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12-0821_CR&R, INCORPORATED_Agenda Report_F2a Jima Ross, Interim Public Works Director, provided a staff report and resp �#M questions. Marls Esposito, Hartzog & Crabill, Inc., provide ao werPoint presentation and responded to questions. Alan Oswald, or Traffic Engineer, responded to questions. ® Public Comments: Jill Hanna, Ci sident; Ian Smith, City resident; and Jim Reardon, City resident. Council Action: Mov by Council Member Allevato, seconded by Mayor pro tem Tayl , and carried unanimously to approve Concept Plan A, to remove the exi g raisedAandscaped median to create a separate southbound through la and two separate right turn lanes; staff authorized to receive bids; and Manager authorized to award a Contract to perform the work per the roved Concept Pian. F2 UTILITIES SERVICES a. STAFF AUTHORIZED TO PREPARE AND SOLICIT REQUEST FOR PROPOSALS (RFP) FOR AN INDEPENDENT AUDIT OF THE INTEGRATED SOLID WASTE COLLECTION FRANCHISE AGREEMENT WITH CR&R (810.20) Keith Van Der Maaten, Utilities Director, provided a staff report and responded to questions. • Public Comments: Kim Lefner, City resident; Ian Smith, City Resident; and Dean Ruffridge, CR&R, Inc. Council Action: Moved by Council Member Freese, seconded by Mayor pro tem Taylor, and carried unanimously to authorize staff to prepare and solicit Request for Proposals (RFP) for an Independent Audit of the Integrated Solid Waste Collection Franchise Agreement with CR&R; staff directed to bring back to the City Council a cost option to conduct the audit going back one (1) year or two (2) years; and staff directed to continue the Solid Waste Collection Franchise Agreement with CR&R pending the results of the audit. b. CITY MANAGER AUTHORIZED TO SIGN DOCUMENTS FROM Th -I ENVIRONMENTAL PROTECTION AGENCY TO ACCEPT G IN THE AMOUNT OF $606,000 FOR THE GROUNDWAT COVERY PLANT EXPANSION (1050.10) Keith Van Der Maaten, Util' erector, provided a staff report and responded to questions. Ic Comments: Kim Lefner, City resident; and Ian Smith, City resident, l 3 1 5 812112012 0. Zb 8121/2012 IM F 2 a City of San Juan Capistrano Agend ort TO: Karen P. Brost, City na FROM: Keith Van Der Maaten, tJ tiiti Director Prepared by'. Ziad Mazboudi, Senior Civil Engineer DATE: August 21, 2012 SUBJECT: Consideration of an Independent Audit of the Integrated Solid Waste Collection Franchise Agreement and Direction on the Agreement's Term (CR&R) RECOMMENDATION: By motion, 1. Authorize staff to prepare and solicit Request for Proposals (RFP) for an independent audit of the Integrated Solid Waste Collection Franchise Agreement; and, 2. Provide direction to staff regarding the term of the Integrated Solid Waste Collection Franchise Agreement. EXECUTIVE SUMMARY: The City of San Juan Capistrano and Solag Disposal, currently CR&R, Inc. entered into a Franchise Agreement on December 17, 1996, to provide exclusive collection, transportation, recycling, composting and disposal of all solid waste within the City (Attachment 1), The City has approved six (6) Amendments to the original agreement. Over the past three (3) years, discussions have taken place at the City Council meetings regarding the proper calculation of solid waste rates, correct Producer Price Index (PPI), rate adjustments based on recycling diversion and rate adoptions. Some of these issues have been resolved by City Council action, resulting in amendments to the initial solid waste Franchise Agreement. Staff would like to have a full understanding of the components of the Franchise Agreement and have an external auditor do a check and balance on the Agreement. The audit scope will ensure that CR&R is complying with the terms of the Agreement, and may include, but is not limited to, customer service levels and billing, fee payments, gross receipts, tonnage, verification of weightings of cost components used in the rate adjustment formula, verification of the diversion rate and other related matters. Secondly, the fourth Amendment includes a section providing for an indefinite term extension, unless a notice of non-renewal is provided ending the agreement five and a City Council Agenda Report August 2l, 2012 Page 2 of 2 half years after the receipt of the notice. The earliest date the agreement can be terminated is July 1, 2019, if notice is given by December 2013. Staff is requesting direction as to whether the City should continue the Agreement pending the results of the proposed audit or terminate the term of the Integrated Solid Waste Collection Franchise Agreement at this time. DISCUSSION/ANALYSIS: In April of this year, at the request of the City, CR&R hired an independent certified public accountant to verify compliance with certain items of the Franchise Agreement, The independent accountant's report was completed and found no exception to any of the items that were reviewed (Attachment 2). FISCAL IMPACT: The proposed audit is estimated to cost $15,000-$25,000. Should the City Council direct staff to conduct the audit, a budget appropriation will be necessary to increase the General Fund budget to cover the cost of the proposed audit. Staff will return once the proposals have been received with a recommendation. ENVIRONMENTAL IMPACT: Not applicable. PRIOR CITY COUNCIL REVIEW: * On September 7, 2010, the City Council approved the fifth Amendment to the Franchise Agreement, and directed staff to bring back information related to the rate calculations. * On September 21, 2010, staff presented to the City Council the rate calculation methodology. The City Council directed staff to bring back to the City Council the cost of conducting an audit of the Franchise Agreement, * On October 10, 2010, staff presented to the City Council a consideration of performing an independent audit of the solid waste rates annual adjustment computation. The City Council did not recommend moving forward with an audit. COMM ISSION/COMMI TTEE/BOARD REVIEW AND RECOMMENDATIONS: Not applicable. NOTIFICATION: Kim Lefner Ian Smith Dean Ruffridge, CR&R, Inc. Clint Worthington ATTACHMENTS}: Attachment 1 — Integrated Solid Waste Collection Franchise Agreement Attachment 2 — MOO Certified Public Accountants report, dated April 12, 2012 INTEGRATED S LID WASTE COLLECTION AGREEMENT BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND SOLAG DISPOSAL COMPANY., INCORPORATED TABLE OF CONTENTS A. NQjjlQjfiS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , B. Enfmrcemennt. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 +.i . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 A. AB 93 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 B. l=PMrylUuMWIQff . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 C. City Limits . . . . . . . . . ♦ . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 D. Co . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 . . . . . . . . . . . . . . . . . . . . . . . . . 3 4. FRANCHISE An . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 A. Franc hise_ArA_De!" ed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 B. Amlexafi4n Covered by ng. a arjl& . . . . . . . . . . . . . . . . . 4 5. TEM: E 'TE, SMs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 . SEYLCESI!KQYW-W BY CONTRA-CT-09 . . . . . . . . . . . . . . . . . . . . . . . . 4 A, . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 BaRwddcntW . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 M. . . . . . . . . . . . . . . . . 4 (2) 3CubicY dffinSmicc . . . . . . . . . . . . . . . . . . . 5 (3)• Bulky items . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 C. . . . . . . . . . . . . . . . . . . . . . 5 (1) _ggkv� arnica . . . . . . . . . . . . . . . . . . . . . . . . . . 6 (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 D. Tem== BjnMoM Sgrvices . . . . . . . . . . . . . . . . . . I . . . . . 6 E. AddjjjqjMjLSfjjjW . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 F. RWJ�ftiaE' M . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 G. Wlalim im HQUday . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 H. Ali i:,t . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 I. Recard of NonwIkslian . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 J. p� g pQ . . . . . . . . . . I . . . . . . . . 8 K. S i p(�e4� \yy�q a s . . • . . . . . . . . . . . . . . . . . . . . . . . . . ♦ . . . . . . . 8 7. . . . . . . . 8 8. . . , . . . . 8 I WHEREAS, Solag Disposal Company Incorporated has submitted a proposal to the City to modify the Original Agreement and amendments thereto to include expanded and modified services in order to assist City in complying with the requirements of Assembly Bill (AB) 934 and its amendment bills; and, WHEREAS, City and Contractor desire to leave no doubts as to their respective roles, and that by entering into this Agreement, City is not thereby becoming a "generator" or an "arranger" as those terms are used in CFRCLA § 107(a)(3), and that it is Contractor, not City, which is "arranging for" the collection from residents and others in the City of San Juan Capistrano, the transport for disposal, composting of green waste and recycling of recyclables and municipal solid waste which may contain hazardous substances. NOW, THEREFORE, The Parties hereto agree as follows: 1. This Franchise: Agreement grants an exclusive franchise as provided herein and pursuant to Chapter 3 of Title 6 of the San Tuan Capistrano Municipal Code (hereinafter, ,Chapter 3") and California Public Resources Code Section 40059(a)(1) to Solag Disposal Company Incorporated for the collection, transportation, recycling, composting, and disposal of all solid waste and for providing temporary bin/rolloff in commercial, residential, construction, and industrial areas within the City of San.luau Capistrano. The exclusivity of this Franchise Agreement is subject to any of the terms of any pre-existing solid waste or temporary bin/rolloff service licenses, permits, or Resolutions previously granted by the County of Orange or the City of San Juan Capistrano. A. t'�ad kation. Existing Solid waste haulers providing temporary bin/rolloff services within the franchise area(other thm Contractor), were notified by City on or about November 1, 1993, by certified mail that Contractor is granted exclusive rights to any and all temporary binlrolloff rental and collection services within franchise area effective five (S) years from the notice date. 13_ EUtQrQUngnL Contractor shall be responsible for enforcing the exclusivity of this franchise agreement. 2 4. CHISE AREA A. . The Franchise area granted by this Franchise Agreement shall be all residential, commercial, industrial, and construction premises bounded by the city limits as they exist by the date of this agreement and as indicated on the map in Exhibit "F". As provided below, the Franchise .area may be changed by annexation. B. . Territory annexed to the City that is covered by an existing solid waste or construction debris permit, license, agreement, or franchise granted by another public entity may continue to be served by the same contractor for the balance of the term of its permit, license, agreement, or franchise, subject to the provisions of Chapter 3, provisions of the Public resource Code Sec.49522, and the previsions of this Franchise Agreement. 3. TERM:-___EXTENS Vit�7 The term of this Agreement shall commence January 1, 1997 and be in full force and effect for a period of ten (10) years expiring January I, 2007. 6. A. Qeneral. Contractor shall furnish all labor, necessary material and equipment to provide the collection, transportation, recycling, composting, and disposal of all solid waste and for providing temporary binlrolloff services in accordance with the ternns of this Franchise Agreement and Chapter 3. Contractor may commingle loads with other jurisdictions, however, in order to comply with the provisions of the Act and to accurately account for and report the amount of Solid Waste collected within the City and disposed pursuant to this Agreement, Contractor shall reconcile with the landfill operator on a quarterly basis the amount of waste generated by City accounts. B. Resideutial. All solid waste, compo stables and recyclables shall be collected between the hours of 7:00 a.m. and 7:00 p.m., Monday through Friday. (1). A=rtxaW Ctt itrer �rvice. Once each week. Cantractot shall collect the solid waste, compostables, and recyclables (except Bulky items and household hazardous waste) which have been placed, (kept, or accumulated in containers (as specified in "Exhibit D") at single family residences, whether 4 attached.or detached,.and planed at curbside or other designated pick-up locations adjacent to public or private roadways or alleys prior to Contractor's normal weekly collection time. Contractor shall, whenever possible, _place container on top of curb (sidewalk) upon completing collection, to facilitate more efficient street sweeping. Standard residential service shall include providing, maintaining and replacing automated service containers which meet the minimum requirements as set out in Exhibit "D", Homeowner is responsible for any negligent damage or lost/stolen containers. if the number of reported negligently damage/lost/stolen containers exceeds 2% of the serviced accounts the City has the option to re- negotiate which party is responsible replacement. Contractor may negotiate special pickup procedures, above and beyond the normal services described above, with customers for an additional fee over the amount provided in Exhibit "A" subject to City approval. (2) 3 Qbk Yud B` , Not less often than once per week, and more frequently if required to handle the waste stream of the premises where the bins are located, Contractor shall collect the solid waste (including bulky items which have been placed in a closed bin), comrmpostables, and recyclables (except household hazardous waste) which have been placed out for collection in solid waste or recycling bins. (3). BU ty Items. Contractor shall provide bulky item collection services on an oma-call basis. Bulky items shall include, but not be limited to, refrigerators, mattresses, mugs, water Treaters and other items which can be handled by a two man crew and would not otherwise be accommmnodated within the automated collection container furnished by Contractor. There shall be a limit of two on call pick-ups per year at no extra cost. "There shall be a limitation of four bulky items or equivalent of six (6) 33 gallon trash bags per on-call pick-up. On-call service shall be responded to within a reasonable time but no more than seven (7) days or the next scheduled collection clay excluding Saturdays, Contractor shall produce, keep current, and provide public information specifically outlining time bulky item pick- up service. C, Commercia __and_Ind=ial___gEyjges. All solid waste, compostables, and recyclables shall be collected between the hours of 6:00 a.m. and 7:00 p-m., Monday through Saturday. 5 (1) Weekly Scryio. Contractor shall furnish the size containers as called out in the rate schedule and service there not less often than once per week, and more frequently if required to handle the waste stream of the premises where the bins are located, Contractor shall collect the solid waste, compostables, and recyclables which have beeri placed for collection in solid waste or recycling bins. (2) I'reAudit. Contractor shall conduct a waste audit of all commercial accounts, and multi-family units utilizing commercial service, to determine their recyclable content, prior to services being rendered. The process used to conduct this waste audit shall be shared with the City of San Juan Capistrano, to ensure permit compliance and acceptance. These accounts that contain a significant recyclable content and have received prior approval by the City, shall be processed through a City-designated materials recovery facility. Customers achieving this content, or higher, shall have their material transferred to a material recovery facility. Those accounts that do not satisfy the content level, shall have their waste stream disposed of at the landfill. D, je a Bbl&jjOff_Services. Contractor shall provide temporary bin/rolloff services using rates reflected in Exhibit "A." Contractor shall deliver and pick- up/service rolloff containers within 24 flours of call for services excepting Sundays and i Holidays. E. AgWWonaj Sgyj=. 'Me fallowing additional services are hereby provided to City, free of charge, by Contractor: (1) Contractor shall clean out any overflowing bins or enclosures withirn twenty-four (24) hours of notification by City, free of charge. Contractor shall work with the City !Manager or designee in identifying continual problems in customer bins or enclosures. Contractor shall create a specific work order in response to each call received from City departments and shall provide City with a annual "Summary of clean out !term Work Orders Completed." Said summary shall include, but not be limited to the elate, time, hours spent, and type of items collected. (2) Contractor shall pickup all Christmas trees on the first two regularly scheduled pickup days after New Year's Day. The trees shall be diverted from the landfill if possible, either by deposit at a composting facility or grinding operation. 6 (3) Contractor shall provide containers refuse collection and recycling to all City public buildings, bus stops and public trash receptacles along all public right of ways at no charge to City. (4) Contractor will assist and cooperate with City in organizing clean-up after all City sponsored events and haul all solid waste, free of charge. Contractor will haul all City organized clean-up loads to the landfill or Material Recovery Facility, maximum of 24 (36 cu. yd. roll-off) per calendar year. City shall pay the landfill tipping fees. F. &cycling ftogMm, The Contractor shall provide recycling services in accordance with the terms set forth in Exhibit "C", and the rates set forth in Exhibit "A". G. . Should any regularly scheduled collection day fall on or after a legal holiday ( New Year's Day, Memorial Day, Forth.of July, Labor Day, Thanksgiving Day, or Christmas Day)or on any other holiday on which County landfills are closed, collection day shall be made one day later during that pickup week and the regular pickup schedule shall be resumed the following week. A pickup week shall be defined as Monday through Saturday. 