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Staff Report 416-08
TO: City of Palo Alto CRy Manager’s Report HONORABLE CITY COUNCIL 22 FROM:CITY MANAGER DEPARTMENT: PUBLIC WORKS DATE:OCTOBER 20, 2008 CMR:416:08 REPORT TYPE: REPORTS OF OFFICIALS SUBJECT:Adoption of a Mitigated Negative Declaration; Approval of a New Agreement with GreenWaste of Palo Alto to Provide Solid Waste, Recyclable Materials, Organic Materials, and Yard Trimmings Collection and Processing Services Effective July 1, 2009; Approval of Fueling Permit to GreenWaste of Palo Alto; and Approval of a Lease Agreement with GreenWaste of Palo Alto RECOMMENDATION Staff recommends that the Council: 1.Adopt the Mitigated Negative Declaration and Mitigation Monitoring Plan (Attachment A) for City-Wide Waste Hauling Service. Approve and authorize the City Manager or his designee to execute in substantially the same form the attached contract with GreenWaste of Palo Alto (GreenWaste) to provide solid waste, recyclable materials, organic materials, and yard trimmings Collection and.processing services for a term of up to twelve years effective July 1, 2009 (Attachment B). Approve and authorize the City Manager or his designee to execute in substantially the same form the attached fueling permit to GreenWaste (Attachment C) to fuel recycling vehicles with compressed natural gas (CNG) at the fueling station located at the City of Palo Alto’s Municipal Service Center. o Approve and authorize ,the City Manager or his designee to execute in substantially the same form the attached lease agreement with GreenWaste for the non parkland portion of the Geng Road site (Attachment D). BACKGROUND As a result of the current agreement ending on June 30, 2009 with the Palo Alto Sanitation Company/Waste Management (PASCO), a cross-departmental committee of City staff began in 2006 to develop a procurement timeline and process to obtain a new contractor. The committee and process considered the Zero Waste Operational Plan, the closure of the City landfill, and the City’s contractual commitments with the Sunnyvale Materials Recovery and Transfer (SMART) Station and the Kirby Canyon Landfill. CMR:416:08 Page 1 of 9 Council has provided staff direction on various key issues related to the procurement process and new agreement during the last two years, most recently in June and August 2008. At the Council meeting on June 23, 2008 (CMR:256:08), Council provided direction on the level of services to be included in the new agreement based on initial estimated highest rate impacts and projected annual diversion of materials. On August 4, 2008 (CMR:329:08), Council approved staff’s recommendation to negotiate an agreement with GreenWaste based on the comparison of proposals received, services and cost impacts. DISCUSSION Negotiations with GreenWaste progressed smoothly as both City and GreenWaste staff met regularly and worked through a multitude of details to incorporate in the new agreement (Attachment B). Staff met with GreenWaste 15 times, often twice weekly, with a focus on incorporating technical and procedural details into the final agreement and scope of work. As previously directed by Council, the final agreement includes the same level of service PASCO currently provides (referred to as baseline services) as well as the six zero waste services (with the exception of residential food waste collection) recommended in the Zero Waste Operational Plan. The fmal agreement incorporates the major policy choices previously identified by Council, contains enhanced contractual language to address some of the problem areas of the old PASCO contract and addresses the recommendations made in the 2007 Pasco audit. A summary of these enhancements are: Zero waste programs. In September 2007 Council approved a Zero Waste Operational Plan that recommended adding six new waste diversion programs to the new hauling agreement. This agreement now includes these six new services projected to divert an estimated 21,579 tons annually from landfills. The six new services are: Expanding organic materials collection to the commercial sector (food waste collection and processing); Expanding single stream materials to the curbside programs; Expanding Clean-up Day collection for reuse and recycling; Enhancing recycling and composting with a future phased in mandatory participation program; Increase construction and demolition recycling; and Enhancing commercial recycling (providing recycling to all businesses). Contract structured to maximize diversion and recycling recovery through compensation provisions and incentives/disincentives; Detailed scope of services and transition plan that will facilitate retention of high level of service and smooth integration; Retention of PASCO employees and payment of equivalent wages; Purchase of low emission, quieter, more efficient vehicle fleet and incorporation of existing PASCO-owned CNG vehicles; Baseline compensation provision that eliminates "operating ratio" methodology in favor of comprehensive index adjustments; Upgraded commercial drop offboxes and bins; Increased commercial recycling collection frequency; Elimination of container storage on City’s landfill area; Increased public education requirements, technical assistance, waste audits, building plan reviews; and Implementation of recycling buddies for multi-family customers. A copy of the complete agreement, together with the pertinent attachments, is contained in Attachment B. The negotiation process focused on additions, modifications and clarifications to GreenWaste’s original proposal. This report focuses on these new items. Negotiation Items The negotiated items fall into the following three categories as compared to the original proposal: 1) items with additional cost impacts, 2) items with some potential cost impacts, and 3) items with service consequences but with no additional cost impacts. Items with Additional Cost Impacts There were significant negotiated items that had associated costs impacts GreenWaste’s compensation, as listed in Table 1 below, including the following: or savings to Number of route supervisors. During negotiations, the number of route supervisors increased from one to three in order to match the PASCO supervisory staffing level in the field and to ensure the continued high customer service levels. Operation of the Recycling Center. The operation of the Recycling Center was not included in the request for proposals and therefore it was an added item during negotiations which resulted in additional cost impacts. GreenWaste will now operate and maintain the temporary reduced-sized Recycling Center located at the entrance of the City Landfill. GreenWaste will receive, consolidate, arrange for transport and market the accepted recyclable materials. The Recycling Center will also continue to collect recyclable household hazardous waste materials such as electronic devices, waste oil, oil filters, antifreeze, vehicle and household batteries and fluorescent lights. It is anticipated that GreenWaste will operate the temporary reduced-sized Recycling Center until the City’s Landfill closes which is projected to be in June 2011. Construction and demolition debris (C&D) drop box recycling. The projected number of C&D drop boxes being recycled in the new agreement was adjusted to better reflect the zero waste goals and the Zero Waste Operational Plan. An estimated additional 407 drop Page 3 of 9 boxes per month will be diverted as C&D instead of solid waste which will result in additional tons diverted. The C&D drop box collection is an item in the "extra services" compensation used to compensate GreenWaste on services provided. The C&D projection adjustment shown in Table 1 was incorporated into the projected extra service compensation in Table2. The unit price was not changed. Increased performance bond. The performance bond was increased from $1,000,000 to $5,000,000. In their proposal, GreenWaste included a 2-year renewable performance bond at $1,000,000. Due to concerns of the large contract cost, staff requested that the bond be increased to a $5,000,000 performance bond with the stipulation that after two years and the contractor’s good performance, the amount of the