet the Diversion requirements stated in the preceding paragraph during a
calendar month, the City may terminate the Agreement in accordance with Section 11.5.
DISPOSAL
Disposal of Solid Waste Collected. Contractor shall Transport all Solid Waste Collected in the
C¡ty to the Designated Disposal Site, which the City specifies shall be the American Avenue
Landfill in Tranquility, California. Contractor shall pay all costs associated with Transporting and
Disposal of Solid Waste including payment of any gate fees charged at the Designated Disposal
Site.
Disposal of Processing Residue. Contractor shall, or shall require its Approved processor to,
Dispose of residue from Processing of C&D, Recyclable Materials, and Organic Materials
Collected within the City, that are not Diverted through Processing activities, by Transporting
the residue to an Approved Disposal Site specified in Exhibit D, which is lawfully authorized to
accept such material.
Permitted Site. Contractor or its Approved Processor shall only Dispose of materials at apermitted Disposal Site that is in full regulatory compliance. Contractor, or its Approved
Processor, shall keep or confirm all existing permits and approvals necessary for use of the
Disposal Site(s) in full regulatory compliance. Contractor shall, upon request, provide copies of
notices of violation or permits to the City.
Compliance with Regulations. Contractor shall obserue and comply with all regulations in effect
at the Designated Disposal Site and Approved Disposal Site(s) and cooperate with the operator
thereof w¡th respect to delivery of Solid Waste, including directions to unload Collection vehicles
in designated areas, accommodating operations and maintenance activities, and complying with
Hazardous Waste exclusion programs.
Disposal at Approved Site. Contractor, or its Approved Processor, shall not Dispose of such
residue by depositing it on any public or private land, in any river, stream, or other waterway, orin any sanitary sewer or storm drainage system or in any other manner which violates
Applicable Laws. Contractor, or its Approved Processor, selected the Approved Disposal Site(s)
for residue Disposal specified in Exhibit D. Contractor shall arrange for the C¡ty to inspect the
Approved Disposal site(s) and observe operations at any time during the Term.
Alternative Disposal Site. lf Contractor, or its Approved Processor, elects to use a Disposal
Site(s) that is different than the Approved Disposal Site(s) listed in Exhibit D, it shall request
written approval from the City 60 calendar days prior to use of the site and obtain the City,s
written approval no later than 10 calendar days prior to use of the site,
5.4
A
B
c
D.
E.
F,
City of Fresno Roll-Off Agreement
418/1r
Page 16
5"5
lf Contractor, or its Approved Processor, is unable to use the Approved Disposal Site due to an
emergency or sudden unforeseen closure of the Approved Disposal Site, Contractor, or ¡ts
Approved Processor, may use an alternative Disposal Site provided that (¡) the contractor
provides verbal and written notice to the City within twenty-four (24) hours of use of an
alternative Disposal Site, and (ii) the alternative Processing Site is fully permitted and in
compliance with all Applicable Laws. The written notice shall include a description of the
reasolls the Approved Disposal Site is not feasible and the period of time Contractor, or its
Approved Processor, proposes to use the alternative Disposal Site. Contractor shall use the
alternative Disposal Site for no more tlran twenty-four (24) hours without obtaining City,s
written approval.
E[!_t_tNG
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 collect bills (or shall issue written receipts for cash payments) for collection services provided byContractor. Contractor shall be responsible for collection of payment from Customers with past due
accou nts.
Contractor shall maintain copies of all billings and receipts, each in chronological order, for five (5) yearsafter expiration or ternrination of this Agreement. Contractor shall retrieve and make available to theCity copies of the billings and receipts within five (5) days of the Director's written request for the
billings and receipts' The Contractor may, at its option, maintain those records in computer form, onmicrofiche, or in any other manner, provided that the records can be preserued and retrieved for
inspection and verification in a timely manner.
CI.JSTOMER SERVICE
contractor shall maintain a business office within the city or within a reasonable distance of the citylimits approved by the Director, The business office shall staff at least one customer servicerepresentat¡ve capable of accepting payments from Customers, answering service questions, andresolving Customer service issues. Contractor shall have a toll-free Customer service telephone numberand shall have staff available to answer calls from at least 8:00 a.m. to 6:00 p.m,, Monday throughFriday. An answering machine shall record Customer calls and voice messages between 6:00 p.m. and8:00 a.m.
ARTICLE 6
STANDARDS AND REQUIREMENTS FOR SERVICES, EQUIPMENT,
AND PERSONNEL
IIPERATtNG ÐAYS, ¡{OURS. Ar\¡D SCHÊDIJI_ES
Days and Ho¡¡rs of Collection
City of Fresno Roll-Off Agreement
4/8/1.r
5.6
i.l 4
Page L7
Residential Premises. Delivery or Collection of a Roll-Off Container to or from Residential
Premises shall only occur between the hours of 6:00 a.m. and 6:00 p.m,, any day of the
week.
Commercial Premises. Delivery or Collection of a Roll-Off Container to or from Commercial
Premises that are 200 feet or less from Residential Premises shall only occur between the
hours of 6:00 a.m. and 6:00 p.m., any day of the week, Delivery or Collection of a Roll-Off
Container to or from Commercial Premises that are more than 200 feet from Residential
Premises shall only occur between the hours of 5:00 a.m, and 7:00 p,m., any day of the
week. The Director may require modifications to hours for delivery and Collection from
Commercial Premises to resolve noise complaints, and, in such case, the Director may
change the allowable operating hours.
Exceptions. ln the event of an unforeseen circumstance, the Contractor may deliver or
Collect a Roll-Off Container from Residential or Commercial Premises that are 200 feet or
less from Residential Premises between the hours of 5:00 a.m. and L0:00 p.m., upon prior
wr¡tten approval from the Director.
4' Failure to Comply. lf the Contractor fails to comply with the Collection hours described in
this Section, the Contractor shall pay the City Liquidated Damages as described in Section
1L.4 and Exh¡bit A.
,ô"2 üÛI-LECTION STANTARDS
6.2.L lnstructions to Customer
Contractor shall instruct Customers as to any preparation of Permitted Materials necessary prior to
placing in the Roll-Off Container. Contractor shall, in written form, inform all Customers as to the
acceptable materials that can be included in the Roll-Off Container and any unacceptable materials to be
excluded from Collection,
6.2.2 Care of Private Property
Contractor shall not damage private property, Contractor shall ensure that its employees: (i) close all
gates opened in making Collections, unless otherwise directed by the Customer; (ii) do not cross
landscaped areas; and (iii) do not climb or jump over hedges and fences.
City shall refer complaints about damage to private property to Contractor. Contractor shall repair all
damage to pr¡vate and public property caused by its employees to its previous condition.
6.2.3 Litter Abatement
A. Minimization of Spills. Contractor shall use due care to prevent vehicle oil and vehicle fuel from
being spilled or scattered during Collection and Transportation operations, lf any permitted
Materials are spilled or scattered during Collection or Transportation operations, the Contractor
shall promptly clean up all spilled and scattered materials,
City of Fresno Roll-Off Agreement
4/8/11,
2
3
Page 18
Contractor shall not transfer loads from one vehicle to another on any public street, unless it is
necessarV to do so because of mechanical failure, hot load (combustion of material in the truck),
accidental damage to a vehicle, or unless approved by the City,
lf Contractor fails to perform some or all of the requirements described in this Section, the
Contractor shall pay the City Liquidated Damages as described in Section j.1.4 and Exhibit A.
B. Clean-tlp. Each Collection vehicle shall carry protective gloves, a broom, and shovel at all times
for cleaning up litter and absorbent materialfor cleaning up liquid spills. The Contractor shall
discuss ¡nstances of repeated spillage not caused by it with the Customer of the premises where
spillage occurs, and Contractor shall report such instances to City. lf the Contractor has
attempted to have a Customer stop creating spillage but is unsuccessful, the City will attempt,
upon notice by the Contractor, to rectify such situation with the Customer.
c. Covering of l-oads. Contractor shall cover all Roll-off Containers at the pickup location before
Transpofting materials to prevent Permitted Materials from escaping during Transportation.
6.2.4 Noise
All Collection operations shall be conducted as quietly as possible and shall conform to Applicable Law.
Contractor will promptly resolve any Complaints of noise during the morning or evening hours of the
day to the satisfaction of the City. ln the event of repeat occurrences of noise levels in excess of 75
db(A), the Contractor shall pay Liquidated Damages in accordance with Section 1j-.4 and Exhibit A.
s,.'\IE}.{¡CLË REQUÊ R EFJÌENTS
Ge¡'¡eral. Vehicles used to provide services under this Agreement shall be kept in a safe, neat,
clean, and operable condition at all times. lf Contractor fails to keep Collection vehicles in a safe
and sanitary condition, the Contractor shall pay the City Liquidated Damages as described in
Section 1"1.4 and Exhibit A.
Specifications. Contractor shall register all vehicles with the California Department of Motor
Vehicles. All such vehicles shall comply with California Environmental protection Agency (EpA)
noise emission and air quality regulations and other applicable noise control regulations.
Vehicle ldentification. Contractor's name, local telephone number, and a unique identification
number for each vehicle used to provide seruices under this Agreement, shall be prominently
displayed on all vehicles, in letters and numbers that are a minimum of 4 inches high.
Contractor shall not place the City's logo on its vehicles.
Cleaning and Maintenance
1'. Cleaning. Collection vehicles shall be thoroughly washed and thoroughly steam cleaned as
frequently as necessary to present a clean appearance of the exterior and interior compartment
of the vehicle.
2. Maintenance. Contractor shall inspect each vehicle daily to ensure that all equipment is
operating properly. Vehicles that are not operating properly shall be taken out of service until
they are repaired and operating properly. Contractor shall perform all scheduled maintenance
Citv of Fresno Roll-Off Agreement
4/811,'J.
A
B.
c.
D
Page L9
4
functions in accordance with the manufacturer's specifications and schedule or in accordance
with California Highway Patrol standards, whichever are more stringent, Contractor shall keep
accurate records of all vehicle maintenance, recorded according to date and mileage, and shall
make such records available to the City upon request to the extent necessary to perform the
inspections described in Sections 6.3.F and 6.8.