13, Mis&.cd,PiQk&ps, In case of a. missed pick-up called in by a resident, Contractor shall collect the materials from such resident no later than the next working day following the date of the call. Records of the addresses of all missed pickups shalt be maintained by Contractor and reported to the City. If Contractor can demonstrate a pattern of ongoing late set-outs by a resident, these missed pickups shall not be counted as missed pickups. Y. When any refuse material deposited for collection is not collected by Contractor, he shall leave a tag at least 2" by 6" in size, indicating the reason for refusal to collect the refuse. This information shall either be in writing or by means of a check system. The tag shall provide the Contractor's business name and local telephone number and shall be securely fastened to the container of the article refused. (1) If the reason for such noncollection is not corrected within seven days from the date of such tagging, Contractor shall advise the City, giving the date of notice, street address and reason for noncollection. (2) Contractor shall maintain at his place of business, a record of all such taggings. Such record shall contain the bate of such notice, street address, 7 reason for noncollection and disposition of each.case_ Such,notice shall be kept so that it may be conveniently inspected by representatives of the City upon request. J. Scavenging PreventioWDiscouragement. Contractor will take necessary steps which may be appropriate and effective to discourage scavenging of recyclable materials from the residential and commercial waste steams. K. Special Wastes. Contractor may, but is not required to, provide such collection, transportation, and disposal services for special wastes as defined by Exhibit "E". Contractor may provide such services for special wastes if contracted to do so by customers under separate written contracts negotiated between Contractor and the customer generating such special wastes. 7. SERVICE EXCEETIONS; HAZARDOUS WASTE NOTIFICA11 When solid waste is not collected from any solid waste customer, Contractor shall l rnatify its customer in writing why the collection was not made. Contractor has represented to City that Contractor will carry out its duties to notify all agencies witil,jurisdiction, including the California Department of Toxic Substances Control and Ucal Emergency Response Providers, and, if appropriate, the National Response Center, of reportable quantities of hazardous waste, found or observed in solid waste anywhere within the City, including on, in under or about City property, including streets, easements, rights of way and City waste containers. In addition to other required notifications, if Contractor observes any substances which it or its employees reasonably believe or suspect to contain hazardous wastes unlawfully disposed of or released on City property, including streets, storm drains, or public rights of way, Contractor also will immediately notify the City Manager, or the City Manager's designee. 8. A. Contractor shall provide an adequate number of vehicles for all regular and special collection services, Contractor shall provide commercial and industrial subscribers with appropriate commercial bins, and may supply residential subscribers with three (3) cultic yard bins as requested. All equipment shall be maintained as follows- 8 (1) Contractor shall remove graffiti from,containers provided pursuant to this agreement, within 24 hours of notice. Removal of graffiti shall be the sole responsibility of contractor,utilizing available civil processes for prosecution of the individual/s responsible for graffiti. Solag may charge user according to rate schedule in Exhibit "A" for graffiti removal; and, (2) Each vehicle used by Contractor shall at all times comply with all applicable provisions of the California.Vehicle Code, and shall be inspected, at least once each year, using the "Critical Item inspection" criteria as approved by the California Highway Patrol. The results of said inspections shall be made available to the City Manager upon request; and, (3) All vehicles used for the collection or transport of solid waste shall be equipped with devices capable of covering every opera section of the vehicle in which solid waste may be placed, and while operating upon the public rights of way, shall be covered so as to prevent any solid waste from falling or being blown or otherwise dislodged Brom the vehicle; and, (4) All vehicles used for the collection or transport of solid waste shall be continuously maintained in a watertight condition per industry standards; and, (5) All vehicles shall be painted periodically, which shall include all necessary body work, so that such vehicles do not become unsightly, as deter ine by the City Manager; and, (6) The name, and telephone number of Contractor shall be printed or painted in letters not less than three incises in height on both sides of each vehicle or conveyance and at the City's option,the City shall require Contractor to display advertisements on collection vehicles to promote recycling and source reduction programs; and, (7) Each vehicle used for the collection or transport of solid waste shalt be maintained in a clean and sanitary condition both inside and out; and, (8) All vehicles used for the collection or transport of solid waste shall carry a broom, shovel, and operable fire extinguisher. Additionally, residential refuse trucks shall be equipped with a communication device in the form of an 2-way radio upon request of the City; and, 9 (9) All residential automated containers supplied to subscribers shall be maintained in good repair and maintained in a watertight condition. (10) All commercial bans and containers provided shall be kept in goad repair, freshly painted and identified with Contractor's name and phone number. The three cubic yard bins provided shall be steel hies with plastic lids and steam cleansed at least once a year free of charge; and, (11) Contractor has agreed to rune the specific organization that shall provide alll of the services under this Franchise Agreement as ` Dismal Company lcornorated." This name shall be used for all correspondence, billing statements, directory listings, references, signs, vehicle identification, etc. The words "Owned and Operated by Solag Disposal Company Incorporated" is authorized; and, (12) All solid waste collection vehicles shall be washed at least once every seven(7)calendar days. Packer bodies shall be maintained in a liquid tight condition; and, (13) "Solag Disposal Company incorporated", a local or toll free telephone number, and vehicle number shall be visibly displayed on all vehicles in Ietters and figures as approve by City; and, (14) All vehicles, high visibility bins, and rolloffs shall display the name and phone number of contractor. The small inscription area on the top of all of the residential containers shall be labeled as follows: the black refuse container - "R .U, QNLY," the blue or tan recycling container - "E C'YCLABILI S may," and the green yardwaste s, container - "YARD�STF 4i�U;" and. (15) All equipment used is subject to the discretion of the City Manager. Should the City Manager, at any time, give notification to contractor that any vehicle does not comply with standards of this section, said equipment shall be removed from service by contract and shall not service the City until inspected and approved in uniting by the City manager. 9. f A. The City has the right to require that each of Contractor's collection employees wear a clean uniform hearing the company's name. 10 B. Each employee shall, at all times, carry a valid operator's license for the type of vehicle he is driving. Contractor shall provide its employees, contractors, and subcontractors with identification for all individuals who may make personal contact with residents of the City. C. No employee shalt continue to be employed on any work under this contract. who is determined by the City to be intemperate, discourteous, disorderly, inefficient or otherwise objectionable. D. The Contractor shall provide operating and safety training for all personnel that meet minimum OSHA standards. 10. SYSTEM AND UJMCES, A. To provide for technological, economic, and regulatory changes in waste stream coliection and recycling, to facilitate renewal procedures, to promote competition in the refuse, composting, and recycling industry, and to achieve a continuing, advanced refuse collection, and recycling system, a system and services review procedures is established as follows. Sixty (fill) days after receiving notice from the City, Contractor shall submit a report to City indicating the following. (l) All refuse collection, composting, and recycling services reported in refuse collection, composting, and recycling industry trade journals that are being commonly provided on an operational basis, excluding tests and demonstrations, to communities in the United States with comparable populations, that are not provided to City, and, (2) Changes recommended to improve the City's ability to meet the goals of AB 939 and to keep City clean and free of debris; and, (3) Any specific plans for provision of such new services by the Contractor, or a justification indicating why Contractor believes that such services are not feasible for the Franchise Area. B. Topics for discussion and review at the system and services review hearing shall include, but shall not be limited to, services provided, feasibility of providing new services, application of new technologies, customer complaints, rights of privacy, 11 amendments to the Franchise Agreement, developments in the law, new initiatives for meeting or exceeding AB 939's goals and regulatory constraints. C. City and the Contractor may each select additional topics for discussion at any systems and services review hearing. D Not later titan sixty(60)days after the conclusion of each system and service review hearing, City shall issue a report. The report shall include a listing of any refuse collection, composting and recycling services not then being provided to City that are considered technically and economically feasible by City. City may require Contractor to provide such services within a reasonable time, for reasonable rates and compensation. Ji. COM-PENSAT1CiDN A. Q21RtL = Ralt . Contractor shall provide the services described in this Franchise Agreement in accordance with the rates fixed by City from time to time all as described and set forth in Exhibit "A", "module of Rates." The new rates contained in Exhibit "A", shall be subject to adjustment in accordance with the prescribed formula, as set forth in Exhibit B 'beginning January 1, 1997, based on changes in the cost index for twelve month period (January 1996 through January 1997). Every year thereafter, the PPI index for the calendar year from November 1 through October 31 shall be used to compute the annual increase. The annual increase shall be effective January 1 of each year. Contractor agrees to defer any cost of living adjustments, on commercial accounts only, until January 1, 2000. B. - (m aW Adjustment o Rates. Except as provided in Exhibit "l3„ the rates set forth on Exhibit "A" shall remain in effect until adjusted by City by a Resolution of the City Council. As for extraordinary casts, in addition to, and not in lieu of, the annual PPI increase and landfill tipping fee adjustment, as described in Exhibit "B" Contractor shall also be entitled to rate increases in an amount equal to the Contractors extraordinary increases in its costs of collection. Such extraordinary cost increases shall be subject to City Council approval. Such extraordinary increases in its cost of collection shall include, by way of example and not by way of limitation: (1) a change in the location of the landfill or other permitted disposal sites to which the contractor or is required to transport solid[waste collected hereunder; (2)changes in the local, state or federal laws that affect an aspect of this agreement, C. Notice of Rate Increes: The Contractor shall provide the City and customers, at least thirty (30) days in advance of the beginning of a billing period, written. 12 notice of the implementation of changes in any of its proposed rates and charges which are not subject to rate adjustments contained in Exhibit "B." The notice shall include a statement of the reasons for the rate increase. D. Resolution of DilutesQard�r g Rate IAdiuctmentc; Any dispute regarding the annual "CPI" and Landfill Tipping Fee adjustment, or the computation thereof, described in Exhibit "B," or any other dispute regarding Contractor's reimbursement for fees, special services, or extraordinary costs described in Exhibit "B," shall be decided by the City Manager, or referred by the Manager to the City Council, or to a hearing officer as provided in Section 13 below. The rates in effect at the time such dispute is submitted to the City Manager, City Council, or a hearing officer shall reattain in effect pending resolution of such dispute. The effective date of any dispute resolution, whether retroactive or prospective, shall reasonably be determined by the City Manager, City Council, or the hearing officer, as appropriate. E. Billiiag ad Payment. Contractor may bill all customers not subject to a parcel charge or beyond the scope of the parcel charge, discussed below, for all services, whether regular or special. Contractor shall provide itemized bills, distinctly showing charges for all classifications of services, including the charges for late payment. The Contractor shall not designate that portion of a customer's bill attributable to the franchise fee as a separate item on customers' bills. Billings may be made monthly in advance for commercial and all biD service customers, and may be made three (3) months in advance for residential customers. If the City should elect to bill residents for standard refuse collection and recycling through a parcel charge, the Contractor shall be paid in monthly installments for the premises served. Retroactive adjustments shall be made on the basis of addresses of premises added and the date added. Premises ordered after the first of the month sbail be charged on a prorated thirty (30)day/monthly basis. In no event, shall City be required to use its general fund to support the parcel charge system. The City reserves the right exclusively handle the refuse and recycling billings but not limited to performing billing service in-house, F. The Contractor shall continue service as set forth in this franchise agreement. Persons who have not remitted required payments within 3€1 days after the date of billings shall be notified on forms approved by City. Said forms shall contain a statement Haat services may be discontinued 15 days from the date of notice if payment is not made before that time. A delinquent fee may be assessed accounts that are late according to Exhibit "A." A redelivery or reinstatement fee may be assessed to accounts that are reactivated by having to faar ush collection containers. upon payment of 13 the delinquent, redelivery, or reinstatement fees, if applicable Contractor shall resume collection on the next regularly scheduled collection day. G. &bUlds. Contractor shall refund to each custorner, on a pro rata iasis, any advance service payments made by such customer for service not provided when service is discontinued by the customer. A $1.50 refund fee may be assessed for processing refunds according to Exhibit 'A." H. Notwithstanding any provision of this Agreement to the contrary, if Solag's rate for a solid waste service to be provided to service recipients in the City of San Juan Capistrano (including residential and./or commercial), would be higher than a newly modified, amended or adopted rate for the same or substantially similar solid waste service in either the City of San Clemente, Laguna Niguel or Dana point, then the otherwise applicable rate provisions of this Agreement shall not be in offect. Instead, Solag's rate for services to be provident to service recipients (including residential and/or commercial services) within the City of San. Juan Capistrano shall be the lowest rate charged for the provision of the same or substantially similar solid waste service provided to service recipients in either the City of San Clemente, the City of Laguna Niguel or the City of Dana.Point_ Thirty days prier to any proposed rats: reduction for any solid waste services in the City of San Clemente, � Laguna Niguel or Dana Point, Solag shall notify the City of San Juan Capistrano of these proposed rate changes in the other city or cities. In the event Haat these rates are lower than those in Exhibit A (as this /Exhibit is modified from time to time pursuant to the Agreement), Exhibit A shall be deemed modified to reflect the lower rates. Such adjusted rate shall be the new base rate for this Agreement on which any future rate increases are calculated. 12. l�'ll<A�TClF11I � In consideration for the exclusive right to collect and dispose of solid waste within the corporate boundaries of City, Contractor shall pay to City, in lawful money of the United States, a franchise fee equal to five percent (5%) of the gross annual receipts of Contractor arising out of the use, operation of possession, of this franchise, Effective November 1, 1998 franchise fees for all on-call bin service shall be due and payable according to the schedule below. Said franchise fee collected shall be due to City in monthly payments, which shall be due on or before the fifteenth (15th) clay of each fallowing month. The amount of each such payment shall be equal to five percent (5%) of the previous month` gross receipts. 14 As used herein, "Gross Receipts" shall include all fees, charged and revenues received by Contractor, and its affiliates and subsidiaries, if any, arising from or attributable to operation of this franchise less landfill and composting facility tipping fees. A. In the event Contractor fails to make any of the payments provided for in this franchise on or before the dates due, Contractor shall pay as additional consideration both of the following amount (1) A sum of money equal to five percent(5%)of the amount due. This amount is required in order to defray those additional expenses and costs incurred by City by :reason of the delinquent payment including, but not limited to, the cast of administering, accounting and collecting said delinquent payment and the cost to city of postponing services and projects necessitated by the delay in receiving the revenue; and (2) A sum of money equal to two percent (2%) of the amount due per month as interest and for loss of use of the money due. 13e FA11HFUL]PERFORMANCE Concurrent with the execution, of this Agreement, contractor shall deposit with the City Manager a cash deposit, irrevocable letter of credit, or other such document evidencing an irrevocable cash deposit payable to city, in the amount of$10,000, in a form approved by the City Attorney, guaranteeing contractor's faithful performance of the terms of this agreement. Such cash deposit, letter of credit or other such doca ment shall be maintained in effect throughout the duration of this Agreement. 