bond may be reduced. o Use of PASCO vehicles. GreenWaste agreed to purchase and utilize nine used PASCO vehicles (six recycling collection vehicles operating on compressed natural gas (CNG) and three roll off vehicles). As a consequence, GreenWaste will fuel these vehicles using the City’s CNG fueling station. The fueling permit is attached as Attachment C. GreenWaste’s purchase of the PASCO used vehicles resulted in reduced costs from not purchasing new vehicles as well as a slight reduction in fuel cost. Hard to serve areas. The unit price for collection in the hard to serve areas was negotiated down from $21 per residence to $14 per residence, creating a potential annual savings of approximately $84,000. The unit price for this collection is an item in the "extra services" compensation that GreenWaste will be compensated for based on services provided. Below above. is a summary of the costs associated with the new programs and adjustments described Table 1 Summary of Negotiated Items with Cost Impacts FY 2009-10 Negotiated Item Cost Impact Two route supervisors $266,190 Recycling Center $215,280 C&D projection adjustment $326,385 Increased performance bond $59,406 Other miscellaneous adjustments $8,173 PASCO vehicles ($172,656) Hard-to-serve rate reduction ($84,000) Total $618,778 1terns with Some Potential Future Cost Impacts The following negotiated items may have potential cost impacts in the future: Special events. As part of their base compensation, GreenWaste will provide solid waste, recycling and organic collection services to sixteen special events. In order to provide the City with ability to have collection services at additional special events in the future, a unit price per event was added to the "extra services" compensation. Incentives/disincentives for tonnage diversion. During negotiations, an incentive/ disincentive clause was added to the agreement to ensure GreenWaste recovers a minimum amotmt of zero waste tonnages for recyclable and organic materials. The agreement now states that if GreenWaste falls below the set minimum tonnage levels for recyclable or organic materials, they will compensate the City for each ton short to pay for the City’s unplanned disposal costs. The agreement also has an incentive clause to encourage GreenWaste to compost additional organic materials beyond the zero waste goals and minimum tonnages. The organics incentive is that for each ton that GreenWaste recovers beyond the zero waste tonnage goals, they will receive additional compensation to cover their costs and profit for the collection and processing of additional tons. The agreement already had a built-in incentive to encourage GreenWaste to go beyond the zero waste goals for recyclable materials by having GreenWaste retain the revenues from the materials marketed. Performance standards. The new agreement emphasizes the continuance of high quality, consistent, reliable and courteous services. As a result, if performance standards are not met, specific liquidated damages will be assessed (Attachment B, O: pages marked 1 of 5). The liquidated damages are in the categories of collection reliability, collection quality, customer responsiveness, reporting, processing, and miscellaneous. Items with No Additional Cost Impacts Other key areas that were further Clarified during the negotiations process but did not result in additional costs impacts or savings to the GreenWaste compensation include: 10.Use of the Geng Road site. During negotiations, it was confirmed that GreenWaste will lease from the City .9 acres of the parcel located at 2000 Geng Road, approximately half of PASCO’s current operations yard.- This is the non parkland portion of the site. The lease agreement is Attachment D. The site will be used for administrative offices including route supervision and customer service functions, and for limited storage of containers such as carts and bins to be delivered to customers. In their proposal, GreenWaste incorporated the lease costs into the base compensation and therefore, this item did not result in additional cost impacts. 11.Zero Waste services. The implementation of the zero waste services resulted in technical and procedural details to be clarified during the negotiations process and included in the. collections scope of work (Attachment B, C: pages marked 1 of 38). The following services were affected: bo Expanding organic materials collection to the commercial sector. The technical details negotiated included material to be collected, collection frequency, and container options; Expanding collection of recyclable materials for items that have a sustainable market. The technical details negotiated include the list of new materials to be accepted: milk and juice containers, plastic bags, plastic film, rigid plastics (e.g. toys, buckets), electronic waste, and cell phones; 12. c. Expanding the annual Clean-Up Day collection for reuse and recycling to the multi-family and commercial sectors. The collection and processing scopes of work were further developed including the list of accepted materials; d. Enhancing recycling and composting with a future phased in mandatory participation program. To reach the City’s zero waste goals and recommendations from the Zero Waste Operational Plan, GreenWaste will phase in a mandatory program based on future Council direction requiring customers to place recyclable and compostable materials in the appropriate collection containers. The procedural details for the implementation and continuing services to be provided by GreenWaste were integrated into the scope of work; e. Increasing construction and demolition (C&D) diversion. The procedural details for this service were further defmed in the collections and processing scope of work; and f. Enhancing commercial recycling. The technical details that were clarified include: materials to be collected, container options (carts and bins to be offered), and collection frequency (up to six days per week). Processing of materials scope of work. The processing scope of work (Attachment B, E: pages marked 1 of 12) now details the requirements for processing of recyclable materials, organics, C&D, pallet recycling, and the processing of reusable bulky items collected through the Clean-up Day programs. The processing scope of work incorporates requirements for processing methods, marketing plans and certifications of end use of materials processed (verification of recycling). It also includes details on prohibited use of materials, residue rate requirements, tonnage tracking and reporting. The recyclable materials collected by GreenWaste will be transported to the GreenWaste Material Recovery Facility (GreenWaste MRF) located in San Jose where the material will be processed for recycling. Organic materials will be delivered directly to the GreenWaste MRF and then loaded into transfer vehicles for transportation to the Z-Best Composting Facility (Z-Best) located in Gilroy for processing and composting. The roll- off boxes containing C&D materials will be delivered and processed at the Zanker Materials Processing Facility (ZMPF) or the Zanker Road Resource Recovery Operations and Landfill (ZRRROL). 13,Transition & Implementation Plan. The transition and implementation plan (Attachment B, B: pages marked 1 of 13) addresses GreenWaste’s responsibilities and timeline to ensure a successful initiation of collection operations. The transition and implementation plan outlines GreenWaste’s schedule for hiring and training personnel (including the hiring of existing qualified PASCO employees), acquiring collection vehicles, acquiring equipment such as containers, securing a local office, preparing customer information materials, public education and outreach to the commtmity, and integration with the City’s new SAP billing system. 