Repairs. Contractor shall repair, or arrange for the repair of, all of its vehicles and equipment
for which repairs are needed because of accident, breakdown, or any other cause, so as to
maintain all equipment in a safe and operable condition. Contractor shall maintain accurate
records of repair, which shall include the date/mileage, nature of repair and the signature of a
maintenance supervisor that the repair has been properly performed.
Storage" Contractor shall arrange to store all vehicles and other equipment in safe and secure
location(s) in accordance with City's applicable zoning regulations.
Operation. Vehicles shall be operated in compliance with the California Vehicle Code, and all
applicable safety and local ordinances. Contractor shall not load vehicles in excess of the
manufacturer's recommendations or limitations imposed by State or local weight restrictions for
vehicles and roads. Contractor shall have each Collection vehicle weighed at each Approved
Processing Sites or Designated Disposal Site to determine the unloaded weight ("tare weight',)
of the vehicle, and the total loaded weight of each load delivered to the Approved processing
Sites and Designated Disposal Site.
Vehicle lnspection. City may ¡nspect vehicles at any time to determine compliance with the
requirements of this Agreement. Contractor shall make vehicles available to the City and/or
Fresno County Health Department for inspection, at any frequency City reasonably requests.
ROLL-If FF CTNTAINER REQU¡REMENTS
General. Atl Roll-Off Containers shall meet applicable Federal, State, C¡ty and local regulations
for safety.
Specifications
L. Prevent Leakage. lf the type of materials placed in the container may result in leakage of
liquids, Contractor shall take precautions to prevent the leakage of liquids. ln accordance with
Section LI3LS of Chapter 3 of Title 1-4 of the California Code of Regulations, Roll-Off Containers
used to Collect garbage and putrescible materials and/or garbage and putrescibles mixed with
rubbish shall be non-absorbent, water-tight, vector-resistant, durable, easily cleanable, and shall
be designed for safe handling and the containment of refuse.
2. Provision of Sufficient Capacity. ln accordance with Section l-73L5 of Chapter 3 of Title 14 of
the California Code of Regulations, Containers for garbage and rubbish should be of an adequate
size and in sufficient numbers to contain without overflowing, all the refuse that a household or
other establishment generates within the designated removal period,
3. Use of Containers with Less than Ten (10) Cubic Yards of Capacity. Roll-Off Containers with
capacities of less than ten (1-0) cubic yards may only be used for the purposes of Collecting C&D,
E.
6"4
F.
City of Fresno Roll-Off Agreement
4/8/LL
A.
B
Page 20
E.
C. Roll-off Container ldentification. All Contractor-provided Roll-Off Containers shall prominently
display the Contractor's name, local telephone number, a unique Roll-Off Container
identification number, and a list of acceptable materials. As appropriate, Roll-Off Containers
shall be labeled for: Solid Waste, Recyclable Materials, Organic Materials, or C&D. Such labeling
may be temporary labeling in the form of magnetic or detachable signs.
lf Contractor fails to comply with the provisions of this Section 6.4, the Contractor shall pay the
city Liquidated Damages as described in section i.1.4 and Exhibit A.
D. Cleaning, Painting, and Maintenance. All Roll-off Containers shall be maintained in a safe,
serviceable, and functional condition. Contractor shall steam clean and repaint all Roll-Off
Containers at least every two years, or more frequently, to present a clean, graffiti-free
appeara nce.
F.
Roll'Off Container Inspections. City may inspect Roll-Off Containers at any time to determine
compliance with sanitation requirements. Contractor shall make Containers available to the City
at any frequency it requests. The City shall have the right to prohibit the use of any Roll-Off
Container that fails to comply with the provisions in this Section 6.4.
Abandoned Roll-off Containers. Contractor shall not Abandon any Roll-Off Container used to
provide Permitted Materials Collection services under this Agreement. lf the Contractor
Abandons a Contractor-owned Roll-Off Container, City may remove the Roll-Off Container and
Process and Dispose of the contents. lf the City removes a Roll-Off Container Abandoned by
Contractor, the City may charge Contractor for the City's costs incurred removing such Roll-Off
Container, Transporting, Processing, and Disposing of its contents, and/or the cost of storing
such Roll-Off Container. Contractor shall reimburse the City for such costs within fourteen (L4)
calendardaysofthedateoftheCity'sinvoicetotheContractorforsuchcosts. lftheContractor
does not pay the invoice amount within foufteen (L4) days, the City shall become the Roll-Off
Container owner if the invoice stated the City's intent to become the Container owner in
lettering of at least 12 point font.
For the purposes of this Sect¡on 6.4.F, "Abandon', means the following:
'J" Contractor's failure to remove a Contractor-owned Roll-Off Container within five (5)
calendar days of receiving a written request from a Customer or the City or within five (5)
calendar days after the termination of the customer service agreement between Contractor
and the Customer, or
2' Contractor's failure to remove a Contractor-owned Roll-Off Container within ten (10)
calendar days upon expiration or termination of this Agreement, except in the case where
Contractor has been granted an extension of the Term of the Agreement or Contractor has
been granted a subsequent agreement authorizing Contractor to Collect and transport the
type or types of materials for which the Roll-Off Container was used pursuant to this
Agreement.
City of Fresno Roll-Off Agreement
418/1,L
Page 2I
A
B
c.
s"5
Ë.
City of Fresno Roll-Off Agreement
4l8lu.
FERSONNEI-
General. Contractor shall furnish such qualified drivers, maintenance, supervisory, Customer
service, clerical and other personnel as may be necessary to prov¡de the services required by
this Agreement in a safe and efficient manner,
Driver Qualifications. All drivers shall be trained and qualified in the operation of Collection
vehicles, and must have in effect a valid license, of the appropriate class, issued by the California
Department of Motor Vehicles. Contractor shall use the Class B California Depaftment of Motor
Vehicles employer "Pull Notice Program" to monitor its drivers for safety.
Safety Training. Contractor shall provide suitable operational and safety training for all of its
employees who operate Collection vehicles or equipment or who are otherwise directly involved
in such Collection, Disposal, or Processing. Contractor shall train its employees involved in
Collection to identify, and not to collect, Hazardous Waste or lnfectious Waste. Upon the City's
request, Contractor shall provide a copy of its safety policy and safety training program, the
name of its safety officer, and the frequency of its trainings,
Employee Conduct and Courtesy. Contractor shall use its best efforts to ensure that all
employees present a neat appearance and conduct themselves in a courteous manner.
Contractor shall regularly train its employees in Customer eourtesy, shall prohibit the use of loud
or profane language, and shall instruct Collection employees to perform the work as quietly as
possible. lf any employee is found not to be courteous or not to be performing services in the
manner required by this Agreement, Contractor shall take all appropriate corrective measures
and shall pay the City Liquidated Damages as described in Section 1L.4 and Exhibit A.
Employee ldentification. While performing services under this Agreement, all of the
Contractor's employees performing field service shall be dressed in clean clothes and shall wear
badges that include the employee's name and/or employee number, and Contractor's name, as
approved by the City.
T{AZARDOI.,IS WASTE INSFECTËON ANÐ I-.IANDLING
Response to Hazardous Waste ldentified during Collection. lf Contractor determines that
material placed in any Roll-Off Container for Collection is a Hazardous Waste that may not
legally be Disposed of at a Disposal Site or handled at the Processing Site, or presents a hazard
to Contractor's employees, the Contractor shall refuse to accept such material. The Contractor
shall contact the Customer and request the Customer to arrange proper Disposal. lf the
Generator cannot be reached immediately, the Contractor shall, before leaving the premises,
leave a tag at least two inches by six inches (2" x 6") in size, which indicates the reason for
refusing to Collect the material and lists a phone number for obtaining information on proper
disposal of the Hazardous Waste. Under no circumstances shall Contractor's employees
knowingly Collect Hazardous Waste.
lf Hazardous Waste is found in a Roll-Off Container that could possibly result in imminent danger
to people or property, the Contractor shall immediately notify the City's Fire Department using
the 911 emergency number.
D
5.6
A
Page 22
B.
The Contractor shall notify the City of any llazardous Waste identified in Roll-Off Containers or
left at any Premises within 24 hours of identification of such material.
Response to Hazardous Wastes üdentifled at D¡sposal Site or Processing Site. The Contractor,
or its Approved Processor, or Disposal Site operator shall provide load checkers and equipment
operators at the Processing or Disposal Site(s) to identify Hazardous Wastes for storage in
a¡:proved, on-site, hazardous materials storage container(s). Contractor shall make reasonable
efforts to identify and notify the Customer. Contractor shall arrange for removal of the
Hazardous Wastes by permitted haulers in accordance with Applicable Laws and regulatory
requirements.
lf the Hazardous Wastes delivered to a Disposal Site or Processing Site by Contractor before its
presence is detected, and the Generator cannot be identified or fails to remove the material
after being requested to do so, the Contractor shall arrange for its proper Disposal. The
Contractor may make a good faith effort to recover the cost of Disposal from the Generator, and
the cost of this effort, as wellas the cost of Disposalshall be chargeable to the Generator.
Regulations and Record Keeping. Contractor shall comply with emergency notification
procedures required by Applicable Laws and regulatory requirements. All records required by
regulations shall be maintained at the Contractor's facility. These records shall include: waste
manifests, waste inventories, waste characterization records, inspection records, incident
reports, and training records.
il'ION-TISCRü MI NATf Ti{
Contractor shall not discriminate in the provision of service or the employment of persons engaged in
performance of this Agreement on account of race, color, natural origin, ancestry, religion, gender,
marital status, sexual orientation, age, physical or mental disability in violation of any Applicable Law.
CTIWRIUNICATSON ANE} COCIPERATITN WITI-X CITY
Comnnunicatlons. lf requested, the Contractor shall meet with the City or its agent to discuss
service issues.
lnspectlon by City. The City, or its designated representatives, shall have the right to observe
and review Contractor operations, Processing Sites and Disposal Sites used by Contractor, and
enter Contractor's Premises for the purposes of such observation and review during reasonable
hours without advance notice.
Cooperate with City-lnit¡ated Stud¡es. Contractor shall cooperate with and assist the City or its
agent w¡th the performance of City-initiated studies of Permitted Materials such as, but not
limited to, waste characterization and composition stud¡es.
City of Fresno Roll-Off Agreement
4/8/LL
c.