14. INSLIRANCE COVERA Contractor shall procure and maintain for the duration of this Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by Contractor, or Contractor's agents, representative, employees or subcontractors. A. Mi Scoff ofinsur ce. Coverage shall be at least as broad as: 15 (1) C=ag U ' ity. Insura= Services Office form number GL OW2 (Ed. 1173) covering Comprehensive General Liability and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Service Office Commercial General Liability coverage ("occurrence" form CG 0001). (2) Amt=otiy& LiabAb. Insurance Services Office form number CA 0001 (Ed. 1178)covering Automobile Liability, code 1 "any auto" and endorsement CA 0025. (3) Worker's_ Co ,nsalion. Workers' Compensation insurance as required by the State of California, and Employers' Liability insurance. B. Contractor shall obtain and maintain in full force and effect throughout the entire terra of this Franchise Agreement a Broad Foran .,Comprehensive General Liability (occurrence)policy with a minimum limit of Five Million Dollars ($5,000,000.00) aggregate and Two Million Dollars ($2,000,000,00) per occurrence for bodily injury and property damage, with any self-insured retention not exceeding $200,000.00 per occurrence_ Said insurance shall protect Contractor and City from any claim for damages for bodily injury, including accidental death, as well as from any claim for property damage which may arise from operations performed pursuant to this Franchise Agreement, whether such operations be by Contractor itself, or by its agents, employees, and/or Subcontractors. Copies of the policies or endorsements evidencing the -' above required insurance coverage shall be filed with the City Clerk. All of the following endorsements are required to be made a part of the insurance policies required by this Section: (1) "The City, its employees, agents, Contractors, and officers, are hereby added as insured as respects liability arising out of activities performed by or on behalf of Contractor." (2) "This policy shall be considered primary insurance as respects any other valid and collectible insurance the City may possess including any self-insured retention the City may have, and any other insurance the City does possess shall be considered excess insurance and shall not contribute with. it." (3) "This insurance shall act for each insured, as though a separate policy had been written for each. This, however, shall not act to increase ft limit of liability of the insuring company." 16 (3) "This insurance shall act for each insured, as though a separate policy had been written for each. This, however, shall not act to increase the limit of liability of the insuring company." (4) "Thirty (30) days prior written notice by certified mail, return receipt requested, shall be given to the City in the event of suspension, cancellation, reduction in coverage or in limits, or non-renewal of this policy for whatever reason. Such notice shall be seat to the City Clerk." (5) The Limits of such insurance coverage, and companies, shall be subject to review and approval by the City Managex every year and may be increased at that time and match the coverage provided by the City's aura liability insurance policy. The City shall be included as a named insured on all policies and endorsements. C. MQdificatj . The insurance requirements provided herein may be modified or waived in writing by the City Council upon the request of Contractor, provided the City Council determines such modification or waiver is in the best interests of City considering all relevant factors, including the fact that the parent of Contractor may be self-insured yap to a certain acceptable amount. D. igdwlpbles,and lUmrW &t=iQrs. Any deductibles or self-insured retention must be declared to and approved by City. At the option of City, either: the insurer shall reduce or eliminate such deductibles or self-insured retention as respects City, its officers, officials, employees and volunteers; or contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. E. QOd=ID=g ce Provisos_ The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: (1) City, its officers, officials, employees and volunteers are to be covered as insured as respects: liability arising out of activities performed by or on behalf of Contractor; products and completed operations of Contractor; premises owned, occupied or used by Contractor; or automobiles owned, leased, hired or borrowed by Contractor. The coverage shall contain no special limitations on the scope of protection afforded to City, its officers, officials, employees or volunteers. 17 (2) Contractor's insurance coverage shall be primary insurance as respects City, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by City, its officers, officials, employees or volunteers shall be excess of Contractor's insurance and shall not contribute with it. (3) Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its officers, officials, employees or volunteers. (4) Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the Iimits of the insurer's liability. (5) Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, or reduced in coverage or in limits except after thirty(30)days' prior to written notice by certified mail, has been given to City. F. Aecentabi14 of Insurers. Insurance coverage is to be obtained from California-admitted insurers with the Best's rating of no less than. ANN. G. Verification of C ramie. Contractor shall furnish City with certificates of insurance and original endorsements effecting coverage required by this section. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to 'bind coverage on its behalf. The certificates and endorsements are to be on forms provided by City. All certificates, letters and endorsements are to be received and approved by City before work commences. City reserves the right to require complete, certified copies of all required insurance policies, at any time. H. Subcontmclm. Contractor shall itnclude any subcontractors as insured under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein. 18 15, A. The franchise granted by this Franchise Agreement shall not be transferred, sold, hypothecated, sublet, or assigned, nor shall any of the rights or privileges herein,be hypothecated, leased, assigned, sold, or transferred, either in whole or in part, nor shall title thereto, either legal or equitable, or any right, interest, or property therein, pass to or vest in any person, except the Contractor, either by act of the Contractor or by operation of law, without the prior written consent of the City expressed by Resolution. Any attempt by Contractor to assign this franchise without the consent of City shall be void. B. The City may impose conditions of approval an a Franchise Agreement transfer, including, but not limited to, conditions requiring acceptance of amencrnents to Chapter 3 and this Franchise Agreement. The City shall not be unreasonable in withholding the transfer. C. City consent is required for any change in control of Contractor. "Change in control" shall mean any sale, transfer, or acquisition of Contractor. Contractor is a corporation, and any acquisition of more than ten percent (10%) of Contractor's voting stock by a person, or group of persons acting in concert, who already owns less than 50 of the voting shock, shall be deemed a change in control. D. Any change in control of the Contractor occurring without prior City approval shall constitute a material breach of this Franchise Agreement. 16, ERANCHISE IBANSM: EES A. Any application for a franchise transfer shall be made in a manner prescribed by the City Manager. The application shall include a transfer fee in an amount to be set by City by a Resolution of the Council, to cover the cost of all direct and indirect administrative expenses including consultants and attorneys, necessary to adequately analyze the application and to reimburse City for all direct and indirect expenses. In addition, the Contractor shall reimburse the City for all costs not covered by the transfer fee. Bills shall be supported with evidence of the expense or cost incurred. The applicant shall pay such bills within thirty (30) clays of receipt. B. These franchise transfer:Fees are over and above any franchise fees specified in this Franchise Agreement. 19 17. A. If the City Manager determines that the Contractor's performance pursuant to this Franchise Agreement has not been in cost b unity with reasonable industry standards which are obtained in similar cities in Southern California, the provisions of this Franchise Agreement, the requirements of Chapter 3, the requirements of the California Integrated Waste Management Board, including,but not limited to, requirements for source reduction and. recycling (as to the waste stream subject to this Franchise Agreement) or any other applicable Federal, State, or local law or regulation, including but not limited to the laws governing transfer, storage, or disposal of special wastes, the City Manager may advise Contractor in writing of such deficiencies, The Manager may, in such written instrusnent, set a reasonable time within which correction of all such deficiencies is to be made. Unless otherwise specified, a reasonable time for correction shall be sixty (60) days from the receipt by the Contractor of such written notice. The City Manager shall review the Contractor's .response and refer the matter to the City Council or decide the matter and notify the Contractor of that decision, in writing. A decision or order of the City Manager shalt be final and binding on Contractor if the Contractor fails to file a "Notice of Appeal" with the City Manager within 30 days of receipt of the City Manager's decision. Within ten working days of receipt of a Notice of Appeal, the City Manager shall either refer the appeal to the City Council for proceedings in accordance with Section 17 C and D, below, or refer the matter to a hearing officer as provided in Section 18, below. B. The City Council, in such case, may set the matter for hearing. The City Council shall give Contractor, and any other person requesting the same, fourteen (14) days written notice of the time and place of the hearing. At the hearing, the City Council shall consider the report of the City Manager indicating the deficiencies, and shall give the Contractor, or its representatives and any other interested person, a reasonable opportunity to be beard. C. Based on the evidence presented at the public hearing, the Council shall determine by Resolution whether the Franchise Agreement should be terminated or liquidated damages imposed. If, based upon the record, the City Council determines that the performance of Contractor is in breach of any material term of this Franchise Agreement or any material provision of any applicable Federal, State, or local statute or regulation, the City Council, in the exercise of its sole discretion, may terminate forthwith, the Franchise Agreement or impose liquidated damages, as defined below. The decision of the City Council shall be final and conclusive, subject to referral of the matter for an 20 administrative hearing pursuant to Section 18, below, Contractor's performance under its franchise is not excused during the period of time prior to the City Council's final determination as to whether such performance is deficient. D. This right of termination or to impose liquidated damages is in addition to any other rights of City upon a failure of Contractor to perform its obligations under this Franchise Agreement, E, The City further reserves the right to terminate Contractor's franchise or impose liquidated damages in the event of any of the following. (1) If the Contractor becomes insolvent, unable, or unwilling to pay its debts, or upon listing of an order for relief in favor of Contractor in a bankruptcy proceeding. (2) If the Contractor fails to provide or maintain in full force and effect, the workers'compensation, liability, indemnification coverage, or cash bond as required by the Franchise Agreement. (3) If the Contractor willfully violates any orders or rulings of any regulatory body having jurisdiction over the Contractor relative to this Franchise Agreement, provided that the Contractor may contest any such orders or rulings by appropriate proceedings conducted in good faith, in which case no breach of the franchise shall be deemed to have occurred. (4) If the Contractor ceases to provide collection as required under this Franchise Agreement over all or a substantial portion of its Franchise Area for a period of seven (7) days or more, for any reason within the control of the Contractor. (S) If the Contractor willfully fails to make any payments required under the Franchise Agreement and/or refuses to provide City with required information, reports, and/or test results in a timely mariner as provided in the Franchise Agreement. (6) Any other act or omission by the Contractor which materially violates the terms, conditions, or requirements of this franchise, Chapter 3, the California Irrtegrated Waste Management Act of 1989, as it may be amended from time to time or any order, directive, rule, or regulation issued thereunder and 21 18. A. Should Contractor contend that the City is in breach of this Franchise Agreement, it shall file a request with the City Manager for an administrative hearing on the allegation. B. If either the City Manager or the City Council refers a matter to a hearing officer, or if the Contractor should allege a breach. of the franchise by the City, City and Contractor shall mutually agree on a hearing officer. If agreement is not reached within twenty (20)working days of the filing of the notice of appeal, then Contractor shall select the hearing officer from a list of three potential hearing officers who are retired California Superior Court judges or Appellate Court justices, none of whom are related to the parties, prepared by the City Manager and approved by the City Council. C. The hearing shall be conducted according to California Code of Civil Procedure Section 1280, etsea. The exclusive 'venue shall be in Orange County, California. A bearing officer to wham a matter is referred shall have the authority to (1) order the City or the Contractor to undertake remedial action to cure the breach and to prevent occurrence of similar breaches in the future; (ii) assess damages and/or levy a penalty upon the Contractor consistent with the terms of this Franchise Agreement; or (iii) find there has been no breach. If the hearing officer finds there has been no breach, such a decision precludes the City from conducting a default hearing. For any occurrence or series of related occurrences, the penalty may be up to Five Thousand.Dollars ($5,000.00). The amount of the penalty shall be reasonably related to the seriousness of the breach of the Franchise Agreement. D. The party losing the hearing shall be liable for the hearing officer's fees. E. Any failure of the Contractor to comply with the bearing officer's order shall be deemed a material breach of the Franchise Agreement, and may be grounds for termination of the Franchise Agreement. F. The hearing officer shall commence the bearing within thirty (30) days of selection unless the parties and the hearing officer otherwise agree. Any party to the hearing may issue a request to compel rcasoniable document production from the other party. Disputes concerning the scope of document production and enforcement of document requests shall be subject to agreement by the parties, or if agreement is not reached within twenty (20) days of that document request, then by disposition by order of the hearing officer. Any such document request shall be subject to the proprietary rights 23 document requests shall be subject to agreement by the parties, or if agreement is not reached) within twenty (20)days of that document request, then by disposition by order of the hearing officer. Any such document request shall be subject to the proprietary rights and rights of privilege of the parties, and the hearing officer shall adopt procedures to protect such rights. Except as may be otherwise specifically agreed by the parties, no j other farm of pretrial discovery shall be available to the parties; provided that if either party notifies the hearing officer that a material violation of the franchise or rights in connection therewith is claimed by either party, the provisions of Code of Civil Procedure Section 1283.45 shall apply. G. Neither party may communicate separately with the)rearing officer after the hearing officer has been selected. All subsequent communications between a party and a hearing officer shall be simultaneously delivered to the other party. This provision shall not apply to communications made to schedule a hearing or request a continuance. R Until final judgment is entered from the hearing officer proceeding under the foregoing provisions and the time for appeal or other post judgment petition has expired, the imposition or enforcement of any penalties or sanctions provided in the Franchise Agreement and related to the subject matter of the hearing shall be stayed. The )rearing officer may modify or cancel arty proposed penalties or sanctions upon a finding that the party subject thereto acted with substantial justification or if the interests of justice so require. 1. Any party to a hearing may petition the Superior Court in®range County, California to confirm, correct, or vacate the award on the grounds stated in the General Arbitration Act. Any proceedings on appeal shall be in accordance with Code of Civil Procedures § 1294 and § 1294,2- 19. 