14.Integration with the City’s new SAP billing system. GreenWaste will provide a data management system that is capable of supporting the City’s new SAP billing system. GreenWaste will work with the City to develop an electronic synchronization interface that will be fully functional and tested prior to July 2009. Compensation to GreenWaste GreenWaste’s total compensation for the new agreement is structured in two parts. The first part is a "base compensation" (including baseline and zero waste services) and the second part is for "extra services" provided on a unit-price basis. The extra service compensation based on a unit- price was created to minimize cost to the City for services that change or have the potential to change frequently depending on modifications in service levels. The extra services include: back/side yard solid waste collection from single family residences, collection in hard to service areas, drop box services, cart purchases, and additional special events. The additional compensation for the extra services will be paid to. GreenWaste on a quarterly basis based on actual extra services provided and documentation provided by GreenWaste. For the purposes of this report, the extra service compensation is a projection. Below is a summary of GreenWaste’s compensation for the base compensation and projections for the extra services. Table 2 FY 2009-10 Base Compensation: Projected Extra Services: Total: FY 2010-11 Base Compensation: Projected Extra Services: Total: Total Projected 8-Year Contract Term Compensation Total Projected 12-year Contract Term Total Compensation GreenWaste Compensation Presented at the August 2008 Council meeting $13,528,238 $10,594,094. $2,934,144 $13,664,508 $115,489,717 $181,344,013 Final Compensation* $10,367,279 $3,779,737 $10,666,279 $2,998,229 $10,450,674 $3,846,504 $14,147,016 $14,297,178 $121,205,552 $190,718,190 The final compensation is above the amount projected in August 2008 (CMR:329:08) due to the negotiated cost impacts listed in Table 1. The final compensation including the 8-year and 12-year projection is lower than the second proposer. RESOURCE IMPACT The projected rate impact in the first year of the new agreement is approximately 14.2 percent (the projected net rate impact is 9.3 percent with avoided disposal and put-or-pay commitments at the SMART Station and Kirby Canyon Landfill). This is below the 17.2 percent maximum rate parameters obtained from Council in June 2008 (CMR:256:08). The following table summarizes the projected rate impact in the first year of the new contract (after negotiations) compared to the rate impact presented to Council in August 2008. Table 3 Projected Rate Impact Estimated rate impact based on total compensation Estimated rate net impact of avoided disposal and put-or-pay commitments at SMART Station/Kirby** Total projected rate impact Rate Projected at the August 2008 Council meeting FY 2009-10 11.9% (4.9 %) 7.0% Current Rate Projection FY 2009-10" 14.2 % (4.9%) 9.3% *Additional ftmds will also be needed for the purchase of carts during the start-up phase of ¯ implementing the zero waste services, and for contract contingencies funds needed to allow for the fluctuation of the extra services compensation. ** The implementation of the Zero Waste services in the new agreement will result in less tons of waste delivered to the SMART Station and to the Kirby Canyon Landfill which will result in cost savings to the City. POLICY IMPLICATIONS The new agreement with GreenWaste is consistent with prior Council actions related to compensation and new levels of service. The new agreement meets the goals and recommendations from the Zero Waste Operational Plan. It is also consistent with the Palo Alto Comprehensive Plan (Programs N-48, N-49, and N-50) and with the development of new zero waste programs and recycling services. I The new agreement also completes our implementation of the City Auditor’s recommendations from the 2007 PASCO audit. ENVIRONMENTAL REVIEW In accordance with the California Environmental Quality Act, staff, in consultation with HDR, prepared an initial Study and Draft Mitigated Negative Declaration which evaluated the potential impacts of the new waste hauling contract. The new hauling contract will generally maintain the existing level of baseline services. In addition, the new hauler will incorporate services and programs designed to significantly reduce the amount of waste produced by residents, businesses and institutions and to maximize the diversion of recyclable and compostable materials generated within the City. The potential environmental impacts were evaluated for the two service providers who submitted proposals to the City: Green Waste of Palo Alto and Norcal Waste Systems of Palo Alto. The Initial Study and Draft Mitigated Negative Declaration were made available for a 20-day public review period between August 22, 2008 and September 10, 2008. No public comments were received during this review period. The Final Mitigated Negative Declaration, Initial Study and Mitigation Monitoring Plan are attached as Attachment A. ATTACItMENTS Attachment A: Final Mitigated Negative Declaration, Initial Studyand Mitigation Monitoring and Reporting Program Plan Attachment B: Agreement for Solid Waste, Recyclable Materials, Organic Materials and Yard Trimmings Collection and Processing Services Attachment B:Transition and Implementation Plan (pages marked 1 of 13) Attachment C:Collection Scope of Work (pages marked 1 of 38) Attachment E:Materials Processing Scope of Work (pages marked 1 of 12) Attachment O:Liquidated Damages (pages marked 1 of 5) Attachment C: Fueling Permit Attachment D: Geng Road Lease Agreement PREPARED BY: DEPARTMENT HEAD: Executive Assistant Director of Public Works CITY MANAGER APPROVAL: Page 9 of 9 ATTACHMENT A Final Mitigated Negative Declaration & Mitigated Monitoring Plan City of Palo Alto Department of Planning and Community Environment California Environmental Quality Act MITI GA TED NE GA TIVE DE CLARA TION I.DESCRIPTION OF PROJECT Date: Project Name: Proj ect Location: Applicant: Owner: August 21, 2008 City-Wide Waste Hauling Service City of Pale Alto City of Palo Alto Department of Planning and Community Environment Clare Campbell, Planner City of Palo Alto 250 Hamilton Avenue Palo Alto, CA 94301 Project Description: The City of Palo Alto is in the process of selecting a new waste hauling service pro~vider for solid waste, recyclables and organics collection processing. The new provider is scheduled to begin in July 2009. The new hauling contract will generally maintain the existing level of baseline services. In addition, the new hauler will incorporate services and programs designed to significantly reduce the amount of waste produced by residents, businesses, and institutions within the City and to maximize the diversion of recyclable and compostable materials generated within the City. The potential environmental impacts have been evaluated for two service providers who submitted proposals to the City, Greenwaste of Pal0 Alto and Norcal Waste Systems of Palo Alto. II.DETERMINATION In accordance with the City of Palo Alto’s procedures for compliance with the California Environmental Quality Act (CEQA), the City has conducted an Initial Study to determine whether the proposed project could have a significant effect on the environment. On the basis of that study, the City makes the following determination: The proposed project COULD NOT have a significant effect on the environment, and a NEGATIVE DECLARATION is hereby adopted. X Although the project, as proposed, could have a significant effect on the environment, there will not be a significant effect on the environment in this case because mitigation measures have been added to the project and, therefore, a MITIGATED NEGATIVE DECLARATION is hereby adopted. Page 1 of 2 The attached initial study incorporates all relevant information regarding the potential environmental effects of the project and confirms the determination that an EIR is not required for the project. In, addition, the following mitigation measures have been incorporated into the project: Mitigation Measures Aesthetics- 1: All businesses shall follow the standard collection requirements established by the service provider. A commercial customer may request special consideration to allow them the use of alternative collection containers. The service provider shall review the request to determine if alternative collection containers are appropriate for the business needs and location. Any approved alternative container must be non-breakable, reusable, and weather resistant. The