ô.8
A
B.
c
Page 23
ARTICLE 7
RECORD KEEPING AND REPORTING
7.1 GENERAL
7.L.1 Ma¡ntenance of Records
Contractor agrees to conduct data collection, information and record keeping, and reporting activities
needed to comply with and to meet the reporting and Permitted Materials program management needs
of City, the Act and other Applicable Laws, and the requirements of this Agreement,
This Article is intended to highlight the general nature of records and reports to be maintained by
Contractor, and their minimum content. This Article ¡s not meant to comprehensively define what the
records and reports are to be and their content. With the written direction by or approval of City, the
records and reports to be maintained and provided by Contractor in accordance with this and other
Articles of the Agreement shall be adjusted in number, format, or frequency. Records and reporting
may be revised to reflect current record keeping and reporting requirements.
To the extent such requirements are set out in this and other Articles of this Agreement, they shall not
be considered limiting or necessarily complete.
7.t.2 Retention of Records
Unless otherwise required in this Article, Contractor shall retain all records and data required to be
maintained by this Agreement for the Term of this Agreement plus five (5) years after its expiration or
earlier termination. Records and data shall be in chronological order and readily and easily interpreted.
7.1.3 lnspection of Records
The City, its auditors and other agents, shall have the right, during regular business hours, to inspect
specific documents or records required by this Agreement or any other similar records or repofts of the
Contractor that the City shall deem, at its sole discretion, necessary to evaluate the Contractor's
performance provided for in this Agreement. The City may make copies of any documents it deems
relevant to this Agreement. The City shall provide Contractor written notice at least three (3) Business
Days prior to any inspection of these records, and Contractor shall retrieve and make available to the
City the requested documents and records at that t¡me.
The City reserves the right to ¡nspect records for the purposes of auditing the Contractor's reports,
reported Diversion level, and fee payments to the City. lf an audit conducted by the City, or its
representatives, finds: (i) that the Contractor has made any intentional misrepresentation with respect
to the fees dues to the City (e.g., Franchise Fees or other fees due to the City) in an amount greater than
S1,000 or tO% of the fees due to the City during the period covered by the audit, whichever is greater,
or (ii) that the Diversion level is 5% different than the Diversion level reported by the Contractor, then in
addition to any other remedies available to the City, Contractor shall reimburse the City for the C¡ty's
costs incurred in the performance of the audit. Such reimbursement shall be paid by Contractor, along
with any underpaid fees and Liquidated Damages required by Section 11.4 and Exhibit A, within thirty
(30) calendar days of the date the City notifies the Contractor of the amount due.
City of Fresno Roll-Off Agreement
41811,1,
Page 24
7.t.4' Recond Security
Contractor shall maintain adequate record security to preserve records from events that can be
reasonably ant¡c¡pated such as fire, theft, and earthquake. Electronically maintained data and records
shall be protected and backed-up.
7"2 RECORDS
7 "2"! Financial and Operatior¡al Records
Contractor shall maintain accurate and complete accounting records containing the underlying financial
and operating data relating to and showing the basis for computation of all revenues associated with
providing Perrnitted Materials Collection, Transportation, Processing, Recycling, Composting, and
Disposal services. The accounting records shall be prepared in accordance with Generally Accepted
Accounting Principles (GAAP) consistently applied.
At a minimum, the following operational records shall be maintained by Contractor for City relating to:
A. Customer account information and billing records;
B Tonnage of material Collected by type (e.g., Solid Waste, Recyclable Material, Organic Material,
or C&D) listed by Processing Site or Disposal Site where such materials were delivered. Where
possible, information is to be separated by Residential and Commercial Customers.
Tonnage of Recyclable Materials, Organic Material, and C&D Diverted from Disposal by
Contractor a nd supporting docu mentation.
Diversion level, which shall equal Tonnage Diverted by Contractor divided by the Tonnage
Collected by Contractor multiplied by 1-00, listed separately by month for the previous quarter.
Tonnage Diverted shall reflect Permitted Materials Processed less residue Disposed.
Residue levels of Processed or Composted materials.
Weight tickets from (i) Designated Disposal Site documenting the Tonnage of Solid Waste
Collected within the City and delivered to the Designated Disposal Site; (ii) processing Sites
documenting the Tonnage of Permitted Materials Collected within the City and delivered to the
Approved Processing Sites; and, (iii) Approved Disposal Sites documenting the Tonnage of
residue delivered to Approved Disposal Sites by vehicle, date, and time.
End use and markets for recovered materials.
c.
D
E.
F.
G.
Contractor shall rnake records available to the City upon request,
7.2.2 Custon'lerRecords
Contractor shall maintain accurate and complete records contain¡ng the number and types of accounts
served by the Contractor. The records shall contain, at a minimum, the Customers name, type of
business, phone number, address of Roll-Off Container delivery and Collection location, date of delivery
and Collection, itemized listing of services performed, type of Permitted Material Collected, Tonnage
City of Fresno Roll-Off Agreement
418/tL
Page 25
Collected, and the amount charged to provide services. The information shall be provided to the City
upon request.
7.2.3 CERCLA Defense Records
City views its ability to defend itself against Comprehensive Environmental Response, Compensat¡on and
Liability Act (CERCLA), and related litigation as a matter of great importance. For this reason, the City
regards its ability to prove where Permitted Materials Collected by the Contractor are taken for
Processing, Recycling, Composting, Transfer, or Disposal, as well as where they are not taken, to be
matters of concern. Contractor shall maintain, retain and preserve records which can establish where
Permitted Materials Collected were Processed, Composted, and Disposed (and therefore establish
where they were not), This provision shall survive the expiration or earlier termination of this
Agreement. Contractor shall maintain these records for a minimum of ten (10) years beyond expiration
or earlier termination of the Agreenlent. Contractor shall provide these records to City (upon request or
at the end of the record retention period) in an organized and indexed manner ratherthan destroying or
disposing of them.
7.3 GENERAL REPORTING REQUIREMENTS
The format of each report shall be approved by City. Contractor may propose report formats that are
responsive to the objectives, Contractor agrees to mail a copy of all reports and submit all reports on
computer discs, by e-mail, or by modem in a format compatible with City's software and computers at
no additional charge. Contractorwill provide a certification statement, under penalty or perjury, bythe
responsible Contractor official, that the repoft being submitted is true and correct to the best
knowledge of such official after their reasonable inqurry.
Contractor shall submit monthly reports within fifteen (15) calendar days of the end of each month. lf
Contractor does not submit the monthly reports by the dates required in this Article, Contractor shall
pay the City Liquidated Damages as described in Section 1j..4 and Exhibit A.
Contractor shall submit (via mail and e-mail) all reports to:
Solid Waste Division Manager
City of Fresno
1325 El Dorado Street
Fresno, CA 93706
7 "4 ;VIONTHLY REPORT
The monthly report shall present the following information.
Total Tonnage. Total Permitted Materials Tonnage Collected by Contractor within the City
during the previous quarter, listed separately by materialtype and by month.
Diverted Tonnage. Permitted Materials Tonnage Collected by Contractor within the City that
was Diverted during the previous quarter, listed separately by materialtype and by month.
City of Fresno Roll-Off Agreement
4/8/L1.
B.
Page 26
c.
D.
F.
Düsposed Tonnage" Permitted ft/laterials Torrnage Collected by Corrtractor within the City that
was Disposed during the previous quarter, listed separately by month.
Divensüon Level" Tonnage Diverted by Contractor divided by the Tonnage Collected by
Contractor multiplied by 100, listed separately by ¡norrth for the previous quarter. Tonnage
Diverted shall reflect Permitted Materials Frocessed less residue Disposed.
C&0. Torlnage genenated fronr construction and demolition permitted sites, not¡ng the permit
number, the site address, the Tonnage hauled, the date hauled, and the facilities to which the
n'laterial was hauled.
Disposa0 and Froeessíng Locations. Contractor shall provide a list of the names and addresses
of where Permitted Materials Collected withinr the City during the previous quarter was Diverted
and Disposed. Such list shal! include the arnount of Permitted Materials Tonnage Diverted
and/ar Disposed at each location during the pnevious quarter, listed separately by mãterial type
and by month.
Revenues" Gross revenues (e.g. cash receipts) earned on all Roll-Off Container Collection,Transporlation, Processing, Recycling, Composting, and/or Disposal services provided to
customers within tlre city durring the previous quarter, listed separately by month.
Insunance. Updated insurance certificates.
l' Aacouslt Ûnfonrnatlon. ln table format, the nunnlcer of Customers within the City limits served
and number of Roll-Off Containers serviced per month listed by Roll-Off Container type (Drop
Box or Compactor), Rolt-off container size, and l¡sted separately by permitted Material type,
and regularly schedule service and unscheduled (on-call) service.
J" Contnaetor officers and Board Mernbers. Provide a list of Contracto/s officers and members ofits board of directors (only required with the Decemben monthly report each year, or in the
event of a change in the officers or board members).
The City reserves the right to request additional reports from Contractor, and upon City,s request,
contractor shall provide information required above for the time period requested by the city. lt is thedesire of the c¡ty to track the above required information on an ongoing basis throughout the term ofthis Agreement.
7,5 AE 9SS COIJzuTY $IJRCI-IARGE RËPORT}NG
Contractor acknowledges that City is a party to that certain AB 939 Memorandum of Understanding withthe County of Fresno and various other jurisdictions dated January 6,2OOg (the,,AB 939 MOU,,), andfurther acknowledges having received and reviewed a copy of the AB g39 Mou. The parties agree thatContractor is a "Jurisdiction's HauleÍ", as that term is used in part lV, Section H of the AB 93g MoU.Contractor shall comply with all requirements of Part lV, Section H of the AB 93g MOU that are
applicabfe to a Jurisdiction's Hauler, including but not limited to submittal of reports and payment of the
AB 939 Surcharge (as that term is defined in the AB 939 MOU),
City of Fresno Roll-Off Agreement
4/8/rL
E.
G
f-{
Page 27
ARTIGLE 8
FRANCHISE FEES AND OTHER FEES
8"'!GENERAL
Contractor shall collect the fees described in this Section from Customers through Contractor,s regular
billings and remit collected amounts to City on a monthly basis as described in Section g.5.
8"2 FRANCFIISE FEE
ln consideration of the exclusive rights provided Contractor herein, Contractor shall pay Franchise Feesto the City each month equal to Io% of actual gross Rate revenues (e.g. cash receipts) remitted to
Contractor by Customers for services provided by Contractor under this Agreement.
