HomeMy WebLinkAboutTSG Recycling Disposal - Non-Exclusive Franchsise for Roll-Off Collection ServicesNON-EXCLUSIVE FRANCHISE AGREEMENT
BETWEEN
THE CITY OF FRESNO
AND
TS�c�a Io f n�e p,P(�l IXIC
FOR
ROLL -OFF COLLECTION SERVICES
24 2011
Table of Contents
ARTICLE I DEFINITIONS..............................................................................2
ARTICLE 2 REPRESENTATIONS AND WARRANTIES OFTHE CONTRACTOR.................................8
2.1 REPRESENTATIONS AND WARRANTIES ............ ____. ......8
3.1
EFFECTIVE DATE I 1 11-_... _-__11
._.9
32
CONDITIONS TO EFFECTIVENESS OF AGREEMENT -___ __.. _. _.
..... 10
33
INITIAL TERM _._ __-_ __,__
......10
34
OPTION TO EXTEND ___ ___ _____.___...
10
ARTICLE
0 SCOPE OF AGREEMENT.........................................................................................
11
4.1
SCOPE OF AGREEMENT .__.- -.1 11 1 .. 1...-....
_.. 11
4.2
LIMITATIONSTO SCOPE _.... ...... _....
___12
4.3
CIMS RIGHT TO GRANT MULTIPLE NON-EXCLUSIVE AGREEMENTS ....... .......... ......_„_,......
13
44
[INS RIGHT TO EXCLUDE NEWLY ANNEXED TERRITORY FROM SCOPE OF FRANCHISE
_..- 13
4.5
AGREEMENT CONSISTENT WITH APPLICABLE LAW .................................................................
13
4.6
OWNERSHIP OF MATERIALS .......... ................. ............. ..................
13
47
NOTIFICATION TO CITY OF NON -FRANCHISED HAULERS.......................
14
ARTICLE
5 COLLECTION, PROCESSING, AND DISPOSALSERVICES............................................
14
5.1
COLLECTION.. ................ ......... _.........
... 14
5.2
PROCESSING AND MARKETING SERVICES _.__... .......... ................
14
5.3
DIVERSION REQUIREMENT .............
16
5.4
DISPOSAL....... ........... ........... .. .......................16
55
BILLING... ...._. .......... ......
.._... 17
56
CUSTOMER SERVICE _-__ __ _..._ _..
_..... 12
ARTICLE 6 STANDARDS AND REQUIREMENTS FOR SERVICES, EQUIPMENT, AND PERSONNEL lT
6.1
OPERATING DAYS, HOURS, ANO SCHEDULES
17
6.2
COLLECTION STANDARDS ............... ............ ..,......... ...........
18
6.3
VEHICLE REQUIREMENTS... .. .. .. . .......... ........ .......... . .. ............ ..............
19
64
ROLLOFFCONTAINER REQUIREMENTS ..... _. _.
_.. _..20
6.5
PERSONNEL.. ... ..__ ...._..
........ 22
66
HAZARDOUS WASTE INSPECTION AND HANDLING .._. ........... ..........22
63
NON DISCRIMINATION ................. _.. .-.__. .__._..23
68
COMMUNICATION AND COOPERATION WITH CITY .........................................................
......_ 23
ARTICLE J RECORD KEEPING AND REPORTING
24
Cry OF F
resno Nan-Eeclu.nve ROTI OH Agreement
Page
gaEl2
1
GENERAL ............ ...............................................
24
7.2
RECORDS_... ........... ............ ...............
............25
2.3
GENERAL REPORTING REQUIREMENTS...................................................................................16
]A
MONTHLY REPORT n ........... ...................
............ 26
7.5
AB 939 COUNTY SURCHARGE REPORTING...............................................................................
22
ARTICLE
8 FRANCHISE FEES AND OTHER FEES........................................................................
28
8.1
GENERAL .... ...... .. ..... ...... ........... .......... ............ . ... ........._.
.......,........ 28
8.2
FRANCHISE FEE ................. ............ ........... ....... ,._.......
...... ... ... 28
9.3
OTHER FEES... ....... ,, .... ...... ..... ..... .......... _...
.......... 28
84
ADI USTMENT TO FEES __ 1 1 1 11_..11...__-.11_.128
8.5
PAYMENT SCHEDULE AND LATE FEES __. _.. _......
........ 28
8.6
OVERPAYMENT OF FEES ...... ....................
.............. 29
87
NON CITY FEES; AB 939 COUNTY SURCHARGE.
29
ARTICLE
9 CONTRACTOR'S COMPENSATION AND RATES .......................................................
29
9.1
CONTRACTOR'S COMPENSATION.............................................................................................
29
9.2
CIN'S RIGHT TO SET MAXIMUM RATES .... ..... ...... ........... ......... ......... .._... ......... ............
.........29
93
CONTRACTOR'S RATES ........ ... .............. ...... ..... .._....... .._........ ..... ....... ...... ...... ......... ....
... ... .__ 30
ARTICLE
101NDEMNI T' AND INSURANCE..............................................................................
30
10.1
INDE MN IFICATON....................................................................................................................
30
10.2
INSURANCE .. ......................... ..... ...... ...... ..... .............
............. 31
ARTICLE
11 DEFAULT AND REMEDIES....................................................................................
35
11.1
EVENTS OF DEFAU LT ............. ............ .................
.......... 35
11.2
RIGHT TO TERMINATE UPON DEFAU LT....... --- ..... __.__
_._..35
11.3
CII REMEDIES CUMULATIVE; SPECIFIC PERFORMANCE.
11136
11.4
LIQUIDATED DAMAGES ............ ........ .,.. _............................
36
11.5
DIVERSION NON-PERFORMANCE.... .._,_ ..............................
38
11,6
CONDITIONS UPON TERMINATION..._..._......................_............_.......................................
39
ARTICLE
12 OTHER AGREEMENTS OF THE PARTIES................................................................
39
12.1
RELATIONSHIP OF PARTIES ... .... ..................................... ...... ...... ............ .._.......... ....
..... ...... ..... 39
12.2
PERMITS AND LICENSES . __. _— ---- ..... ..................
40
123
COMPLIANCE WITH LAW ................. ........... ........... ....._........... ........... ......._........ ....
......... ..... 40
12.4
GOVERNING LAW .,.......... ............... ...............
.. ............ 40
12.5
JURISDICTION ..... ....... ............... ...... .......... ...... ........... .................. ...... ......... ............ .........
....._40
12.6
BINDING ON SUCCESSORS -__..... ........... .........
................ 40
12.7
ASSIGNMENT.............................................................................................................................40
128
PARTIES IN INTEREST............. ......... ........ ..... ...._................. ........ .................. ...... ....
..... ........... 41
129
WAIVER........ ........... .._ ...........
........... 41
12.10
NOTICE ES ...............ES.. ..... ........... ....................................._..._.......
... ..... ........AI
12.11
REPRESENTATIVES HE
NTATIVES OF .......................................................................................
CRIMIN
42
1212
LACTIVITY O CONTRACTOR...................................................................................
42
12 13
ACKNOWLEDGMENT MENi OF PUBLIC RESOVRCES CODESECTON 49530 NOTICE _..
ACKNOWLEDGMENT OF PUTRAC RESOURCES
-- 43
CRY of Fresno
Non-Drt1o6lve ROIL OH Agreement
Page R
4/8/11
ARTICLE 13 MISCELLANEOUS AGREEMENTS
13.] ENTRE AGREEMENT ........................
131 SECTION HEADINGS ..........................
13.3 REFERENCESTO LAWS ..............._......
13.4 INTERPRETATION ..._................ ...... ..
135 PRONOUNS AND PLURALS; TENSE.....
13.6 TEXTTOEONTROL
13.7 AMENDMENT— ... .......................
13.8 SEVERABILITY .....................................
139 COUNTERPARTS .... ........... ....._...__.
13.10 EXHIBITS
UA of EXIII
A Schedule for Dgwdated Damages
B Secretary's CertIfeallon
C Statement of Applicant's Understanding and Representations
0 Approved Processing and Residue Deposal FadlRies
CttY of Fresno Nan-EaClUslve Roll -Off Agreement Page III
4/8/11
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NON-EXCLUSIVE FRANCHISE AGREEMENT
BETWEEN
THE CITY OF FRESNO
AND
FOR ROLL-0FF COLLECTION SERVICES
ill Iso Ga bb agreement (Agreement) a de and entered Into this gL day of
2g by tl hetes tM1e Cfly f F ¢situ, municipal coryorrtlory (Clry( and
eac5� n< e o� � l C hartei
RECITALS
no Agreement b entered Into with reference tothe following fans and dreummnces
WHE1UJl Ne Legislature M the Stem of CalHprne, by inavLrent of the California Integrated Waste
Management Atl of M9, c Med at CalRarnw Public Resources Code Section aWb9 at sea, i° ) I,
has seemed that It b in the public interest to auNONe and require lower agencies to mile: adequate
prov al Mrsolhd Wam Conmmn within meirlur6mrnon; and
WHM M, the state of CalHomb ("stare•) has bona and detlared that the amount of held Wane
generated In CalHamla, roupletl won tlimlnlol bndFlll space and potential adeerse ens ronmenbl
Impacts from landalling and Me mad to conserve natural resources, have created an urgem need for
State and local agencies to must and Implement an aggresslre Integrated whore management program.
The State has, through enactment of the Awt, dirtt4tl the responsible State agency and all mai
agencles, to promote Chiral She i ieerslon and to mal the use of (amble Solid Wane retlucHon,
retire, Recycling, and COmPoning tritium In Omer b Mouth one amount of Solid Waste that must be
Coal of In Dbp r al5hq; and,
WHE ,me An requires It agencies to divers SD%of tllwmed mstetlals from landfills : and
"ME ,the Cly Council cautioned gags 0 achieving]5%all by 2012 and rare were nate
by 2025 on lune 26,707, and approves a Zero Waste Strrteglc Action Pan on February 11, 2M; and
WNF , the Gty finds the reusing, Mcgling, and Compactng Recyclable Materhb, Organic
Materials, and Constructbn and Champion 0ebm (Up) and beneRdel use of comgrsting of Ontario
stability Is loco to further the We enforce to reduce Solltl Wssb Ospomml and Merely with the AR
and Ne We hem wing goals; and
WHEREAS, Pursuant to the powers granted the Cly as a charter clay, by Arnold RI, Section 5(a( of Ne
California Connhutbn and Arskk pill of the Fresno Clry Charter, the My has determined terelhe miss
health, safety, and wall came require that a fnnNlse agreement defining ranutucclusive r1this be
awarded to aualMatl companies to prmsede for Ne rolloff co bluer pollution of penmated Materials
City of Fmno Rml-0ff Agreement Pete 1
4A111
except for conemon of materials excluded in the Chis abnormal code, and other aervmea related to
meeting requirements of the Act; and
WHEREAS, the City requires all haulers providing Roll -Off Collection services for Permitted Materials in
the City to obtain a non exclusive franchise in order to regulate this Fairness, ensure as orderly
operation, achieve Its diversion goals, and to minimize Me potential for adverse effects it may have on
the local eevlmnment; and
WHEREAS, the City Council has determined through an appllcatipn process that the Contractor, by
demonstrated experience reputation, and npa[tty, Is qualified to provide for the ROIbff Container
Collection of Permitted Materials within the corporate limits of the City and the Transportation of such
material to appropriate places of Recycling, Processing. and/or 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 basic set forth in this agreement; and
WHERI Contractor Intends to use the City's streets, alleys, other public rights of way, and
infrastructure to provide Roll Off Collection sessions to the City's residents and businesses; and
WHEREAS, the City Intends to receive fust and reasonable fees from the Contractor for City's
administration of the Agreement and for Confiscates use of the City streets, alleys, other publlulghts-
oRmy, 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 Patties agree as follows:
ARTICLE 1
DEFINITIONS
For Purposes of this Agreement, unless a different meaning is nearly moment the meowing words and
phrases shall have the following meanings respectively ascrlbed to them by this Article and shall be
capitalized throughout this Agreement
'ACC means the Calrcomla Integrated Waste Management Act of 1999 IDmblpn 30 of the California
Public Resources Coder, as amended, supplemented. superseded, and replaced from time to time.
'Agree enc 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 all Federal, State, and beat laws, regulations, rules, orders, Judgments,
degrees, permits,approvals, or other requirements of any governmental agency having Jurisdiction over
the Roll ON Container Collection, Transportation, Hicralln&Processing, and Disposal of Permitted
Materiak that are In force on the Effective Date and as they mry be enacted, Issued, or amended during
the Term of this Agreement.
City of Fresno III Agreement Page
4/8/11
"Approved C&D Processing trice' means the processing she specified In Exhibit 0, which was selected by
Comranor and approved by the Ghy.
'Approvers! mspmal SIW means a Disposal Site selected by the Contractor Ores subcunUaRnns) and
approved by the Clry for Disposal of residue from Approved Processing Shins). Approved Disposal Sii
are listed In Exhibit 0.
'Approved Organics Processing Site' m ns the processing site specified In Exhibit o, whkh was
selected by Contractor and approved by the City.
'Approved Processing She(s)" means the Approved C&o Processing Site, Approved Organics Processing
Site, and/or Approved gerygables Processing Site.
'Approved Processor means the Operator of an Approved Processing She
Approved Beeclables Processing She means the processing site attached In Exhibit 0, which was
selected by Contractor and approved by the Choy.
"Bin" means a container with capacity of approximately one(1)to eight (9) cubic yards, with a hinged
lid, and with whi that'uryplrally serviced by a front end-Ioading Collection vehicle.
'Business Di mean days bunch which City offices are open to do business with the public.
'Clai means a plastic schemes with a hinged lid and wheels that is typically se"Tced by an automated
or semi automated Collection vehicle. A Can has capacity of 30, 35, W, or 95 gallons (or similar
volumes)
'C80' means Construction and Demolition Debra.
-Change In law• means any of the following events or conditions that have a material and adverse
effect on the performance by the Parties of their respective obligations under this Agreement(except
for payment abllgationsl:
a. ne enactment, adaption, promulgation, issuance, mod'dlotion, or written change in
administrative or judicial interpretation on or after the Effective Date of any Applicable
law; or
Is. The order or judgment of any governmental body, o r after the Effective Date, to the
extent such order 0r judgment Is not the resuh of willful or negligent action, error
omission or lack of reasonable diligence of the City or of the Contractor, whichever Is
scanning the o of a Change In law; provided, however, that the contesting In
good faun or thefailure In good faith to contest any such order or judgment shall not
constitute or be construed as such a willful or negligent anion, error or Omission or lack of
reasonable diligence.
"City' means the. City of Fresno, California, a municipal corporation, and all the territory lying within the
municipal boundaries of the City as presently existing or as such boundaries may be modlhed during the
Term.
any 0f Fresno Poll OffAllooment Page 3
41
'City's MunMpal Cite' means the Gy of Fresno Municipal Coc e.
'COIIeK Or'CollMlon' memos the act Mmllectlng P rmltted Materials and What material at the piece
Of Extension In the City.
YammeMal'shull mean of, from or "Mining to non Resldendal Promises where machine aNvlty is
conducted, mcludlirb but not Ilmtled to, rtall Sales services, whokmk Operations, manufacturing and
industrial operations, but eMvding Mnlnesms conducted upon Residential prapmty which are
Permitted under applleabk market mgulMans and are not the primary use of the prepay.
O amPa means a meAkmlol apparatus that wmprtu materials Imo a container, whlcik
complete may be detachable. for The purposes a this Pgnemem, Companam shall mtlude only
COmpanon each container capacbes of ten (2al to f cy IM) wbk yard that are serviced by ROII.Ort
Collection Trucks.