approved container shall be supplied by the service provider or obtained by the commercial customer. Aesthetics - 2: In the event that collection containers spill when left out to be picked-up, it shall be the responsibility of the service provider to clean up. Aesthetics- 3: As part of the implementation of the Enhanced Commercial Recycling Program, the service provider shall conduct intensive educational outreach to all customers. In the outreach program, in addition to assessing the container needs (size and number) for collection of all materials, each customer shall be informed of the City’s requirement for the screening of all trash/recycle containers. The screening of containers is accomplished by storing them indoors or by placing them in enclosures. Aesthetics - 4: In the service provider’s needs assessment of a commercial customer, a determination shall be made whether or not the customer can screen any added collection containers. If the added containers cannot be accommodated in the existing conditions, the customer shall be informed that action must be taken to provide the required screening. If the remedy requires any construction, all City entitlement fees (Plarming and Building) shall be waived for all work needed for screening purposes. Project Planner Date Adopted by City Council, Attested by Director of Planning and Community Environment Date Page 2 of 2 Initial Study Changes in Solid Waste, Recyclable Materials and Organic Materials Services for Palo Alto August 21, 2008 Prepared By: City of Palo Alto in consultation with Table of Contents 1. Introduction and Purpose ...................................................................................................................3 1.1 Project Background .....................................................................................................................3 1.2 Project Goals and Objectives ......................................................................................................4 2. Project Description .............................................................................................................................4 2.1 Project Location ...........................................................................................................................4 2.2 Existing Conditions - Baseline Services ......................................................................................5 2.3 Proposed City Zero Waste Operational Plan Services ................................................................9 2.3.1 Expansion of Commercial Organics Recycling ....................................................................9 2.3.2 Expansion of Single Stream Recycling ......................... .......................................................9 2.3.3 Clean-up Day Expansion ................: ...................................................................................10 2.3.4 Mandatory Recycling Participation-Recyclables and Yard Trimmings ...............................10 2.3.5 Increasing C & D Debris Diversion ...............i .....................................................................11 2.3.6 Enhancing Commercial Recycling .......................................................................................11 2.4 Service Provider (Project) Options ......................................................................................~ .....11 2.4.1 Project Option 1 - Greenwaste of Palo Alto .......................................................................11 2.4.2 Greenwaste of Palo Alto - Zero Waste Services .................................................................19 2.4.3 Greenwaste of Palo Alto - Other Service Innovations. .......................................................21 2.4.4 Project Option 2 - Norcal Waste Systems of Palo Alto 21 2.4.5 Norcal Waste Systems of Palo Alto - Zero Waste Services. ..............................................27 2.4.6 Norcal Waste Systems of Palo Alto - Other Service Innovations .......................................28 3. CEQA Initial Study Checklist and Explanations ..........................................." ...................................30 3.1 Discussion of Impacts ................................................................................................................31 3.2 Areas of No Measurable Impact ................................................................................................31 3.3 Areas of Measurable Impact .......................................................................................................42 Air Quality Analysis ......................................................................................................................44 3.4 Global Climate Change Impacts ..........................................................................................: .....70 SOURCE REFERENCES: ...................................................................................................................74 APPENDICES Appendix A - City of Palo Alto Map Appendix B - Geng Road Site Appendix C - Business Districts Appendix D - Special Services Appendix E - Emissions Comparisons 1. INTRODUCTION AND PURPOSE This Initia Study of environmental impacts has been prepared in accordance with the California Environmental Quality Act (CEQA), the CEQA Guidelines (California Code of Regulations)§ 15000 et. Seq.) and the regulations and policies of the City of Palo Alto (City). 1.1 PROJECT BACKGROUND The City is in the process of procuring a new solid waste service provider for solid waste recyclables and organics collection and processing. The City has an existing agreement, which expires June 30, 2009, with Palo Alto Sanitation Company (PASCO), a subsidiary of Waste Management, Inc. for collecting, transporting, and processing solid waste, recyclable materials, and yard trimmings generated in the City. In October of 2005, the City adopted a Zero Waste Resolution to divert 73 percent of waste by 2011 and to strive for zero waste to the landfill 13y 2021. To implement this program, the City Council approved a Zero Waste Operational Plan (ZWOP), which includes programs to reach the City’s new diversion goals. On February 29, 2008 the City issued a Re{quest for Proposal (RFP) to provide single-family, multifamily, and commercial solid was[e, recyclable materials, and organic materials services commencing July 1, 2009 for a base term of 8 years and a maximum term of 12 years. The RFP solicited proposals for three different scenarios: RFP Scenario 1 - baseline services; Scenario 2 - Zero Waste services and Scenario 3 - other service innovations. Baseline services include, for the most part, basic solid waste, recycling and yard trimmings services that are currently provided by PASCO. Zero Waste services include six programs recommended in the City’s ZWOP. Other service innovations allowed proposers to suggest other creative ways for maximizing the diversion of materials from landfill disposal. On May 5, 2008, proposals were received from two qualified companies: Greenwaste of Palo Alto (Option 1)(Greenwaste) andNorcal Waste Systems of Palo Alto (Option 2)(Norcal). On June 23, 2008, Council provided direction on the level of services to be includedi~ the new agreement. Based on this direction, the new contract will include the following services: Scenario 1: Baseline services; Scenario 2: Zero Waste Services: ¯Expansion ¯Expansion ¯Expansion [] Mandatory [] Mandatory of Commercial Organics Collection of Residential and Commercial Single Stream Materials of Clean-up Day Reuse and Recycling Commercia and Residential Recycling Participation Commercia and Residential Organics Participation Increase in Construction and Demolition (C & D) Debris Diversion Enhancing Commercial Recycling Scenario 3: Other Innovative Service Page-3 ¯A 10% C&D discount coupon at a local processing facility for self haulers. 1.2 Project Goals and Objectives The primary purpose of the Proposed Project is to select the service provider option that will significantly reduce the amount of waste currently being generated by residents businesses, and institutions within the City and at the same time minimize any potential environmental and rate impacts to the community. 