8.3 OTI.IER FEES
The City may set "other" additional fees, as it deems necessary, The amount, time, and method ofpayment and adjustment process will be set in a manner similar to that for other fees described in this
Article.
3.4 ÅDJUSTMENT TO ¡--EES
City may adjust the fees established in this Article annually at any time during the Term of this
Agreement,
8.5 PAYMENT SCHEDULE AND LATE FEES
on or before the 20th day of each month during the Term of this Agreement, Contractor shall remit to
City Franchise Fees and other fees as described in this Article, lf such remittance is not paid to the City
on or before the 20th day of any month, Contractor shall pay, in addition to the amount owed to City,
2% of the amount owing for that month; plus an additional 2% owing on any unpaid balance for each
following thirty (30) calendar day period the fee remains unpaid
Each monthly remittance to City shall be accompanied by a statement ¡temizing each fee paid; detailing
calculation of all fees; stating actual gross revenues (e.g. cash receipts) for the monthly period collected
from all operations conducted or permitted by this Agreement, and stat¡ng the number and size of
Containers serviced by Contractor for the monthly period. Each rem¡ttance including all supporting
documentation shall be provided to:
Attn: City Controller, Finance Department
City of Fresno
2600 Fresno Street
Fresno, CA 93721,-3624
City of Fresno Roll-Off Agreement
4/8/1,1
Page 28
8"6 0\l ERFAYLEf*¡T OF" FEES
lf Contractor believes it has ¡raid Franchise Fees onotherfees as described in th¡s Article, in excess of the
fees due to the City, Contractor mav subrnit a request for refund to the Director. lf proof of
overpavment is satisfactory to the Director, the Director shall authorize the City to refund the
overpavrnent to the Contractor. Contractor shall not apply any overpayment as a credit against any
Franchise Fee or olher announts payable to the City, unless specifically authorized to do so by the
Director in writing.
S.7 NON-CITY FEES; AE S3g COUNTY SURCTjARGE
Pursuant to Section 7.5, Contractor shall pay the County of Fresno an AB 939 surcharge as applicable in
aceordance with the AB 939 MOU.
ARTICLE 9
CONTRACTOR'S COMPENSATION AND RATES
9..'i CGNTRACTGR'SCOI¡Iñ]FENSATIOF.I
Contractor's compensation for performance of all its obligations under this Agreement shall be: (¡)
actual Rate revenues paid to Contractor (e.g. cash receipts) by Customers that obtained Contractor's
Collection services less fees dues to the City in accordance with Article 8, and (ii) revenues generated by
the sale of Collected materials Diverted from Disposal.
Contractor's compensation provided for in this Article shall be the full, entire, and complete
com¡rensation due to Contractor pursuant to this Agreement for all labor, equipment, materials and
supplies, Processing, Composting, and Disposal fees, regulatory fees, City fees, taxes, insurance, bonds,
overhead, operations, profit and all other things necessary to perform all the services in the manner
required by this Agreement.
lf Contractor's costs are more than Contractor's compensation, Contractor shall not be compensated for
the difference in costs and revenues. lf Contractor's costs are less than Contractor's compensation,
Contractor shall retain the difference.
#"2 CITY'S RIGH-T'TO SET í\ITAXÌI\.'IUM RAïES
The City 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 non-
exclusive franchise agreements for Collection of Permitted Materials, or (b) the Rates charged by the
companies holding non-exclusive franchise agreements for Collection of Permitted Materials are no
longer comparable to those of other jurisdictions, as reasonably determined by City. lf the City chooses
to exercise its right to set maximum Rates, City shall notify Contractor at least l-80 calendar days prior to
the date that maximum Rates become effective. ln such case, City will set maximum Rates with
City of Fresno Roll-Off Agreement
4/8/Lr
Page 29
cons¡derat¡on of reasonable and necessary costs for Collection, Processing, Composting, and Disposal
and with the intention of setting maximum Rates that will enable parties, including the Contractor, that
have executed Non-Exclusive Franchise Agreements with the City for Roll-Off Container Collection
Services the ability to recover reasonable and necessary costs and a reasonable profit.
9.3 CONTRACTOR'S RATES
Contractor shall set the Rates it charges its Customers for Roll-Off Collection services. The Contractor,s
Rates shall not exceed City-established maximum Rates, if the City exercises its rights under Section 9.2.
ARTICLE 1O
INDEMNITY AND INSURANCE
10.1 tFtÐEIUNtFtcATroN
Contractor shall indemnify, defend with counsel acceptable to the City, protect and hold harmless the
City and each of its officers, officials, employees, volunteers, and agents (collectively, indemnitees) from
and against all claims, damages (including but not limited to special, consequential, natural resources
and punitive damages), injuries, costs, (including without limit any and all response, remediation and
removal costs), losses, demands, debts, liens, liabilities, causes of action, suits, legal or administrative
proceedings, interest, fines, charges, penalties, and expenses (including without limit attorneys,expert
witness fees and costs incurred in connection with defending against any of the foregoing or in
enforcing this indemnity), (collectively, "Damages") of any kind whatsoever paid, incurred or suffered
by, or asserted against, indemnitees arising from or attributable to the acts or omissions of Contractor
whether or not negligent or otherwise culpable, in connection with or related to the performance of this
Agreement, except such loss or damage which was caused by the sole negligence or willful misconduct
of the city.
Contractor's duty to defend and indemnify herein shall include Damages arising from or attributable to
any operations, repairs, clean-up or detox¡fication, or other plan (regardless of whether undertaken dueto governmental action) concerning any Hazardous Waste Collected ¡n the C¡ty. Contractor shall be
required to indemnify the City for the costs for any claims arising from the processing, Composting, or
Disposal of Permitted Materials, including, but not limited to, claims arising under the Comprehensive
Environmental Response, Compensation and Liability Act (CERCLA). The foregoing is Intended to
operate as an agreement to defend and indemnify and hold harmless indemnities to the full extent
permitted for liability pursuant to Section 107(e) of cERCLA, 42 u.s.c, section 9607(e) and california
Health and Safety Code Section 25364.
ln addition, Contractor's duty to defend and indemnify herein includes all fines and/or penalties
imposed by the California Department of Resources Recycling and Recovery, subject to the restrictions
set forth in Public Resources Code Section 40059.1, if the requirements of the Act are not met by the
Contractor with respect to the Permitted Materials Collected under this Agreement, and such failure is
due to Contractor delays in providing information that prevents Contractor or City from submitting
reports required by the Act in a timely manner.
City of Fresno Roll-Off Agreement
4/8/1.1,
Page 30
ÞU.
A.
Tltis provision will survive the expiration or earlier termination of this Agreement and shall not be
construed as a waiver of rights by City to contribution or indemrrity from third parties.
f 0"2 IF+SURANCE
10.2"!. lVlininnr¡nn Scope of Ínsunance
Coverage shall be at least as broad as:
l¡'rsurance Services Office Commercial General Liability coverage.L. Personalinjury
2. Contractual liability
lnsurance Services office covering Automobile Liabirity, code r "any auto".
Worker's Compensation insurance as required by the Labor Code of the State of California and
Employers Liability insurance.
E. such other insurance coverages and limits as may be required by the clry.
LÐ"2"2 Mir¡innum [-irnits of lns¡,¡rance
Contractor shall maintain linnits no less than:
General Liability: S1,000,000 each occurrence for bodily injury and property damage;
S1,000,000 for personal and advertising injury; $2,000,000 products and completed operations
aggregate, and S2,000,000 general aggregate. lf Commercial General Liability insurance or other
form with a general aggregate liability is used, either the general aggregate limit shall apply
separately to this project/location or the general aggregate limit shall be tw¡ce the required
occurrence limit.
Automobile Liability: $1,000,000 per accident for bodily injury and property damage.
Workers' Compensation: Workers' compensation limits as required by the Labor Code of the
State of California.
D. Employer's Liability:St,000,000 each accident for bodily injury.
S1,000,000 disease each employee.
S1,000,000 disease policy limit.
E. Pollution Legal Liability: $1,000,000 per claim/occurrence and S2,OoO,0o0 aggregate for bodily
injury, property damage, and remediation of contaminated site.
L0.2.3 DeductlblesandSelf-lnsuredRetentions
Any deductibles or self-insured retentions must be declared to and approved by the City, At the option
of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as
respects the City, its officials and employees; or the Contractor shall procure a bond guaranteeing
payment of losses and related investigations, claim administration and defense expenses.
City of Fresno Roll-Off Agreement
4/8/LL
B.
c.
Page 31
IO.2.4 Other lnsurance provisions
The policies are to contain, or be endorsed to contain, the following provisions:
A. General Liability and Automobile Liability Coverages
t' The City, its officers, officials, employees, agents and volunteers are to be covered as
additional insureds as respects: liability arising out of activities performed by or on behalf
of the Contractor; products and completed operations of the Contractor; premises owned,
leased or used by the Contractor; or automobiles owned, leased, hired or borrowed by the
Contractor' The coverage shall contain no special limitations on the scope of protection
afforded to the City, its officials, employees, or volunteers. The automobile liability is
endorsed to contain MCA-90 coverage.
2. The Contractor's insurance coverage shall be primary insurance as respects the City, its
officials, employees, and volunteers. Any insurance or self-insurance maintained by the
City, its officials, employees, orvolunteers shall be excess of the Contractor's insurance and
shall not contribute with it.
3. Any failure to comply with reporting provisions of the policies shall not affect coverage
provided to the City, its officials, employees, or volunteers.
4. Coverage shall state that the Contractor's insurance shall apply separately to each insured
against whom claim is made or suit is brought, except with respect to the limits of the
insurer's liability.
B. workers' compensation and Employers Liability Coverage. The insurer shall agree to waive all
rights of subrogation against the City, its officers, employees, and volunteers for losses arising
from work performed by the Contractor for the City.
c. All Coverages' Each insurance policy required by this clause shall be endorsed to state that
coverage shall not be suspended, voided, canceled by either party, reduced in coverage or inlimits except after 30 calendar days'prior written notice by certified mail, return receipt
requested, has been given to the City.