-C="W Or 'Compmtlne Includes a controlled bldoglal decommsRiom of Organic Materials
yklding a safe and nuisance free Compost Product
'Compost Amount means the Ppdmh resuhing from The controlled hplcomal decampmmon of
Organic Materials that are Source Separated from The Solid Wnte stream, or WhIM are separated at a
anirellmedfadllry.
'Cma Won and Mmdldon Oebrla (MOO means materials resulting from consummate, remmenng.
repair, cleanup, or demolition aperselons that are not hazardous as de0ned In California Code of
Regulations, Me 22 Section 66261.3. This term Includes, but Is not limited to, asphalt, somehow, mutant
concrete, brad, lumber, gypsum enthused, concrete yowl mNboard, and other essocMetl packaging,
mohng mNerial, racemic clic, arpninb plastic plus and steel, as well es voluminous miter mewling
Two land clearing and landsmping Intluding but not limited to most wall, now oppose. CmsWctbn and
Oemolltion Oebw excludes
InIndi�vissib�le wastes.
/`�'canwace means tom_R"sP it W. D�C, �.
Om tinrl g under the laws a the State of California ago 16 offlren, abe[wrs, em simulated and
companies, and 3ueconso oars. employees, agents,
'Ceintmcter Party{les)" shall men fintracto5 ofnars, directors, management employees, Of flood
employes (whom 'm nagement employee' means means any employee with direct Or Intllrett resmmibll ce
For direction and cOmrol Over the CommgO(e Woman under the Agree and 'fiscal employee
meanam emPlovwith direct or Indirect responsibility and contfinancial duties relating to encial maths
marrre this Agreement).
'Criminal Acpvhk^ means those eaivhks described In!a on 12.12.1,
'CwUxMHn means the Person whom Contractor submits bllllng Invol¢ to and collects payment from
for Collection services provided.
"Poalgnated Dkp l SW means the American Avenue lendflll M 189M W American Avenue In
Tranquility, Omomia for purpmmaf Okposing5olid Warts.
Ory Of Fresno ROII-0 Agreement Page4
4/811]
roe9gnated Wal means non Hazardous Wastes that may pose special Disposal problems because of
Its pmendal to contaminate the environment and which may be Disposed of only in Class II Disposal
Sites or Class III Disposal Sites pursuant to a variance Issued by the California Department of Health
Services.
'Direction shall mean the Public Utilities Director of the City or an trimmed representative of the
Public Utilities Director.
'mmarded Materials' means Solid Waste, Recyclable Materials, organic Matei or C&D placed by a
Generator Ina receptacle and/or at a location that Is designated for Collection pursuant to the Chy's
Municipal Code
'Disposal or Dispose for spillages Mermll" means the final disposition of Solid waste at a Disposal
Site,
'Disposal Site' means a facility for stands Dkposal of Solid Walla.
'Divers fsolvents; that reduce O
eliminate the amount of Solid Waste from Solid Waste
Disposal Including, but not limited to, Recycling. and Composting
'Drop Box" means an open top container with capacity from six (s) to fifty (50) cubic yams that b used
for Collection of Permitted Materials and that is serviced by a Roll -Off Collection Truck. Drop Boxes with
capprotles of less than ten (10) cubic yams may only be used for the purposes of Collening C&0. A Drop
Box, which is also known as a rolloff box and/or debris box, Is a type of Roll -Cif Container.
'Ef ecMe Date' means the date set furth In the Introductory paragraph of this Agreement.
'Federal' means belonging to or pertaining to the national general government of the United States.
'Food Scraps- means those tlisartletl materials that will decompose end/or putrefy Including (1) all
kitchen and table food waste, (11) animal or vegetable waste that is lamented during or results from the
storage, preparation, cooking or handling of food stul (ill) tlisartletl paper that is contaminated won
Food Scraps; (rv) frog waste grain wane, dairy wage, mat and fish waste; and, (v) non-Rerycla le
paper or contaminated paper. Food Scraps are a subset of Organic Materials.
"Frandlre Fee means the fee paid by Contractor to City for the privilege to hold the Iran exclusive
rights granted by this Agreement.
'Ge sermor' means any Person whose act or precious produces Permlded Materials, or whose ad first
causes Permitted Materials to become sub)eR to regulation.
'Green Waste Maderials 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, grass, leaves, shrub/tree trimmings or prunings (less than 0" In diameter), brush, flowers,
waves, dad plants, small pieces of unpainted and untreated woad, and other rypea of organic waste.
For the purposes of this Agreement, such materials shoo be Source Separated and placed by a Generator
In a receptacle and/or ato location that is designated for Collection. Green Waste Material is a subset
of Organic Materials.
City of Fresno Roll-0ff Agreement page 5
4/8/11
wabodous Wage means an substances defined as Hazardous Waste, acutely Hazardous Waste, o
extremely Hazardous Waste by the state in Health and Safety Code §i5110.02, §25115, and §15117 or
In the future amendments to or recodifications of such Aatutes or identified and listed as Hazardous
Waste by We U.S. Environmental Protection Agency (EPA), pursuant to the Resource Conservation and
Recovery Act 142 USC §6901 IF seo.), all Future amendments thereto, and all rules and. regulations
promulgated thereunder.
'Holkays" are defined as New Year's Day, Thanksgiving Day, and Christmas Day.
"Infectious Wail means biomedical waste generated at hospitals, public or private medical clinics,
dental Offices, research laboratories, pharmaceutical industries, blood banks, mortuaries, security
facilities and other flying establishments, as defined In Health and Safety Core Section 25117.5.
'Uquldatetl Damages" means the amounts due by Contractor to Clly for fallure to meet specific
quantifiable standards of performance as described in Section 114 and Exhibit A.
"OTnle Maturate means those discarded materials that will decompose And/or putrefy buttoning
Green Wage Material and Food Scraps such as,butriof limited to, green trimmings, gran weeds,
leaves, prunings, branches, dead plants, brush, tree trimmings, dead trees, small wood pieces, other
types M organic yam waste, vegetable wane, fruit waste, grain wage, dairy waste, mese waste, fish
waste, paper contaminated with Food Scraps, pieces of unpainted and untreated wood, and pieces of
unpainted and untreated wallboard. No discarded material shall be considered to be Organic Matetla0,
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 i5o%i of the shares of another
company lsubgdharyi or a company that has management control over such subsidiary.
-Partym Farther refers to the Cry and Contactor, Indlviduelly or together,
'PermMed Materials' refers to Solid Waste, Source Separated Recyclable Materials, Source Separated
Organic Materials, and C&D. Permitted Materials excludes Source Separated Food Xnps.
'Petr isF" means any Intllvidua{firm, association, organization, partnership, corporation. brings
trust, joint venture, the United Nates, the State of California, the County of Fresno, and special purpose
bounce.
"Premims' means any land or building In the Cry where Permitted Materials are generated or
accumulated.
"Processing"means to prepare, treat or onvert through some spe"I mtthod.
'Processing SIM' m any plant o site used for sorting, cleandng urging, or reconstituting
Permitted Materials fm the purpose of making such material available for reuse.
"Putreul0le Waste' means Solid Wastes originated from hying organisms and their metabolic waste
products and from petroleum, which contains naturally produced organ¢ compounds and which are
City of Fresno RollOffAgreement Page 6
418111
biologically dewmpssable by microbial and fungal action into the constituent compounds of water,
cartoon hours and other simpler organic compounds.
'Wates" means the charges and fees Contractor bills and collects from each Customer receiving service
pursuant to this Agreement
"Recyclable Matedalts means those Discarded Materials that the Cly Code permits, directs and/or
requires Generators to set out In Reryclables MalaMs containers for Collection for the purpose of
Recycling. No Discarded Materials shall be compared Recyclable Materials unless such material is
separated from Sold Waste and Organic Materials Recyclable Materials shall include, but not be
limited to: newspaper (Including Inserts, Coupons, and store negational mixed paper (Including
office paper,, computer paper, magazines, junk mail, calabgs; brown paper bags, brown paper,
infringers, paper egg cartons, telephone books, grocery bags, colored paper, construction paper,
envelopes, legal pact backings, shoe boxes, soap boxes, cereal and other similar food bowl; chipboard;
cardboard; paper milk cartons; glass containers of any color (including glass bonles and jars all colors);
aluminum cans; fabric softener ratifiers; steel, tin or b,metalcans; plastic containers (clear or gree
plastic soda and water bottles. plastic containers and battles and plastic bags with no. 1, 2 ora on the
bottom); and food containers from potato salad, pasta salad, whipped cream, etc.
'Recycle or Rarytling' means the process of collecting, sorting, cleansing, meating, and reconstituting
materials Porthe purpose of using the shared form In the manufacture of a new product. Regtling does
not Include resume, incinerating, ormarmally destroying solid waste.
"Residential" shall mean of, from, or pertaining to a single-family Premises, muni-plex, or multi -family
Premises
including single family homes, apartments, condominiums, townhouse complexes, mobile
homeparks, cooperative apartments, and yacht harbors and marinas where residents live aboard boa6.
'Roll OR COntalnef means a Drop Box or Compactor used for Deflection of Petrified Materials and
servaced by a Polbff Collection Truck. Roll OR Containers wRM1 capacities of less than ten (10)cubic
yards may only be used for the purposes of Collecting C&D.
"RMI -DN Collection TrucM means a collection vehicle with a mechanical device such as a winch that
pulls or loads a PMI -Off Container cote the truck bed Or attached traller and separately transports each
Poll Off Conspectus a Disposal Site or Processing She.
'Solis Warren means sous waste as defined In California Public Resources Code, Ehi 30, Pan 1.
Chapter 2. 440191 and regulations promulgated thereunder and those Discarded Materials that the City
Code requires Generators within the Our to set out for Collection. loduded from the definition of Solid
Waste are C&0, Hazardous Waste, Infectious Waste, Designated Waste, Source Separated Recyclable
Materials, Source Separated Organic Materials, and handicrafts waste. Notwithstanding any provision
to the contrary, 'Solid Warr may include de mirimi; volumes or concentrations M waste of a type and
amount centrally Round In Residential Solid Wage after implementation of programs for the safe
collection,recycling, treatment and disposal of household hazardous waste In compliance with Section
41500 and 41002 of the California Public Pesources Cade.
"Source Separated means the segregation, by the Generator, of materials designated for separate
Collection for some form of Recycling, Processing. Composting, recovery, or reuse,
"Ste' means the State of CalrforMa.
Clry of Fresno RollOffAgreement Page]
4/8/11
•subwmrattgr means a party who has entered Into a comrzcq express implied, with the Contactor
for performance Of an act that is necessary for the Umrpror's fulfillment of Its litigations under
this Agreement.
"Term mens the Term of this Agreement as Including extension periods If granted, provided for In
Article3
Ton unit of measure for weight equivalent to 2,000 standard pounds where each pound
contains16 ounces.
Tonnage" means the total weight in Tons Collected, parallel, Compared, Diverted, or Disposed of, as
into context requires.
'Tromportatlon' means the act of transporting or state of being companies.
ARTICLE 2
REPRESENTATIONS AND WARRANTIES OF THE CONTRACTOR
2.1 REPRESENTATIONS AND WARRANTIES
The Convector, by execution of this Agreement, represents and warrants the following to: Clo for
purposeof inducing City to enter Into this Agreement and to consummate the Connections
contemplated Nerehy',
A. Corporate Stews. Contractor is duty organized, vaddly existing and In good standing under he
laws of the State. It'a Qualified to transact business in the City and State and has the power to
own its properties and to carry on Its business as now owned and operated and as required by
this Agreement.
B. Authorization. Contractor has the oumorityw enter cols Agreement
and perform Its obligations
under this Agreement The Board of Directors of Contactor tar the shareholders, if resistant
sole proprietor, or partners have taken all actions required by law, Its articles of Incopoatlom
its bylaw rotherw6e,to authorize the execution of this Agreement Me Person buying this
Agreement on behalf of Contractor represents and warrants that they have authority to do so
and the corporate secretary's certlfuate in Exhibit B confirms this. This Agreement constitutes
the legal, valid, and binding obllgatlon of the Contractor.
G Agreement ANN Not Cause Breach. To the best of Contractor's knowledge after reasonable
Investigation, the execution or delivery of this Agreement or the performance by Contactor of
s obligations hereunder does not confit with, violate, or result In a breach: III of any law or
governmental regulation applicable to Contractor, lid any term or
condition of any Judgment,
order, or decree of any court, administrative agency or other governmental authority; or, Jlaf
any Agreement or instrument o which Contractor is a parry or by watch Contractor or any of Its
properties or assets are bound, or constitute a default thereunder.
City of Fresno go6OR Agreement Page
Oji
D. No Migatlon. To the best of Contra pars knowledge after reasonable Investigation, there Is no
action, suit, protecting or Investigation, at law or In equity, before or by any court o
governmental authorlry, commission, brand, agency or Instrumenbliry decided, pending o
threatened against Contractor wherein an unsociable 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
3. Adversely affect the coffins orenforceability of this Agreement; or
3, Hove material adverse effect on the financial condition N Contractor, or any surety or
entir"Mranteime Contractor's performance under hls Agreement.
E No Adverse Judicial Decisions. To the best of Contortions knowledge after reasonable
Investigation, there Is no judicial decision that would prohibit this Agreement or subject this
Agreement to legal challenge,
F. No Legal pmFllhim n. To the best of Contntlons knowledge after reasonable investigation,
there F no Applicable law In effect on the date Contractor signed this Agreement that would
prohibit the Coriol fs Performance of its obligations under this Agreement and the
transactions contemplated hereby.
0 Cont2ttons Statements. The Contactors ApplKatlon and any other supplementary
mformatron submitted to the City, which the Clry has elect on In entering this Agreement, do
not: (l) cuntaln any ontme statement of a material Len, or iii) omit to state a material fact that is
necessary in order to make the statements made, In light of the circumstances in which they
were made, not misleading,
H. Contractors preemption. Contractor has made an Independent investigation (satisfactory to
h) 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 rectangle for the compensation provided for under the terms of this
Agreement.
I. Ability ro Perform. Contractor possesses the business, phce
ssional, and technical exnise to
tt
Colle, Transport, Recycle, Process, and m
and Disprove Permitted Materials generated In the Cory.
Contractor possesses the equipment, facudyfes), and: employee resources required to perform
as obligations under this Agreement.
ARTICLE 3
TERM OF AGREEMENT
3.1 EFFECTIVE DATE
Contractor may provide the Roll Off Container Collection, Transportation, Recycling, Processing,
Composting, and Disposal services authorized by this Agreement commencing on the liffeabe Date.
City of Fresno ROIIAff Agreement Page 9
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3.3 CONDITIONS TO EFFECTIVENESS OF AGREEMENT
The obligation of City on permit this Agreement to become Mother and to perform its undertakings
provided for In this Agreement is subject to the tonsfaai0n of all the conditions below, each of which
may be waived, in written form, in whole or in part by City,
A. Accuracy of Representations. The representations and warranties made In Article ] of tM1b
Agreement are true and correct on and as of the Effective Date.
B, Absence of criterion. there Is no legation pending on the Effective Date In any court
challenging the award ar meCadmn of this Agreement or seeking to restrain or enjoin its
performance.
C Fumkdngs of Insurance. Contractor has furnished evidence of the Insurance required by
Anise 10 that is satisfatlory to the City.