2. PROJECT DESCRIPTION Introduction This section presents the description of the Proposed Project to meet the goals and objectives as described in Section 1.2 of this document. The project includes the procurement of a new solid waste, recyclables, and organics services provider, Option 1 Greenwaste or Option 2 Norcal. The new contract will commence July 1,2009 with a base term of eight years and a maximum term of 12 years. The project also includes both the implementation of current services provided by PASCO and implementation of City Council approved Zero Waste programs in 2009 as discussed in Section 1 Introduction and Purpose. 2.1 PROJECT LOCATION The programs and services identified in the Project Description below will be implemented throughout the City (see Appendix A Map of Palo Alto). Processing of materials will occur in and outside of the City where processing and marketing facilities are located. The project options propose to use several existing material processing facilities located both within Santa Clara County and in neighboring counties. The facilities have Undergone ndividual CEQA review. The following documents have been previously prepared and adopted: Project Option 1 Greenwaste 1.Greenwaste Materials Recovery Facility and Direct Transfer Facility Project Initial Study and Mitigated Negative Declaration and Addendum April 2006. 2. Zanker Road Material Processing Facility Final EIR, June 1996 3.Zanker Road Resource Recovery Operation and Landfill Initial Study and Negative Declaration, May 2005. Project Option 2 Norcal Page - 4 1.Negative Declaration of the Recycling Plus Garbage Collection Program and Recyclables Collection, Processing and Marketing Program, Rogers Avenue MRF, May 13, 1992. 2.Guadatupe Landfill Final EIR, December 1988 3.Guadalupe Landfill EIR Addendum, October 1991 4.Guadalupe Landfill EIR Second Addendum, 1999 2.2 Existing Conditions - Baseline Services The City owns and operates the City Landfill located at 2380 Embarcadero Road. In addition to disposal, the landfill is used as a Recycling Drop-off Center, a composting facility and includes an operation to recover usable materials at the landfill face. The City Landfill is scheduled to close in 2011. PASCO operates the Recycling Drop-off Center at the City Landfill. The Drop-off Center also collects some household hazardous waste materials, such as antifreeze, motor oil and containers, used oil filters, household batteries, auto batteries, appliances, tires and fluorescent lights. When the City Landfill closes in 2011 it will be necessary for the City to site a new Recycling Drop-off Center. If the City initiates the process of siting a new facility, it wil be the subject of a separate CEQA document, PASCO delivers yard trimmings to the City’s composting facility. The City’s composting facility accepts and processes yard trimmings into compost, mulch and wood chips that are sold on-site. The City is a partner in the Sunnyvale Materials and Recovery Transfer (SMART) Station, which is owned by the City of Sunnyvale. The SMART Station agreement will expire on October 15, 2021. The City is obligated to deliver a set amount of waste annually to the SMART Station and the Kirby Canyon Landfill or pay a fee per ton for each ton short of the City commitment. Palo Alto’s agreement with Waste Management, Inc. to use Kirby Canyon Landfill will expire on October 15, 2021 Corporation Yard The current corporation yard used by PASCO is a 1.9 acre parcel located at 2000 Geng Road near the intersection of Geng Road and Embarcadero Road (see appendix B Geng Road Site). The site is zoned PF(D), Public Facility with a Site and Design Overlay. The corporation yard use falls into the "utility facility" use category and is allowed with a conditional use permit in this zone district. Because the corporation yard is an existing use, the continued use with a new service provider does not require a new use permit and is grandfathered in. This site is located in close proximity to the Palo Alto Baylandsand is covered in the Palo Alto Baylands Master Plan. The Comprehensive Plan land use designation for this site is Public Park Of the 1.9 acres of the site, one acre is dedicated parkland. When the operational needs of PASCO increased, the City allowed their use to expand to the current 1.9 acres with a termination date (for the expanded use) of June 2009. The day to day operations of PASCO are conducted at the Geng Road site and include dispatching of collection vehicles, customer service functions, and all administrative functions. PASCO also uses this site for truck storage, maintenance and fueling. Page - 5 When the new contract commences in 2009, the service provider will have the option to utilize a 0.9 acre portion of this site for some operations. The remaining one acre will revert back to Park use. The dedicated Park acre contains no buildings of any kind. The project will result in a reduction in impacts to the site and surrounding Baylands area. Existing facilities at the Geng Road site include: a) One 40’ x 42’ steel garage building on concrete slab with basic wiring. b) One 24’ x 65’ steel office building on a concrete slab with basic wiring, plumbing, and interior partitions. c) One 12’ x 40’ storage building on a concrete slab. d) One concrete wash racks 20’ x 40’ each e) One 25’ x 30’ steel work shop building on concrete slab with 15’ x 15’ wash slab. f) Paved and fenced yard area g) 60’ office trailer h) 20’ x 40’ One locker and meeting room on a concrete slab. The current tenant, PASCO, supplies all pumps, fuel storage facilities operating equipment, furniture. fixtures and related items. At the end of the contract with PASCO, all such items are to be removed from the site. The new service provider will supply any and all such items required for their operation at the remaining .9 acre site. All the existing facilites will remain for the use of the new service provider. Collection Vehicles The current PASCO fleet consists of: ¯Crane Carrier/Wittke frontloaders ¯Freightliner/G and H roll-offs ¯Mack/Wittke - fuel is CNG (compressed natural gas) ¯Mack/Leach- fuel is CNG []10 cubic yard light packer trucks on a Freightliner chassis []"Burro" 10 cubic yard small vehicle for recycling Page-6 Vehicle Emissions The PASCO fleet includes six recycling collection vehicles that utilize compressed natural gas fuel (CNG). The rest of the fleet was retrofitted in 2007 to utilize the Cleaire Emissions System by a grant from CARB and utilize ultra-low-sulphur fuel. Vehicle Noise Ratings The current City Municipal Code requires that vehicles have a noise level not to exceed 95 decibels at a distance of 25 feet from the activity. On March 20, 2008 an inspection was conducted on Truck #210 (Crane Carrier/VVittke) frontloader which produces more noise than a sideloader and therefore represents a worse case scenario. The results were as follows: ¯Lifting bucket 76.3 dba ¯Emptying bucket 86 dba ¯Backing up 70.8 to 74.3 dba .Idling 67.2 to 74.3 dba Current Collection Routes per Day The current number of daily collection routes in the City is as fol ows: ¯Residentia solid waste - 7 ¯Commercial solid waste - 5 ¯Roll-off- 5 -Residential recycling - 6 ¯Residential yard trimmings - 7 ¯Commercial single stream recycling-1 ¯Partial recycling routes, on-call service-1 route 3 times per week -Commercial cardboard - 1 (reduced from 1.5 in the prior year) It should be noted that the number of collection routes was reduced within the past year =n an effort to reduce costs (see Appendix C and D for maps of the City collection routes). Other services currently provided by PASCO also include the following: " C and D Debris Box Collection FY 2006/2007 1,636 loads per year at an average of 4.18 tons per haul ¯Clean-up Day data for2006 -1,366 household served peryear -2.51 average cubic yards collected, per household -1.14 average bulky items collected per household .....:Page-7 Material Processing Solid waste collected by PASCO is transported to the SMART Station in Sunnyvale which is approximately 9.5 miles from the City centroid (Silva Avenue per Google Maps). The City reserves the right to redirect loads to the City Landfill