7 Ab®A►I p TSI( SAI, REMMS In addition to the remedies set forth in Sections 17--19, above, City shall have the following rights: A. To rent or lease equipment from Contractor for the purpose of collecting, transporting, recycling, composting, and disposing of solid waste and construction debris and providing temporary bin/rolloff services pursuant to this Franchise Agreement, for a period not to exceed six (6) months. In the case of equipment not owned by Contractor, Contractor shall assign to City, to the extent Contractor is permitted to do so under the instruments pursuant to which Contractor possesses such equipment, the right to possess 24 the equipment. If City exercises its rights under this Section, City shall pay to Contractor the reasonable rental value of the equipment so taken for the period of City's possession thereof; B. The right to license others to perform the services otherwise to be performed by Contractor hereunder, or to perform such services itself; and C. The right to obtain damages and/or injunctive relief, Both parties recognize and agree that in the event of a breach under the terms of this Franchise Agreement by Contractor, City may suffer irreparable injury and incalculable damages sufficient to support injunctive relief, to enforce the provisions of this Franchise Agreement and to enjoin the breach thereof. 20. RIGHTS OF CITY IQ FERFtIRM D-TO traC:FMERGENC�w Should Contractor, for any reason whatsoever, except the occurrence or existence of any of the events or conditions set forth in Section 28, " _arae Majeuiw," below, refuse or be unable to and collect, transport, recycle, compost, and dispose of solid waste and construction debris and provide temporary bin/rolloff services any or all of the refuse, compostables, and recyclables which it is obligated under this Franchise Agreement for a period of more than seventy-two (72) hours, and if as a result thereof, debris, refuse, compostables, recyclables, and construction debris should accumulate in City to such an extent, in such a manner, or for such a time that the City Manager should find that such accumulation endangers or menaces the public health, safety, or welfare, then in such. event City, shall have the right, upon twenty-four (24) hour prior written notice to Contractor, during the period of such emergency, to temporarily tape possession of any or all equipment and facilities of Contractor previously used in providing the collection, transportation, recycling, composting, and disposal of solid waste and construction debris and provide temporary binJrolloff services under this Franchise Agreement, and to use such equipment and facilities to collect, recycle, compost, and transport any or all debris, refuse, compostables, recyclables, and construction debris and provide temporary bin/rolloff services which Contractor would otherwise be obligated to collect, recycle, compost, transport, and dispose of solid waste and construction debris and provide temporary bin/rolloff services pursuant to this Franchise Agreement. Contractor agrees that in such event it shall fully cooperate with City to effect such a transfer of possession for City's use. 25 Contractor agrees that, in such event, City may take temporary possession of and use all of said equipment and facilities without paying Contractor any rental or other charge, provided that City agrees that, in such event, it assumes complete responsibility for the proper and normal use of such equipment and facilities.. City agrees that it shall immediately relinquish possession of all of the above mentioned property to Contractor upon receipt of writterc notice from Contractor to the effect that it is able to resume its normal responsibilities under this Franchise Agreement. 21. EUYACY Contractor shall strictly observe and protect the rights of privacy of customers. Information identifying individual customers or the composition or contents of a customer's waste stream shall not be revealed to any person, governmental unit, private agency, or company, unless upon the authority of a court of law, by statute, or upon valid authorization of the customer. This provision shall not be construed to preclude Contractor from preparing, participating in, or assisting in the preparation of waste characterization studies or waste stream analyses which may be required by AB 939, Contractor shall not market or distribute, outside the normal course of its business, mailing lists with the names and addresses of customers. The rights accorded customers pursuant to this Section shall be in addition to any other privacy right accorded customers pursuant to Federal or State law. 22. A. MODWY Ed UaMrLy ==. Contractor, at no additional expense, shall submit to the City Manager such other information or reports in such forms and at such times as the City may reasonably request or require, including, but not limited to the following; 1) l!llon R,eDtts. Within fdleen(15)working clays after the last day of each month, Contractor shall submit a Monthly Report. The Report shall be submitted to City, transmitted in a format acceptable to City, The monthly report shall show the number of tons disposed per month and the total number of torts recycled per month. The information shall be reported for the following categories: residential-curbside, multi-family, commercial, and construction/industrial. The report should be in a form satisfactory to the City, demonstrating the City's progress in meeting and maintaining its ability to meet its goals under AB 939, along with any recommended changes. 26 2). QuMlcdy R=rm Within 30 days after the completion of each quarter of the fiscal year Contractor shall. submit a Quarterly Report. The Report shall provide a quarterly summary of the monthly reports in addition to the following. a. R yd..,,Wastes (1) A statement showing by type of material, tons jived . during the month and urns marketed during the month. (2) Recycling sales revenue by type of material marketed on a gross and net basis. (3) A report providing recycling information and the number of service recipients participating. (4) A narrative description of problems encountered and actions taken, including efforts to detex and prevent scavenging. The narrative is to include a description of tons rejected for sale after processing (type of material, tonnage), reason for rejection and Contractor's disposal method for the rejected materials. (5) A report of recycling program promotional and educational activities, including materials distributed by Contractor to its service recipients. B. AM ml B=Q=. Contractor shall submit a written annual report, in a form approved by the City, including;, but not limited to, the following information: (1) The number of accounts for each class of service for the year. (2) A report, in a farm satisfactory to the City, on the City's progress in meeting and maintaining its ability to meet its goals under AB 939, along with any recommended changes. (3) A revere statement, setting forth Franchise Fees and the basis for the calculation thereof, certified by an officer of the Contractor, with an annual statement certified by an independent auditor of the Contractor, 27 (4) A list of Contractor's of'f'icers and members of its board of directors. A list of stockholders or other equity investors holding five percent (5%) or more of the voting interest in the Contractor and any subsidiaries unless Contractor is a public corporation whose annual reports are publicly available. C. dvq,K--jUtQrxrnatkW. Contractor shall provide City two copies of all reports, or other material adversely affecting the Franchise Agreement, submitted by Contractor to the FPA, the California Integrated Waste Management Board, or any other Federal or State agency. Copies shall be submitted to City simultaneously with Contractor's filing of such matters with said agencies. Contractor's routine correspondence to said agencies need not be automatically submitteni to City, but shall be made available to City upon written request, as provided in Section 27, blow. (1) The Corttractor shall submit to City copies of all pleadings, applications, notifications, communications, and documents of any kind, submitted by the Contractor to, as well as copies of all decisions, correspondence, and actions by, any Federal, State, and local courts, regulatory agencies, and other government f bodies relating specifically to Contractor's perforrmance of services pursuant to this Franchisee Agreement. Any confidential data exempt from public disclosure shall be retained in confidence by the City and its authorized agents and shall not be made available for public inspection. (2) Contractor shall submit to the City such other information or reports in such farms and at such times as the City may reasonably request or require. (3) All reports and records required under this or any other section shall be furnished at the sole expense of the Contractor. (4) A copy of each of Contractor's annual and other periodic public financial reports and those of its parent, subsidiary, and affiliated corporation and other entities, as the City requests, shall be submitted to the City within thirty (30) days after receipt of a request. 28 D . The Contractor shall submit to the City Manager and/or his designee quarterly reports setting forth the amount of tonnage of solid waste collected from within,the City limits and disposed of pursuant to this Agreement for the previous quarter and setting forth the cumulative year-to-date total amount of tonnage of such solid waste. Said reports shall be based upon the tonnage receipts provided to Contractor by the solid waste facility or landfill. Contractor shall, upon demand by the City provide true and accurate copies of the tonnage receipts in order for City to verify Contractors' quarterly reports. E. lwailum to Report. The refusal, failure, or neglect of the Contractor to file any of'the reports required, or the inclusion of any materially false or misleading statement or representation made knowingly by the Contractor in such report shall be deemed a material breach of the Franchise Agreement, and shall subject the Contractor to all remedies, legal or equitable, which are available to the City under the Franchise Agreement or otherwise. 23. PSC ACCESS ..CT�It A. _Offi B=. Contr'actor's office hours shall be, at a minimum, from 8:00 A.M. to 5:00 P.M. daily, on all collection days. A representative of Contractor shall be available during office hours for communication with the public at Contractor's principal office. In the event that normal business cannot be rectified over the telephone, a representative of Contractor shall agree to meet with the public at a location agreeable to Contractor and the public. Normal office hours telephone munbers shall either be a local or toll fres; call. Contractor shall also maintain a local or toll f'r'ee after-hours telephone number for use during other than normal business hours. Contractor shall have a representative or answering service available at said after-hours telephone number during all hours other than,normal office hours. 13. Contractor shall address and manage all complaints in the following manner: (1) All customer complaints shall be directed to Contractor. Contractor shall record all complaints received by mail, by telephone, or in person(including date, name, address of complainant, and nature of complaint). Contractor agrees to use its best efforts to resolve all complaints by close of business of the second 29 business (waste collection) day following the date on which such complaint is received. Service complaints may be investigated by the City Manager or the Manager's designee. Unless a settlement satisfactory to complainant, the Contractors, and the Manager's designee is reached, the complainant may refer the matter to the City Manager for review. (2) Contractor shall maintain records listing the date of consumer complaints, the customer, describing the nature of the complaint or request, and when and what action was taken by the Contractor to resolve the complaint. All such records shall be maintained and shall be available for inspection by City, as described in Section 27. C. QQYemoza LWwn ftrso . The Contractor shall designate a "government liaison person" who shall be responsible for working with the City Manager or the City Manager's designated representative to resolve consumer complaints. 24. A. The Contractor shall notify customers of this complaint arbitration procedure at the time customers apply for or are provided service, and subsequently, annually. B. A customer dissatisfied with Contractor's decision regarding a complaint may ask the City to review the complaint, To obtain this review, the customer must request City review within 30 days of receipt of Contractor's response to the Complaint, or within 45 days of submitting the complaint to the Contractor, if the Contractor has failed to respond to the complaint. The City may extend the time to request its review for good cause. C. Before reviewing the complaint, the City Manager shall refer it to the Contractor. if the Contractor fails to cure the complaint within ten (10) days, the City Manager shall review the customer's complaint and determine if further action is warranted. The City Manager may request written statements from the Contractor and customer, and/or oral presentations. D. The City Manager shall determine if the customer's complaint is justified, and if so, what remedy, if any, shall be imposed. 30 F. Contractor shall maintain all records relating to customer complaints, for a period not less than one (1) year. 25. OWNERSHIP OF SOLM r Ownership and the right to possession of refuse, compostables, and recyclables, placed in containers, bins or rolloffs, or placed at curbside, shall transfer directly from the customer to the Contractor, by operation of law. Contractors' arrangements with its customers will provide that, subject to the right of the customer to claim lost property, title and the right to possession, and liability for all recyclables and all solid waste, whether or not recyclable, which is set out for collection on the regularly scheduled collection day shall pass to contractor at the time it is set out. Subject to the provisions of this Franchise Agreement, Contractor shall have the right to retain any benefit profit resulting from its right to retain, recycle, compost, dispose of, or use the refuse, compostables, recyclables, and construction debris which it collects. Refuse, compostables, recyclables, and construction debris, or any part thereof, which is disposed of at a disposal site or sites (whether landfill, transformation facility, compost facility, or material recovery facility) shall become the property of the owner or operator of the dispersal site or sites once deposited there by Contractor. However, City, at its sole option, shall retain the right to require Contractor which transformation facility, compost facility, material recovery facility or landfill shall be used to retain, recycle, compost, process, and dispose of solid waste and construction debris generated within the Franchise Area. In this instance, Contractor shall conduct a rate audit and recommend, if necessary, a rate adjustment. 26. A. Indemn,,ficatiQu Qf-City. Contractor agrees that it shall protect, defend with counsel approved by City, indemnify, and hold harmless City, its officers, employees, and agents from and against any and all losses, liabilities, fines, penalties, claims, damages, liabilities, or judgments, including attorneys fees, arising out of or resulting in any way from Contractor's exercise of this franchise, unless such claim is due to the sole negligence f or willful acts of the City, its officers, employees, agents, or contractors, or from. the City's grant of this franchise to Contractor. Subject to the scope of this indemnification and upon demand of the City, made by and through the City Attorney,the Contractor shall appear in and defend the City and its officers, employees, and agents in any claims or actions, whether judicial, administrative, or otherwise'arising out of the exercise of the Franchise Agreement. 31 B. Indemnifcalkm o_f_Contractor. The City shall indemnify, defend and hold the Contractor, its affiliates and their respective officers, directors, employees, and shareholders harmless from and against any and all liabilities, losses, damages, claims, actions, causes of action, costs, and expenses (including reasonable attorneys' tees) arising from or in any manner related to the sale negligence or willful acts of the City, its officers, employees, agents, or contractors. C. . Contractor shall indetamify, defend with counsel approved by City, protect and hold harmless City, its officers, employees, agents, assigns, and any successor or successors to City's interest from and against all claims, actual damages (including but not limited to special and consequential damages), natural resources damage, punitive damages, injuries, costs, response remediation and removal costs, losses, demands, debts, liens, liabilities, causes of action, suits, legal or administrative proceedings, interest, fines, charges, penalties, and expenses (including but not limited to attorneys' and expert witness fees and costs incurred in connection with defending against any of the foregoing or in enforcing this indemnity) of any kind whatsoever paid, incurred or suffered by, or asserted against, City or its officers, employees, agents, or Contractors arising from or attributable to any repair, cleanup or detoxification, or preparation and implementation of any removal, remedial, response, closure or other plan (regardless of whether undertaken due to governmental action) concerning any hazardous substance or hazardous wastes at any place where Contractor stores or disposes of municipal solid waste or construction and debris pursuant to this Franchise Agreement. The foregoing Wdemmity is intended to operate as an agreement pursuant to Section 107(e) of the Comprehensive Environmental Response, Compensation and Liability Act, "CERCLA", 42 U.S.C. Section 9607(e) and California Health and Safety Code Section 25364, to insure, protect, hold harmless, and indemnify City from liability. D. AD 232 Ind=WU a. Contractor agrees to protect, defend, with counsel approved by City, and indemnify City against all fines or penalties imposed by the California Integrated Waste Management Board or local enforcement agency in the event the source reduction and recycling goals or any other requirement of AB 939 are not met by City with respect to the waste stream collected under this Franchise Agreement, Assuming City and Contractor agree on programs, Contractor shall cause at least fifty percent (50%) of the waste stream collected under this .Agreement to be diverted from landfills as defined by State law as amended from time to time by January 1, 2000. 