0, Effectiveness of Cry Council Acton. The Cry. Countll action approving this Agreement shall
have become effective and all parties shall have signed the Agreement pursuant to Applicable
Low mer to or on one Effective Date, provided that no restraining order of any kind has been
issued
the Initial Term of this Agreement dee commence on the Effective Date and continue In full force for
five j5j years, until lune 30, 3016. The Term may be extended pursuant to Say lop 3.4 or terminated
early In accordance with Section 113,
3.4 OPTION TO EXTEND
Subject to City Council approval, the Cliy shall have the option to extend this Agreement for an
additional term of up to Me (5) years. If the Clty extends the Agreement, li shall give wtnen notice to
Contractor at least one hundred eighty j180j calendar days poor to expiration of Ne Initial Term. The
City's vernen notice shall specify the number of years by which It elects to extend the Term of tM1&
Agreement and the revised expiration date of the Agreement Any such extension shall not become
effective unless Contractor agrees tome corrosion, In wrmng, at least one hundred fifty j150j calendar
days pnorto expiration of the lnnlal Term.
Cly of Fresno R0ll if Agreement Page 10
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ARTICLE 4
SCOPE OF AGREEMENT
4.1 SCOPE OF AGREEMENT
Thus non-ewlurve franchise, granted to Contractor, authonies Contractor to coiled, Transport, Rerytle,
Process, Compost, and Dispose of Permitted Materials placed by Residential or Commercial Generators
In Ro Wfif Containers for Collection, provided that the Customer has voluntarily arranged for CorNaRor
to provide Collection services.
The Contractor shall be responsible for the following servicii
A. Colliding Prompted pled 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 speclfms the
materials that Cannot be placed In the RollOff Container (i.e., Hazardous Wasi and a list Of
ccepRble Recyclable Materials, Organic Matelrzls, and C&D that may be placed In the Roll Off
Container
C. Transporting Collected sold Waste to the Designated Disposal Site and transporting other
materials to an Approved Processing Site.
D. Furnishing all labor, supervision, sander, allOffContends, other equipment, materials,
supplies, and all other Items and services necessary to perform hs obligations under this
Agreement.
L Paying all expenses related to provision Of services required by this Agreement inducting, but
at limited to, Franchise Fees, axes, regulatory fees, Collection casts, Transportation costs,
Processing costs, Disposal costs, utilities, etc.
E Providing all services required by this Agreement In a thorough and professional manner so Mat
residents, businesses, and the City are provided timely, reliable, courteous and Mgkqualley
service at all times -
G. Performing all services In substantial accordance with this Agreement at all times using best
Industry practice for compatible operations.
H. Complying with Applicable law.
I Performing or providing all other services necessary to fulfill Its obligations under this
Agreement.
J. Diverting a minimum of 50% of the C&D Collected from Decimal, The Diversion rate shall be
calculated each remain based upon the weights of C&D Collected and Oriented.
CM of Fresno RaiLDR Agreement Page 11
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IL Olverling a minimum of 70% be the Recyclable Materials Collided from Disposal. The Diversion
rate shall be darn add each month based upon the weights of Recyclable Materials Collected
and Diverted.
I. Diverting a minimum of 90% of the Organic Materials Collected from Disposal, The Diversion
rate shall be calculated each month based upon the wall of Organic Materials Collected and
Diverted.
The enumeration and speciNcanon 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 LIMITATIONS TO SCOPE
The coupe W the Agreement shall he non -exclusive, Permitted Materials may ba Collected and
Transported by other Persons provided that such Persons do so In accordance with the City's Ml
Code, Including but not limited to the following:
k Permitted Materials Callected by Other Non -Exclusive Franchise Haulers. Permitted Materials
Collected by a party that has executed a NonExclusiveFranchise Agreement with the City for
Roll -Of Container Collection Services,
B. Permitted Materials Co1N¢ted by City. Permitted Materials collected by the City's municipal
collection operation Including,(1) materials Collected using equipment, such as Cards and Bins,
nt regulated by this Agreement (2) materials ConR
eed from City facilities, and special events
antl venues sponsored by the City, which may be Collected In Carts, Bins, or Roll -OH Cumulates
by the City municipal collodion operation or Cit cr ess.
C. Donated Ree/Nble Materials. Recyclable Materials Generated In the City that are Source
Separated and donated by the Generator to yeah, civic, chartable, or Whet nonprofit
organizations.
D. Materials Hauled by Omer or Occupant, or Its Contractor. Permitted Materials that are
removed from any Premises and are Transportetl to a Disposal Site or Processing She by III the
Owner Or Occupant of such Premises, If by full-time employee of Owner or Occupant that uses
fire Owners or Occupant's equlm eat to transport materials; or (If by a construction o
demoition command performing construction or demolition work at the Premises, whose
removal of the Permitted Materials Is Incidental to theservice being performed las heated! In
Section 6 20 Of The City's Municipal Code) and such contractor removes materials at no
additional or separate fee using contractor's employees and contractors equipment.
E Green Waste Material. Private collection of Green Waste Material resulting from imdsaping
or gardening service performed by the person collecting such. materials
City of Fresno Poll -0H Agreement Page 12
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F. Other Royal Materials, Private collision by any Person or company that transports
ReWtlable Materials through use of its own veMclelsl, and receives no ampensa ion for such
Collectionar Transphrration.
G. Materials from Publlc schlwls and Other Government Facilities. The removal of any materials
generated by public schools. drive, the County, or federal facilities with the exception of those
facilities Subject ?a 42 V. S.C. Section 69611a11.
4.3 CITY'S RIGHT TO GRANT MULTIPLE NONEXCLUSIVE AGREEMENTS
The Clty may grant to an Indicated number of additional Persons similar non-exclusive franchise
agreements for Roll -0R Container Collection, Transportation, Rerydlng, Processing, Composting, and
Disposal of Permitted Materials.
4.4 CITY'S RIGHT TO EXCLUDE NEWLY ANNEXED TERRITORY FROM SCOPE OF
FRANCHISE
The Coy reserves the right to exclude territory that h annexed Into the corporate limits of the City
subsequent to the Effective Date from the snipe of this franchise.
4.5 AGREEMENT CONSISTENT WITH APPLICABLE LAW
This Agreement and scope of this franchise shall be interpreted to he consistent with Applicable Law,
now and during the Term. If future judicial interpretation of current law or new laws, regulations, or
ludiclal Interpretations Ilmp the abllity of the City to lawfully pmvMe for the scope of services as
specifically set forth herein. Contractor agrees that the scope of the Agreement will be limited to those
and materials which may be laarfwly provided and that the City shall not be responsible for any
War Pretty or losses claimed by Contractor to arise out of limitations of the scope of the Agreement set
mrth herein. In such an event, it Shan be the responsibility of Contractor to minimize the financial
Impact ofsuch future judicial interpretations or new laws.
4.8 OWNERSHIP OF MATERIALS
Ona Permitted Materials are placed in a Roll -Off Container for Collection by Contractor, ownership and
the right o 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, CRY may obtain
ownership or possession of Permitted Materials placed In the Roll OH Container for Colledion, 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 my has such
ownership or possesslon unless such written notice has been given to Character.
Clly of Fresno Roll Off Agreement Page 13
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4] NOTIFICATION TO CITY OF NON -FRANCHISED HAULERS
If Contractor can creature evidence that other Persons are Collecting Permitted Materials and do not
have rights to do so as granted by no xdusrve franchise agreement with the CM or otherwise, or in
manner that S not consistent with the Cn✓s Municipal Code, Contractor shall notify the City In wrnmg,
within ten 130) calendar days of Commerce wRnesmg such circumstances. The Contractor's notice shall
Include the name and telephone number of the person or company Collecting Permitted Materials )If
Foci the date the Contractor witnessed the event, the location of the Roll Off Container amng with
Connotations evhlenceuf the violation of the ill granted by this non-exclusive frznmbe.
ARTICLE 5
COLLECTION, PROCESSING, AND DISPOSAL SERVICES
5.1 COLLECTION
Contractor Is hereby authorized to Collect Permitted Materials from residents and businesses In the city
using R011 -0H Containers. Contractor shall Called Permitted Materials from Customers that voluntarlly
suburban to or request Roll Off Con er Collection services from Contractor. Contractor shall provide
Its Customers with a Roll OH Container for Permitted Materials Collection Or shall allow its Customers to
prmlde a RollOffContainer. Contractor shall Collect Permitted Materials from Premises as frequently
as schedule f 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 yenta 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 Personal Site that has been selected by the Contractor and
approved by the City. The Approved Processing Si must be able to demonstrate Cartoon rates In
accordance with Sections 0.1 and 53.
Contractor may enter Into contracts with Customers for Collection servers provided that In no case shall
the term of such contracts dead beyond the Term of this Agreement,
and provided that In the event
the City Footnote this Agreement the contracts with any and all Customers shall terminate on the
information date of this Agreement.
5.3 PROCESSING AND MARKETING SERVICES
A. Processing. Contractor agrees to Transport and deliver (I) all CEO R Collect In the City to the
Approved C&O Processing Site, (II) all Recyclable Materlab it Collects In the Cry to the Approved
Randall Processing Site, and Illi) all Common Materials M Collects in the City to the Approved
Organ¢ Processing Site. Residue from the C&O, Rerydable Materials, and Organics Processing
and Composting actatho shall be Disposed of by Contractor or its Approved Processor at an
Approved Disposal Site selected by Contractor In accordance with Sedlgn 5.4. Contractor
selettetl the Approved Processing Sitels) and Approved Deposal Skels), which are Identified In
City of Fresno 0.0110H Agreement page 14
4/81
Exhibit D. Canttacton shall permit or arrange for the Cry to Intend the Approved Processing
She(s)and obmrve operations at any time during the Term.
Contactor or its Approved Protestant)shall possess all permits and approves necessary for use
of the Approved Processing gods) in full regulatory compliance. Contractor shall, upon Cry
request, provide or request from its; Approved Procenm(s) and provide copies of notices of
violation or permits to the City. Upon request of the City, Contractor shall provide a antitrust
statement from its Approved Pmcessorlsl documenting its Diversion rate.
If Contractor elects to use
a Processing Site(sl that is different than the Approved Processing
s)
Sitecounted In Exhibit D, it shall request wherein approval from the Cry shey(60) calendar
days prior to use of the site and obtain the Cltys written approval no later than ten (10)
calendar days prior to use of the site.
If Contractor is unable to use
n Approved Processing Site due to a emergencyor sudden
unforeseenclot a of the Approved Processing Site. Contractor may
use alternative
Processing Site provided that 1p the Contractor provltles verbal antl written notice to the City
within twenty-four 1201 hours of use of an alternative Processing Site, and (11)the alternative
Proeessing she Is fully permitted and In compliance with all Applicable Laws. The written notice
shall Include a description of the reasons the Approved Processing site It not feasible and the
period of time Contractor proposes to use the alternative Processing site. Contractor shall use
the alternative Processing Site for no more than twenty-four(241 hours without obtaining Own
written approval.
B. Marketing, The Contractor or its Approved Processor shall he responsible for marketing C&D,
Recyclable Materials, and Organic Materhals Collected In the Clty and Chemed. Contractor
and/or its Approved Processor may reton all moventow 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) t0 the City that all C&D, Itegdiahle Materials, and Organic Missoula
Diverted are marketed for Recycling or house In such aner that m tertals shall be
considered as Diverted In accordance with the state regulations established by the Act. All
residual material from the Processing aaivlUes that is not marketed for use shall be accounted
for as Disposal Tonnage at a permitted Deposit Sil No permitted Material shall be
tnmported to a domestic or foreign location If solid Waste Disposal of such material It Its
Intended use.
Contractor or its Approved Processor shall provide the City, upon written request, win a list of
broker/buyers It uses to market C&D,Recyclable Materials, and Organic Materials ohrerted City
may audit brokers or buyers to confirm that materials are being Recycled and Deserted from
Disposal. If Contactor becomes aware that a broker or buyer has Illegally handled or Disposed
of material generated by the City or elsewhere, Contractor shall l annish Lely Inform the City and
terminate its contract or working relationship with such Party immediately.
C Processing and Marketing Corte. Contractor shall pay all costs assodated with Processing and
marketing Of Permitted Materials Including payment of any gate fees charged at the Approved
Processing Sam.
OW of Fresno RollOffAgreement page is
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5.3 DIVERSION REQUIREMENT
Contractor shall Divert from landfill disposal at least (i) 50% by weight of all C&D It Collects within the
City, N) 70% by weight of all Reasonable Materials it Collects within the City, and fill 90% by weight of all
Organic ex ense It Collects within the City during each calendar month by Processing, Recycling, or
Composting some or all of C&D, Recyclable Materials, and Organic Ma[erluls Collected.
If 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 31.5.
5.4 DISPOSAL
A, Disposal of Solid Waste Collected Contractor shall Transport all Solid Waste Collected in the
City to the Designated Disposal Site, which the City specifies shall be the American Avenue
Landfill in Tranquility, Callfomia. Contractor shall pry all zone, associated with Transporting and
Disposal of Solid Waste Including payment of any gate fees changed at the Designated Di sal
She.
g. Wsposal 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 ONerted through Processing call by Transporting
the residue to an Approved Disposal She specified in Exhibit D, which Is lawfully authorized to
accept such material.
C Permitted Site. Contractor or its Approved Processor shall only Dispose or materials at a
permitted Disposal Site that Is in full regulatory compliance. Contractor, or As Approved
Processor, shall keep or confirm all Whoing permits and approvals necessary for use of the
Deposal Sltels) In full regulatory compliance. Contractor shall, upon request provide copies of
notices of violation or permits to the Clty.
D. Compliance with Regulations. Contractor shall observe and comply with all regulations In effect
at the Designated Disposa1511e and Approved Disposal Sltels) and Pleasure with the operator
thereof with respect to delivery of Solltl Waste, Including directions to unload Collection vehicles
in designated areas,
accommodating operations and maintenance activitles, and complying with
Hazardous Waste exclusion programs.
E 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, r other wdbway, or
in any sanitary s storm drainage system r In anyother m which violates
Applicable Laws. Contractor, or Its Approved Processor selected the Approved Disposal goods)
for residue Disposal specified in Exhibit D. Contractor shall arrange for the City to Inspect the
Approved Disposal Sim n and observe operations at any time during the Term.
F. Alternative Disposal Ate, If Contractor, Or Its Approved Processor, elects t0 use a Disposal
Slap) that Is different than the Approved Dispmal Sli Toted in Exhibit D, It shall request
written approval from the City W calendar days prior to use or the she and obtain the City's
written approval no later than ID calendar days prior to use &the site.
City of Fresno Roll -OR Agreement Page 16
418111
If Contractor, or M Approved Processor, is unable to use the Approved Disposal She due to an
emergency or sudden unforeseen closure of the Approved Disposal Site. Contractor, or Its
Approved Proceeds, may use an
alternative Disposal She provided that III the Contractor
provides verbal and writtennotice to the Cly within twenryAour (34) hours Of use
of a
alternative Disposal She, and liil Ne alternative Processing Site b Polly permitted and in
compliance with all Applicable laws. The written notice shall Induce a description of the
masons the Approved Disposal She is not feasible and the period of time Contractor, or Its
Approved Processor, proposes to use the alternative Disposal Site. Contractor shall use
e the
alternative Disposal Site for no more than twenty four (34) boors without obtaining Cl
written approval.
515 BILLING
Contractor shall bill all Customers and collect billings In accordance with Contractorr-established flares,
which are et In a manner consistent with provisionsof Senior 9.3, The Contractor shall prepare, mail,
and collect hills for shall Issue written receiptsforcash payments) for Collection services provided by
Contractor Contractor shall be responsible for collection of payment from Customers with past due
accounts.
Contractor shall maintain topics of all blllings and receipts, each In chronological order, for five 15) years
after expiration or termination of this Agreement. Contractor shall retrieve and make available to the
Clry copies of the billings and receipts within five (5) days of the Director's written request for the
blllings and receipts. The Contractor may,. at lis option, maintain those records in computer form, an
microfiche, or in any other manner, provided that the records can he preserved and retneved for
inspection and verification In a timely manner.