located at 2380 Embarcadero Road, 4.8 miles from the City centroid. Residuals are transported from the SMART Station to Kirby Canyon Landfill in San Jose, a distance of 31.2 miles. As of 2011, all solid waste will be delivered to SMART Station. Recyclables are transported to Davis Street Transfer Station and Materials Recovery Facility in San Leandro for processing and marketing which is 30.3 miles from the City centroid. PASCO operates the City Recycling Center located at the City Landfill. The City Recycling Center operates as a drop-off facility for residents. Yard Trimmings are transported to the City Landfill for processing using w=ndrow composting technology. The finished materials are sold on-site. The composting operation will close when the City Landfil closes in 2011. Polystyrene and film plastics are collected at the Drop-off Center and City Hall by PASCO. The polystyrene is transported to GB Industrial in Union City which is 17.2 miles from City Hall to be baled and then taken to Freeflow Industries of Redwood City which is located at 1090 Mills Way, 19.2 miles from GB Industrial. Construction and Demolition Materials (C & D) are collected and transported depending on the quality of the loads. Select loads are transported to Guadalupe Rubbish Company located at 15999 Guadalupe Mines Road in San Jose. The distance from the City centroid to the facility is 21.3 miles: Select loads may also be transported to Zanker Road Materials Processing Facility located at 675 Los Esteros Road in San Jose. The distance to this facility is 12.2 miles Reject loads are taken to the SMART Station, 9.5 miles from the City. centroid. According to PASCO, 18 of the approximately 23 loads per day taken to SMART Station are either reused or recycled. In fiscal year 2006/2007 1,636 debris loads weighing an average of 4.18 tons were collected. Clean-up Day Program provides for one collection per year for single-family residents and multi- family under 4 units. Up to four bulky itemsfor collection weighing tess than 200 pounds per item can be placed out. Container Storage PASCO utilizes the City Landfill site for container delivery and storage. Current Collection Tonnages FY 2006/2007 The current reported collection tonnages for PASCO are illustrated in Table 1 below1 Page-8 Table 1 Current PASCO Collection and Diversion Tonnages- FY 2006/2007 Residential Solid Waste 9,249 Commercial Solid Waste Roll-off (loose) Roll-off (compacted) Total Disposal Recyclables (all sources) Yard Trimmings (all sources) Recycling Drop-off (includes multi-family w/cart service) 26,875 (includes multi-family w/bin service) 8,835 per SMART Station and City landfill 6,871 51,830 14 095 Per PASCO 12 987 Per PA SCO 1,749 Per PASCO 2.3 PROPOSED CITY ZERO WASTE OPERATIONAL PLAN SERVICES 2.3.1 Expansion of Commercial Organics Recycling Commencing July 1, 2009, the contractor shall expand collection of organics (that currently includes yard trimmings to add food scraps, compostable paper, untreated wood, untreated wallboard, and other.compostables) placed in both carts and bins from all commercial customers (includes multi- family). The contractor may propose its or a subcontractor’s processing site, which shall be subject to City approval. mplementation of this program has the potential to capture an additional 35 percent of the commercial wastestream (22 percent food waste and 13 percent compostable paper). The City originally proposed including residential customers in the organics expansion program, however, due to the high cost of that program coupled with contamination issues and very limited markets for the materials, the City Council elected not to pursue it at this time. 2.3.2 Expansion of Single Stream Recycling Commencing July 1,2009, the contractor shall add at a minimum: []Textiles and hardcover books to the materials included for single-stream []Milk and juice containers (gabled tops) to the materials included for single-stream’collection. Inclusion of textiles and hardcover books in the single-stream recycling program has the potential to ca pture additional waste; however, the percentage of the wastestream is only approximately-1 to 2 percent. Conversely, these materials are highly reusable if not contaminated. Single-stream recycling is prone to higher contamination rates as materials are placed into deep-lidded carts rather than shallow non-lidded containers. Textiles and hardcover books are very likely to become contaminated. Including milk and ju=ce containers in the program has the capacity to reduce the wastestream significantly. Page - 9 2.3.3 Clean.up Day Expansion Commencing July 1, 2009, the contractor shall expand the current Clean-Up Day program to collect materials from all customers for the purpose of reuse and recycling. In 2006, only 1,366 of the total single-family customers requested this service. The reason for low participation in such a highly environmentally astute population as there is in the CitY may be the issue of desiring that the materials be reused. This would be particularly true for household items such as furniture. As such, residents may be holding them back with the intent of delivering the goods to thrift stores or for rummage and garage sales. With the assurance that the materials will be collected, reused, and/or recycled, would likely result in increased participation. Reuse and recycling of all Clean-up Day materials could eliminate a significant amount of large items from the wastestream, making handling easier at the recyclables pro.cessmg facilities and at the same time saving significant space both at the facilities and in the landfill. 2.3.4 Mandatory Recycling Participation-Recyclables and Yard Trimmings To reach the City’s Zero Waste goals, the City’s ZWOP recommended requiring single-family, multi- family, and commercial customers to participate in the recycling and composting collection programs. This mandatory participation program req uires customers to place recyclables and compostable materials in the appropriate collection containers. The City is asking the contractor to implement this program starting on July 1, 2009. Program elements of the mandatory participation program include: ¯In the first year, commencing July 1,2009, the contractor shall educate customers on how to comply with mandatory participation and phase-in schedule requirements; ¯In the second year, commencing July 1,2010, the contractor shall notify customers who fail to separate recyclable and compostable materials from soli~ waste with a warning; ¯In the third year, commencing July 1,2011 the contractor shall assist the City in enforcing fines or penalties if customers fail to separate recyclable and compostable materials from solid waste. The increased participation for commercial customers will be double the current participation (assuming that all participate). That is approximately 797 additional commercial customers that will recycle. There will be no change for multi-family customers as all participate currently. Because all commercial customers will participate, collection routing wil be more efficient as trucks will have less distance between customers. Collection of all commercial recyclable materials in the City wil greatly reduce the volume of waste that is landfilled. An additional twelve single-family customers will participate in the mandatory recycling program. An additional 50 single-family customers will participate in the mandatory yard trimmings program. Currently, most of the multi-family and commercial customers do not participate in the yard trimmings Page - 10 program. Mandatory participation will increase the number of customers using this service by approximately 4,184. According to the City waste characterization study, about 38 percent of the commercial waste stream is compostable. 2.3.5 Increasing C & D Debris Diversion Commencing July 1, 2009, the contractor shall collect and transport all roll-off boxes to a proposer- selected and City-approved processing facility (ies) capable of recovering a minimum of 70 percent of the materials from each mixed C & D debris load for reuse and/or recycling and a minimum of 90 percent from each source separated C & D load. C & D materials are highly reusable and represent a large percentage of the City’s wastestream. According to the City waste characterization study, the "other recyclable" category represents 48.7 .percent of the wastestream. Of this, the top five materials are rock, soil and fines, concrete, asphalt roofing, untreated wood, and gypsum board. 