32 F- Workm' C madon' a=ce. Contractor shall obtain and maintain in full force and effect throughout the entire term of this Franchise Agreement full workers' compensation insurance in accord with the provisions and requirements of the Labor Code of the State of California. Endorsements that implement the required coverage shall be fled and maintained with. the City Clerk throughout the term of this Franchise Agreement. The policy providing coverage shalt be amended to provide that the insurance shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to City. Tlie policy shall also be amended to waive all rights of subrogation against the City, its elected or appointed officials, employees, agents, or Contractors for losses which arise from work performed by the named insured for the City. 21. A. Contractor shall maintain all records relating to the services provided hereunder, including, but not limited to, customer lists, billing records, accounts payable records, maps, and A$ 939 compliance records, for a period of not less than three (3) years, or any longer period required by law. The City shall have the right, upon five (5) f business days advance notice, to inspect all maps, AS 939 compliance records, customer complaints, and other like materials of the Contractor which reasonably relate to Contractor's compliance with the provisions of the Franchise Agreement. Such records shall be made available to City at Contractor's regular place of business, but in no event outside the County of Orange. & Should any examination or audit of Contractor's records reveal an underpayment of any fee required under this Franchise Agreement, the amount of such underpayment shall become due and payable to City not later than fifteen (15) days after written notice of such underpayment is sent to Contractor by City. Should an underpayment of more than three percent (3%) be discovered, Contractor shall bear the entire cost of the audit of the franchise fees. 28, GENE AL PROM1i NS A. Contractor shall not be in default under this Franchise Agreement in the event that the and temporary bin/rolloff services and the collection, transportation, recycling, composting, and disposal of solid waste and construction debris provided by the Contractor are temporarily interrupted or discontinued for any of the following reasons: riots, wars, sabotage, civil disturbances, insurrections, explosion, natural disasters such as floods, earthquakes, landslides, and fires, strikes, lockouts, and 33 other labor disturbances or lather catastrophic events which are beyond tate reasonable control of Contractor. Other catastrophic events do not include the financial inability of the Contractor to perform or failure of the Contractor to obtain any necessary permits or licenses from other governmental agencies or the right to use the facilities of any public utility where such failure is due solely to the acts or omissions of the Contractor. In the event a labor disturbance interrupts temporary bin/rolloff services and the collection, transportation, recycling, composting, and dispoW of solid waste and constriction debris by Contractor as required under this Franchise Agreement, City may elect to exercise its rights under Section 17 of this Agreement. B. Indocadout Hca actor. Contractor is an independent contractor and not an officer, agent, servant, or employee of City. Contractor is solely responsible for the acts and omissions of its officers, agents, employees, Contractors, and subcontractors, if any. Nothing in this Franchise Agreement shall be construed as creating a partnership or joint venture between City and Contractor. Neither Contractor nor its officers, employees, agents, or subcontractors shall obtain any rights to retirement or other benefits which accrue to City employees. C. Pay==D Contractor shall be responsible for any extraordinary damage to City's driving surfaces, resulting from negligence in providing refuse collection and temporary bin/rolloff services, L7. RcQpaM Ik e. Any physical damage caused by the negligent or willful acts or omissions of employees, Contractors, or subcontractors of the Contractor to private or public property shall be repaired or replaced. E. Right of Entry. Contractor shall have the right, until receipt of written notice revoking permission to pass is delivered. to Contractor, to enter or drive on any private street, court, place, easement, or other private property for the purpose of providing temporary bin/rolloff services and the collection, transportation, recycling, composting, and disposal of solid waste and construction and demolition debris pursuant to this Franchise Agreement. F Law to Goyemn Venue. The law of the State of California shall govern this Franchise Agreement. In the event of litigation between the parties, venue in state trial courts shall lie exclusively in the County of Orange. In the event of litigation in a U.S. District Court, exclusive venue shall Iie in the Central District of California_ 34 C. Fees and CralWties. Contractor shall not, nor shall it permit any agent, employee, or subcontractors employed by it to, request, solicit, demand, or accept, either directly or indirectly, any compensation or gratuity for temporary bin/rolloff services and the collection, transportation, recycling, composting, and disposal of solid waste and construction debris otherwise required under this Franchise Agreement, H. or Agmtm=,m;,A=ndMn. t. This Franchise Agreement is intended to carry out City's obligations to comply with the provisions of the California Integrated Waste Management Act of 1989, ("AB 939") as it from time to time may be amended, and as implemented by regulations of the California Integrated Waste Management Board ("Regulations"), as they from time to time may be amended. In the event that AB 939 or other State or Federal laws or regulations enacted after this Franchise has been enacted, prevent or preclude compliance with one or more provisions of this Franchise Agreement, such provisions of the.Franchise shall be modified or suspended as may be necessary to comply with such State or Federal laws or regulations. No other amendment of this Franchise Agreement shall be valid unless in writing duly executed by the parties, I. CDmaliance with Fra se Agreement. Contractor skull comply withh those previsions of the San Juan Capistr2mo Municipal Code which are applicable, and with any and all. amendments to such applicable provisions during the term of this Franchise Agreement. J, Notices. All notices required or permitted to be given under this franchise shall be in writing and shall be personally delivered or sent by telecopier(fax), or United States certified mail, postage prepaid, return receipt requested, and addressed as follows: To City: City of San Juan Capistrano City Attorney 32400 Paseo Adelanto San Juan Capistrano, CA 92575 To Contractor: Solag Disposal Company Incorporated I'. 4. Box 1100 San Juan Capistrano, California 92693 Telecopier! (714)240-0195 Telephone: (714) 240-0446 35 or to such other address as either party may from time to time designate by notice to the other given in accordance with this Section. Notice shall be deemed effective on the ,date personally served or, if mailed, three (3) business days from the date such notice is deposited in the United States mail. K. Sayings Clause and_EWimty. If any non-material provision of this Frwichise Agreement shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such provision shall not affect the validity and enforceability of any of the remaining provisions of this Franchise Agreement. L. Exhibits, . Exhibits "A" through "F" are attached to and incorporated in this Franchise Agreement by reference. WITNESS the execution of this Agreement on the day and year written above. CITY OF SAN JUAN CAPISTRANO ATTEST. ' p/ David Swerdlin, Mayor I Cheryl Jo n, eity nerk APPROVED AS TO FORM: F rd DenhadIter, City Attorney Solag Disposal Co. Incorporated Tom Trulis, QwneriPresident 36 i ACKNOWLEDGMENT STATE OF } } ss. COUNTY OF ) On , before me, the ersigned, A Notary Public in and for the State of California, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to the person(s) whose name(s) is/are subscribed to the within instrument and acknowl ged to me that he/she/they executed the same in his/her/their authorized capacity(iq , and that by his/her/their signatures(s) on the instrument the person(s), or the enty upon behalf of which the person(s) acted, executed the instrument. Signature: CORPORATE SEAL 37 EXHIBIT A Solid Waste Callec �.�eclule 1. Automated residential curb and roadside collection, recycling, composting and disposal located on a paved, two lane road, monthly rate for: (2) 35 gallon containers one refuse, one recycling: $11.72 (2) 67 gallon containers one refuse, one recycling: $12.99 (3) 67 gallon containers one refuse, one recycling, one compost:$ 13,47 Each additional 35 gallon container: $3.21 Each additional 67 gallon container: $3.32 Vacancy, self hauler exemption: $6.59 1 Multi-family, Commercial and Industrial receiving bin service (3 cubic yard bins) for DISPOSAL; monthly rate with the fallowing pickups per week- 1 x week $ 72.63 4 x week $194.82 2 x week $113.76 5 x week $237.14 3 x week $149,37 6 x week $278.32 3. Roll-Off Bate: Regular Service Drop-off-box: 138.56 + Actual Landfill fee Compactor: 138.56 + Actual Landfill fee On-Call 36 cu. yd. 3 cu. yd. Drop-off-box: Drop-off-box'. 341,07 ( 24 Hrs.) 38.64 Lowboy ( weekly ) 49.76 Drop-off-box: 408.56 Bulky Items: First two calls: $-0- Each call thereafter: $10.00 Miscellaneous Fees: Graffiti Removal per incident - Residential User $10.00 Commercial User $10.00 Delinquent Fee $5.00 Redelivery or Reinstatement Fee $15.00 Refund Fee $1,50 38 EXHIBIT B Base ate Adjusl ,.,.,..,,. The Contractor shall be entitled to an annual increase of the base rate, not to exceed 4% ;per annum using of the producers price index ("PPI") for finished goods published by the Bureau of Labor Statistics on January 1 of each contract year commencing January 1, 1997. The index for November 1 to October 31 shall be used. Diwsal Rate Adius em Additionally, the landfill tipping fee adjustment shall be a pro-rata pass through of any tipping fee increase or decrease. Tlie pounds of refuse per customer shall be adjusted annually based on the contractors landfill gate receipts for the previous year. The landfill tipping fee pass through formula is as follows: (A) Residential Pickup = The difference between current tip fee and proposed tip fee divided by the current tip fee to establish the percentage variance change. The variance times the tip fee equals the rate change. Rate change is added for increase and subtracted for decrease in tip fee. (B) Commercial Pickup = Total annual tons 12 month equals monthly tonnage average. Monthly tonnage times the 2,000 equals monthly rate in pounds. Monthly ground divided by total number of monthly dumps equals weight per bin. Pounds per bin divided by 2,000 equals percentage of one ton. Percentage of one ton times the per ton clump fee equals tip fee pass thru rate per single frequency. Residential Rate Composite: Two 35 gallon containers: Base Tipping Total Eee Rag_ 10.41 + 1.71 — 11.72 Two 57 gallon containers: Base Tipping Total Eak &L..... 10.16 + 2.83 — 1.2.99 39 Three 67 gallon containers: Base Tipping Total U= Fee EA19- 10.48 + 2.99 13.47 Commercial .Rate Composite for Disposal OWy: 1 x wk 50.41 20.80 1.42 72.63 2 x wk 69.94 41.60 2.22 113.7E 3 x wk 84.50 62.40 2.92 149.37 4 x wk 107.81 83.20 3.81 194.82 5 x wk 128.51 104.00 4.63 237.14 6 x wk 148.07 1.24.80 5.45 278.32 Roll-Off Rate: Regular Service: Base_ -i Timing Fee To gu �,.� �t� �1�,� ume Drop-Off-Box 138.56 Actual 0 Compactor 138.56 Actual 0 On-Call Service Base RaIc + = ToW R= Drop off box: 36 cubic yard 138.56 202.51 341.07 Lowboy 10 cu yds. 138.56 270.00 408.56 3 CU131C YARD BIN: 24 hrs 31.79 6.85 38.64 Weekly 43.13 6,63 49.76 40 EXHIBIT C AR 239 Education A. Contractor guarantees to City that it shall case at least twenty-five percent (25%) by January 1, 1995, and fifty percent (50%) by January 1, 2000, of the annual waste stream collected under this Franchise Agreement to be diverted from ultimate deposit in landfills or transformation facilities in accordance with the regulations implementing the California Integrated Waste Management Act of 1989 (as amended) (also known as "AB 939"). Contractor shall snake every effort possible to assist in implementing the programs identified in the City's Source Reduction and Recycling Element (SRRE) and Household Hazardous Wastes Element UUME). Contractor shall provide City with written reports in a form adequate to meet City's reporting requirements to the California Integrated "Waste Management Board and to the County of Orange throughout the term of this Franchise wherein its performance under this program is set forth in detail. B. Beginning July 1, 1998, Contractor shall conduct a waste audit of all contracted commercial and multi-family accounts to determine their recyclable content, prior to services being rendered. Dr.press used to conduct this waste audit shall be shared with the City of San Juan Capistrano, to ensure permit compliance and acceptance. Beginning January 1, 1999, those accounts that contain a significant recyclable content shall be processed through the a MRF that processes materials for reuse. C. Any new collection containers or replacements shall be purchased and provided by Contractor at Contractor's expense and provide the tninimum specifications contained in Exhibit "D." The container that is designated as recyclables shall have its contents processed at a material recovery facility. The green waste container shall its contents processed of in a compost facility. The refuse container shall have its contents taken to the landfill for disposal. Contractor shall provide to every neve residential account an announcement of the recycling program, instructions on how to participate, and what services are available to the homeowner. D. Public Education . Commencing with the implementation of the mechanized residential container system, Contractor shall continually maintain an "Public Education Fuad" for the sole purpose of supplying public education and information about source redaction, recycling, and composting. The amount to be set aside is .09 per household per month derived from the base rate. The public Education Fund shall be held in an interest bearing bank account, separate from other funds utilized by Contractor, and shall be made available for audit review upon request of the city. All interest earned on the balance remaining in this fund shall remain as part of the fund. E. Contractor shall employ a person as the recycling coordinator whose sole responsibilities will be the implementation of the programs contained in the City's SRRE and HH-WE. F. The failure of Contractor to achieve any of the above shall be deemed a material breach of this Franchise Agreement. 41 EXI; MIT D Spt&ifigadm Each container provided for the residential curbside collection shall have a capacity of sixty-seven (67) or thirty-five (35) gallons. Each container (including hardware) shall be fully guaranteed for ten (10) years against breakage or material failure. When the word "container" is used in this specification, it is defined as a complete unit including full lid assembly, wheels and axle. Contractor shall be responsible for the replacement of container, wheels, lids, hinges, axles, and handles which fail by reason of improper or inadequate materials or defective workmanship, or insufficient resistance to weathering or any other cause other than negligent or abusive use by third parties or homeowners. The containers shall meet the following specifications in all material respects. Any deviations from the specifications shall be approved by the City Manager or designee. Rotationally molded, one hundred percent (100%) first quality High Density Crosslink Polyethylene, ultraviolet stabilized.Paxon 700417201 or Phillips 66 CL 200. Certified to contain ultraviolet stabilization provided by the equivalent of .5% of UV 531 stabilization compound. Certified to meet a minimum ESCR rating exceeding 1000 hours for both 100% and 10%n Igepal solutions. 2. Integrally molded part of cart body made of the same material as the body and require no hardware (No caps, screws, metal hinges or PVC.pipe). External handle diameter, 1.375 inches. 3. Qrt Lid Each container shall be furnished with a lid molded from the same material as the container and shall be of such a configuration that it shall not warp, bend slump, or distort to such an extent that it no longer fits flush on the container properly or becomes otherwise unserviceable. The lid shall be designed in such a manner to insure that it will be watertight. The lid shall have the same thickness as the container and shall fully open at 95 - 110 degrees. Imprinted with "Instructions" and "Indications and Contraindications" in English and Spanish. 4. Wheel Retainers Locking system to prevent disassembly. 5. AKIO 42 518" galvanized solid steel fully supported by cart body. No bolts or rivets used for mounting. 6. y0=15 Each container shall be equipped with wheels molded from the same material as the body. Wheels shall be ten (10) inches in diameter by two and orae-lash(21h) rhes in width. Minimum R.M.A. load rating of 180 pounds per wheel. 7. Container volume sixty--seven(67) or thirty-five (35) U.S_ gallons. 8. Dimensions 67 Gallon Container = 'Width: 31 inches Length; 36 inches Height: 45 inches. 35 Gallon Container = Width. 21 inches Length,21.5 inches Height: 38 inches. 10. Calor Ultraviolet stabilized, non-fading tan, green, and blank. 11. Stability Designed to prevent being turned over by winds of rap to 25 mph in any direction when empty- 12. Hot Slam-Rim. To meet the provisions of this franchise agreement § 8(A)(14). 13. rial Number Each container shall be "hot stamped" with an individual serial number which shall correspond with individual addresses. 43 EXH IT E Sp=iW Wastes Flammable waste Containerized `caste (e.g., a drum, barrel, portable tank, box, pail, etc.) 