5.6 CUSTOMER SERVICE
Contractor shall maintain a business office within the Out or wnM1ln a reasonable distance of the City
limits approved by the Director. The business office shall staff at least one customer service
representative capable of accepting payments. from Customers, answering servlet questionsntl
revolving Customer service issues. Contractor shall have a roll -free Customer service telephone number
and shall have staff available t0 answer calk from at least 8:00 a.m. to 6:00 p.m., Monday through
Fntlay. An answering machine shall record Customer calls and voice messages between 6:W pM. and
800 a.m.
ARTICLE 6
STANDARDS AND REQUIREMENTS FOR SERVICES, EQUIPMENT,
AND PERSONNEL
6.1 OPERATING DAYS, HOURS, AND SCHEDULES
A. Days and Room M Collection
City of Fresno Fri Agreement Page 17
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1. Residential premises. Delivery or Cnuemmn of a Rolloff Container to or from Residential
Promises shall only occur betweeCO a.m
n the hours Of 6:. and 6:00 p.m., any day Of the
eek
wse
2, Commercial Premlua. Delivery0, Collection of a Ro0.0H Container to or from Commercial
Premises that are 300 feet or less from Residential Premises Shall only Occur between the
hours of 6:00 a.m. and 6W p.m., any day Of the week, Delivery Or Col@Rion of a Rall-0fl
Container to or from commercial Premises that are more than 300 feet from Residential
Premises shall only occur between the hours of 5:00 a. and ]:M p.m.,any day of me
eek The Founder 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 hour.
3. Exceptions. In the event Of an unforeseen circumstance, the Contractor may deliver or
Collean aRORgf Container from Residential or Commercial Premises that are 200 feet or
less from Resitlentlal Premises between the hours ofShip arid, and 10:00 p.m., upon prior
written approval from the Director.
d Failure to Comply. Ifthe Container fails to comply with the Collection hours described In
this section, the Contractor shall pay the Cdy Liquidated Damages as described In Semon
11.4 and Exhibit N,
6.3 COLLECTION STANDARDS
6.3.1 Instructions to Customer
Contractor shall instruct Customers as to any preparation Of Permitted Materials necessary prim to
placing In the Roul-Off Container Contractor shall, in Section farm, Inform all Customers as to the
acceptable materials that can be located In the Poll OR Container and any unacceptable materials to be
excluded from Collection.
6.22 Care Of Private Property
Contractor shall not damage private property. Contractor shall ensure that its employees: til close all
gates opened In making Collections, unless otherwise directed by the Customer, Jill do not cross
landscaped areas: and Jill) do not climb or jump over hedges and fences.
Cry shall refer compulnts about damage to private property to Contractor Contractor shall indoor all
damage to private and public property caused by"employees to Its previous condition.
6.2.3 litter Abatement
A. Mlnlminuonof5pllta Contractor Shall use due care to prevent vehicle oil and vehicle fuel from
being spilled or Scattered during Collection and Transportation operations. If any Prompted
Materials are spilled o tattered during Collection Or transportation operations, the Contractor
shall promptly clean up all spilled and srurltered materials.
Cory of Fresno R011-0fl Agreement Page 1g
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Contractor shall not ransfer loads from one veblae to another on any public street, unless rah
necessary to do so hecame of methanical failure, hot load (Combustion of matetlal In the truck),
actldental damage to a vehicle, or unless approved he the CNy,
If Commission fans to perform some or au of the requirements aesclbed In this section, the
Contractor shall pay the Clty Liquidated Damages as described In noten 11.4 and Exhibit A.
S. Clean Up. Each Wilepion vehicle shall carry protective gloves, a broom, and shovel at all times
for cleaning up inner and absorbent material for cleaning as liquid spills. The Contractor shall
discuss Instances of repeated spillage not caused by It with the Customer of the premises where
spillage occurs,
m ctor and Contractor shall report such Instances Cal If the Contrahas
attempted to have a Customer crop creating spillage but is unsuccessful, the City will attempt,
upon notice by the Contractor, to rectify such situation with the Customer.
C. Covering a Loads. Contractor shall cover all Roll Off Containers at the pickup location before
Transporting materials to prevent Permitted Materials from escaping during T respostatbn.
g.2A 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 rarefaction of the City. In the event of repeat occurrences of noise levels Inof 75
dblA), the Contractor shall pay Liquidated Damages In accordance with Erosion 11.4 and Exhibit AS
6.3 VEHICLE REQUIREMENTS
A. General. Vehiclessect to provide s under this Agreement shall be kept in safe, neat,
clean,and operable condire t all times a if Contractor fails to keep Collection vehicles In a safe
and sanitary condition, the Contractor shall pay the Clry Liquidated Damages as Teal in
Section 11.4 and Exhibit A.
B. Sperlfle tons. Contractor shall register all vehicles with the California Department of Motor
Vehicles. All such vehicles shall Comply with California Environmental Pmtenbn Agency (EPA)
none emission and air qualms, regulations and other applicable none control regulations.
C. Vehicle ldenuffcatlM. Continuum s name, local telephone number, and a unique Identification
umber for each vehicle used to provide services under this Agreement, shall be prominently
displayed o all vehicles, In letters and numbers that are a socia m of 4 Inches high.
Contractor shall not place the City's logo on as vehicles.
D, Cleaning and Maintenance
1, Chasing. Collection vehicles shall be thoroughly washed and thoroughly steam cleaned as
frequently asrte essary to Consent Bean appearance of the riform and Interior compartment
of the vehicle
2. Maintenance. Contractor shall Inspect each veNcle deny to poures 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
Clry of Fresno RmEOff Agreement page 19
4/11/11
rani In accordance with the manufacturers specifications and schedule or In accordance
with California Highway Patrol standards, whichever are mole stringent. Contractor shall keep
accurate records of all vehicle maintenance, recorded according to date and mileage, and shall
oke such records available to the City upon request to the Indent necessary to perform the
inspections described In Sections, 63F and 6.9.
3. Repairs. Central shall repair. or arrange for the repair of. all of its vehicles and equipment
for wMCM1 repairs are needed because of accident, breakdown, or any other cause, so as to
maintain all equipment in a safe and operable contllnon. Contractor shall maintain accurate
cords of repair, which shall Include the danhailleage, hature M repair and the signature of a
maintenance supmvlsortbat the repair has been property performed
C, Storage. Contractor shall arrange to store all vehades and other equipment in safe and secure
local In consu aria with City's applicable zoning regulations,
E. operation. venues shall be operated In compliance with the California vehicle Code, and an
applicable safety and local ordinances. Contractor shall not load vehicles In excess of the
manufacturer a recommendations or limitations Imposed by state or local weight instructions far
vehicles and roads. Contractor shall have soon Collection vehicle weighed at each Approved
Pro essing Sites or Designated Disposal Site to determine the unloaded weight °tarweight")
of the vehicle, and the total loaded weight of each load delivered to the ApprovedProcessing
Sites and Designated Disposal Site.
F. Vehicle Inspeetign. City may Inspect vehicles at any time to determine compliance with the
requirements of this Agreement. Contractor shall make vehicles available to the Chill and/or
Fresno Counts Health Department far inspection, 9 any frequency City reasonably requests.
6.4 ROLL -OFF CONTAINER REQUIREMENTS
A. General. All WWI` shall meet applicable Federal, sfIDe, City and local regulations
for safety.
g. Specifications
1. Prevent Leakage, If the type of materials placed In the container may result In leakage of
liquids, Contractor shall take precautions to prevent the leakage of liquids. In accordance with
Section 17315 of Chapter 3 of ➢Ile 14 of the California Code of Regulations, l olbR Containers
used to Collect garbage and put esdble materials and/or garbage and putresciblee mixed with
rubbish shall be non absorbent, watertight, ventom¢slstant. durable. easily cleanable, and shall
be designed for safe handling and the containment of rehue.
3. Provision of SufRfleM Capacity. In accordance with section 17315 of Chapter 3 of title 14 a
the California Cade of Regulations, Carl for garbage and mbblsh should be of an adequate
size and In suffldent 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) Cable Yards of Capacity. Halt Containers with
capacities of less than ten (10) cubic yards may only be used for the purposes of Collecting Unt.
City of Fresno Pall Off Agreement Page RO
4/8/11
C Rl Contalner Identification. All Contractor provided Roll Off Containers shall prominently
display the Connections name. lose telephone number, a unique Roll{ Container
Identification number, and a119 of acceptable materlatl. As appropriate, RollOffCent9ners
shall be labeledfor: Sold Waste, Recyclable MaterlaR, Organic Materials, or CAD. Such labeling
may be temporary labeling In the form of magnetic or detachable signs.
If Contraction fails to comply wRM1 the provisions of this Search 6.r, the Contractor shall Pay the
CIry Liquidated Damages as descrlhed In Section 114 and Exhihtt A.
D, Cleaning. Palming, ami Maintenance. All RollORContainers shall be maintained In a safe,
serviceable, and functional coMicam. Contactor shall steam clean and people all Roll -Off
Contalners at least every two years. or more frequently, to present a clean, greffiWfree
appearance.
E, Roll -0H Container lnspeNans. City may inspect RollOffContainers at anytime to determine
ompllance with sanitation requirements. Contractor shall make Containers available to the City
at any frequency It requests. lire City shall have the right to prohibit the use of any Roll OR
Container that fails to comply with the Provisions in this Section 6A.
I. Abandoned Roi Computers. Contractor shall not Abandon any Roll -Off Container used N
provide Permitted Materials Collection shervices under this Agreement. If the Contractor
Abandons a Contractoruwned RollOffContainer, City may remove the ROROff Container and
Process and Dispose of the contents. It City rea Roll Of Container Abandoned by
Contractor, the City may charge Contractor for the Cloys; /eosts incurred re ving such Roll Off
Container, Transponln& PmcesAng, and Disposing of hs contents, antl/or the cost of Scoring
such Roll Off Container. Contractor shall reimburse the Cary for such costs within fourteen hdl
calendar days of the date of the Cry's invoice to the Contractor for such costs. If the Contractor
days not pay the In within fourteen (14)City <I tlays, the shall become the Roll OF
Container owner it Mee Invoice ntstated the Chys Intent to become the Container Owner In
leaving of at least lz point font.
For the purposes of Semon 6.4 1, •Abandon" means the Following:
1. Contruttors fanure to r a Contattorowned Ron Off Container within ave ISI
"lender days of receiving remove
request fmm a Customer or the City or vatbm five IST
calendar days after the termination of the customer wince agreement between Compactor
and the Customer, or
z. Contractor'a 31mre to remove a ConM1anor-owned Roll-0ff Container within ten IlRI
calendar days came expiration or termination of this Agreement, except In the chse where
Contractor has been granted an extension of the Term of the Agreement or Contractor has
been granted a subsequent agreement authoeng; Contractor to Collect and transport the
type or types of materials for which the Ron-0fl Container was used pursuant to this
Agreement.
CIry OF Fresno RolbOff Agreement Page 31
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6.5 PERSONNEL
A. General. Contractor shall furolsh such qualified drivers, maintenance, supervisory. Customer
hose, clerical and other personnel as may be necessary to provide the services required by
this Agreementen a safe and efficient manner.
8, Delver DualMntlons. All tracer shall be trained and quali led In the chamber of Colleglgn
vehicles. and must have In effect a valid license, of the appropriate class, Issued bythe California
Department of Motor Vehicles. Contractor shall use the Class O California Department of Motor
Vehicles employer^pull Notice Program' to monitor D drivers for safety.
C. Safety Training. Contractor shall provide suitable operational and safety training for all of to
employees who operate Collection vehicles or equipment or who are mherwice 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 mfecdous 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 re traimngs.
D. Employee Conduct and Courtesy. Contractor shall use I¢ best efforts to ensure that all
employees present a appears and conduct themselves in partners manner.
Contractor shall regularly train n its employees In Customer courtesy, shall prohibit the use 0loud
or profane language, and shall instruct Collection explorers
yee to perform the work as switch as
possible. If any employee is found notch be courteous or not to be performing convert In the
manner required by this Agreement, Contractor shall take all appropriate corrective measures
and shall pay the Cary Liquidated Damages as described In Section 11.4 and Exhibit A.
E. Employee Identt5catlon. While performing services under this Agreement, all of the
Contractors employees performing field service shall be dressed In clean clothes and shall wear
badges Nat Include the employee's name and/or employee number, and Contractors name,as
approved by the Clty,
6.6 HAZARDOUS WASTE INSPECTION AND HANDLING
A. Response to Hasardous Wase IdenMled during Collection. If 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 She or handled at the Processing Site, or presents a hazard
to Contactor's employees, the Contractor shall panic to accept such material. The Contractor
shall contact the Customer and request the Customer to arrange proper Disposal. If the
Generator cannot be reached Immedlatery the Contractor shall, before leaving the Premise,
leave a tag at least two Inches by six Inches (]• x s'1 In size, which indicates the reason for
refusing to Collect the material and HIM a phone number bar obtaining information on proper
dbposal of the Hazardous Waste. Under no Circumstances shall Contractors employees
knowingly Collett Hazardous Waste.
If Hazardous Waste is found in a R01FOff CDnhanerthat could possibly resuh In Imminent danger
to people or p epi the Contractor shall immediately notify the CIF/s Fire Department using
the 911 emergency number,
David Fresno Roll -Off Agreement Page 32
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The Contractor shall notify the City or any Hazardous Waste Identified In Fail off Containers or
left at any Fremises within za hours of Identification of such material.
B. Response to Hazardous Wages Medical at Disposal Site or PmmsMg 9h, The Contractor,
or its Approved Processor, or Deposal Site operator shall produce load checkers and equipment
operators at the Processing or Disposal Sheds) to identify Hazardous Wastes for storage In
approved, on-site, hazardous materials storage cshnddndlsf. 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 wrth Applicable Laws and regulatory
requirements.
of the Hazardous Wastes delivered to a Disposal Site or processing Site by Contractor before Ih
presence k deeded, and the Generator cannot be identified or talk to remove the materiel
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 well as the cost of Disposal shall be chargeable to the Generator
C. Regulatlom and Recond keeping. Contracor shall comply with emergenry notMcatlon
procedures required by Applicable taws and regulatory requirements. All records required by
regulations shall be maintained at the Contntloh facHny. These records shall Include: waste
arrests, waste Inventories, waste characterization recons, inspection records. evident
reports, and coning records.
6.7 NON-DISCRIMINATION
Contractor hali not discriminate in the provision of service or the employment of Verson engaged In
performance of this Agreement on account of race, color, rental origin, an¢smir will gender,
martial status, sexual orientation, age, physical or mental ell In vimatlon of any Applicable taw.
6.11 COMMUNICATION AND COOPERATION WITH CITY
A. CommunlnHgns. If requeAM, the Contractor shall meet with the City or us agent to discuss
servlre Issues.
B, Inspection by CIW. The City, or its designated repreuntatbes, shall have the right to observe
and review Contractor operations, Processing sites and Disposal Sites used by Contractor, and
enter Consumer's. Premises fords purposes ensure observation and review audng reasonable
hours without advance notice.
C. cooperate with City InlOated Sol Contractor shall cooperate with and near the City or Its
agent with Due performance of Cavil studies of Permitted Materials such as, but not
limited to, waste characterization and mmposaion studies,
City of Fresno Roll -Off Agreement Page 33
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ARTICLE 7
RECORD KEEPING AND REPORTING
7.1 GENERAL
7.1.1 Manicotti of Bahamas
Contractor agrees to conduct data collection, information and record keeping, and reporting aalvkies
needed to comply with and to meet the reporting and Permitted Materials programm anagement needs
re
of Car, the Act and other Applicable Laws, and the requlments of this Agreement
Thus Article Is Intended to highlight the general nature of records and reports to be maintained by
Contractor, and their minimum content. This Amde is not meant to comprehensively define what the
toms and reports are to be and their content with the wrmen direction by or approval of Cal the
cords and reports to be maintained and provided by Contractor in accordance with this and other
Articles of the Agreement shall be adjusted in number, became, or frequency. Records and reporting
may be revised to reflect current record keeping and reporting requirements
To the Went such requirements are set out In this and other Articles of this Agreement, they shall not
be mnsmered further or necessarily complete.