10.2.5 Acceptability of lnsurers
The insurance policies required by this section shall be issued by an insurance company or companies
author¡zed to do business in the State of California and with a rating in the most recent edition of Best,s
lnsurance Reports of size categoryVll or larger and a rating classification of A or better.
t0.2.6 Verification of Coverage
Contractor shall furnish Contractor's insurance agent a copy of these specifications, and direct the agentto provide the City with certificates of insurance and with original endorsements affecting coverage
required by this clause' lssuance of documentation indicates the Contractor's insurance complies with
these provisions' The certificates and endorsements for each insurance policy are to be signed by a
Person authorized by that insurer to bind coverage on its behalf. The certificates and endorsements areto be received and approved by the City before work commences. The City may require complete,
certified copies of all required insurance policies, at any time.
City of Fresno Roll-Off Agreement
418/rr Page 32
LO.Z.V RequünedEndorsennents
A. The workers' compensation policy shall contain an endorsement
form:
in substantially the following
"Thirty calendar days' prior written notice shall be given to the City of Fresno in the event of
cancellation, reduction in coverage, or non-renewal of this policy.,,
Director of public Utilities
City of Fresno
2600 Fresno Street
Fresno, CA9372L-362O
B. The Comnrercial General Liability, Business and Automobile Liability, and pollution Legal Liability
policies shall contain endorsements in substantially the following form:
1. "Thirty calendar days' prior written notice shall be given to the City of Fresno in the event
of cancellation, reduction in coverage, or non-renewal of this policy.,,
Director of public Utilities
City of Fresno
2600 Fresno Street
Fresno, CA93tZL-362O
2. "The City of Fresno, its officers, employees, and agents are additional insureds on this
policy.',
3. "This policy shall be considered primary rnsurance as respects any other valid and
collectible insurance maintained by the city of Fresno, including any self-insured retentionor program of self-insurance, and any other such insurance shall be considered excess
insurance only."
4. "lnclusion of the City of Fresno as an insured shall not affect the City's rights as respects any
claim, demand, suit or judgment brought or recovered against the Coniractor. This policy
shall protect contractor and the City in the same manner as though a separate policy had
been issued to each, but this shall not operate to increase the contractor's liability as setforth in the policy beyond the amount shown or to which the Contractor would have been
liable if only one party had been named as an insured.,'
10.2.8 Delivery of Froof of Coverage
simultaneously with the execution of this Agreement, Contractor shall furnish the City certificates ofeach policy of insurance required hereunder, in form and substance satisfactory to City. Suchcertificates shall show the type and amount of coverage, effective dates and dates of expiration ofpolicies and shall have all required endorsements. lf the City requests, copies of each policy, togetherwith all endorsements, shall also be promptly delivered to City,
Renewal certificates will be furnished annually to City to demonstrate maintenance of the required
coverages throughout the Term.
City of Fresno Roll-Off Agreement
4/8/Lt Page 33
B.
10.2.9 OtherlnsuranceRequirements
A. lf any services are delegated to a Subcontractor, the Contractor shall require such Subcontractor
to provide statutory Workers' Compensation insurance and employer's liability insurance for all
of the Subcontractor's employees engaged in the work in accordance with Sections 10.2.2.C and
10'2.2.D and 10.2.4.8. The liability irlsurance required by Section L0.2.2.A shall cover all
Subcontractors or the Subcontractor must furnish evidence of insurance provided by it meeting
all of the requirements of th¡s Section 10.2.
lf at any time during the life of the Agreement or any extension, Contractor or any of its
subcontractors fail to maintain any required insurance in full force and effect, Contractor shall
be in breach of the Agreement until notice is received by City that the required insurance has
been restored to full force and effect and that the premiums therefore have been paid for a
period satisfactory to City. Any failure to maintain the required insurance shall be sufficient
cause for City to terminate this Agreement. No action taken by City pursuant to this Section
shall in any way relieve contractor of its responsibilities under this Agreement.
The Contractor shall comply with all requirements of the insurers issuing policies. The carrying
of insurance shall not relieve Contractor from any obligation under this Agreement. lf any claim
exceeding the amount of any deductibles or self-insured reserves is made by any third person
aga¡nst the Contractor or any Subcontractor because of any occurrence related to this
Agreement, the Contractor shall promptly report the facts in writing to the insurance carrier and
to the City.
The Commercial General Liability, Automobile Liability, and Pollution Legal Liability insurance
policies shall be written on an "occurrerìce," ratherthan a "claims made" basis. lf Contractor is
unable to purchase Pollution Legal Liability insurance on an occurrence form and must purchase
such insurance on a claims-made forrn:
The "Retro Date" must be shown, and must be before the effective date of the Agreement
or the commencement of work by Contractor.
The policy shall be endorsed to provide not less than a S-year discovery period. This
requirement shall survive expiration or termination of the Agreement.
lf coverage is canceled or non-renewed, and not replaced with another claims-made policy
form with a "Retro Date" prior to the effective date of the Agreement, Contractor must
purchase "extended reporting" coverage for a minimum of 5 years following the expiration
or termination of the Agreement.
A copy of the claims reporting requirements must be submitted to city for review.
These requirements shall survive expiration or termination of this Agreement.
City of Fresno Roll-Off Agreement
418/t1.
c
D
1.
2.
3
4.
5
Page 34
A
B.
C.
D.
ART]CLE 1,[
ÐEFAULT ABTD REil,IEDIES
1't.f EVËNTS TF ÐEFA,IJLT
Each of the following shall constitute an event of default ("Event of Default") hereunder:
F.
Contractor fails to perform its obligatiorrs under this Agreement, or future amendment to this
Agreement, including, but not limited to, Contractor's faifure to pay Franchise Fees and other
City fees in accordance with Article E of this Agreenrent, and the breach continues for more than
l-0 Business Days after written notice from the city for the correction thereof;
Contracton's failure to Divert 5O% af the C&D, lO% of the Recyclable Materials, and 90% of
Organic Materials Collected in the City as required by Section 5,3 of this Agreement after
Contractor is given an opportunity to remedy the nonperformat'ìce as described in Section 11.5;
Any re¡rresentation, warrantv, or disclosure made to City by Contractor in connection with or as
an inducement to entering into this Agreement or any future amendment to this Agreement,
which proves to be false or misleading in any material respect as of the time such
re¡oresentation or disclosure is ntade, whether or not any such representation, warranty, or
disclosure appears as part of this Agreement;
There is a seizure or attachment (other tlran a pre-judgment attachment) of, or levy affecting
possession otr, tlre operating equipment of Contractor, including without limit its vehicles,
ma¡ntellance or office facilities, or any part thereof of such proportion as to substantially impair
Cotrtractor's ability to perform under this Agreement and which cannot be released, bonded, or
otherwise lifted within 4,8 hours excluding weekends and Holidays;
Contractorfiles a voluntary petit¡on for debt relief under any applicable bankruptcy, insolvency,
debtor relief, or other similar law now or hereafter in effect, or shall consent to the
a¡rpointment of or taking of possession by a receiver, liquidator, assignee (other than as a part
of a transfer of equipment no longer useful to Contractor or necessary for this Agreement),
trustee (other than as security for an obligation under a deed of trust), custodian, sequestrator
(or similar of'ficial) of the Contractor for any part of Contractor's operating assets or any
substantial part of Contractor's property, or shall make any general assignment for the benefit
of Contractor's creditors, or shall fail generally to pav Contractor's debts as they become due or
shall take any action in furtherance of any of the foregoing;
A coutt having jurisdiction shall enter a decree or order t'or relief in respect of the Contractor, in
any involut'ttary case brought under any bankruptcy, insolvency, debtor relief, or similar law now
or hereafter in effect, or Contractor shall consent to or shall fail to oppose any such proceeding,
or any such coutt shall enter a decree or order appointing a receiver, liquidator, assignee,
custodian, trustee, sequestrator (or similar official) of the Contractor or for any part of the
Contractor's operating equipment or assets, or orders the winding up or liquidation of the
affairs of Contractor;
City of Fresno Roll-Off Agreement
4/8/Ll.
E.
Page 35
11"2 ¡IIG}.{T TO TERMIÍ{ATE UPCN TEFAULT
Upon a default by Contractor, the City may terminate this Agreement within l-0 calendar days of the
default but no later than L80 calendar days after the default. Such termination shall be effective l_0
calendar days following the City's written notice to Contractor, and such termination shall be effective
without the need for any hearing, suit, or legal action.
11'3 clrY's REMEDIES cUMULATtvE; sFECtFtc pERFORMANCE
The City's right to terminate the Agreement under Section 11.2 is not exclusive, and the City,s
termination of the Agreement and/or the imposition of Liquidated Damages shall not constitute an
election of remedies. lnstead, these rights shall be in addition to any and all other legal and equitable
rights and remedies which the City may have.
By virtue of the nature of this Agreement, the urgency of timely, continuous and high quality service, the
lead time required to effect alternative service, and the rights granted by City to the Contractor, the
remedy of damages for a breach hereof by Contractor is inadequate and City shall be ent¡tled to
injunctive relief,
11.4 LIQUfDATEDDA;UAGES
A' General. The Parties find that as of the time of the execution of this Agreement, it is
impractical, if not impossible, to reasonably ascertain the extent of damages which shall be
incurred by City as a result of a breach by Contractor of its obligations under this Agreement.
The factors relating to the impracticability of ascertaining damages include, but are not limitedto, the fact that: (i) substantial damage results to members of the public who are denied
services or denied quality or reliable service; (ii) such breaches cause inconvenience, anxiety,
frustration, and deprivation of the benefits of the Agreement to ¡ndiv¡dual members of the
general public for whose benefit this Agreement exists, in subjective ways and in varying
degrees of intensity which are incapable of measurement in precise monetary terms; (ii¡) that
seruices might be available at substantially lower costs than alternative services and the
monetary loss resulting from denial of services or denial of quality or reliable services is
impossible to calculate in precise monetary terms; and (iv) the termination of this Agreementfor such breaches, and other remedies are, at best, a means of future correction and not
remedies which make the public whole for past breaches.