'Baste transported in a bulk tanker Liquid waste Sewage sludge Waste from a pollution control process Residue and debris from the cleanup of a spill or release of chemical substances, commercial products or any other special wastes. Contaminated sail, waste, residue, debris, and articles from the cleanup of a site or facility formerly used for the generation, storage, treatment, recycling, reclamation, or disposal of any other special wastes. Dead animals Manure Waste water Explosive substances Radioactive materials Materials which have been exposed to highly infectious or contagious diseases Hazardous materials 44 r i� J � 4 b r5 .L�aM 1 �� 'iliYbrerY�k1AlFw ww�t .. l V I- d d- r q/ NO Y cot 'SF;Y PP r i994*twit y. .;.r.: � TAk19 .Y *II ailq'lja� # i 91�Itl i r Pg 8 !¢ �' �arr :'S •+r!'r �l" �i�+�'N►°+i w -' * q ' ask_s �4q,�� #I$� ti 9 X ral r OR r f FIRST AMENDMENT TO THE INTEGRATED SOLID WASTE COLLECTION AGREEIMENT This First Amendment to the Integrated Solid Waste Collection Agreement (this "Agreement") is made and entered into this 15th day of February, 2000, by and between the City of San Juan Capistrano (thea"City") and Solag Disposal Incorporated and CR&R Incorporated (the "Contractor"). RECITALS WHEREAS, the City of San Juan Capistrano and Solag Disposal entered into that certain Integrated Solid Waste Collection Agreement, dated December 17, 1996 (hereinafter"Original Agreement") to provide for the exclusive collection, transportation, recycling, composting and, disposal of all solid waste within the City; and, WHEREAS, Solag Disposal Company is seeking a merger and consolidation with a privately owned CR&R Incorporated based out of Stanton, California; and, WHEREAS, Solag Disposal Company has requested the City transfer and assign this exclusive franchise to CR&R Incorporated; and, WHEREAS, CR&R Incorporated claims to possess the qualifications, equipment, and administrative wherewithal to provide the services described in the Original Agreement. NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated herein by this reference, and the terms covenants and conditions set forth in this Amendment, the Parties hereby agree as follows: Section 1. A) Section 26, "Indemnification" Subsection (a), "Indemnification of City" shall be amended in its entirety to read as follows: Contractor agrees that it shall protect, defend with counsel approved by City, indemnify, and hold harmless City, its officers, employees, and agents from and against any and all losses, fines, penalties, claims, damages, liabilities, or judgements, including attorneys fees, arising out of or resulting in any way from Contractors's exercise of its rights and obligations under this franchise agreement, and including any activity or actions engaged in by Contractor in furtherance of the enforcement of the agreement or municipal code provisions relating to trash collection (e.g-, but not limited to, the enforcement of the exclusivity provisions of garbage service under the provisions of the Municipal Code and Franchise 1 SD Agreement), unless such claim is due to the sole negligence or willful acts of the City, its officers, employees, agents, or contractors, or from the City's grant of this franchise to Contractor. Subject to the scope of this indemnification and upon demand of the City, made by and through the City Attorney, the contractor shalt appear in and defend the City and its officers, employees, and agents in any claims or actions, whether judicial, administrative, or otherwise arising out of the exercise of the Franchise agreement. In addition, Contractor shall reimburse City for costs it incurs in utilizing City staff time, legal expense, and any other directly related attributable costs arising out of any claims, lawsuits, judgements, or administrate orders dealing with the Contractor's right to provide exclusive garbage collection service within the San Juan Capistrano jurisdiction. B) Subsection (d), "AB 939 Indemnification" Shall be amended in its entirety to read as follows: Contractor agrees to protect, defend with counsel approved by City, and indemnify City against all fines or penalties imposed by the California Integrated Waste Management Board in the event the waste diversion requirements of AB 939 ars not met by City. Excluded from the foregoing indemnification are any fines or penalties the imposition of which results from, or is attributable to, a determination by City to not implement adopted programs or to eliminate, suspend or reduce existing diversion programs. City and Contractor shall reasonably cooperate in good faith with all efforts by each other to meeting City's AB 939 diversion requirements and otherwise to ensure compliance with the Act including, without limitation,requests to the Board pursuant to Public resources Code Section 41785. Section 2. Section 13, "Faithful Performance," is amended by increasing the required performance security from ten thousand dollars ($10,000)to one hundred thousand dollars($100,900). Section 3, Section 0 "Services Provided by Contractor" Subsection (B) "Residential" number (3) "Bulky Items" shall be amended to include the following: "In City targeted neighborhoods the contractor shall provide regularly scheduled bulky item pickups on the day of collection. Should the defined neighborhood exceed a 10% billing delinquency, routine bulky item pickups may revert back to on-call service only." 2 Y Section 4. Exhibit A, "Solidwaste Collection Rate Schedule91 Section 3, "Miscellaneous Fees," shall be amended to add: "Container Replacement $25.00 each." Section 5. Entire Agreement. This Amendment embodies the entire understanding between the parities with respect to its subject matter and can be changed only by instrument in writing signed by parties. Section 6. All other terms and conditions of the Original Agreement dated December 17, 1 W6 skull remain in full force and effect. IN WITNESS WHEREOF, the parties have executed this Amendment as of the date and year first written above. City of in Capistrano Solag Disposal Co., Inc alis arnpbell, Mayor Tam Trullis, President CR & R, ncor ra ed Attest: Cilifford Ronnenberg Chairman & CED heFyl Joh n, My Clerk Approved as to Form: John S aw, City Attorney�� G D0UGL.ASIAGD1NF0\S0LAG.RES 3 SECOND AMENDMENT TO THE INTEGRATED SOLID WASTE COLLECTION AGREEMENT I ' This Second Amendment to the Integrated olid Waste Collection Agreement (this „Agreement")is made and entered into thi4 day of October,2042, by and between the City of San Juan Capistrano (the "City") and CR&R/Solag Disposal Incorporated (the "Contractor"). RECITALS WHEREAS, the City of San Juan Capistrano and Solan Disposal entered into that certain Integrated Solid Waste Collection Agreement., dated December 17, 1996 (hereinafter "Original Agreement") to provide for the exclusive collection, transportation, recycling, composting and, disposal of all solid waste within the City; and, WHEREAS, a First Amendment was entered into on February 5, 2002 by Solag Disposal Company and the City to transfer and assign this exclusive franchise to CR&R Incorporated; and, WHEREAS,GR&R Incorporated is requesting Rate Establishment for new services. NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated herein by this reference, and the terms covenants and conditions set forth in this Amendment, the Parties hereby agree as follows: Section 1. Exhibit A, "Solidwaste Collection Rate Schedule" Section 2, shall be amended to include "Multi-family, Commercial,and Industrial accounts receiving bin service"for RECYCLING; monthly rate for the following pickups per week: 3 cubic yard bins: 4 cubic yard bins: Ix 50.00 4x. 160.00 Ix 65.00 4x 20U0 2x 60.00 5x 200.00 2x 104.00 5x 260.00 3x 120.00 6x 240.00 3x 156.00 6x 312.00 * For small quantity generators a 96-gallon automated barrel with weekly collection = $15 per month. Section 2. Exhibit A, "Solidwaste Collection Rate Schedule" Section 3, "Miscellaneous Fees;" shall be amended to add: "Overflow charge $35.00 per incident". 1 esti n 3. Entire Aareement. This Amendment embodies the entire understanding between the parities with respect to its subject matter and can be changed only by instrument in writing signed by parties. Section 4. Alf other terms and conditions of the Original Agreement dated December 17, 1996 and as amended by the First Amendment dated February 15, 2002 shall remain in full force and effect. IN WITNESS WHEREOF,the parties have executed this Amendment as of the date and year first written above. City of San Juan Capistrano CIS & P, Incorporated » Diane Bathgate, M y r David Fahrion President Attest: rgaret M. Monahan, City Cleric Approved as to Form.- John orm:John Sha City Attorney C:OOUGLAS\AGREEMEMSecond.amend.soiag.wpd 2 THIRD AMENDMENT TO THE INTEGRATED SOLID WASTE COLLECTION AGREEMENT This Third Amendment to the Integrated olid Wa to Collection Agreement (this "Agreement") is made and entered into this day of&q 2003, by and between the City of San Juan Capistrano (the "City") and CR&R In porated (the "Contractor"), RECITALS WHEREAS, the City of San Juan Capistrano and S©lag Disposal entered into that certain Integrated Solid Waste Collection Agreement, dated December 17, 1996, (hereinafter "Original Agreement")to provide for the exclusive collection, transportation, recycling, composting, and disposal of all solid waste within the City; and, WHEREAS, a First Amendment was entered into on February 5, 2002, by Solag Disposal Company and the City to transfer and assign this exclusive franchise to CR&R Incorporated; and, WHEREAS, a Second Amendment was entered into on October 1, 2002, establishing new services and rates; and WHEREAS, CR&R Incorporated has represented to the City that, for purposes of complying with Rule 1193 of the South Coast Air Quality Management district, which requires all refuse collection vehicles purchased after July 1, 2002, to be alternate fuel powered, it intends to replace its entire fleet of commercial and residential refuse collection vehicles with vehicles that comply with the Rule by July 1, 2004. Contractor has requested an extension to the Terra of the f=ranchise Agreement,to enable Contractor to depreciate some of the additional costs it will incur as the result of said replacement, without cost increases to the rate payer. WHEREAS, it has been identified that space constraints are a barrier to a successful commercial recycling program,the City and its Contractor desire to offer mixed- waste recycling services as an option. NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated herein by this reference,and the terms,covenants,and conditions set forth in this Amendment, the Parties hereby agree as follows: SECTION 1. Section 5,of the Original Agreement entitled "Term: Extensions"shall be amended to extend the term of the Original Agreement for an additional seven years and six months to expire July 1, 2014. SJC Third Amendment 7/1512003 1 SECTION 2. Section 8(A)of the Original Agreement entitled,"Minimum Standards for Equipment and Maintenance" shall be amended to add Paragraph (16.), below: (A). (16). Collection Vehicles Contractor warrants that as of July 1, 2004, all residential and commercial collection vehicles servicing the contract area depicted in Exhibit F will be new alternate fuel powered in accordance with the standards of the South Coast Air Quality Management District. Other vehicles including roll-off,support, repair, bin delivery, etc. may continue with fuels as approved by the District, but must be compliant with Title 13, CCR, Section 2021.2, as of December 31, 2004, and may be replaced with alternate fuels vehicles at the discretion of the Contractor. SECTION 3. Section 10 of the Original Agreement entitled, "System and Services Review" is amended to add Paragraph (E) below: (E.) Contractor small provide all information necessary, in a form acceptable to the City, to submit annual reports to the Air Resources Board's Executive Officer annually to certify compliance with CCR regulations." SECTION 4. Section 28.of the Original Agreement entitled"General Provisions"is amended to read as: J. Notices. To Contractor: CR$R Incorporated P.O. Box 1100 31641 Ortega Highway San ,Juan Capistrano, Califomia 92693 Attn: Vice President Telephone: 949-728-0446 Teleco p i er: 949-728-3470 SECTION 5. Revised Exhibits W' and "B" incorporating commercial mixed-waste processing and commercial automated barrel service options are attached hereto and are made a park of this Third Amendment. SJC Third Amendment 711512003 2 SECTION 6. All other terms and conditions of the Original Agreement dated December 1 T, 1995, and as amended by the First Amendment dated February 15, 2002, and the Second Amendment dated October 1, 2002, shall remain in gall force and effect. IN WITNESS WHEREOF, the parties have executed this Amendment as of the date and year first written above. City of San Juan Capis ano CR & R Incorporated J© ava '' Dean A. Ruffridge, -S-n' r Vice President .ATTEST: M garet R, Monahan, City Clerk proved as to Form: John S w, City Attorney SJC Third Amendment 7/15/2003 3 EXHIBIT'A' SOLID WASTE COLLECTION RATE SCHEDULE City of San Juan Capistrano Motsttr� tie dd�antial 35 Canon Automated Containers set of 2 $ 11.98 set of 3 $ 13.30 Extra Trash,Green Waste or 3rd Recycling $ 3.25 67 Gallon Automated Containers set of 2 $ 13.07 set of 3 $ 13,53 Extra Trash,Green Waste or 3rd Recycling $ 3.35 90 gallon Automated Containers set of 2 $ 14.16 set of 3 $ 14,62 Extra Trash, Green Waste or 3rd Recycling $ 4.27 Vacancy/Setf-Haul $ 6.66 Bulky Items First 2 at No Charge; $10 thereafter Coram rcial Au mated Container Service in lieu of Bin Service (2)617 Gallon Automated Containers $ 18.17 (2)90 Gallon Automated Containers $ 20.34 Extra 67 Gallon Trash $ 10.38 Extra 67 Gallon Recycle $ 6.53 Extra 90 Gallon Trash $ 12.04 Extra 90 Gallon Recycle $ 6.70 Cisposal Recycling Mixed Waste Processing Commercial Bin Servlce 3 Yard Ix $ 7.2.15 $ 60.50 $ 95.34 3 Yard 2x $ 111.00 $ 80.80 $ 157.38 3 Yard 3x $ 144.00 $ 121.20 $ 213.58 3 Yard 4x $ 187.44 $ 161.60 $ 280.21 3 Yard 5x $ 224.50 $ 202.00 $ 340.46 3 Yard 6x $ 259A4 $ 242.40 $ 399.09 Overflow Charge Per Occurance $ 35.35 $ 35.35 $ 35.35 (1)35 or 67 gallon automated container per unit with Bin Service $ 6.00 4 Yard Ix $ 94.73 $ 65.65 $ 125.65 4 Yard 2x $ 145.72 $ 145.04 $ 207.55 4 Yard 3x $ 189.66 $ 157.56 $ 282.42 4 Yard 4x $ 246.07 $ 210.08 $ 369.75 4 Yard 5x $ 294.66 $ 262.60 $ 449.26 4 Yard 6x $ 341.07 $ 315.12 $ 526.59 OveMow Charge Per Occufance $ 35,35 $ 35.35 $ 35.35 (1)35 or 67 gallon automated container per unit with Bin Service $ 6.00 Automated Barrel Recycling (with Commercial Bin Trash Service) 67190 Gallon ix $ 15.15 67190 Gallon 2x $ 30.30 67190 Gallon 3x $ 45.45 67190 Gallon 4x $ 60.60 67190 Gallon 5x $ 75.75 67/90 Gallon 6x $ 90.90 Roll:Q Rates Drop-Off Box $ 136.47 plus landfill fee or processing fee Compactor $ 146.62 plus landfill fee or processing fee On-Call DCB $ 311.52 On-Call Lowboy $ 366.52 Glean-tap Bin Dally $ 38.12 nla $ 50.50 Glean-Up Bin Weekly $ 49.56 $ 50.50 $ 65.50 Y EX ftaj l�q� ��Y{ IBIT "B" SOLID WASTE COLLECTION RATE BREAKDOWN City of Sari,Juan Capistrano Automated residential curbside and roadside collection, recycling and disposal located on paved, two-lane road: monthly maximum rates for: Base Rate Disposal Rafe Monthly Rate -35 gallon refuse/recycling $10.59 $1.39 $11.98 3-35 gallon refuselrecycling/green $10.76 $2.81 $13.07 -67 gallon refuse/recycling $10.76 $2.31 $13.07 3-67 gallon refuse/recycling/green $10.93 $2.60 $13.53 2-90 gallon refuselrecycling $10.93 $3.23 $14.16 3-90 gallon refuselrecycling/green $1122 $3.40 $14.62 Extra 35 Trash or green waste $1.86 $1.39 $3.25 Extra 67 Trash or green waste $1.04 $2.31 $3.35 Extra 90 Trash or green waste $1.04 $3.23 $4.27 Extra Recycling 2nd @ No Charge (3`0 same as above) VacancylSelf Haut $6.66 $6.66 Multi-family, Commercial and Industrial receiving bin service (3 and 4 cubic yard bins) for Disposal or MRF Processing'. monthly rate with the following pickups per meek: (Note: AB939 Fees are eliminated): Commercial Base Rate + Landfill Tipping Fee or Processing Fee 3 Yard 1X: $ 54.78 $ 17.37 $ 40.56 3 Yard 2X:. $ 76.26 $ 34.74 $ 81.12 3 Yard 3X: $ 91.89 $ 52.11 $121.69 3 Yard 4X: $117.96 $ 69.48 $162.25 3 Yard 5X: $137.65 $ 86.85 $202.81 3 Yard 6X: $155.72 $104.22 $243.37 Overflow Charge $ 35.35 per 4 Yard Ix $ 71.57 $ 23.16 $ 54.08 4 Yard 2x $ 99.40 $ 46.32 $108.15 4 Yard 3x $1260.18 $ 69.48 $162.24 4 Yard 4x $153.43 $ 92.64 $216.32 4 Yard 5x $178.86 $115.80 $270.40 4 Yard 6x $202.11 $138.96 $324.48 Overflow Charge $ 35.35 per Rates Exhibit B 2003 7/2512003 Multi-family, Commercial and Industrial receiving Automated Commercial Barrel Service; monthly rate with weekly collection service of one Trash and one Recycling Barrel: Base Rate Landfill Charge Monthly Charge 67-gallon set $14.77 $3.40 $18.17 90-gallon set $15.28 $5.06 $20.34 Extra 67 Trash $ 6.98 $3.40 $10.38 Extra 90 Trash $ 6.98 $5.06 $12.04 Extra 67 Recycle $ 6.53 NIA $ 6.53 Extra 90 Recycle $ 6.70 N/A $ 6.70 Rates Exhibit B 2003 7/25/2003 2 FOURTH AMENDMENT TO THE INTEGRATED SOLID WASTE COLLECTION AGREEMENT This Fourth Amendment to the Integrated Solid Waste Collection Agreement (this "Agreement") is made and entered into this 21st day of April, 2009, by and between the City of San Juan Capistrano (the "City") and CR&R Incorporated (the "Contractor"); collectively referred to as the "Parties". RECITALS WHEREAS,the City of San Juan Capistrano and Solag Disposal entered into that certain Integrated Solid Waste Collection Agreement, dated December 17, 1996, (hereinafter "Original Agreement") to provide for the exclusive collection, transportation, recycling, composting, and disposal of all solid waste within the City; and, WHEREAS, a First Amendment was entered into on February 5, 2002, by Solag Disposal Company and the City to transfer and assign this exclusive Franchise to CR&R Incorporated; and, WHEREAS, a Second Amendment was entered into on October 1, 2002, establishing new services and rates; and WHEREAS, a Third Amendment was entered into on August 19, 2003 by CR&R Incorporated for purposes to comply with Rule 1193 of the South Coast Air Quality Management District, which requires all refuse collection vehicles purchased after July 1, 2002, to be alternate fuel powered. Contractor replaced its entire fleet of commercial and residential refuse collection vehicles with vehicles that comply with the Rule. Contractor received an extension to the Term of the Franchise Agreement, to enable Contractor to depreciate some of the additional costs it incurred as the result of said replacement, without cost increases to the rate payer. WHEREAS, the Third Amendment also identified that space constraints are a barrier to a successful