7.1.7 Retention ad Records
Unless otherwise required In this Aftcle, Commerce shall retain all records and data required to be
Maintained by this Animencent for the Term of this Agreement plus fee (5) years after Its expiration or
emberterminatlon. Records and data shall be in chronological order and readily and easily interpreted.
7.1.3 inspection of Records
The CIN, its auditors and other agents, shall have the read, during regular business hours, to inspect
spociflc documents or records required by this Agreement or any other similar records or reports of the
Contractor that the City shall deem, at its sole discretion, necessary to evaluate the Contracts"
perform a provided for In this Agreement. The City may make copies of any documents It deems
relevant to this Agreement. The City shape provide Contractor written notice at least three l3 l 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 time
The City reserves the right to inspect records for the purposes of reading the Contractors reports,
reported Diversion level, and fee payments to rhe Cii tl an audit conducted by the City, or as
representatives, finds! p) that the Contractor has made any Intentional misrepresentation with respect
o the fees dues tothe City (e.g., Franchise Fees or other fees due to the Cts)inunt greater than
51,000 or loss of the fees due to the City during the Period covered by the autlry whichever amount
Is greater.
or (ll) 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 me City for the Cp'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 114 and Exhibit A; within thirty
(30) calendar days of the date the Cry nMifles the Contractor of the amount due.
City of Fresno RI Agreement Page 34
41
7.1.4 Remo Securlty
Contractor shall maintain adequate record security to preserve records from events that ran be
reasonably anticipated such as Ore, theft, and earthquake. Electronically malstalned data and records
shall be protected and backed up.
7.2 RECORDS
2.2.1 Financial and Operational Records
Contractor shall maintain accurate and complete accounting records containing the underlying financial
and operating data relating to and showing the bash For computation of all revenues associated with
pmvldMg Permitted Materials Collector, Transportation, Pro cession Recycling, Composting, and
Disposal services. The accounting recordsshall be prepared In acconence 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 (eIT, S011d Waste, Recyclable Mattdal, Oroma Material,
tort&Dl listed by Processing Site or Disposal Site where such materials were delivered. Where
possible, Information Is to bei separated by Residential and Commercial Customers.
C. Tonnage of Recyclable Materials, Organic Material, and C&0 Diverted from Disposal by
Contractor and supporting documentaYnp.
D. Diversion level, which shall equal Tannage Declined try Contractor divided by the Tonnage
Collected by Contractor multiplied by 100, listed separately by month for the previous quarter.
Tonnage Diverted shall reflect Permitted Materials Processed less residue Disposed.
E. Residue levels of Processed or Comported materials.
R Weight tickets from III Designated Disposal Site documenting the Tonnage of Solid Waste
Collected within the City and delivered to the Designated Disposal Site; III) Processing Sites
documenting the Tonnage of Permitted Materials Collected within the City and deMered to the
Approved Processing Sites t and (iii) Approved Disposal Sues documenting the Tonnage or
residue delivered to Approved Disposal Sites by vehicle, date, and time.
G. End use and markets for recovered materials.
Contractor shall make records available to the City upon request.
7S.2 Customer Records
Contractor shall maintain accurate and completerecords containing 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 Ra (Antainer delivery and Collection location, data of delivery
and Collector, Itemized luting of services performed, type of Permitted Material Collected Tonnage
City of Fresno Ralll Agreement Page 25
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Collected, and the amount chargee to provme services. The information shall be provided to the Clay
pone request
7.2.3 CIERCIA Defense Records
City views Its ablicy to defend Itself against Comprehensive Environmental Pesponse. Compensation and
Liability Ad (CERCLA), and related Ittigation as a matter Of great Importance. For this reason, the Clry
regards its ability to prove where Permitted Materials [alined by the Contractor are taken for
Processing, Recycling, Composting, Transfer, 0r D'uposal, as well as where they are not taken, to be
matters of concern. Contractor shall maintain, retain and preserve
cords which can establish where
Permitted Materials Collected were Processed, Composted, and D Disposed (and therefore enation
where they were not). m¢ provision shall survive the expiration or earlier termination of this
Agree enc Contractor Shall maintain these records for minimum of ten tial years beyond expiration
or earlkrtempration of the Agreement Contractor shall provide these records to City (upon request or
at the end of the record retention period) in an organized and lndered manner rather than destroying or
clsposing of them.
7.3 GENERAL REPORTING REQUIREMENTS
The format of each report shall be approved by City. Contractor may propose regain formats that are
responsive to the objectives. Contractor agrees to mall a copy of all reports and submit all reports on
computer disrs, by es -mall, or by modem in a format compatible ever Chy's software and computers at
o additional charge. Contractor will provide a announce statement under penalty or perjury, by the
marginible Contractor offltlal, that the report being Submitted Is true and correct to the best
knowledge of such official after their reasonable In ll
Contractor shall submit monthly reports within fifteen (15) calendar days of the end of each month. If
Contractor does not submit the monthly reports by the dates required In this Article, Contractor shall
pay the City Liquidated Damages as described In Seaton 11.4 and Third A.
Contactor shall submit (via mail and a -mall) all reports to:
Solid Waste DNlsion Manager
City of Fresno
1325 EI Dorado Street
Fresno, CA 93706
7.4 MONTHLY REPORT
The monthly report shall present the following Information.
A. Total Tonnage. Total Permitted Materials Tonnage Collected W Contactor within the City
during the previous quarter, listed separately by material type and by month.
a. Derated Tonnage. Permitted Materials Tonnage Collision! by Observant wRNn the City that
was Diverted during the previous quarter, listed separately by material type and by month
City of Fresno Rall Off Agreement Page 26
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C. Disposed Tannage. Permitted Materials Tonnage Ca9ected by Contractor wi the Cry that
was Disposed during the previous quarter, listed separately by month.
D. Diversion level. Tonnage Diverted by Contractor divided by the Tonnage Collected by
Contractor multiplied by IN, listed separately by month for the previous quarter. Tonnage
Diverted shall reflem Permitted Materials Processed less residue Disposed,
E. CSD. Tonnagegenerated from construction and demolRlon permitted site, noting the permit
umber, the site address, the Tonnage hauled, the dare hauled, and the facilities to which the
material was hauled.
F. Disposal add Processing taaDons. Contractor shall provide a list of the names and addresses
Of where Permitted Materials Collected within the City during the previous quarter was Diverted
and Disposed. Such list shall Include the amount of Permitted Materials Tonnage Diverted
and/or Disposed at each location during the previous quarter, listed separately by material type
and by month.
G, fleeenues. Gross revenues (e.g cash receipts) earned on all Fol40ff Container Callectlan,
Transportation, Processing, peryding Comoostlng, and/or Disposal services prwlded to
Customers Within the City during the previous quarter, listed separately by month.
H. insurance. Updated Insurance certHiates.
I. Amount Information. In table format, the number of Customers within the City limits served
and number of Roll Off Containersserviced per nth listed by 301FOR Container type lDrop
Box or Compactor), Roll Off Container sine, and listed separately by Permitted Material type,
and regularly schedule service and unscheduled (on-call) suresam.
1. Contractor Officers and Board Members. Provide a let of Contractors Offers and members of
Its board of directors (only required with the December monthly report each year, or In the
event of a change In the affairs rs or board membersl.
The Ciry reserves the right to request beriberi reports from Contractor, and upon City's request,
Contractor shall provide information required above for the time period requested by the City. It is the
desire of the City to track the above required information on an ongoing base throughout the term of
this Agreement.
7.6 AID 999 COUNTY SURCHARGE REPORTING
Contractor acknowledges that City B a party to that III AS 939 Memorandum of Understanding with
the County of Fresno and various other jurisdictions; dated January 6, 3WB (the 'AB 939 MOU"), and
further acknowledges having received and reviewed a copy Of the AS 939 MOU. The Parties agree that
Contractor Is a 9urlsdimrdrn's Hauler. as that term Is used In Pal IV. Section Hof me AS 939 MOU.
Contractor shall comply with all requirements of Part IV, Section H of the AS 939 MOU that are
applicable to a Jurisdiction's Hauler, InrJutling but not limited to submittal of reports and payment of the
AB 939 Surcharge las that term Is defined in the AB 939 MOU).
City of Fresno RollOffAgreement Page 37
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ARTICLE 8
FRANCHISE FEES AND OTHER FEES
8.1 GENERAL
Contractor Shall Collect the fees described in this Section from Customers though Contractors regular
billings and remit collected amounts to City on a monthly basis as described In Section 8.5,
8.2 FRANCHISE FEE
In consideration of the exclusive rights provided Contractor herein, Contractor shall pay Franchise Fees
o the City each month equal to 10% of actual gross Rate revenues (eg, cash receipts) remitted to
Contractor by Customers forservkes provided by Contractor undi Agreement
8.3 OTHER FEES
The City may set 'other' additional fees, as It deems necessary. The amount, time, and method of
paymentand adjustment process will be set in a manner similar to that for other fees described In this
AdIde
8.4 ADJUSTMENT TO FEES
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 me 20th day of each month during the Term of this Agreement, Conduction shall remit to
City Franchise Fees and other fees as described In this Article, If such announce Is not paid to the City
on or before the 2%h day of any month, Contractor shall pay, In addition to the amount owed to City
2% of the amount awing for that month, plus an additional 2%owing on any unpaid balance for each
fulmwingth rN 1301 Calendar day period the fee remains unpaid
Each monthly remlttancem City shall be accompanied by a statement Itemizing each fee paid; petition
calculation of an fees; stating actual gross revenues (e.g. cash receipts) for the monthly period collected
from all operations conducted or permitted by this Agreement, and station the number and size of
Containers serviced by Contractor for the monNly, Pzic& Each remittance including all Supponing
documentation shall be provided to:
Arm City Controller, Fri Department
City of Fresno
2600 Fresno Street
Fresno, CA 932213624
Ory of Fresno Roll Off Agreement Page 28
4/8/11
8.6 OVERPAYMENT OF FEES
If Contractor believes it has paid Franchise Fees or other fees as described In this Article inexcess of the
fees due to the City, Contractor may submit a request for refund to the Director. If proof of
overpayment N satisfactory t me Manner, me Director shall authorize the Cary to refund the
overpayment to the Contractor. Contractor shall not apply any overpayment as a [react against any
Franchise Fee or other amounts payable to the City, unless specifcally authorized to do sal by the
Director In writing.
8.7 NON -CITY FEES; AS 939 COUNTY SURCHARGE
Pursuant to Section 7.5, Contractor shall pay the County of Fresno an AS 939 surcharge as applicable in
accordance with the An 939 MOO,
ARTICLE 9
CONTRACTOR'S COMPENSATION AND RATES
9.1 CONTRACTOR'S COMPENSATION
Contractor's compensation for performance of all its obligations under this Agreement shall be: til
actual Rate revenues paid to Contractor (I cash receipts) by Customers that obtained Contractors
Collection services less fees dues to the City In accordance with Article e, and (dl revenues generated by
the sale of Collected materials Orvenea from Disposal.
Contractor's compensation provided for in this Article shall be the full, road, and complete
compensation due o Contractor pursuant to this Agreement for all labor, equipment, materials and
supplier Processing, Computing, and Disposal fees regulatry fees, CRY fees, taxes, insurance, bonds,
overhead, operators, profit and all other things necessary to perform all the services in the manner
required by this Agreement.
If Connections costs are more than[ontrattor's compensation, Contractor town not be compensated for
the difference In costs and revenues. If Contractor's vests. are less than Contractors compensation,
Contractor shall retain the appliances
9.3 CITY'S RIGHT TO SET MAXIMUM RATES
The qty, reserves the right to establish maximum Rates for Permitted Materials; Control services
provided under this Agreement inthe event that (a) there are three or fewer companies holding mon-
exclusive
franchise agreements for Collection of Permitted Materials, or(b)the Rates charged by the
companies holding n xtluslve franchise agreements far Collectlon of Permitted factories are no
longer tet s comparable Ohose of other jurisdictions, reasonably determined by City. Ifthe Oty chooses
t exercise its rleht to set maximum Rates, City shall notify Commnor at east 190 calendar days prior to
the date that rum mum Rates become Woman In such case, City will set maximum Pates with
City of Fresno ROIbR Agreement Page 29
4/g/11
consideration of reasonable and necessary costs for Collection, Processing, Composing, 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 all Container Collection
Services the ability to recover reasonable and necessary costs and a reasonable profit.
9.3 CONTRACTOR'S RATES
Contactor shall set the Rates It charges Its Customers for Roll off Collection targets. The Contractors
Rates shall not exceed Cityestablishedmaximum gates, gins City exerctaes Its nights under Section 9.2.
ARTICLE 10
INDEMNITY AND INSURANCE
10.1 INDEMNIFICATION
Contactor shall indemnify, defend with counsel acceptable to the City, Protect and hold harmless the
City and each of its offal officials, employees, volunteers, and agents (collusively, Indemnities) from
and against all claims, damages (jnaureng but not limited to special, consequential, natural resources
and Creative damages), Injuries, costs, (including without limit any and all riessionse, interrelation and
removal costs), losses, demands, debts. Ileus, liabilities, causes of action, suits, legal or admmistrallve
proceedings, Interest, fines, charges, penalties, and expenses (including without limit attorneys expert
wpness fees and costs Incurred inwith defending against any of the foregoing or In
enforcing this Indemnity), tmllectivelD 'Damages -h of any kind whatsoever paid, Incurred or suffered
by, or serted against, argmnRees arising from or arlbutable to the acts or omissions of Contractor
whether or not negliicn r otherwise culpable, in connection with or related to the performance of this
Agreement, except such less or damage which was caused by the sole negligence or willful misconduct
of the City
Contractors duty to defend and Indemnify herein shall include Damages arising from or attributable to
any operations, repairs, clean-up or detexlfcatioq or other plan (regardless of whether undertaken due
to governmental anion) concerning any Hazardous Waste Collected m the City. Contractor shalt be
required to indemnity the City
for the costs for any claims arising from the Processing, Composting, o
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 indemnity and M1OM harmless Intensities to the full extent
permitted for liability pursuant to Stronger 107Iej of CERCLA, R U.ShC Sect NONE) and Califome
Health and safety Code Section 25964,
In addition, Committers duty m defend and Indemnity herein includes an fines and/or penalties
imposed by the California Department of Resources Recycling and Recovery, subject to the resMetions
set faith In Publlc Resources Code Section 9059.1, Ifthe requirements of the Act are not met by the
Contractor with respect to the Permitted MMttlaly Collected under this Agreement,and such failure Is
clue to Contractor delays In providing Information that prevents Contactor or City from submitted
reports required by the Act In a timely manner.
Clay of Fresno RollOff Agreement Page ao
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TWO provision will survive the expiration Or earlier termination M this Agreement and shall not he
construed as Solvtt of rights by City to contribution or Indemnify from thIof pan her.
10.2 INSUFgANCE
20.2.1 Mlnlmum Stood of Insurance
Coverage shall be at least as broad as:
0. Insurance Services Office Commercial General Liability coverage.
1. Personal injury
3, Contractual liability
B. Insurance Scooter Ci ice covering Automobile Liability, code I"any auto
A. Workers Compensation Insurance as required by the labor Code of the State of California and
Employers Liability Insurance.