B. Service Performance Standards; Liquidated Damages for Failure to Meet Standards. The
Parties further acknowledge that consistent, reliable Roll-Off Collection, processing, and
Disposal seruice is of utmost importance to City and that City has considered and relied on
Contractor's representations as to its quality of service commitment in executing this
Agreement. Ihe Parties recognize that some quantified standards of performance are necessary
and appropriate to ensure consistent and reliable seruice and peÉormance. The pafties further
recognize that if Contractor fails to achieve the performance standards, or fails to submit
required documents in a timely manner, City and its residents and businesses will suffer
damages, and that it is, and will be, impractical and extremely difficult to asceftain and
determine the exact amount of damages that City will suffer. Therefore, without prejudice to
City's right to treat such non-performance as an event of default under this Article, the parties
City of Fresno Roll-Off Agreement
4l8lL1.
Page 36
c
agree that the Liquidated Damages amounts established in Exhibit A of this Agreement and the
following Liquidated Damage amounts represent a reasonable estimate of the amount of such
damages considerirrg all of the circumstances ex¡sting on the Effective Date of this Agreement,
including the relationship of the sums to the range of harm to City that reasonably could be
anticipated and the anticipation that proof of actual damages would be costly or impractical.
Contractor agrees to $lay (as Liquidated Danrages and not as a penalty)the amounts set forth in
the Schedule of Liquidated Damages, Exhibit A.
City may determine the occurrence of events giving rise to Liquidated Damages through the
ol¡servation of its own employees or representative or investigation of complaints by
Customers, occupants, and Generators.
Liquidated Damages will only be assessed after Contractor has been given the opportunity but
failed to rectify the damages as described in this Agreement. Before assessing Liquidated
Damages, City shall give Contractor notice of its intention to do so. The notice will include a
brief description of the incident(s) and/or non-performance. The City may review (and make
copies at its own expense) all information in the possession of Contractor relating to ¡ncident(s)
and non-performance. City may, within L0 calendar days after issuing the notice, request a
meeting with Contractor. City may present evidence of non-performance in writing and through
testimorry of its enrployees and others relevant to the incident(s) and non-performance. City
will provide Contractor with a written explanation of its determination on each incident(s) and
non-performance prior to authorizing the assessment of Liquidated Damages under this Section
11.4. The decision of City shall be final and City shall not be subject to, or required to exhaust,
any fuft her administrative remedies.
Arnount. City nray assess Liquidated Damages for each calendar day or event, as appropriate,
that Contractor is determined to be liable in accordance with this Agreement in the amounts
specified in Exhibit A subject to annual adjustment described below.
The amount of Liquidated Damages specified in Exhibit A shall be adjusted annually on the
anniversary of the Effective Date. The adjustment shall be rounded to the nearest cent.
Liquidated Damage amounts shall be adjusted to reflect changes in the Consumer price lndex -All Urban Consumers (CPI-U) compiled and published by the U.S. Department of Labor, Bureau
of Labor Stat¡stics or its successor agency, using the following Bureau of Labor Statistics,
parameters.
n Not Seasonally Adjusted. Area - Los Angeles-Riverside-Orange County, CA. ltem - All ltemsn Base Period - 1982-84=L00
The formula for annual adjustment is as follows:
Adjusted Liquidated Damage
Amount
Then-current Liquidated Damage Amount x
most current CPI-U/previous 12-month Cpl-U
City of Fresno Roll-Off Agreement
418/71"
Page 37
For example:
Current Liquidated Damage Amount = SISO.OO
Most recently published index (January 2010) = 224.6t0
lndex published r.2 months prior to most recently published index
(January 2009) = 22Ù.7tg
Adjusted Liquidated Damage Amount = s150.oo x (224.610/220J19) = s152.64
lf the CPI-U is discontinued or revised during the Term by the United States Department of
Labor, such other government index or computation with which it is replaced shall be used in
order to obtain substantially the same result as would be obtained if the Cpl had not been
discontinued or revised.
D. Timing of Payment. Contractor shall pay any Liquidated Damages assessed by City within j.0
calendar days of the date the Liquidated Damages are assessed. lf they are not paid within the
10-day period, City may order the termination of the rights or "franchise" granted by this
Agreement.
1.I.5 ÐIVERSION NOi{.PERFORMANCE
lf the contractor's Diversion level is less than so% for c&D, less than 70% for
andlor less than 90% for organic Materials collected in the city for a monthly
following steps shall be followed by the City and Contractor.
Recyclable Materials,
report¡ng period, the
B
Warning. The City shall issue a written warning to the Contractor within 3O calendar days of
receipt of the Contractor's monthly report documenting the Diversion level for the monthly
reporting period. The warning notice shall specify the amount of time (i.e. "correction period,,)
the City grants the Contractor to improve its performance and meet the Diversion requirements
defined in Section 5.3.
Opportunity to lmprove Performance. The Contractor shall modify its Collection, processing,
Diversion, and public education and outreach programs (subject to the City's approval) to
improve the Diversion level. At the end of the correction period, Contractor shall submit awritten report to the City identifying the Diversion level and providing the supporting
documentation. lf the City determines that the Diversion level equals or exceeds Diversion
requirements defined in Section 5.3, the Contractor shall continue to perform services in such a
manner as to maintain or improve the Diversion level and the City shall waive its rights to
proceed with steps outlined in subsections C and D of this Section 1-1.5 during the remainder of
then-cu rrent report¡ng period.
Liquidated Damages. lf the Contractor fails to improve the Diversion level so that it is equal to
or greater than Diversion requirements defined in Section 5.3 by the end of the correction
period granted in subsection A of this Section, the City may levy, and Contractor shall pay,
Liquidated Damages described in Section j.1.4.
C.
D, Termination of the Agreement. lf Contractor/s fails
exceeds Diversion requirements defined in Section
levied Liquidated Damages, the failure to meet the
City of Fresno Roll-Off Agreement
418/LL
to achieve a Diversion level that equals or
5.3 within six months of the date the City
Diversion requirements defined in Section
Page 38
A.
5.3 shall be considered an event of default and the City may terminate the Agreement in
accordance with Section 1l_.2.
1 1.6 COh.NE}üT'ION'JS I]FOFJ TERfuIINATION
ln the event this Agreement is terminated under the provisions of this Article, the following conditions
shall be effective:
Frohíbit Rol[-Off Col0ection Services. Contractor shall have no right or authority to engage in
Roll-Off Collectiorl services in the City for a period of five years from the date of termination,
After five years, should the Contractor provide proof that the event causing the Contractor to
default under this Agreement has lreen corrected, the Contractor may reapply for a non-
exclusive Roll-Off Collection service franchise, and the City, at the sole and complete discretion
of the City, may reinstate the contractor based on review of its reapplication.
continuing Lñabitities. contractor shall renrai¡'r liable to the city for:
1. Fees due in accordance with Article I that would otherwise be payable by the Contractor.
2. Liquidated Damages assessed pursuant to Section j.1.4.
Reports required by Article 7 for Roll-Off Collection activities performed by Contractor up to
and including the date of termination.
lndemnity obligations under Section 10.1.
5. Record keeping and retention obligations under sectio ns LL and 7 .2.
Release C¡,¡stomers and Generators from Obligations. Contractor shall allow permitted
Materials Generators sen¡ed by Contractor to arrange for Permitted Materials Collection
services with a hauler authorized to perform such services, without penalty or liability for breach
of any contract between contractor and its customers or Generators.
Rernove Roll-Off Cor¡tainers. Contractor shall remove all of Contractor's Roll-Off Containers
from all of Contractor's Collection locations and shall properly Recycle, process, Compost, or
Dispose of Permitted Materials in such Roll-Off Containers.
ARTICLE 12
OTHER AGREEMENTS OF THE PARTIES
?2"'Í RELATIÛNSI-{IP GF PARTIES
The Pa¡ties intend that Contractor shall perform the services required by this Agreement as an
independent Contractor engaged by City and not as an officer nor employee of the City, nor as a partner
of, or joint venturer with, the City. No employee or agent of Contractor shall be, or shall be deemed to
City of Fresno Roll-Off Agreement
4/8/7L
B.
C.
D
Page 39
be, an employee or agent of the city. Except as expressly provided herein, contractor shall have control
over the manner and means of conducting the Roll-Off Container Collection, Transportation, processing,
Recycling, composting, and Disposal services performed under this Agreement, and all persons
performing such services. Contractor shall be solely responsible for the acts and omissions of itsofficers, employees, Subcontractors, and agents. Neither Contractor nor its officers, employees,
Subcontractors and agents shall obtain any rights to retirement benefits, workers' compensation
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 Contractor's sole cost and expense, all permits and licenses
applicable to Contractor's operations under this Agreement which are required by any governmental
agency.
1?.3 TOIVIPLIANCE WIT¡.{ LAW
contractor shall, at alltimes, at its sole cost, comply with all Applicable Laws.
12.4 GOVERil¡ING LAW
This Agreement shall be governed by, and construed and enforced in accordance with, the laws of the
State of California.
r2.5 ..'UR|SDtCTtON
Any lawsuits between the Parties arising out of this Agreement
courts of Fresno County in the State of California, which shall
lawsuits.
shall be brought and concluded in the
have exclusive jurisdiction over such
With respect to venue, the Parties agree that this Agreement is
County.
-!2.6 BINDING ON SUCCESSORS
made in and will be performed in Fresno
The provisions of this Agreement shall inure to the benefit to, and be binding on, the successors andperm¡tted assigns of the Parties.
È2"7 ,ASSIGI{MENT
Ne¡ther Party shall assign its rights nor delegate or otherwise transfer its obligations under this
Agreement to any other Person without the prior written consent of the other party. Any such
assignment made without the consent of the other Party shall be void and the attempted assignment
City of Fresno Roll-Off Agreement
4l8ltL Page 40
sha[[ const[tute a lllater¡al [rr"earc["¡ of tfus Agreernent" Under no cÈrcu¡'l'rstances s[ra!l any assignment be
ccrlstciered lry Citlr df Cotttract:elr [s irr defau[t at any t[rne dur[rng tfle period of co¡.lsideration.
12.8 PARTIES IN INTEREST
Nothing [c-t thds Á,greetlret'lt, wf'¡ether-express or dt"r'l¡:tded, is íntemded to co¡rfer any rigfrts cn any persons
cthet tl'tatl the Partic's; to it ar¡d t['le[r ne.¡c'resentat[ves, successors and pernn[tted assigns.