commercial recycling program, the City and its Contractor desired to offer mixed-waste recycling services as an option; and WHEREAS, CR&R hereby represents that it desires a longer term Agreement in order to facilitate the design and relocation of it's South Orange County solid waste operations center and to develop,permit, and construct a Material Recovery Facility(MRF) to facilitate recycling options for the City and south Orange County municipalities and thereby depreciate its investment over a longer period of time; and WHEREAS, CR&R and the City of San Juan Capistrano also wish to adjust Franchise Fee payments from the established rate schedules without any rate impact to customers. NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated herein by this reference, and the terms, covenants, and conditions set forth in this Amendment, the Parties hereby agree as follows: SECTION 1. DEFINITIONS The following Definitions are hereby added to the Franchise Agreement: E. Universal Waste, Universal Waste shall mean those hazardous wastes ........................... . .... ....... .. . .. identified as universal wastes in Section 66261.9 of Title 22 of the California Code of Regulations, including but not limited to:fluorescent bulbs and tubes; household batteries (e.g. D. AA, button-type, etc.); non-empty aerosol cans; electronic devices (e.g. televisions, computer monitors, cell phones, radios, video cassette recorders, etc.); and mercury containing devices (e.g. thermometers, thermostats, gauges, etc), and generated by a single family or multi-family residence. "Universal Waste"does not include any waste generated in the course of operating a business concern at a residence or business generated waste. F. Household Sharps Waste. "Household Sharps Waste" shall mean home- generated sharps, as defined in Section 117671 of Title 22 of the California Code of Regulations, including hypodermic needles, pen needles, intravenous needles, lancets, and ether devices that are used to penetrate the skin for the delivery of medications, which are generated by a single family or multifamily residence. "Household Sharps Waste" does not include any waste generated in the course of operating a business concern at a residence, business generated waste, or medical waste not described herein. G. Household Hazardous Waste. "Household Hazardous Waste" shall mean any hazardous waste generated by a single family or multifamily residence, including but not limited to: automobile maintenance and repair products(e.g. motor oil, oil filters, antifreeze; lead-acid batteries, brake fluid, etc.); lawn and garden chemicals (e.g. pesticides, herbicides, fungicides, etc.); cleaning products (e.g, bathroom cleaners, drain cleaners, chlorine bleach, solvents, oven cleaners, etc.); and home improvement supplies (e.g. stains, paints, varnish, paint thinners, chemical strippers, glue, pool chemicals, etc.). "Household Hazardous Waste" does not include any waste generated in the course of operating a business concern at a residence or business generated waste. SECTION 2. Section 5, of the Original Agreement entitled"Term:Extensions"and Section 7 of the Third Amendment to the Integrated Solid Waste Collection Agreement shall be amended to extend the Terra of the Agreement as following. The current Term of this Agreement expires on July 1, 2014. Concurrently to the above, on July 1, 2014 the Term of this Agreement shall automatically extend (without further action by the Parties)to July 1, 2019. On July 1, 2015, and on July 2 I of each subsequent year unless a Party has provided a notice of nonrenewal as provided below,the Term of the Agreement shall be extended (without further action by the Parties) foran additional year (the "Automatic Renewal") so that the remaining term of the Agreement shall remain at a minimum of five (5) years. Either Party may give the other Party written notice of termination of the Automatic Renewal in December of any year prior to the July 1 automatic renewal date. Provided that notice is received by either Party of any given year, no further Automatic Renewals shall occur in that year or any further year during the term of this Agreement, and this Agreement shall remain in effect only for its remaining term, taking into account the previous year's Automatic Renewal. In no case shall the remaining term be less than five (5) years. The intent of this paragraph is that if notice of termination of the Automatic Renewal is provided,this Agreement shall expire on July 1 no less than five years later. Nothing in this section shall be construed as limiting City's right to terminate this Agreement for cause pursuant to Section 17 of the original Agreement. SECTION 3.. Section 6. Services Provided By Contractor. E. Additional Services. (New) (5). Contractor shall provide free disposal and processing from direct delivery to Contractor's south Orange County Materials Recovery Facility from City owned and operated vehicles, or authorized contracted vehicles containing waste generated from within the City limits. As examples, City may deliver green waste or tree trimmings to Contractor's facility from City authorized public works operations, as well as street sweeping debris from City contracted services. Said wastes shall be limited to 800 tons per year at no charge to the City, plus an additional 5% increase per year. Contractor reserves the right to reject loads or charge for processing should current local, state or federal regulations change that may increase fees, rates or eventual uses of these materials. Should use of these materials in the future not be allowed as alternative daily cover at local landfills at the current no charge rate, Contractor and City agree to negotiate in good faith an alternative use and corresponding cost of diversion or reimbursement to Contractor for end costs of these materials. SECTION 4. Section 12 of the Original Agreement entitled, "FRANCHISE FEES" shall be amended to redefine the term "Gross Receipts", below; As used herein "Gross Receipts"shall include all fees, charges and revenues received by Contractor, and its affiliates and subsidiaries, if any, arising from or attributable to operation of this franchise. Beginning with the effective date of this Amendment, Gross Revenues include those revenues received by Contractor attributable to landfill, material processing and composting tipping fees. Gross Receipts does not include revenues derived from the Contractor's sale of materials or the receipt of governmental funding. 3 SECTION 6. EXHIBIT A of the original Agreement shall include the following approved charges: 1. Delinquent or Late Fees as prescribed shall be $10.00 per billing period. 2. Collection of Universal Wastes, Household Hazardous Wastes, or Household Sharps Waste shall be a flat $75.00 per collection subject to limitations and procedures agreed upon with the Parties. This fee is only quoted and provided to customers requesting this specialized door-side service. 3. Roll-Off Rate; The noted "Actual Landfill fee" shall include applicable "or other processing facility fee, based upon direction of the City" SECTION 6. EXHIBIT C is revised with the following added items, G. At a time when processing facilities are available, the Contractor shall implement, at no charge to the City, an Organic Waste collection and recycling program for restaurants, resorts, country clubs and golf courses, grocery stores, special events and other appropriate participants. City may authorize phase implementation of the program. Contractor shall provide participating Customers with Containers or Bins as necessary for the segregation and storage of Organic Waste to be recycled. Contractor shall, at its sole expense, prepare, produce, and distribute professional, well formatted educational materials to participants in the designated Organic Material program. Contractor shall record the tons collected, number of routes, productivity, number of stops, number of participating Customers, labor hours, costs and other pertinent data, as may be required by City, in a format approved by City. City may require submission of additional information from Contractor as necessary or desirable in order to evaluate the productivity, cost, benefits and potential diversion opportunity of the program and to report data to state and federal agencies. Organic Waste collected by Contractor shall be delivered to a permitted facility for recycling and composting. Once the necessary data is collected and reviewed, Parties agree to negotiate in good faith applicable rates to be charged to Customers to cover Contractor's costs to implement, operate, and sustain the program allowing reasonable financial margins approved by both Parties. H. Commencing on October 1, 2009, CONTRACTOR shall provide an optional service to all Single Family and Multi-family Residential customers door-side collection of Universal Waste, Household Hazardous Wastes and Household Sharps Wastes ("Special Wastes"), These Special Wastes shall be collected in separate vehicles from other Solid Waste, and shall be processed at a facility separate from any Solid Waste processing or disposal facility. Special Wastes shall be processed to as to recycle, re-use, and otherwise divert from disposal facilities these materials to the greatest extent practical. To the extent that 4 Special Wastes are disposed of, they shall be disposed of in compliance with all applicable laws and regulations. Residential customers wishing to dispose of Special Wastes shall call a toll-free number to be provided by Contractor to request pickup of these items, and shall otherwise comply with such requirements and procedures for this program as may be agreed upon by City and Contractor. City and Contractor shall mutually agree to a minimum and a maximum threshold of Special Wastes collected per customer collection for the various types of Special Wastes, for the approved rate in Exhibit A. Any resident ordering this service shall be directly responsible for paying the service fee listed in Exhibit A as amended herein and as annually adjusted. There shall be no limit on the number of pickups of these items a residential customer may request. City and Contractor agree to review Special Waste rates and costs prior to each annual rate adjustment to determine costs and participation of the program. SECTION 7. Section 28. of the Original Agreement entitled"General Provisions" is amended to read as: J. Notices. To Contractor: CR&R Incorporated P.O. Box 1100 San Juan Capistrano, California 92693 Attn: Senior Vice President Telephone: 877-728-0446 Telecopier: 714-890.6347 To Contractor (copy): CR&R Incorporated P.O. Box 125 Stanton Stanton, California 906803 Attn: Dean A. Ruffridge Senior Vice President Telephone: 877.728.0446 SECTION 8. All other terms and conditions of the Original Agreement dated December 17, 1996, and as amended by the First Amendment dated February 15,2002,the Second Amendment dated October 1, 2002, and the Third Amendment dated August 19. 20303 shall remain in full force and effect. Changes incorporated herein to the original Agreement or any of the Amendments preceding shall become effective on July 1, 2009. SECTION 9. The invalidity or unenforceability of any provision or covenant contained in this Amendment shall not affect the validity or enforceability of any other provision or covenant herein contained and any such invalid provision or covenant shall be deemed to be severable. 5 IN WITNESS WHEREOF, the parties have executed this Amendment as of the date and year first written above. City of San Juan Capistrano CR&R Incorporated Dave Adams, City Manager Dean A. Ruffridge, ni Vice President f r 4arg. r t Mona 7 an, Oity 16e k Approved as to Form. 1' Omar Sa oval, City Attorney 6 Integrated Solid {Waste Collection Agreement EXHIBIT E 5 ectal Wastes Flammable waste Containerized waste (e.g., a drum, barrel, portable tank, box, pail, etc,) Waste transported in a bulk tanker Liquid waste Sewage sludge Waste from a pollution control process Residue and debris from the cleanup of a spill or release of chemical substances, commercial products or any other special wastes. Contaminated soil, waste, residue, debris, and articles from t he cleanup of a site of facility formerly used for the generation, storage, treatment, recycling, reclamation, or disposal of any other special wastes. Dead animals Waste water Explosive substances Radioactive materials Materials which have been exposed to highly infectious or contagious diseases Hazardous materials (unless contracted) Revised 2009 FIFTH AMENDMENT TO INTEGRATED SOLID WASTE COLLECTION AGREEMENT THIS FIFTH AMENDMENT TO THE INTEGRATED SOLID WASTE COLLECTION AGREEMENT between the CITY OF SAN JUAN CAPISTRANO ("City") and CR&R INCORPORATED, ("Contractor") is made and entered into, to be effective the 7t" day of September, 2010, as follows, RECITALS WHEREAS,the City and Solag Disposal entered into that certain Integrated Solid Waste Collection Agreement,dated December 17, 1996(the"Original Agreement")to provide for the exclusive collection,transportation, recycling, composting, and disposal of all solid waste within the City; and WHEREAS, on February 5, 2002, Solag Disposal transferred and assigned the Original Agreement to Contractor, to which City consented; and WHEREAS, Section 11.A of the Original Agreement authorizes Contractor to automatic annual rate increases based on the Producer's Price Index (PPI) and on adjustments to Tipping Fees charged by the County to become effective January I of each year commencing on January 1, 2000; and WHEREAS, in order to align the effective date of adjustments with City's and Contractor's fiscal years, Contractor initially agreed to hold the automatic increases until July I of each year; and WHEREAS, City and Contractor desire to amend the terms of the Agreement to formalize and memorialize Contractor's agreement since the year 2000 to not implement the automatic increases until July I of each year. AMENDMENT NOW, THEREFORE, in consideration of the promises and mutual covenants contained therein, City and Contractor agree to amend Section 11.A of the Original Agreement to implement the automatic rate adjustments and annual increases to be effective July I of each year instead of January 1 of each year. All other provisions of the Original Agreement and existing Agreement as amended by the Second through Fourth Amendments shall remain in full force and effect. [SIGNATURE PAGE FOLLOWS] 5th Amendment int. Solid Waste Collection Agreement SIXTH AMENDMENT TO THE INTEGRATED SOLID WASTE COLLECTION AGREEMENT This Sixth Amendment to the Integrated Solid Waste Collection Agreement (this "Agreement") is made and entered into this day of June, 2012, by and between the City of San Juan Capistrano (the "City") and CR&R Incorporated (the "Contractor"); collectively referred to as the "Parties." RECITALS WHEREAS, the City of San Juan Capistrano and Solag Disposal entered into that certain Integrated Solid Waste Collection Agreement, dated December 17, 1996, (hereinafter "Original Agreement") to provide for the exclusive collection, transportation, recycling, composting, pnd disposal of all solid waste within the City; and, WHEREAS, a First Amendment was entered into on February 5, 2002, by Solag Disposal Company and the City to transfer and assign this exclusive Franchise to CR&R Incorporated; and, WHEREAS, a Second Am'endment was entered into on October 1, 2002, establishing new services and rates; and WHEREAS, a Third Amendment was entered into on August 19, 2003 by CR&R Incorporated for purposes to comply with Rule 1193 of the South Coast Air Quality Management District, which requires all refuse collection vehicles purchased after July 1, 2002 to be alternate fuel powered, Contractor replaced its entire fleet of commercial and residential refuse collection vehicles with vehicles that comply with the Rule, Contractor received an extension to the Term of the Franchise Agreement, to enable Contractor to depreciate some of the additional costs it incurred as the result of said replacement, without cost increases to the rate payer; and WHEREAS, the Third Amendment also identified that space constraints are a barrier to a successful commercial recycling program, the City and its Contractor desired to offer mixed-waste recycling services as an option; and WHEREAS, the Fourth Amendment extended the term Agreement in order to facilitate the design and relocation of it's South Orange County solid waste operations center and to develop, permit, and construct a Material Recovery Facility (MRF) to facilitate recycling options for the City and south Orange County municipalities and thereby depreciate its investment over a longer period of time; and WHEREAS, the Fourth Amendment further increased services to the City, enabled Electronic Waste Collection services, a Food composting program, manure collection, and adjusted Franchise Fee payments to the City without any rate impact to customers; and WHEREAS, the Fifth Amendment established July instead of January as the month within which automatic adjustments to rates would be made. AMENDMENTS NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated herein by this reference, and the terms, cov'enants, and conditions set forth in this Amendment, the Parties hereby agree as follows: SECTION 1. Administrative Fee Established. Section 12.5 Is hereby added to the Original Agreement to read as follows: 12.5.. Administrative Fees. Contractor agrees that beginning July 1, 2012 and each July of successive years as long as the Franchise Agreement Is in place between the parties, to pay the City an Administrative Fee of $30,000 to assist the City in administrating this agreement and other solid waste programs. This fee will be adjusted annually by the change of the Consumer Price Index for All Urban Consumers, all items index (CPI-U) — U.S. city average as measured over 12 months ending the December 31 preceding the payment due date. This fee is in addition to and separate from other fees collected by Contractor and supplied to the City. There shall be no adjustment to customers' rates for this fee. SECTION 2. Additional Universal Waste Collection Services. Th® following paragraph is added to Section H of Exhibit C as amended by Section 6 of the Fourth Amendment: Contractor shall develop and implement a universal Waste Collection program at no cost to the City or Customers. Company shall provide Universal Waste collection drop- off areas when requested by