2.3.6 Enhancing Commercial Recycling Commencing July 1,2009, contractor shall provide public education, purchase new carts and bins, and roll-out single-stream recycling services to all commercial customers. Commercial customers will be allowed to opt out of the program if they fill out an appropriate City approved form prior to delivery of containers. This outreach program is designed to maximize the umber of commercial users who utilize the recycling component of the collection services. 2.4 SERVICE PROVIDER (PROJECT) OPTIONS The City has received proposals from two potential service providers, Greenwaste and Norcal, As such, there are two project options. The purpose of this study is to determine potential environmental impacts that may occur with implementation of the solid waste services programs proposed by either of the two proposers. We have conducted an analysis of each of the two options as presented in section 2.4.1 and 2.4.2 below. 2.4.1 Project Option 1 - Greenwaste Greenwaste has submitted a proposal for solid waste, recyclable materials, and organic materials services to the City in response to the RFP. Greenwaste is a joint venture partnership between Greenwaste Recovery, Inc. and Zanker Road Resource Management, Ltd. The following is a description of the Greenwaste proposed services that are a subject of this CEQA review. Vehicle Storage and Maintenance - Greenwaste will attempt to lease a central facility in an effort to minimize travel distances and reduce greenhouse gases. In the meantime, Greenwaste proposes to use their existing yards at 625 and 565 Charles Street in San Jose for storage, maintenance and a wash facility for vehicles and containers until another facility can be selected. Currently, PASCO stores vehicles at the City’s Geng Road site. The distance between the Geng Road site and Charles Street site is 14.9 miles. Therefore, collection routes will travel roughly an additional 14.9 miles to begin their routes. Page - 11 Office Location Greenwaste proposes to use the currently used Palo Alto site at 2000 Geng Road for administration offices and minimal container storage. This will be consistent with current conditions. Solid Waste Collection - Single Family Residences Greenwaste is proposing to use semi-automated sideloaders for this service. Three different sizes will be used (29, 19 and 12 cubic yards) to meet the special needs of hard to serve and congested areas. They propose tailoring the size of vehicle by route type to reduce traffic and noise impacts, Special areas will be served by a single compartment 19 cubic yard truck. Extreme areas will be served by a 12 cubic yard dual compartment truck that will collect solid waste and yard trimmings at the same time, thereby eliminating the need for a second pass. The number of routes proposed is 6.5 per day shared with yard trimmings collection in a second pass, on the same day for each route. The vehicles for this service include: 7 new Labrie Expert 2000 single compartments on American LaFrance Condor chassis. The vehicles will run on 20 percent biodiesel fuel. 1 Amrep dual compartment sideloader semi-automated on a Freigt~tliner M2e hybrid chassis. Attachment 7 (included in the Greenwaste Proposal) describes that this vehicle idles up to 87% less than standard diesel vehicles, thereby reducing emissions and noise, In addition, the Cummings ISB engine accommodates up to 20 percent bio-diesel. []The Freightliner M2e is equipped with a semi-automated arm, hop~oer and packer panel that runs from a~ electric Power Take-Off (ePTO). This feature has the benefit of quiet operation and reduced idle emissions. Solid Waste Collection - Multi-family and Commercial Greenwaste will use front-loaders for bin collection and semi-automated side loaders for cart collection. They state that all collection trucks will utilize 20 percent bio-diesel (B-20 blend) fuel. The proposed number of commercial/multi-family routes is 5.9 per day. The vehicles for this service include: ¯5 New Way Mammoth single compartment front loaders. []1 Labrie single compartment, semi-automated side loader on a 2009 Freightliner M2 chassis. []A total of 7 Hybrid vehicles are proposed for staff, for hard-to-serve areas and for delivery and collection of drop boxes. These vehicles have the benefit of reduced no=se and they run only on bio-diesel. Solid Waste Collection - City Facilities Page - 12 Solid waste bins will be collected utilizing a frontloader and City receptacles will be collected using a dual compartment semi-automated side loader. The vehicles for this service include: []1 New Way Mammoth frontloader 28 cubic yard []1 Labrie Expert side loader Solid Waste Processing Solid Waste will be transported to the City Landfill or SMART Station for processing. Recyclable Materials Collection - Single Family Residences Greenwaste will use 7 Labrie Expert 2000 single compartment semi-automated side loaders for this service. A 19 cubic yard will be used for hard-to-serve-areas and 12 cubic yard for extreme restrictive areas, thereby tailoring the size of vehicle to the type of route. Greenwaste anticipates 6.5 routes per day for this service. The vehicles to be used are the following: []7 Labrie side loaders, 29 cubic yards []1 Labrie side loader, 19 cubic yards ¯1 Amrep side loader, 12 cubic yards Recyclable Materials Collection - Multi-family and Commercial Bins will be served by a frontloader and carts will be served by a semi-automated side loader. Pallets will be collected once a week on a flatbed Greenwaste anticipates 2.7 routes per day. The vehicles used will be as follows: []2 NewWay Mammoth frontloaders []1 Labrie sideloader []1 flatbed truck on a hybrid chassis for pallets Recyclable Materials Collection - City Facilities City facilities will be served using the same vehicles as for commercial customers. Plastics collected from City Hall will be transported to the Greenwaste Material Recovery Facility (MRF) located at 625 Charles Street in San Jose. The hybrid vehicles will also be utilized for City facilities thereby reducing noise and em=ssions. The vehicles to be used are as follows: [] 1 New Way Mammoth front loader, 28 cubic yards [] 1 Labrie Expert side loader, 19 cubic yards Recyclables Processing Recyclables will be transported to the Greenwaste MRF at 625 Charles Street in San Jose, currently under construction. The MRF is located 13.8 miles from the City centroid. The Greenwaste MRF will Page - 13 accept all of the materials required to be collected by the City. The Greenwaste MRF can also accept textiles rigid plastics, Bi-metal containers and E-waste and peripherals, household batteries and used oil and filters. The facility is designed with an anticipated 6 to 8 percent contamination rate. Greenwaste states that they anticipate that Zero recyclables will be landfilled. Contingency processors include: []Greenteam of San Jose 1333 Oakland Road in San Jose ( 2 miles from the Charles St. MRF) []Smurfit Recycling located at 205 E Alma Avenue in San Jose (5.6 miles from the Charles St. MRF) []Zanker Road Materials Processing located at 675 Los Esteros Road in San Jose (2 miles from the Charles St. MRF) Recyclables Markets The markets for recyclables are both foreign and domestic. In the case of market fluctuations, materials will be stored at Zanker Road in San Jose. Yard Trimmings/Organics Collection: Single-Family Residences Greenwaste will use semi-automated side loaders in three sizes to meet the needs of hard to serve areas. The 19 cubic yard trucks will be single compartment. The 12 cubic yard trucks will be used n the extremely restrictive areas and will be double compartments The same truck will collect both solid waste and yard trimmings, thus avoiding the need for a second pass. Number of routes is 6.5 per day total for all organics, .split with solid waste collection. The vehicles to be used for single-family yard trimming collection are as