12.9 WAIVER
T[re uvañver [rXr eıthet Party of any lrt-eact'l or vio[ation of any ¡:rovísão¡ls of this Agreement shall not be
deenteel to bc' a wañver of ang [¡reac[-¡ or victat6s)rì of'any other ¡rrcvñs[c¡l r¡or of any subsequent breach
oË viofatiot'l of the salllca or any other ¡:n'ov[sfon. The subsequent acce¡rf;ance by eit¡e¡- party of any
n'lotl[es rvnlich heeon'¡e riue ['lereunder, sha[t not he deer¡led to [:e a waiver of any pre-existing or
co[1euÉ'rent f¡rear:h or vr[o,tatdo¡T hyr the nther t]antç. cf amy pl'ovisãom of thFs rl.greement.
1 2.1Û NOTICE PROCEDURES
A[[ notfces, detllands, reqLxests, ¡ll"rc¡losals, a¡rpnovafs, consents, arrd otËrer conrmunlcations wl.rich this
Agneernent'requit'es, authondzes o'n- conternptates at[, s[ialt be in writing ar¡d shall either be personally
def iveted to a r"e¡rt^eselltat[ve of tå'le Fartıes at the address Í¡eßow on deposited in the United States mail,
tirst c[ass postage ¡cnepaid, addressed as f.otIows:
A.tt'to City:
tlt¡0¡t[c [-itn[it[es Dlrectcr
Cñty of [:r'esno
26tt Fl-es¡-lo St", Roorn 30GS
[:res!.to, CA 93721-9624.
ts. [f tc Co¡'¡t¡'actor-:
/ Ð(, //\) <âusaJ
T[-¡e address to w['lflch con¡ntun-nications rmay he de"tñvereEl r.nay lre changed from ti¡-ne to time by a notice
gnven ñn accordar¡ce wçth tt'lis SeetEo,¡r"
F.Io,tice shalf he deen¡ed g[verl om tt'te day it is ¡rersona0ty delivered or, if mailed, three calendar days from
the date it rs tCe¡:osited fn t['le ¡maå["
City of Ft-esno Roå[-eJff Agt'eenrenlt
^falx1
Page 41
12.11 ÍIËPRESENTATIVES OF TI-{E PARTIES
References in this Agreement to the "City" shall mean the City Council and all actions to be taken by the
City shall be taken by the City Council except as provided below. The City Council may delegate, in
writing, authority to the Director and/or to other City officials and may permit such officials, irr turn, to
delegate in writing some or all of such authority to subordinate officers. The Contractor may rely upon
actions taken by such delegates if they are within the scope of the authority properly delegated to them.
The Contractor shall, by the Effective Date, designate in writing a responsible officer who shall serve as
the representative of the contractor in all matters related to the Agreement and shall inform the city in
writing of such designation and of any limitations upon his or her authority to bind the Contractor. The
City may rely upon action taken by such designated rep¡esentative as actions of the contractor unless
they are outs¡de the scope of the authority delegated to him/her by the contractor as communicated to
City.
12"12 CRIMINAL ACTIVITY OF CONTRAOTOR
12.l2.t Criminal Activity
For purpose of this Section, Criminal Activity shall mean any of the following events or circumstances:
A. Convictions. The entry against any Contractor Pafty or its officers, of a criminal conviction or a
permanent mandatory or prohibitory injunction from a court, municipality, or regulatory agencyof competent jurisdiction, based on acts taken in his or her official capacity on behalf of
Contractor with respect to:
L. Fraud or criminal offense in connection with obtaining, attempt¡ng to obta¡n, procuring or
performing a public or private agreement related to municipal Solid Waste services of any
kind (including Collection, Transportation, transfer, Processing, Recycling, Composting, or
Disposal), including this Agreement or any amendment thereto;
2. Bribery or attempt¡ng to bribe a public officer or employee of a local, State, or Federal
agency;
3' Embezzlement, extortion, racketeering, false claims, false statements, forgery, falsification
or destruction of records, obstruction of justice, knowingly receiving stolen property, theft,
or misprision (failure to disclose) of a felony;
4. Unlawful disposal of Hazardous Wastes, the occurrence of which any Contractor party
knew or should have known;
7.
Violation of antitrust laws, including laws relating to price-fixing, bid-rigging, and sales and
market allocation, and of unfair and anti-competitive trade practices laws;
Violation of securities laws; and
Felonies.
City of Fresno Roll-Off Agreement
41811,1
5
Page 42-
B. Fleas. Entry of a plea af "guilty," "nolo contendere," or "no contest,, by a contractor party
based otr acts taken in his, her, or its official capacity on behalf of Contractor with respect to the
conduct described in ¡rreceding Section LZ.IZ.t.A.
L2.L2.2 Notice
Contactot' shall notify City in writing within five calendar days of occurrence of any Criminal Activity by
any Contractor Party.
L2.I2.1 Contractor's Cure
upon occurrence of any crinrinal Activity, contractor shall immediately do or cause to be done all of the
following:
A. Terrninate from employment or rernove from office any offending individual Contractor party,
unless otherwise dírected or ordered by a court or regulatory agency of competent jurisdiction
on authority, and unless that termination would constitute a breach of any labor agreement
entered into by Contractor, and
B. Eliminate participation by any offending individual Contractor party ¡n any management,
supervision, or decision activity that affects or could affect, directly or indirectly, the
performance of the Contractor under this Agreement.
12.12.4 Transfer and Ftiring
Contractor shall not allow or cause to be allowed to hire or transfer any individual from any parent
Company or subsidiary company or business entity of Contractor who has committed Criminal Activity
as a Contractor representative, field supenrisor, officer, or director who is directly or indirectly
responsible for performance of this Agreement without obtainirrg prior written consent of City,
following full disclosure to City of the facts and circumstances surrounding such Criminal Activity.
12.12.5 Citfs Rernedy
ln the event of any occurrence of Criminal Activity, the City, in its sole discretion, may terminate the
Agreement within 30 calendar days written notice to Contractor, or may impose other sanctions (which
may include financial sanctions, temporary suspensions, or any other condition deemed appropriate
short of termination) as it will deem proper, in the following events:
A. contractor fails to comply with the foregoing obligation of this Section, or
B. The Criminal Activity concerns or relates directly or indirectly to this Agreement.
Contractor shall be given the opportunity to present evidence in mitigation during the 3o-calendar day
notice period.
.12..[3 ACKNOWLEDGF¡TENT OF PIJBLIC RESoURCES coTE SECTIoN.l952O NCITIcE
lf Contractor has lawfully provided solid waste collection services ¡n the C¡ty for more than three (3)
years priorto July L,2O1'I (and is therefore entitled to the notice provided for in Public Resources Code
49520), Contractor shall consider execution of this Agreement by the City as City's notice to Contractor,
pursuant to Public Resources Code 49520, that Contractor may provide service for a period of five (5)
City of Fresno Roll-Off Agreement
4/8lLL
Page 43
years beyond July 1,201.L, after which time the City has the right to establish an exclusive franchise
collection system.
ARTICLE 13
MISCELLANEOUS AG REEMENTS
13.1 ENTIRE AGREEMENT
This Agreement, including the Exhibits, represents the full and entire Agreement between the parties
with respect to the matters covered herein.
13.2 SECTION HEADINGS
The article headings and section headings in this Agreement are for convenience of reference only and
are not intended to be used in the construction of this Agreement nor to alter or affect any of its
provrsrons.
13.3 REFERENCES TO LAWS
All references in this Agreement to laws shall be understood to include such laws as they may be
subsequently amended or recodified, unless otherwise specifically provided.
13.4 INTERPRETATION
This Agreement shall be interpreted and construed reasonably and neither for nor against either party,
regardless of the degree to which either Party participated in its drafting.
'tr3.5 PRONÐI..¡NS AND FLURALS; TENSE
When not inconsistent with the context, words and phrases used in the present tense include the
future, and words and phrases used in the singular number include the plural number. Whenever the
context may require, any pronoun used in this Agreement shall include the corresponding masculine,
feminine and neuter forms, and the singular form of nouns, pronouns and verbs shall include the plural
and vice versa.
City of Fresno Roll-Off Agreement
4/8/LL
Page 44
f 3"6 TEXT TO CCINTROL
The captions of the Articles or Sections in this Agreement are for convenience only and in no way define,
lirnit, extend or describe the scope or intent of any of the provisions hereof, shall not be deemed part of
this Agreement and shall not be used in construing or interpreting this Agreement.
13"7 A¡lÆEf\¡DI.iÆENT
This Agreement may not be modified or amended in any respect except in writing signed by the parties.
13.S SEVERABI[-ITY
lf any non-material provision of this Agreement is for any reason deemed to be invalid and
unenforceable, the invalidity or u¡tettforceability of such provision shall not affect any of the remaining
¡:rovisions of th¡s Agreement, which shall be enforced as if such invalid or unenforceable provision had
not been contained herein.
.T 3"ü COUNTERFART'S
This Agreement may be executed in counterparts, each of which shall be considered an original.
13.'1$ EXt-f[EüTS
Each of the Exhibits identified as Exhibit "A" through "D" is attached hereto and incorporated herein and
made a part hereof by this reference,
City of Fresno Roll-Off Agreement
4/8/LL
Page 45
lN WITNESS WHEREOF, the Parties have caused the Agreement to be executed on the day and year first
above written.
CITY OF FRESNO
A Municipal Corporation
Ctor, ,S æOY c ct ÐG', / x)e-
Address
ness Lícense
ATTEST:'y'von ne sPenu tcHc
'./-tú,4*{
tlælzDto
CONTRACTOR
w%
City of Fresno Roll-Off Agreement
Ala111
Director
ASTO FÛRM:
Page 46
EXFI¡BIT A
SCI{ EDULE FOR IIQI.JI DATED DAMAGES
Contraetor nray be assessed Liquidated Damages if Contractor fails to fulfill its obligations with regardsto the events listed in this Exhibit in accordance with the terms and conditions of the Agreement with
regards to the tinre frarne fon accomplishing each event and nature of the responsibility aìsociated with
the event unless otherwise stated irr this Exhibit.
1.Diuersion. Failure to achieve and maintain a minimum of soz
Diversion per month of all C&D Collected within the City, 7O%
Diversion per month of all Recyclable Materials collected within the
City, and 9A% af all Organic t\ilaterials Collected within tlre City.