the City (up to 6 locations, Including City Hall) at public or private facilities subject to City approval. Included items shall be batteries and fluorescent tubes. Universal Waste collected by Contractor shall be processed as to recycle, re-use, and otherwise diverted from disposal facilities to the greatest extent practical. To the extent that Universal Waste is placed in the waste stream of the City, it shall be disposed of in compliance with all applicable laws and regulations. SECTION 3. Additional Household Sharps Collection Services. The following paragraph is added to Section H of Exhibit C as amended by Section_6 of the Fourth Amendment: Contractor shall establish at least one Household Sharps Waste drop off location in or near the City with pharmaceutical establishments or other facilities as approved by City. Sharps collected by Contractor shall be processed as to divert from disposal facilities these materials to the greatest extent practical. To the extent that Household Sharps Waste is placed in the waste stream of the City, it shall be disposed of in compliance' 2 with all applicable laws and regulations. City facilities shall not be used as a Household Sharps Waste drop off locations. SECTION 4. Additional Food Waste Collection Services. Subdivision (3) is added to Subsection (c)of Section 6 of the Original Agreement to read as follows: (3) Contractor shall establish a food waste collection program, at existing 64-gallon recycling cart rates (with Commercial Bin Trash Service) noted in Exhibit A. The program shall be made available to City businesses for voluntary enrollment into the program. SECTION 5. Residential Bulky Waste Pickup Services increased. Subdivision (3) of Subsection B of Section 6 of the Original Agreement is hereby amended to read: Contractor shall provide Bulky Waste pickup service to Single-Family Dwelling Unit Customers. Single-Family®welling Unit Customers will be entitled to four(4)pickups per dwelling unit per calendar year, with a maximum of four items per pickup, or exp to 20 bags of Green Waste,'for no additional charge. Customers will provide the Company with 48 hours notice and the items will be collected on the Customer's regular Collection day.Additional pickups will be charged as outlined in Exhibit A. SECTION 6. Residential Replacement Carts Services Updated. The following paragraph is added to Subdivision (9) of Subsection A of Section 8 of the Original Agreement to read as follows: Contractor shall be responsible for Residential Cart repair and maintenance, graffiti removal and replacing lost, stolen or damaged Carts within 24 hours at no additional charge to the Customer or to the City. If approved in advance by the City on a case by case basis, Contractor may charge Customer a fee no higher than the Contractor's actual cost of repair and replacement in the event of willful neglect or abuse of the Cart by the Customer, provided that the Contractor shall exchange carts once per calendar year at no charge to the Customer for any Customer requesting the exchange. Each cart so exchanged shall be new or in a"like new"condition. SECTION 7. Residential Audits Added. Subdivision (4) is added to Subsection B of Section 6 of the Original Agreement to read as follows: (4) Contractor shall conduct annually residential audits of at a minimum 10% of the single family residential customers to determine either 1) Contamination of trash in the recycling cart, or 2) Excessive recyclables in the trash cart. Contractor shall inspect carts and leave notification tags on the cart instructing customer "how to" do better in source separation procedures. Tags must be approved by City in advance and shall leave a positive message to customer to improve recycling habits. Contractor shall report results of each annual audit, including results from a second follow up inspection to those premises previously"tagged" and report to City in its Annual Report. SECTION 6. Material Recovery Facility Adjustment. The following paragraph is added to Exhibit B: 3 It is understood that the annual landfill component adjustment shall also be applied to the Processing Component. Roll-off Box Rate Adjustment shall include an annual adjustment for the Material Recovery Facility for processing of mixed waste. SECTION 9. AB 341 Indemnification Added. The following paragraph is added to Subsection D of Section 26 of the Original Agreement to read as follows: AB-341 (2011) Indemnification, Contractor agrees to indemnify and hold harmless the City against all fines and/or penalties imposed by the State of California or CalRecycle (1) based on the Contractor's failure to comply with laws, regulations or permits issued or enforced by the State or CalRecycle; (ii) caused or contributed to by the Contractor's failure to perform its obligations under this Franchise Agreement, including the annual diversion rate requirement. Contractor shall indemnify City regarding existing and future Diversion and Solid Waste Compliance requirements in connection with the execution of this Franchise Agreement. This indemnification shall include any changes in legislation including diversion rate requirements and mandatory commercial recycling mandates and reporting per AB 341 (2011). This indemnity obligation is subject to the limitations and conditions in Public Resource Code Section 40059.1 but is enforceable to the maximum extent allowable by that Section. SECTION 10. Abandoned Items Collection Services Added. Subdivision (7) is added to Subsection E of Section 6 of the Original Agreement to read as follows: (7) Contractor will collect all items abandoned in City's public right-of-ways or on City's public property within 24 hours of notification from the City to do so. Contractor shall not charge the City for this service. SECTION 11. Disaster Preparedness Plan Services Added. Subdivision (8) is added to Subsection E of Section 6 of the Original Agreement to read as follows: (8) If requested by the City, Contractor shall submit to City within 60 days of the request, a written contingency plan demonstrating Contractor's arrangements to provide vehicles and personnel and to maintain uninterrupted service during breakdowns, and in case of natural disaster or other emergency (not including labor dispute). SECTION 12. Emergency Collection and Disposal Services Added. Subdivision (9) is added to Subsection E of Section 6 of the Original Agreement to read as follows: (9) Contractor will assist City at the City's request with emergency Collection and Disposal service (in the event of a major disaster, such as an earthquake, storm, riot, or civil disturbance), or as otherwise assigned to the City, at rates negotiated and approved by both parties. 4 SECTION 13. Nonprofit Organization Assistance Added. Subsection K is added to Section 6 of the Original Agreement to read as follows: K. Von Profit Organization Assistance. Contractor shall provide Roll-off or Storage Bins to any qualified or certified non- profit group, e.g. Boy Scouts, Girl Scouts, Boys' and Girls' Clubs, churches, Earth Clubs, etc. The rates charged by Contractor to such groups shall not exceed the actual transportation costs incurred by Contractor in dropping off and picking up the Bins; and, Contractor shall impose no such charge for this service unless the non-profit group in question receives a monetary payment, from recycling any materials collected in the Bins and such proceeds exceed Contractor's actual transportation costs. Contractor shall appropriately dispose of or divert for recycling pursuant to the terms hereof any Solid Waste or Recyclable Material collected in Bins it provides pursuant to this paragraph, and shall pay non-profit organizations the prevailing market rate for any Recyclable Material collected in Bins provided by Contractor pursuant to this paragraph. SECTION 14. Increased Disposal Services to City. Subdivision (6) of Subsection E of Section 6 of the Original Agreement is added to read as follows: In addition to those items identified in Amendment Number 4, City shall be allowed to deliver clean dirt from City Streets and utility repair operations to the CR&R Material Recovery Facility at no charge. Any load that has contamination of trash, concrete, asphalt, wood or other material other than clean dirt will be charged for processing at the then current processing rate for the facility. SECTION 15. All other terms and conditions of the Original Agreement dated December 17, 1996, and as amended by the First Amendment dated February 15, 2092, the Second Amendment dated October 1, 2002, the Third Amendment dated August 19. 2003, the Fourth Amendment dated April 21, 2009, and the Fifth Amendment dated September 7, 2010, shall remain in full force and effect. Changes incorporated herein to the original Agreement or any of the Amendments preceding shall become effective can July 1, 2012. SECTION 16. The invalidity or unenforceability of any provision or covenant contained in this Amendment shall not affect the validity or enforceability of any other provision or covenant herein contained and any such invalid provision or covenant shall be deemed to be severable. [SIGNATURE PAGE FOLLOWS] 5 IN WITNESS 'THEREOF, the parties have executed this Amendment as of the date and year first written above. CITY OF AN JUAN APiSTRANO f� By: A ._ / p4 +, M Y( ATTEST. r City C er 4 APPROVED AS TO FORM: i y ttorn CR&R INCORPORATED "CONTRACTOR" Date: ��� , By -- Date- y •Date: By ITS: ----- 6 i s - 'hit ` - ,.. .'t � .. -. ..• - !fes - `b` �. s . E CR&R INCORPORATED INDEPENDENT ACCOUNTANT'S REPORT ON APPLYING AGREED-UPON PROCEDURES January 1,2011 through December 31,2011 4. Selected a sample of 25 individual customer cash receipts collected during the period January 1, 2011 through December 31, 2011 and reviewed supporting customers' account details and payments, cashreceipt batches, and bank statements to determine that cash receipt was properly recorded in accordance with the procedures identified in Procedure 1. Finding:No exceptions were found as a result of the procedure applied. We were not engaged to, and did not, conduct an examination, the objective of which would be the expression of an opinion on compliance with the Franchise Agreement. Accordingly, we do not express such an opinion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you. This report is intended solely dor the information and use of the management of CR&R and the .City and is not intended to be and should not be used by anyone other than these specified parties. 1Z , 0 F � Newport Beach, California April 12, 2012 3 '.\ a d t :3w'a.400 PASEO AL"EE—A.t+tTO r M1=•KRf.�1"R5C7FTHF..IIITYCCSLEhiCdL SAN:JUAN CA ISTi'RANO, A 9267 r _ . (949)493-1171 MAt.I.EVATO Llti PAFREESE (94,) 3�,iO53 rA: n 9 it t51[Y(14s`t • . LARRYKRAMER � vv.,rtrrjiccraccrt�irnno,ar 177 01R K REEVE JOHN'TAYi_C3R NOTIFICATION OF MEETING OF POTENTIAL INTEREST OF THE SAN JUAN CAPISTRANO CITY COUNCIL The City Council of San Juan Capistrano will meet at 6:00 p.m. on Tuesday, August 21, 2012, in the City Council Chamber in City Hall, to consider: "Consideration of an Independent Audit of the Integrated Solid Waste Collection Franchise Agreement and Direction on the Agreement's Term (CR&R)" — Item No. 1=2a. If you have specific thoughts or concerns regarding this item, you are encouraged to participate in this decision making process. You can communicate with the City Council through correspondence addressed to the Council and/or by attending the meeting and speaking to the Council during the public meeting. Correspondence related to this item must be received at the City Clerk's office by 12:00 p.m. on Monday, August 20, 2012, to allow time for the Council to consider its content. If you would like to speak at the meeting, please complete a yellow "Request to Speak" form found inside the entrance to the Council Chamber. This form is turned in at the staff table, just in front of the Council dais. You will be called to speak by the Mayor when the item is considered. You have received this notice at the request of the City staff member Ziad Mazboudi, Senior Civil Engineer. You may contact that staff member at (949) 949-234-4413 with any questions. The agenda, including agenda reports, is available to you on our web site: www.sanivancapistrano.org. If you would like to subscribe to receive a notice when agendas are posted to the web site, please make that request by sending an e-mail to: cityclerl<(a-)-sanjuancapistrano.org. Maria Morris, CMC City Clerk cc: Kim Lefner; ]an Smith; Dean Ruffridge, CR&R, Inc.; Clint Worthington 8/21/2012 Fla CR&R Franchise Agreement Audi" t and Term Review w Council Meeting ul 21 012 Recommend ati" on fR A i - -r ze staff to prepare and sokit request for propfor an independenthe integMited Waste Coflection Provide t ion to staff regardingth e term of the integrated Solid. Waste Collection Agreement Franchl" se Agreemen't C4 (Dec 1996 - City entered into an `waste Agreement (Franchise Agreement) ;A liI h s lca Disposal AmendmentN (February 5, 200211 - r nst r red AgIreement from Solo Disposal t 2nd A . endm . (October 1 , 2002) : Established new s ry �s xn (--orri=,sponding rates. 3rd r � P. m I E (August , - n tdt Agreement _. Term for an seg .n yecrs and sax monthsin order to CI MP►v wit SCAQMD Rul-F31193, and not affect the rat es. xrD, „ ed the commercial recycling services tin;,,,-,Iude sQnti� rre' services and m�xed est rssir 44._.,e onsrirs4 Franchi" se Agreement Hi* story ( Cont . ) . 4th Amendment 'Apr'l 21 , 2009) 0 xfend ed the term of the Agreement to aufomatically extend for a five year extension ,finless pro,;i (,ed a notice of ermiP ration five years in advance, This was necessary in order to develop, permit: and construcf a Material Recovery Facility to facilitate recycling o'Qtions for the Cify and south County municiioalifies, Facility started operating in January 2010. o Obligated CR&R to aceePT annuoliv 800 tons of green waste, tree frimffng and street sweeping debris without cost impact to rate payers. c �Vodified franchise fees to be based on gross receipts. 5,7rh Amendment (SeptembeIr 7, 2010) : Mgnedthe tive dat e of rate i ri s with 1 h i Lyes f1sco V e E s Franchi' se Agreement Hiostory 6 , Ame- n (Juni 5, 2012) - Provided many changes) c; Annual administrative fee to City of 30 K Additional Universal Waste Collection services o Additional household sharps collection services aditioncl food waste collection services o increase r esiden ial b0ky waste pickup to four times a year r Residential replacement carts service audit of 10% of residential customers annually B 341 indemnification Public right of wayabandoned items collection o Disaster preparedness plan services o Emergency collection and disposal services o Non prorit orga nizat�on assistance City dirt disposal at no cast Rate Comparison Analysis . .............. ................... -------- .. ................................. ---------- Countywide Commercial solid waste rates 3 cy x I/week oo $12,00 $93.75 $tCw C 580.0 S( .£0 j I � 1 Jlt 1 S2C)DCS af,•`a 00� Oi�y�.,�e,0 LCarO pc`k��Cj`e`e�Q,C<`C`���f ,�LycC qR �P -P ae ✓aC59� �,ha ami° Q.a�Q1i�a Qat' •`C�a ¢aG ,a\�eJ �C`��' E�C� (`��a fQa� e'S�� �'AL� Cca� i.�� e�'4 i��'� ���`f` G arG� OL Rate Com arison p 'D Analysis South bounty Commercial 2011-12 solid waste rate icy x /week e . ............... . ... X91755 rte y f 2J ar40,00 55 f rr a t f si'. �. ,r rn:.... .�=a,:.,m ax:>tir SiYf r%4 r rvtiz. ..,- •.w.v.+5:_yhWe .,. nsxannui x.. t - 2-v�zixrr;. S:4 T•,'q�lR ... 3�m+r <C�tuayh_ nv�.c=�6 t=m6�.�. �bnv:r j we rn'vi�:f Kms' xumt pamhv 541ta, :pan Vats Dan$Point agu E -45so viejz Laguna L. €va tea& San Clemente Average � Margarita capist'T'ano r „w,:..�,�..,,,......,..,.... ......,...,, Rate Comparison 'D residential 2011-12 soll4cl waste rates comparison. on. t OW IQ 00 y. E Y } W.aW Y }=f 3� r c, e ..... �f. r M w 10 ;,. .4 1r+ ,1,7 'r,, w.b;, w"� «,._ �'e. �`Via,�� ;��'' .:y,V`���ti''�:.: � � .„�,,� ,�ty.wa"'��s''y L'4�" �a� .:w,�'_,' y�+,+`+_ •.�,�4:"s ,�w .�x. �,.„'^- `�'� �w� - ;�-e. a ,�"�?t" TMw`_ ",:x" Rate Com Parlson Analysis South Orange County 2011-12 Residential solid waste rates comparison 7t.l , s: s S15.00 .. rp00 . f { 5.1Z 00 11 !rlP 4 .._......._.lj}!3 Si" t u a t1' o n eE., st 1hree yarn discussions Lakes place, at the Cite Council in s r rig proper C CiCu?C tion of the solid wash= rates, r s s, div rs o s$ and other items inClluded �n the Franchise Arra , tcift would like to have an audit to ensure that CR&R is complying with the terms of the Franchise Agreement. OM In cddifion, the 0h amendment, o the, r Cis Agreement provides for ars indefinite term tsi r Staff wou[d like dl rection from the Cty Council cs to whether the City should �:ontinue the agreement pending the results of the proposed audit or £ :r = te the ter of the Franchise Agreement at this time Audl* t Scope nsurg.1:3, CR &R is in compliance withFranchise � e n n the following areas : o Services Pro`,fid ed by contractor (C;us`i•on ger service levels) Minimum standards dor e ui nen and rnain",enance o Standards for contractor's personne' �r Rate schedules 1(computa ions and adjustments) and billing D ronchise gee Payments r� Reporting requirements Diversion rates, i-ecycling programs, and iiloping fees o 0 i he,2 pse propproposEea cuall I Is es i imated to cost $ 1 ,5,000-"'50,0M ca ear 2-012-2013 budget does not include ding or the proposed audit® Aud Olt Approach Use Recent Audits as Exampl'c3s: City of rance, ..July 2312, MSW Consultants, $35,000 (En progress) Civ of Dana Point, November 2010; HF&H consultants; $50,000 (Complete)d Request for Proposals to® c, MS\A/ Consultants L1 R3nsul'in roup 5 o I i H rI--.onsultcntS '.oaar , Vazquez , . o panel to interview, check references, and select e best i.ndependent auditor e -,e � k s � mated to three 'o four (4) months to tlr 1 I Term Discussion -1 � 11 �� n m rachisAgreement includes an indefinite termuntil a notice of non-renewalprovided . notice of non-renewale rat five and a haif years after rnotice . 7 he earlies t date the currentrat can be t rminated is Juni § if nofice is given bv Dem 31 , 2011 Term IS i � InCiti Councill M Conti uje the agreement pending the results of e rc� sed ur teFmhate the tern of the Franc=hise green-hent at this t€nye, or Al 01her? Recommendation Au ' horize stafflicit request for pioposals for an independent audit of the inte,grated Waste Collection �ranchise Agreemen+ Provide direction to staff regarding the term of the lntegratsd Solid Waste Coilectionni Agreement