B. Such other insurance coverages and limits as may be required by the CM
30.2.2 Mlplmum Omltsoflnsurance
Contractor shall maintain llmi6 no less than:
A. General Liability; $1,000;000 each occurrence for bodily injury and property damage;
$1,000,000 for personal and advertising injury; $2,000,1100 products and completed opeatlons
aggregate, and $2,000,000general aggregate. If Commercial General LiablliWnsurana or Mher
form with a general aggregate nature is used, either the general aggregate limit shall apply
separately to this project/location or the general aggregate limit shall be twice the required
Occurrence Lord.
3, Automobile Liability: $1,000,000 peraradentfor EMILY Injury and property damage.
C. Workers' Cooperation: Workers' compensation limits as required by the labor Code of the
State of California.
D. Employers LiAphoo $1,00i@arm accident for ho firy injury.
$1AOO,Ooo ddease each employee.
$1.00,000 disease polityIlmlt.
E. pollution Legal Liability. SUM," Per chim/occurrence and$3,ORAI aggregate for badhy
injury,propeM damage, and remendatlan of contaminated site.
10.2.3 Oeduttlbliaend Self -Insured Retentions
Any deductibles or self Insured retentions must be declared to and approved by the City. At the option
of the Cry, either: the Insurer shall reduce or eliminate such deductibles or self Insured retentions as.
respects the City, hs officials and employees; or the Contractor shall procure a bond guaranteeing
payment of lossesand related Investigations, claim administration and reduce expenses.
City of Fresno Bol -0ff Agreement page 31
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10.2.4 Other Insurance Provisions
The policies are to contain, or be endorsed to contain, the following provisions:
A. General Liability and Automobile Liability Coverages
1. The CRY, Its officers, officials, employees, agents and volunteers are to be covered as
additional Insureds as respeRsIII arising out of activities performed by or on behalf
of the Contactor; products and completed operations of the Contractor; premkes 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 CRY, Its officials, employees, or volunteers. The auromoblle liability Is
endorsed to contain MCA,90 coverage.
2 The Contractors Insurance coverage shall be primary Insurance a respects due CRA Its
officials, mployees and volunteers. Any Insurance or SEE insurance maintained by the
CRY, its officials, employee Or volunteers shall be excess of the Contractors Insurance and
shall not contribute with it.
3. Any failure to comply with reaching provisions of the poll shall not affect coverage
provided to the CRY, Its officals, employees, orvolunteers.
9. Coverage shall state that the Contractors insurance shall apply separately to each Insured
against wham claim Is made or suit is bought, except with respect to the limits of the
inmrer's III
R WorkersCompensation and Employers Liability Coverage. The Insurer shall agree to valve all
rights of tabulation against the CIA His officers, employeesand volunteers for losses arising
from work performed by the Contractorforthe CRY
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 in
limits except after 30 calendar days' prior written notice by certRled mall return receipt
requested, has been given to the CRY.
1l A eMbllhy of insurers
The insurance policies required by this Section shall I issued by anompany or companies
authorized to do business In the State of California and with a ratum In theinsurance
most recent el of Si
Insurance Reports of size category All or largerand a rating classification of A or better.
10.2.6 Verification cf Coverage
Contractor shall furnish Contractor's insurance agent a copy of these specifications, and direct the agent
to provide the City with rehlfcates of Insurance and with original endorsements affecting coverage
required by this clause Issuance of documentation indicates the Contactors Insurance complies with
these provisions. The Certificates and endorsements for each insurance policy are to be signed by a
Pension authorized by that Insurer to bind coverage on Its behalf The Certificates and endorsements are
to be received and approved by Me Cry Wore work commences . The City may require complete,
certd'rtd Copies ofall required Insurance policies, at any time.
Cry of Fresno RolI OR Agreement Page 33
0/8/11
10.33 Required Endorsements
A. The Workers Compensation panty shall contain an endorsement In substantially the following
form:
"Thirty calendar days' prior written notice shall be given to the City of Fresno In the event of
cancellation, reduction In coverage, or non-teoewal ofthls policy."
Director of Public OtlIntrs
City of Fresno
3600 Fresno Street
Fresno, CA 93721-3620
B. The Commercial General Liability, insurers and Automobile Longer, and Pollution LegalO llRy
Policies shall contain endorsements In substantially the following from:
1. "Ilerty 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 polio "
Director of Public utilities
City at Fresno
3600 Fresno Street
Fresno, CA 93731-3630
3. The City of Fresno; us officers, employees, and agency are additional Insureds on this
Polley"
3. This policy snap be considered Penney Insurance as respects any other valid and
collectible Insurance maintained by the Cary of Fresno, including any of Insured retention
or program of self ambushes, and any other such insurance shall be considered excess
Insurance only"
4. ^mcivelon of the Ctty 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 Contractor. Thus pointy
shall protect Contactor and the Cm in the same manner as though a separate policy had
been Issued to each, but this shall not operate to Increase the Contractors liability as set
forth In the policy beyond the amount shown or to whim the Commerce would have been
liable Aonly one parry had been named as an Insured."
10.3.8 oellvery of proof of Coverage
Simultaneously with the execution of this Agreement, Contractor shall fornlsh the City certificates of
each policy of insurance
required hereunder, In farm and substance satisfactory to Cri Such
contents; shall show the type and amount of coverage, effective dates and dates of expiration of
policies and shall have all required endorsements. If the Cor requests, copies of each politytogether
with all endorsements, shall also be promptly delivered to City.
Renewal certificates will be furnished annually to City W demonstrate maintenance of the torulretl
coverages throughout the Term.
CRy of Fresno Roll -Off Agreement page 33
4/8/11
10.2.9 Other Insurance Requirements
A. If any ferroes aredelegated to a Subcontractor, the Contractor shall require such Subcontractor
to provide statutory Worked Compensation insurance and employer's liability Insurance for all
of the Subcontractor's employees engaged In the work In accordance wIN Sections 10 2 2 C and
1022D and 103 4.g. The liability Insurance required by Section 10.1.1.A shall [aver all
Sub[Ontattors or the Subcontractor must furnish evidence of Insurance provided by 11 meaning
all of the requirements of this Section 10.2.
0. If at any time during the life of the Agreement or any extension, Contractor or any of its
subcontractors fall to maintain any required Insurance In full fora and effect, Contractor shall
be in breach of the Agreement until notice Is received by Cay, that the required Insurance has
been restored to full force and effect antl that the premiums therefore have been paid fora
period satisfactory to Clty. Any failure to maintain the required Insurance shall be sufficient
cause for Clry to terminate this Agreement No action taken by City pursuant to this Section
shall in any way relieve Contractor of hs responsibilities under this Agreement.
C The Contractor shall comply with all requirements of the Insurers hoping policies. The intranets
of Insurance shall not relieve Contractor from any obllgangn under this Agreement. If any claim
exceeding the amount of any deductibles or self -Insured reserves Is made by any third person
against the Contractor at any Subcontractor because of any occurrence related to this
Agreement, the Contractor Shall promptly report the fags in writing to. the Insurance carrier and
to the City.
D. The Commercial General Llabibry, Automobile Liability, and Pollutlan Legal Liability Insurance
policies shall be written rather than 'claims made' basis, If Contractor is
unable to purchase Pollution Legal Liability Insurance on an occurrence form and must purchase
such insurance on a claims made form:
1. The "Retro Date" must be shown, and most be 600M the effective date of the Agreement
or the commencement of work by Contractor.
2. The polity shall be endorsed to provide not less than a 5ryem discovery period. This
requirement shall survive expiration or temfiratlon of the Agreement.
3. If coverage Is canceled or non renewed, and not replaced with another claims made pollen
Court with a "Roto Date" prior to the effective bale of the Agreement, Contractor must
purchase"extended reporting' coverage for minimum of 5 years following the expiration
or termination off the Atonement
d. Acopy of the comms reporting requirements must be submitted to l]tyfar review.
5. These requirements shall survive expiration or termination of this Agreement.
City of Fresno Roll -Off Agreement gage 3A
6/8/11
ARTICLE 11
DEFAULT AND REMEDIES
11.1 E ENTSOFDEFADLT
Each of the following shall constitute an event of default ("Event of Defauh") hereunder
A. Contractor falls to perform its obligations under this Agreement, or future amendment to this
Agreement, Including, but not limited to, Contractors failure to pay Franchise. Fees and other
City feesin ordance with Ankle 9 of Agreement,co
and the breach ntinues for more than
SO Bsin
uess Days after written notice from the City for the correction thereof;
B. Contractors failure to Owen 50% of the C&D, 70% of the Recyclable Materials, and 90% of
Organic Materials Collected in the City as required by before 5.3 of this Agreement after
Contractor is given an opppnunby to remedy the nonperformance as described In Section 11.5;
C Any representation, warrants, or channel made to City by Contractor In connection with or as
n Inducement to entering Into this Agreement or any future amendment to this Agreement,
which proves to be false o misleading any m rial respect a of the time such
representation or disclosure Is trade, whether or not any such representation, warranty, at
doidd a appears as pan of this Agreement,
D. There a a seizure r attachment (other than a pre-)udiment atlachmentl of, or law affe[Iing
possessionn, the operating equipment of Contractor, Incitaing without limit fer vehicles
mainteane or office facilities, or any pan thereof of such proportion as to substantially Impair
Contractor's ability to perform under this Agreement and which cannot be released, bonded, of
otherwise 0hed wi ln" hours excluding weekends and Holidays;
E Contractor files a voluntary petition for debt relief under any applicable bankruptcy, Insolvency,
debtor relief, or other slmllar law now or hereafter In effort, or shall consent
tthe
appointment of or taking of possession by a [elver, liquidator, assignee (other than asa part
of a transfer of equipment no longer upful to Contractor or necessary for this Agreement),
trustee (other than as security for an obligation under a deed of trust), cusmtlNn, sequestrator
(or stands official) of the Contractor for any part of Conten0s's operating assets or any
substantial part of Contractors properly, or shall make any general assignment for the benefit
of Contractor's credli or shall fail generally to pay Contractors debts as they become due or
staff take any action in furtherance of any of the foregoing;
E Acourt having jurisdiction shall enter a decree of order for read in respect of the Contractor, In
any Involuntary case bmoght under any bankru ace,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 coun shall enter a decree or order appointing a receiver, liquidator, assignee,
custodian, trustee, sectional for similar official) of the Contractor or for any pan of the
Container's operating equipment or sail or orders the winding up or Ilqu dation of the
affairs of Contractor;
City 0f Fresno Rall -Off Agreement Page 35
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11.3 RIGHT TO TERMINATE UPON DEFAULT
Upon a default by Computer, the Clry may terminate this Agreement within 10 calendar days of the
default but no later than 180 calendar days cher the default. Such imminanon shall be effective 10
calendar days following the Clry's written notice to Contractor, and such termination shall be effective
without the need for any hearing, add, or legal action.
1L3 CITY'S REMEDIES CUMULATIVE; SPECIFIC 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
ekttlor of remedies. Instead, 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 serntt, and the rights granted by Clry to the Contractor, The
remedy of damages for a breach hereof by Contractor Is Inadequate and Clry shall be entitled to
Injunctive relief.
11.6 LIQUIDATED DAMAGES
General. The Partes find that as of the time of the exposures of this Agreement, It B
Impractical, if not Impossible, to reasonably aseertam Me extent of damages which shall be
Incurred by City as a result of breach by Contractor of Its obligations under this Agreement.
The factors relating to the lmpratllcahillly of ascertaining damages include, bill are not Radical
to, the fact that (1) substantial damage results to members of the public who are denied
services or denied quality or reliable service, (11)such breaches ea anxiety,
frustration, and deprivation of the benefits of the Agreement to individual membeof 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; (11)that
services might t
be available a substantially lower costs than alteative services and the
monetary loss resulting from dental of services or denial N quallry or reliable services Is
Impossible to calculate In precise monetary terms; and (y) the termination of this Agreement
for such breaches, and other remedies are, at best, a means of future correction and not
remedies which make the public whole for past breaches.
Service Performance Standards, Liquidated Damages far Failure to Meet standards, The
Parties further acknowledge that consumers, reliable Roll -Off Carectlan, Proreourre and
Disposal mNlce Is of utmost Importance to City am that City has considered and mind on
Contractor's representations as to has quality of serves commitment in executing this
Agreement The Parties recognize that some quantified standards of performance are necessary
and appropriate to ensure consistent and reliable service and performance. The Parties further
cognize that If Contractor falls to achieve the performance standards, or falls t0 submit
required documents In a timely manner, City and its residents and businesses will suffer
damages, and that lt Is, and will be, Impractical and extremely dlffimlt to ascertain and
determine the exact amount of damages that Clry will suffer. Therefore, without prejudice to
Cliffs right to treat such nom performance as an event of default under thus Article, the Parties
City of Fresno Roil Off Agreement Page 35
6/0/11
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 or such
damages considering all of the circumstances existing on the EffetlNe Date of this Agreement,
Including the relationship of the sums to the range of harm to Clty that reasonably could be
anticipated and the anticipation that proof of actual damages would be ustlybrolmpratllol.
Contractor agrees to pay las Commated Damages and not as a penahyl the amounts set both In
the Schedule or Lpultlated Damages, Exhibit A.
Cary may determine the occurrence of events giving rise to Liquidated Damages through the
observation 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 ready the damages as described in this Agreement Before assessing Liquidated
Damages, City shall glue Contractor notice of its intention to do so. The notice will Include a
brief description of the Indo ls) and/or men -performance. Tfte City may review (and make
appeal at its own expense( all Information In the possession of Contractor relating to Incidents)
and non performance. City may. within 10 calendar days after Issuing the notice, request a
meeting with Contractor. City may present evidence of man performance in writing and through
testimony or Its employees and others relevant to the Inobfemisl and non-performance. City
will pmmde Contractor with a written explanation of its determination on each residential) and
non performance prior to authorizing the assessment of Liquidated Damages under this Section
114. The decision of City shall be final and City shall not be subject to, or required to exhaust,
any further administrative remedies.
C Amount. City may assess Liquidated Damages for each calendar day or event, as appropriate,
Nat 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 or Dqueemed Damages specified In Exhibit A shall be adjusted annually on the
appraisers of the Effective Date. The adjustment shall be rounded to the mearpost cent.
Liquidated Damage amounts shall be adjusted to renect changes In the Consumer Price Index—
Ad Urban Consumers (CPI U) command and published by the U.S. Department of tabor, Bureau
of Labor Statistics or Its successor agency, using the following Bureau of Labor Statistic'
parameters.
• Not Seasonally Adjusted
• Area — Los Angeles Riverside Orange County, CA
• Item—All Items
• Base Period -1983-84=100
The formula for annual adjustment is as follows:
Atljus[ed Liquidated Damage Thenhourrept Liquidated Damage Amountx
Amount most current CPI-U/previous liErremh CPl-0
City or Fresno BOIL OH Agreement Page 37
4/8/11
For example:
Current Liquidated Damage Amount=$19am
Most ecently published Index Danuary 2010)=U4.610
Index published 12 months prior to most recently published Index
Danuary 10(09)= 220.719
Adjusted Liquidated Damage Amount = $150.00 x )124.610/220]39) = 5152.60
If the CPI -U is discontinued orsed during the Term by the United States Department of
Labor, such other governmentindex or computation wab which IL Is replaced shall be used In
order to obtain substantially the same result as would he obtained If the CPI had not been
discontinued or revised.
D. Timing of payment. Contractor shall pay any Liquidated Damages assessed by City within 10
calendar days of the date the Liquidated Damages are assessed. If they are not paid within the
10 day period, Cry may order the termination of the rights or "franchise" granted by this
Agreement.
11.5 DIVERSION NONPERFORMANCE
If the Conimi Diversion level is less than 50% for C&0, less than To% for Recyclable Materials,
and/or less than 90%for Organic Materials Collected In the City fora monthly reporting period, the
following steps shall be followed bythe City and Contractor.