The greater of 55,000 or
10% ofthe gross Rate
revenues received for
providing C&D,
Recyclable Materials,
and Organic Materials
services in the City, for
the most recent L2-
month period
2 l-eaks, litter or spôlls, Fon each occurrence over five during a calendar
year of unreasonable leaks, litter, or spills of permitted Materials near
or on public streets and failure to pick up or clean up such material
imnrediately.
5300/ event
3 unauthorized coülection Flours. For each occurrence over five during
a calendar year of collecting Permitted Materials during unauthorized
hours.
S300/ event
4"Excessive Noise" For each occurrence over L0 during a calendar year
of excessive noise.
S3oo/ event
EJ.Cleaning Collection Vehictes"
calendar year for failure to
sanitary condition.
For each occurrence over five during a
keep Collection vehicles in a safe and
Slso/ event
6 Labeling of Roll-off containers. For each occurrence of contractor,s
failure to correctly labe! contractor-owned Roll-off containers (in
accordance with Section 6.4.C).
$500/ event
7 Disco¡¡rteous Behavior. For each occurrence of discourteous behavior
by collection vehicle personnel, customer service personnel, or other
employees of Contractor,
$500/ event
L lnjunies to others. For each incident of personal injury to a person
requiring medical treatment or hospitalization, where the negligerrce
of the contractor or its personnel was a contributing factor to the
rnJury.
S5,000/ incident
L Monthly Reports" Failure to submit monthlv reports in the timeframe
specified in this Agreement.
S3o0/ day*
10 Report l'lazardous waste. For each failure to notify the appropriate
author¡t¡es of reportable quantities of Hazardous Waste.
S500/ event
A-1
11.Failure of other obligations" Faílure to perform any of the obligatíons
set forth ín this Agreement not specificalty stated above and not
corrected or proceeding in good faith to correct within 24 hours upon
24 hour notification by City.
Srso¡ for each
obligatíon per day Lrritíf
obligation is performed
+ Monthly reports shall be considered tate until such time as a correct and complete
monthly report is received by City. For each calendar day a report is late, the daily
Liquidated Damage shall be as indicated in the monthly reports section above.
ln placing Designee's initials at the places provided, each Party specifically confirms the accuracy of thestatements made above and the fact that each Party has had ample opportunity to consult with legat
counsel and obtaÍn an explanatiorr of Liquidated Damage provisions of the time that the Agreement was
made.
City
lnitial Here:
A-2
EXH¡BIT B
SECRETARY'S CERTI FICATION
T['re undersigned, be[ng the Secretary of
Ca[ífornia corporation {"the Company"}, do hereby certify that the fof lowing resolutÍon was adopted by
tlre Board of Directors of tfre Cornpany and that such resolution has not been amended, modífied or
rescínded and is in ful[ force and effect as of the date hereof:
IìESOLVED, that be, and hereby is, authorized to
filame of Ðesignated Representat¡v€
execute [:y and on behatf of the Conrpany any and a[[ agreements, instruments, documents or papers, as
helstie may deem appropriate GF rÌecessary, pertaining to or relating to the¿Ñon-Exclusive Franchise
Agreernent f:etween the Cíty of Fresno and Cornpany for Roll-Off Container Collection, Transporting,
Processít'tg, Recycli¡9, Com¡:csting, and Disposal of Permitted Materials and that any such action taken
tc date is hereby ratified and approved.
Dated: b-Zt'/L
t\
EXH¡BIT C
STATEMENT OF APPL¡CANTS UN DERSTANDING
AND REPRESENTAT¡ONS
The undersigned (who is duly authorized to bind the company subnritting this applicationi has reviewed
the requirements of the non-exclusive franchise agreement for Roll-Off Collectíon, Transporting,
Processing, Recyclíng, Composting, and DisposaI services for Solid Waste, Recyclable Materíals, Organíc
Materials, and C&D, its exhibíts, and reference documents. In addition, the undersigned attests thatthis
application and any other supplementary information subrnitted with this applicatíon do not: (í) contaín
anV untrue statement of a materiat fact, (ii) contain ínaccurate or misleading information, or (iii) omit to
state a materíal fact tlrat ís necessary to make the statements made, in light of the circumstances !n
which they were made, not misleading.
PrÍnt Name Date
Títte
EXHIBIT Ð
APPROVED FRÛCESSING AND RESID¡.!E D¡SPOSAL FACI!-¡T¡ES
The foffowi¿'¡g facilities were setected i:y the contractor and approved by the City.
Facility name
FaciliFy address
SWiS nurnber
Owner
Operator
Facility name
Facitity address
Approved C&D Processing Site Approved Organics Processing
5upsú U67 Q^ß(uffi€
2'72t S. €L- ?ye' 3o1" S.6oc0a-¡ s(frrt
îZæroq eê 75zot FCP¡rrme a¿ffi
€Æ^n, et ?3?Zç
furtZer h€g¿¿^r'uû{t€eanlrîo1tt45U..:3¿7 ûJ6,TeoM ,a/h->¡tÞe.
Approved Recyclables Processing Approved DisposalSite
S¡te (Applicable for Residue Only)*
CUÙ/Ç Æe f¿¿,pqlrc. úrt?ælcÐ ttüepuaØoDFt¿c
/osq Ho6Lt74 tt't5o û. Êrnæpt¿ N€.
5Wl5 number
Gwner
Operator
Facility name
Facility address
Contractor
lnitial l-iere:lnitial Here:
CLotstS, Cn 13ÇtL CLOutr) Cø ?S6So
Sitê (Applicable for Residue Only)+
SWÍS number
Owner
Operater
{' All Solid Waste shalI be Disposed of at the Desígnated Disposal Facil?ty.
City
City ofEEìE|ÊlI-S\I2ftlE---?7¿¡ù--
Department of Public Utilities
" Providi ng Life's Essenfla/ Services"
January 18,2013
RECEIVED
llrl3 Jff|29 Plt h' b9
SITY CLERI(, FiES}IO CA
TO:
From :
SUBJECT: TECHNICAL CORRECTION TO NON-EXCLUSIVE FRANCHISE AGREEMENT
On December 13, 2012, Council approved Ordinance No. 2012-24,which grants to Clovis Recycling,
lnc. a Non-Exclusive Franchise for Roll-Off Collection Services within the City of Fresno. The Cover
Page and Page 1 of the agreement that were attached to the ordinance incorrectly showed July 1 ,2012
as the effective date of the agreement. They should have shown January 13,2013 as the effective date
of the agreement. Attached are a revised Cover Page and Page 1 of the agreement that reflect what
was intended in the Staff Report to the City Council.
Thank you for your assistance and please contact me at x8612 if you have any questions.
cc: Patrick Wiemiller
Robert Andersen
May Albiani
rVOA{ -EXCLÊJsüVE FRANC[.{ ISE AGREËMTËAIT
EËTWEEN
Tt{E C['lrY 0F FRESñ¡Ð
A[tJU'
\'
This t'lc¡r'r-exctusive
FOR RO[-L-SFF COI-LECTßON SERVICES
Í
iContractor.)
RECITALS,|
-ï-hrs r\6reen'tettt ds etrtereej into,wrth ret'erence tqtln* foftowft'lg facts arrd e ircumstanees:
WFtEREAS, tfte Legistature o,f ttre Stafie of rdt¡torn[a, by enacÈn'¡ent of tåre Califo¡¡ria fntegrated Waste
fvfatragernent lrct of f.989, co'dified at Ca[ifor-n[a Pu[:fic Resor¡rces Code Section 4ü0ût et seq. ("Act") ],
has decfat'ed tl'lat it ds in fJne ¡lutr[ic iç'lteÉest to au¡tt'rori¿e and ret¡uire focaI agencíes to ¡nake adequate
1:rctrisicns for Soi[d Waste Co[[ectior'¡ Vu[t[rín ttle[r. jurisel[ctËor.l; and
WF{EREAS. the State of Catifonlüg'6'ostate"¡ l¡as feruud and decfared that the anrount of Solid Waste
genenated ir¡ Cafifor¡'lia, cotlpled wñtÍ'l din'liEtås['ling landfËtI s¡:ace and potential adverse environmental
in'lpacts frern'¡ $andfififlñnrg amd the need to eor,rsenve ¡'latu.¡ral r'esources, have created an urgent need fan
State and ßcca[ agenlcies to efíact and [n'l¡lüerment a¡'l aggtessive integrated waste nìanagement program.
T['le State' hasn tflnough eriactsment of the Aef;, tCrrected the responsible State agency and all local
aget'leies, to ¡:ron'lote Dts¡fosal S[te D¡vensio,n âÌ1d to maxiçníze the use of feasíble Satid Waste reduction,
t-e-use, Recycfing, anld Conrpostimg o¡:tions ir'¡ orden to reduce tl'le amoulrt of Solid Waste tlrat must be
Ddsposed of in DrsposaÍ Sites; and,
I
/
Wt'f EREAS, the Act requines fiocaI agencöes to dfveffi 5ü% of díscarded nraterials from landfills; and,
the.City Cot¡t'lc[Ê estaår[isfred goals o{'achievitrg 75% diversion by 20L2 and zero waste status
jurie 26, 2S07, amtJ a¡rproved a Zet'o Waste Strategic Actåo¡r Flan on February 11, 20CI9; and
f
the Côt5t fãt'lds ttrat reusil'tg, Recycling, and Cornposting Recyclable Materíals, ûrganic
nd Cos'tstt't¡ct[on and De¡r¡otitãon Del:ris (C&D] and beneficial use or composting of Onganic
is esse¡'ltıaf to furthen the C[t5r's efforts to neduce SoNid Waste Disposal and comply wíth the Act
itt's zero waste goa8s; amd
WFIEREAS, ¡:Ltt"suanlt to t['¡e powers granted tfre City as a c[¡after city by A¡ticle X[, Section 5(a] of the
Catifcr¡ria Cor¡stitt¡tion and A¡t[c0e Xf ![ of the Fnesno City Charter, the City has determined that the public
trealth, safety, and utrelf-bedng requine tlrat a f¡'at'rclrise agreement defirring no¡r-excluslve rights be
awarded to qualified conr¡:am[es to pnovide for t['le r"olt-off eontainer collection of Perrnitted Matenials
Crty of Fresno flof [-Oft'Agr eernent
,4 ia 11,l
Page 1