A. warning. The Cry shall issue a written warning to the Contractor within 30 calendar days of
receipt of the Contractors monthly report documenting the Dreman level for the monthly
opamng period. The warning notice shall specify the amount of time lLe. romirection permit')
the City grants the Contractor to improve its performance and Inert the Diversion requirements
defined In section 5a.
D. opportunity to Improve performance. The Contractor shall modify Its Collection, Processing
Divehi and public education and outreach programs (subject to the City's approval) to
Improve the Diversion level. At the end of me correction period, Contractor shall submit a
written report to the Clry Identifying the Diversion level and providing the accounting
documentation. If the City determines that the Diversion level equals or exceeds Diversion
requirements defined in Section 53, the Contractor shall continue to perform services In such a
manner as to maintain or improve the DNerslon level and the City shall waive its rights to
proceed with steps outlined In subsections C and o of this Section 11.5 during the remainder of
then current reporting period.
C. Liquidated Damages. If the Contractor falls 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 conviction
period granted In subsection A of the Section, the City may levy, and Contractor shall pay,
Liquidated Damages described inSector 11A.
D. Termination of Ne Agreement If Contractor's falls to achieve a Diversion level that equals or
exceeds Diversion requirements defined in Seaton 53 within sit months of the date the CRY
)Med Liquidated Damages, the failure to meet he Diversion requirements defined in Seaton
City of Fresno Rail. Off Agreement page 38
0/8/11
5.3 shall be considered an event of default and the City may terminate the Agreement In
accordance with Settlors 11.2.
i CONDITIONS UPON TERMINATION
In the event this Agreement Is nominated under the providers of this Article, the following canonical
shall be effective:
A. Prohibit Rolll Culkttlon Smaller. Contractor shall have no right or authafhy to engage In
Roll -Off Collection services In the City for a period of five years from the date of termination.
After five yearsto
should the Contractor provide proof that the event musing the Contractor
default under this Agreement has been c rreRed, the Contractor may reapply for
man -
exclusive Roll -Off Collection whi fanchise,and the City, at the sold and complete discretion
of the Clay, may reinstate the Contractor based on review of Is re impllotlon.
B. Continuing MablllUes.contractor shall remain liable to the Cly for:
1. Fees due In accordance wltb Article Itthatwould otherwise be payable by the Contractor.
2. Liquidated Damages marinated pursuant o Section illi.
3. Reports required by Ankle J for Roll -Off Collection aaivltie performed by Contractor up to
and Including the date of termination,
o. Indemnify obligations under Section 10.1.
S. Record keeping and retention obligations undermittlons 1.1 and 7.2.
C Rebase Customers and Considers from ObRgNiom. Contractor shall allow Permitted
Materials Generators served by Contractor to arrange for Permitted Materials Colombo
with a hauler authorized to perform such services. without penalty or liahlllty for breach
of any mntraa between Contactor and Its Customers or Generators.
D. Remove RolliMtr
f Coeditors. Conactor shall remove
all of Contractors RolpC f Considers
from all of Contractor s Collection locations and shallpmperly Perytle, Process, Compost, or
Dispose of Perm anted Materials In such Roll Off Containers
ARTICLE 12
OTHER AGREEMENTS OF THE PARTIES
13.1 RELATIONSHIP OF PARTIES
The Parties intend that Contractor shall perform the servicers required by this Agreement as
independentContraaar engaged by CRy and not as an Officer nor employee of the Clty, nor apartner
of or joint venturer with. the Crty. No employee or agent of Contractor shall be, or shall he deemed to
Gy of Fresno Roll Off Agreement Page 39
a/g/v
be, an employee or agent of the City. Fresno as expressly provided herein, Contractor shall have control
over the manner and means of continuing the Rol PON Container Collection. Transportation, Processing,
Resyding. Composting, and Disposal concert
es performed under this Agreement, and all Persons
performing such se Contractor shallbe solely responsible for the acts and emissions of iU
Officers, employees, Submntra¢prs, and agents. Neither Contractor nor Its officers, employees,
Subcontractors and agents shall obtain any rights to retirement benefits, workers compensation
benefrts, or any other benefits which acme to City employees by curve of their employment with the
Chy.
12.2 PERMITS ANO LICENSES
Contractor shall obtain and maintain, at Contractor's sale coo and expense,all permits and licenses
applicable to Contractors operations under this Agreement which are requred by any governmental
agency
12.9 COMPLIANCEWITHIAW
Connector shall, at of times, at its sole cost, comply with all Applicable Laws.
12.4 GOVERNING LAW
Tho Agreement shall be governed by, and construed and enforced in accordance with, the laws of the
State of California.
12.5 JURISDICTION
Any lawsuits between the Parties ar6mg out of this Agreement chap be brought and concluded in the
courts of Fresno County in the State of California, which shall have exclusive lurlidlttion over such
lawsuits.
With respect to venue, the Parties agree that this Agreement is made In and will he performed in Fresno
County.
12.6 BINDING ON SUCCESSORS
The provisions of this Agreement shall Inure to the benefit to, and be binding on, the successors and
permttted assigns of the Parties.
12.7 ASSIGNMENT
Neither Party shall assign its rights nor delegate of otherwise transfer his obllgaterne under this
Agreement to any other Person without the prior women 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 Fresnn Noll-0HAgreement page Q
4/8111
shall connnRe a material breach of ON Agreement, under no circumstances shill any assignment W
considered W ON IFContractor thin default A any time during blue period of consideration.
13.8 PARTES IN INTEREST
Nothing In this Agreement, whether express or Implied, Is Intended to center any rights On any Persons
Other han the Partin to R and their reprtsenMNe[, successors and permlRed assigns.
13.9 WAIVER
The waHer W either Party Of any breach or violation Of any pm+bbns of this Agreement shall not be
deemed to he a walver of any breach or NohNon of any Other provismn nor of any subsequent breach
M visions of the same or any other much The subsee ant acceptance by closer Party of any
ones which become due hereunder, shall not be deemed to be a waiver N any pre-ummg o
concurrent breach orviolation hythe other Pasgof any WOvislon ofthIsAgreement.
13.10 NOTICE PROCEDURES
All number, demands, requesrs, proposals, approvals, comment, and other communications which this
Agreement requires, authorizes or contemplates all, shell be In writing and shall eager be personally
delivered to a representative of the Parties at the address below or deposited In the United States me4
branches postage around. addressed aslollonvO
A. aWCg1y
Public NIIItIes Director
CXy of Fresno
264)) Fresno $In Room 3065
Fresno, G 93731-3634
B, if Contract
T` IaC Y�L� tV"G
i e
CcLv�Gvea t'yWCtl/I
gran to which communications may he a.Ilsgred may he changed frvm time to time byanotice
gin awran m eaanraa are with m¢ sertmn.
Notice shall No deemed given on the day it Is personally delivered or." mailed, three calendar days from
the date It a deposited In the mall.
Clay of Frnno ROlbR Agreement Page 41
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12.11 REPRESENTATIVES OF THE PARTIES
References In Nls Agreement to the'City" shall mean the Cory CcundI and all al to be taken by the
City shall be taken by the Clry Council except as provided below. The Clty Council may delegate, In
writing, authority to the Director and/or to other City officials and may permit such officials, In tom, 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 wihinthescope ofthe authority properly delegated to them.
The Contractor shall, by the Effective Date, designate In writings 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 bond the Contractor. The
City may rets upon adios taken by such designated representative as actions of the Control unless
they are outside the scope of the authority icovered to Number by the Contractor as communicated to
Cory.
12.12 CRIMINAL ACTIVITYOFCONTRACTOR
12.11.1 Olminal AttNlty
For purpose of this Section, Criminal Activity shall mean any of the following events or circumstances:
A. Convictions. The entry against any Contractor Parry or hs officers, of a criminal conviction ora
pernmemert mandatory or prohibitory Injunction from a murt, nounicieflity, or regulatory agency
of competent Jurisdiction, based on acts taken In his or her official capacity on behalf of
Contractor with respect to;
1. Fraud or cdminal or in correction with obtaining, attempting to obtain, procuring or
performing a public or private agreement related to municipal Solid Waste services of any
kind (including Collection, Transportation, transfer, Processing, Recycling. Composing, or
Disposal), Including 06Agreement or any amendment thereto;
2. Bribery or allempting to bribe a Put officer or employee of a local, State, or Federal
agency;
3. Embeezalemem, exlotllon, cockerel false claMs, false statements, forgery, rustication
or dertmcW n of records, obstruction of luRke, 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 Parry
knew or should have known;
s. Violation of antitrust law; including laws rehall to price -fining, bid rigging and sales and
market allocation, and of unfair and anti -romper ive trade practices laws;
6, Violation of securities laws; and
]. tricolor.
City of Fresco Roll -Off Agreement Page 42
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B, Plea. Entry of plea of "gulki "nolo contendere,' or "no contest' by a Contractor Party
based on subscribers In hisher, or its of&lal c lei on behalf of Contractor with respect to the
condo described In preceding Section 12a2a0.
12.12.2 Natice
Contactor shall notify City In writing within five ca@near days of occurrence of any Criminal Activity by
any Contractor Party.
1212.3 Contrsectola Cure
Upon occurrence of any Criminal Nervlry, Contractor shall immediately door cause to be done all of the
following:
A. Terminate from employment or remove from office any offending Individual Contractor Pont,
unless etherise directed or ordered by a court or regulatory agency or competent )urisdictmn
or authority, and unless that termination would constitute a breach of any labor agreement
entered Into by Contractor, and
R Enminate pamopation by any offending individual Contractor Party In any management,
Turnaround or decision activity that affects or
could shall directly or indirectly, the
performance of the Contractor under UK Agreement
12.12.4 Transfer and NWng
Contractor shall not allow or cause to be allowed to hire or transfer any Individual from any Parent
Company or subsidiary company or Insurers entire of Contractor who has committed Criminal ARNRy
as
a Contractor representative, field mpemaor, officer,r director who is direary or Indirectly
esponsible for performance of this Agreement Without obtaining prior written consent of Ory,
following full disclosure to city of the facts and drmmstances5urrounding such Criminal Actrviry.
12.12.5 City's Remedy
In the event of any occurrence of Criminal Activity, the City, In Its sole discretion, may terminate the
Agree ent within 30[may atendar days written notice to Contractor, or Impose other comment; (which
May include financial sanctions, temporary suspensions, or any other condition deemed appropriate
short or termination) ax it will deem proper, In the folmwing events:
A. Contactor falls to comply with the fnregoingpbllgation of this Section, or
a. 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 30-raendar day
notice eeeod.
12.13 ACKNOWLEDGMENT OF PUBLIC RESOURCES CODE SECTION 49620 NOTICE
If Contractor has lawfully provided salla waste cmlemon serclms In the Clry for more than three (3)
years prior to July 1, 2011 (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 fora period of five (5)
City W towns Roll Off Agreement Page 43
4/g/11
years beyond July 1, 2011, after which time the City has the right to establish an exclusive franchise
collection system.
ARTICLE 13
MISCELLANEOUS AGREEMENTS
13.1 ENTIREAGREEMENT
Th4 Agreement, Including the Photons, represents the full and entire Agreement between the Panic$
with respect to the matterscovered herein.
13.2 SECTION HEADINGS
The artltle headings and section headings In this Agreement are for convenience of reference only and
re not Intended to be used In the construction of this Agreement nor to alter or affect any of Its
Provisions.
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 remdNed, unless otheMse specifically provided.
13.4 INTERPRETATION
This Agreement shall be Interpreted and construed reasonably and neither for non against either Party,
regardless of the degree to which either Perry plainclothes he its drafting.
13S PRONOUNS AND PLURALS: TENSE
When not inconsistent with the content, words and phmses used In the present to nGutle 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 mascume,
feminine and neuter forms, and the singular form of nouns, pronouns and verbs shall Include the plural
and vittvii
City of Fresno Roll-0ff Agreement Page 44
4/8/11
13.6 TEXTTOCONTROL
The captions of the Articles or Sections In thin Agreement are for convenience Only and In no way define,
limit, extend Or describe the stoke or Intent of any of the previsions hereof, shall not be deemed part Of
this Agreement and shall not be used in construing or Interpreting this Agreement.
13.7 AMENDMENT
This Agreement may not be modeled or amended in any respect except In writing signed by the Patches,
13.8 SEVERABILITY
If any non material provision of this Agreement Is for any reason deemed to bevalid and
enforceable, the invalidity or enforceablley of such provision shall not affect any of the remaining
provisions of this Afternoon, which shall be enforced as If such Invalid or unenforceable provision had
not been contained herein.
13.8 COUNTERPARTS
This Agreement may be executed in counterparts, each of which shall be considered an original.
13.10 EXHIBITS
Each of the islands identified as ENubk "A" through -W Isattached hereto and Incorporated herein and
matlea pan hereof by this reference.
CoyoFFresno Poll-OHAgreement Fel
4/6/11
IN MINUS WHEREOF, the Punter have caused the Agreement to be executed on the day and year first
above written.
OF
CONTRACTOR
AMunilCorporatloo
`
Director
V�
APPROVED AS TO FORM:
Title
l 1 5 Laln_D7..Au(�iie.'
�/L/ir
Atltlreu
ie
Atbmry�/��S' r
O ^'/
ChV
CRY
ansa
Business license
Risk Manager
ATTEST:
Oty of Fresno golldN Agreement Page 46
4/8/11
EMIRRA
SCHEDULE FOR LIQUIDATED DAMAGES
Contractor may be assessed Unpinned Damages If Contractor falls to fulfill 16 obligations with regards
to the events listed In this EnhlbLL In accordance with the terms and corrections of the agreement with
regards to the time fame for accomplishing each event and nature of the responsibility associated with
the event unless otherwise stated in this Exhibit.
1.
mverslon. Failure to achieve and maintain a minimum of 50%
The greater of 55,000 or
Diversion per month of all C&0 Collected within the Cary, )o%
10% of the gross Rate
Diversion per month of all Recyclable Materials Collected within theived
for
City, and 90% of all Organic Materials Collected wiDam the Clty.
providing C&D,
Recyclable Materials,
and Organic Materials
services In the CIN, for
the most recent 12.
month rad
z.
IealsvItterw Spnls. For each occurrence over five during a calendar
5300/event
year of unreasonable lea", full or spalls of Permitted Materials near
or on public streets and failure to pick up or clean up such material
Immediately.
31
Unauthorized! Collection Hours. For each occur over five voted
$300iceent
calendar year of Collecting permitted Materialsduring unauthorized
hours
C.
Excessive Nolese. Fm eacnoccuoence over 20 during a calendar year
530o/event
of excessive noise.
5.
Cleaning Collection vehicles. For each occurrence Duet Dan during
$150/ event
calendar year for failure to keep Collection vehicles in a safe and
sanitary condition.
6.
Libeling of Roll-0fl Containers. For each occurrence of Contractor s
$5W/event
failurerrectly, label ContractorownedRolbH Containers (in
accordancecwith Surface 6A.C),
J.
Discourteous Behavior. For each occurrence of d5courteous behavior
55W/ event
by Collection vehicle Personnel customer service personnel, or other
employees of Contractor.
S.
Injuries to Others. For each incident of Persnal Injury to a Person
$S,COO/ Ineldent
real medical treatment or hospitalization, where the negligence
of the Contractor or its personnel was a contributing factor to the
munt.
9.
Monthly Reports. Failure to submit monthly reports In the timeframe
$3W/day'
sppended In this Agreement.
10.
Report Hazardous Waste. For each failure to nMNy the appropriate
$5001 event
authorities of attachable auanme;Ed Harmdous Waste.
A-1
11. Failure of Other obligation. Failure to perform any of the oblations 5150/ for each
et torn m this Agreement not specifically stated above and not obligation per day until
rrett¢d or Former In good faith to correct within l< hours upon obligation is performed
Ea hour notification by City.
Monthly reports shall be considered late until such time as a correct and complete
monthly report is recanted by Cry. For each calendar dry a report Is late, the daily
cyuimted Damage shall be aslnmaated In the monthly report: semen above.
In placing Designee's Initiak at the places provided, each Party spe i ically conPoms the accuracy of the
statements made above and Ne fact that each Party has had ample opportunity to commit with legal
counsel and obtain an explanation or Liquidated Damage provisions of time thatthe Agreement was
made.
Combination Cry
Initial Here: Initial Here:
A-3
EgxiBITB
SECRUARTS CERTIFICATION
The undersigned, being the secretary of %/i 6 -Ax ellnb a174 c a
h
California Corporation "[M1e Company"), do hereby certify that the following resolution was adopted by
the Board of Olrsttem of the Company and that such resolution has not been amended, modified or
rescinded and is In full force and effect as of the date hereof.
RESOLVED, that SMM kq 6"4,aK be, and hereby is, authorized to
execute by and an behalf of the Company any and all agreements, Instruments, documents or papers, as
he/she may deem appropriate or necessary, pertaining to or relating to the Non -Exclusive Franchise
Agreement between the City of Fresno and Company for Roll-0ff Container Colkalon, Transporting,
procesing, Rec ing.Composting, and Disposal of permitted Materials and that any such nation
to date is hereby ratified and approved.
rated: I?'zy //
&1
a/^ N
signature
r<c HL Mr/
Tile
IXNISITC
AND REPRESENTATIONS
"a undersigned who Is duly authorized to bind the company submis this application) has reviewed
the requirements of the nonsexi franchise agreement for Roll Off Collection, Transporting;
ProessMg, Reviin& Congesting, and Disposal services for Solid Waste, Recyclable Materials, Organic
Materials. and C&D,its evNbits, and reference documents. In addition, the undersigned mmi that this
application and any other supplementary Information suhmitted with this application do cat; (1fcontain
any untrue statement of a material fact, (11) contain Inaccurate or misleading information, or is omit to
state amaterial en that is necessary to make the statements made, In light of the circumstances in
which they were made, not misleading.
Company Name
�l.a a..'L g I Mil
Ca
%./.
Company Name
�l.a a..'L g I Mil
Ca
EXHIBIT
APPROVED PROCESSING AND RESIDUE DISPOSAL FACILITIES
The following facilities were selected by the Contractor and approved by the City
Appmvetl ClO.P I85he--- IAppmved OrPnle mdrPrpwBing .'
She
FaMry JAnAy✓rrn ul Aw Inavy �l II k (^runi' II vitIn
F.nhry aaa.eaa
-number
IBG5C)LO eYLC
�LAa'WsoL.v�I CA'
II,, r
tYn Evc 2�'
FYCs'U-�I C�
SUITS
mmhl here'.
Owns
Operrtpr
Fadity nameL
Fadlhy adess
SWIS number
owner
y
Operralor
Fact
Faffily addrss
UlS0.�laF �1
SW LS number
Dwn
—
o re�w
Disposed of at the Designated D'aposal IaII
Contractor
city
mmhl here'.
initial Nere.441
D 1
Fro rnlses
Oa or
rn)REPORT TO THE CITY COUNCIL AGENDAITEMNO. 10:30am
COUNCIL MEETING 121WIl
December8,2011.,
oenwaruswrou
CItt MOn9CEaLGi
FROM: PATRICK N. WIEMILLER, Director
Oepetlment of Public Utllitks /� 7
BY: JOHN M. WATKINS, Management Analyst IIl U -A)
Department of Public Utilities {'//
SUBJECT: HOLD A PUBLIC PROTEST HEARING AND APPROVE ITEMS RELATED TO
THE GRANTING OF NON-EXCLUSIVE FRANCHISES FOR ROLL -OFF
COLLECTION SERVICES
A. HOLD A PUBLIC PROTEST HEARING IN ACCORDANCE WITH FRESNO
CITY CHARTER SECTION 1301 RELATED TO ORDINANCE AND
ADOPTION OF ORDINANCE
B. APPROVE AN ORDINANCE OF THE CITY OF FRESNO, WHICH GRANTS
TO THE COMPANIES LISTED ON ATTACHMENT A NONEXCLUSIVE
FRANCHISES FOR ROLL -OFF COLLECTION SERVICES WITHIN THE
CITY OF FRESNO
G AUTHORIZE THE DIRECTOR OF PUBLIC UTILITIES TO EXECUTE
AGREEMENTS OF NON-EXCLUSIVE FRANCHISES FOR ROLL -OFF
COLLECTION SERVICES WITHIN THE CITY OF FRESNO
erosodto Cip II
RECOMMENDATION 0210
Rr'MIAM
It is recommended that the City Council
A. Hold a public protest hearing in accordance with Fresno City Charter Section 1301 related
to ordinance and adaption M ordinance
B. Approve an ordinance of the City of Fresno, which grants to the companies listed on
Attachment A non-exclusive franchises for roll -off collectlon services will the City of
Fresno
C. Authorize the Director of Public Utilities to execute agreements of non-exclusive branchless
for roll -o8 collection services within the City Of Fresno
EXECUTIVE SUMMARY
Me City Council approved an ordinance establishing a nonexclusive roll -off collection franchise system for
musts haulers under City Charter Article XIII, Section 13M on July 21, 2011. Sixteen (16) companies were
tPProved as franchisees at that time. Since then, several additional companies have applied to become
renchisees and they require City Councll approval. On November 17, 2011 City Council adopted a resolution
lecturing its Intention to award non-exclusive roll -of colleccon franchises to the companies Bated on
THE CITY COUNCIL
Protest Hearing And Approve Items Related To The Granting Of Non -Exclusive Franchises
2011
drment A. On December 1, 2011 City council introduced an ordinance which grants to the companles
I on Attachment A non-exclusive franchises for rolloff collection services within the City of Fresno.
the City Charter, a public hearing on this issue must first be had and at the conclusion of the public
ing, the City Council will decide whether to award the franchises.
The City Council approved an ordinance establishing a nonexclusive mlloff collection franchise system for
private haulers under City Charter Article %III, Section 1300 on July 21, 2011. Sideen (16) companies were
approved as franchisees at that time. Since then, several addtlional companies have applied to become
franchisees and they require CM Council approval. On November 17, 2011 City Council adopted a resolution
declaring Its Intention to award nonexclusive rolloff collection franchises to the companies listed on
Attachment A.
The volume of roll -off materials collected is approximately 20-25% of the wild waste stream and highly
recyclable, therefore the City has Implemented the system to
• Comply with current and anticipated State regulators related to Ne diversion of
such materiels from laroffill diversion,
• Implement the goals of the City's A9 939 Plan including the Source Reduction
and Recycling Element as adopted by the City Council; and,
• Support the goals of the City to achieve 75% diversion by 2012 and Zero Waste
by 2025, which were adopted by City Council by establishing minimum diversion
standards for roll -off materials (50% of C&D materials and 70% of recyclables)
• Increase the fees received from these companies from the previous material
diversion fee of $1]]0 per serhce location to a 10% handles fare. Based on
information from private haulers, It is estimated that the City will receive
approximately $500,000 to $70,000 in annual franchise fees from all of the roll-
off haulers, assuming a 10% franchise fee.
may apply m me Qay to ootam a non-exclusive roll franchise. The applicant must describe
Information about the company
Qualificationsof the company, which must include
— Names and addresses (1) officers, directors, and associates; (2) persons
and entities having five percent or more of ownership; and (3) Any parent
or subsidiary or business army owning or controlling in whole or In pad
applicant
— Description of applicant's experience
— Municipal references
— Customer references
— Proof of insurance
— Litigation and regulatory history
REPORT TO THE CITY COUNCIL
Hold A Public Protest Hearing And Approve Items Related To The Granting Of Non -Exclusive Franchises
December 8, 2011
Page 3
— Criminal history
• Operations Information
— Diversion plan
— Description of equipment (trucks and containers)
— Collection schedule
— Description of the types of materials to W collected
— Processing facifi ies collector intence to use
— Hazardous waste procedures
— Customer service plans
— Billing services
• Other information that may be requested by the Director of Depadment of Public
Utilities.
All franchise aWfications are thoroughly reviewed and veded by the consulting Pom of HFBH Consultants, LLC,
who are experts In this area,
Next a
Per the City Chanter, it the nonexclusive roll -off collection franchises are to be awarded, the City Council must
hold a public hearing on this issue aid at the conclusion of the public hearing, the City Council will daritle
whether to award the franchises.
If approved by CM Council, the Director of the Public U8lides Department will execute the agreements with
each of the franchisees listed on Attachment A.
FISCAL IMPACT
It Is estimated that the City will receive approximately ¢500,000 to $70,000 in total annual franchise fees from
mltoR haulers, assuming a 10% franchise fee.
• Ordinance Which Grants to the Companies Listed on Attachment A,Non-Exclusive Franchises
for Roil -OH Collodion Services Within the City of Fresno
• List of Grantees-AttachmentA
• Form of Franchise Agreement-Attachment8
a nark
®! Decembw 8, 2011
ee
TO: MAYOR ASHLEY SWFARENGIN
FROM: REBECCA E. KUSCH, &MICOC
City Clerk
RECEIVE w0r rooms tNewu
2011 f1fiC 19 PH aYory �cast,
CITY CL ERN, FRESNO CA
SUBJECT: TRANSMITTAL OF COUNCIL ACTION FOR APPROVAL OR VETO
At the Council meeting of 12108111, Council adopted the attached Ordinance No. 2011-60
entitled grantin0 non-exclusive Iranchisas for roll-oB collection even wfin City of
Fresno, Item No, 10:90 ALM. b, by me following vote:
Ayes Baines, Bmgeae, Westerlurd, Xlong, Brand
Noes Olivier, Quintero
Absent None
Abstain None
Please Indicate either your formal approval or veto by completing the fdlowing sections and
executing and dating our action. Please file the completed memo with the Clerk's office on
or before December 18, 2011. In computing the ten day period required by Charter, he first
day has been excluded and the tenth day has been Included unless the 10'h day is a
Saturday, Sunday, or holiday, in which case It has 818D been excluded. Failure to file this
memo Min lie Clerk's office within the required time limit shall constitute approve! of the
ordinance, resolution or action, and It shall take effect without the Mayors signed approval.
Thank you.
APPROVE .»».....»«« ....................««.«.»...«».
VETOED for the following reasons: (Written objections are required by Charter, atierh
additional sheets If necessary)
Data:
Adhitay Sce ngin, Mayor
COUNCIL OVERRIDE ACTION: Data:
Ayes
Nona
Absent
Abstain
FREque�ry pof �SW l/ ¢
REPORT TO THE CITY COUNCIL AGENDAITEMNO. q;OOaM
COUNCIL MEETING 1211111
December 1, 2011 JW5e `r���
oaeueeaan o ss
FROM: PATRICK WMILLER, Director nv Ni
Department
IE
of Public Utllflles Aj
BY: JOHN M. WATKINS, Management Analyst Il lj
Department of Public Utiidies
SUBJECT: INTRODUCTION OF AN ORDINANCE WHICH GRANTS NON-EXCLUSIVE ROLL -OFF
COLLECTION FRANCHISES WITHIN THE CITY OF FRESNO TO THE COMPANIES ON
ATTACHMENT IN PREPARATION FORA PUBLIC HEARING ON THE MATTER AND FINAL
VOTE TO APPROVE THE NON-EXCLUSIVE ROLL -OFF FRANCHISES ON DECEMBER 8,
2011
X is recommended that City Counal introduce an ordinance which gents non-exclusive mal -off collection
franchises to the companies listed on Attachment A in preparation for a Public hearing. on the matter and final
vote to approve the non excusive roll -off franchises on December e, 2011.
EXECUTIVE SUMMARY
The City Council approved an ordinance establishing a non-exclusive rolbfr collection franchise system for
private haulers under City Charter Article XIII, Section 1300 on July 21, 2011. Sixteen (16) companies were
approved as franchisees M that time. Since then, saveml additional companies have applied to become
franchisees and they require City Council approval. On November 17, 2011 City Comet adopted a resolution
declaring its Intention to award non-exclusive roll-oR collection franchises to the companies listed on
Attachment A.
Per the City Charter, If the non-exclusive roll -off collection franchises are M be awarded, the City Council must
perform an Introduction and first reading of an ordinance awarding the franchises. A public hearing for time;
issue will then bat held on December e, 2011. At the conclusion of the public reaming, the City Council well
decide whether to ami the franchises.
BACKGROUND
The City Councd approved an ordinance establishing a non-exclusive roll -off collection franchise system for
private haulers under City Charter Article XIII, Section 1300 on July 21, 2011. Sixteen (16) companies were
approved as franchisees at that time. Since then, several additional companies have applied to become
franchisees and they require City Council approval. On November 17, 2011 City Counal adopted a resolution
cantering its intention to award non-exclusive mi -off collection franchises to the companies listed on
Attachment A.
The Volume of mibfi materials collected Is approximately 20-25% of Me solid waste stream and highly
recyclable, therefore the City has implemented the system to: mcnin Was
omr'
oaoo��
REPORT TO THE CITY COUNCIL
Introduction of an Chalmette Which Grants Non -Exclusive Roll -Off Collection Franchises
December 1, 2011
Page 2
• Comply with current and anticipated State regulations related to the diversion of
such materials from landfill diversion',
• Implement the goals of the City's AS 939 Plan including the Source Reduction
and Recycling Element as adopted by the City Cached, and,
• Support the goals of the CRY to acbleve 75% diversion by 2012 and Zem Waste
by 2025, which were adopted by City Counal by establishing minimum diversion
standards for rolloff materiels (50% of C&D materials and 70% of ragclables)
• Increase the fees received from these companies tram the previous material
diversion fee. or $17,70 per service location to a 10% franchise fee. Based on
informahon from private haulers, it is estimated met the City will receive
approximately $500,000 to $700.000 In annual franchise fees from all of the roll-
off haulers, assuming a 10% becomes fee.
RILORH I A 1' tuP
Hectare may apply to the City to obtain a nonexc usive rolloff hanchise. The applicant must describe antic
provide:
• Informa0an about the company
• Qualfications of the company, which must Include.
— Names and addresses (1) officers. directors, and associates; (2) persons
and entities having five percent or more of ownership; and (3) Any parent
or subsidiary or business entity owning or controlling in whole or M part
applicant
— Description of applicant's experience
— Municipal references
— Customer references
— Proof of insurance
— Liligabon and regulatory history
— Criminal history
• Operations information
Diversion plan
— Description of equipment QNets and containers)
— Collection schedule
— Description of the types of materials to be collecletl
— Processing facilities collector intends to use
— Hazardous waste procedures
— Customer service plans
— Bilting services
• Other Information that may be requested by the Director of Department of Public
Utilities.
kit franchise applications are thoroughly reviewed and valued by the consulting fine of HFBH Consultants, LLC,
Mho are experts in this area,
All Granls Non -Exclusive Roll -OR Collection Franchises
Page 3
Next Ste
Per Ne City Charter, if the non-exclusive rolloff collection franchises are to be awarded, the City Council must
perform an introduction and first reading of an ordinance awarding the franchises. A public hearing for this
issue will then be held on December 8, 2011. Al the conclusion of the public hearirg, the City Council will
dedde whether to amid the franchises,
If approved by City Council, the Director of the Public Utilities Department will execute the agresmante with
each of the franchisees listed on Attachment A.
hat the City will receive approximately $500,000 to $700,000In total annual franchise fees from
assuming a 10% franchise fee.
• Ordnance Which Grants to the Companies Listed on Attachment A. Non -Exclusive Franchises
for Roll -Off Collection Services Within the City of Fresno
• Listof Grantees-AflachmentA
• Form of Franchise Agreement -Attachment B