follows: []7 Labrie side loader, 29 cubic yards []Labrie side loaders, 19 cubic yards ¯1 Amrep side loader, 12 cubic yards Yard Trimmings/Organics - Multi-Family and Commercial Multi-family and commercial customers will be serviced with a semi-automated side loader and one frontloader. The 5.9 routes per day will be shared with solid waste collection, utilizing split trucks. The vehicles to be used are as follows: 1 Labrie Side Loader [] 5 NewWay Mammoth Frontloaders Page-14 Yard Trimmings/Organics - City Facilities City facilities will be served using a dual compartment semi-automated side loader and a frontloader. The vehicles to be used are as follows: ¯1 Labrie side loader., 19 cubic yards, dual compartment []1 New Way Mammoth frontloader, 28 cubic yards Yard Trimmings Processing Yard Trimmings collected from single-family, multi-family, and co mmercial sources will be transported to the City Landfill or SMART Station for processing as is currently done. When the City Landfill closes in 2011 yard trimmings shall be taken to the SMART Station. Yard trimmings mixed with other organics will be taken to the Greenwaste MRF. The MRF is located 13.8 miles from the City centroid. Therefore, when the City Landfill closes, yard trimmings wil be transported further distances for processing. The fines will then be sent to Z-best for processing into hog fuel. The City Landfill is 4.8 miles from the City centroid, SMART Station is 9.5 miles from the City centroid Food Waste from Special Events Food waste from City Special events will be collected and transported to the Greenwaste MRF in San Jose to beweighed. They will then be transported to Z-Best Composting Facility in Gilroy for processing and marketing. Z Best processing plant use an in-vessel CTI system and screens out all inorganic material 1" in size or greater. Z-Best material is reportedly never used as ADC or daily cover. The Z-Best facility is approximately 44 miles from the MRF. Food waste is processed in an enclosed bag with forced aeration called Composting Technologies Incorporated (CTI). The CTI method of composting uses very large capacity plastic bag containers into which the waste is packed, and through which air is circulated by pipes and blowers. This method is considered to be an in-vessel composting system, and to be space efficient, to control odors, and not to require constant turning (unlike windrows). Z-Best markets only to the commercial sector. They also deliver the material to customers. The compost is used for its highest and best use, Polystyrene and Plastic film from City Hall Polystyrene and Plastic Film will be collected and transported to the Greenwaste MRF which is located 17.7 miles from City Hall. C & D Recycling Services Three roll-off vehicles will collect and deliver debris boxes. The vehicles to be used are as follows: [] 3 Galbreath/Freightliner 10 ton trucks ¯1 Galbreath/Freightliner M2e Hybrid 5 ton truckL Page-15 C & D Processing The materials will be transported to Zanker Materials Processing Facility, 675 Los Esteros Road, San Jose (11.9 miles from the City centroid). The back-up processing facility will be Zanker Road Resource Recovery Operation and Landfill (ZRRROL) located at 705 Los Esteros Road in San Jose (12.1 miles from the City centroid) The facilities cannot accept pressure treated or creosote treated lumber, Styrofoam, or putrescibles. Such materials will be taken back to the SMART Station located at 301 Carl Road in Sunnyvale. The distance between Zanker and the SMART Station is 5.2 miles. Greenwaste estimated that only 10 debris boxes per year will fall into this category. Both of the Zanker facilities have ample storage capacity which eliminates the need to transport for storage. The estimated diversion rate for the Zanker facilities is 82 to 85%. The emergency back-up facility would be the Greenwaste MRF. Residuals will be disposed on-site or taken to Potrero Hills Landfill located in Suisun City approximately 77 miles from the Zanker processing facilities. C & D Markets The markets for the various C & D materials are as follows: Wood Waste: Tracy Biomass (60 percent is used for biomass), Tracy and Covanta Energy, Crows Landing Metal and Copper, Aluminum, Brass: Standards Metals, Oakland and Sims Metals, Redwood City Asphalt: processed into base rock at ZRROI in San Jose Asphalt, stones, rocks, concrete, bricks, porcelain: ZRROL in San Jose Tires: TRI C Tire in Sacramento White Goods: Sims Metals- Cardboard and Mixed paper: Berg Mills Carpet Padding: Danny’s Foam Recycling-Santa Clara E-Waste: E. Recycling of California, San Leandro PETE and HDPEi California Waste Solutions ADC: Vasco Road, Livermore and Zanker Road, San Jose Asphalt Roofing: Pacheco Pass Landfill in Gilroy Clean-up Program Clean-up materials are proposed to be collected on the regular solid waste collection day. Customers will be surveyed ahead to determine their needs. Existing route vehicles shall be utilized for solid Page-16 waste, recyclables and yard trimmings materials If Customer informs Greenwaste that bulky items will be set out, a flat bed truck will be dispatched to collect these items which is similar to what PASCO does now. No items over 70 Ibs will be accepted. The materials will be transported to the Greenwaste MRF (13.8 miles from City centroid) and Zanker Material Processing Facility (11.9 miles from the City centroid). The limit of 70 pounds is restrictive in that currently PASCO accepts items up to 200 pounds. Projected Baseline Diversion and Disposal Tonnages Table 2 illustrates the projected tonnages by material type and sector for Greenwaste. Table 2 Greenwaste Baseline Projected Collection and Diversion Tonnages Solid Waste Total Solid Waste Recyclable Materials Yard Trimmings Tota/Yard Trimmings C&D Clean-up Event Single-family Commercial and Multi-family Debris box and compactor service Single-family Commercial and Multi-family Single-family Commercial and Multi-family Debris Boxes .;Projected 9,000 20,000 8,835 11,593 9,152 1,369 22,~_1~14 13,000 2,100 6,520 Number of Proposed Routes The number of collection routes proposed in comparison with existing conditions is presented in Table 3 below. It should be noted that the current routes represent a reduction over the number of routes two years ago implemented as an effort to reduce costs Table 3 Greenwaste Proposed Number. of Routes and Special Services SF Solid Waste Collection MF and Commercial Solid Waste Industrial Roll-off SF Recyclables MF and Commercial Recyclables SF Yard Trimmings MF and Commercial Yard Trimmings 5 6 1 plus 1 route 3 times per week 1 route for commercial cardboard 7 0 (on call service collected by residential route) 6.5 (shared with yard trimmings collection) 5.9 6.5 2.7 6.5 (shared with solid waste) Not specified (offset with changes in solid waste vehicles) Page - 17 C and D Boxes ’1,636 boxes/year Clean-up Day One vehicle, 200 Ib/item limit N/A Collection route vehicles-70 lb. /item limit Vehicle Emissions Greenwaste proposes to utilize Hybrid vehicles for drop-box, hard to serve areas and compactor service and outreach staff (2). The entire Greenwaste fleet will run on B-20 biodiesel fuel. All vehicles are currently California Air Resource Board (CARB) compliant. Greenwaste also proposes to use state of the art routing and GPS tracking technology to maximize routing efficiency. The use of B-20 in comparison to conventional diesel results in the following reduction in emissions: 12% PMs, 2 to -2% NOx, 20% HC, 12% Co and 20% CO2. The total emissions that will be produced by this Option will depend on the distances that will be traveled to transport materials to processing facilities. Table 4 provides a summary of the processing and disposal facilities to be used by Greenwaste and the distances to be traveled in corn parison to existing conditions. Vehicle Noise Ratings The noise rating for the proposed vehicles is 70 decibels for the sideloader at 25 feet with the tipper in operation and 66 without the tipper in operation. The no~se rating for the frontloader is 75 decibels at 25 feet with the tipper in operation anO 68 without the tipper in operation. The noise ratings are all consistent with the City Municipal Code Chapter 9.10. Table 4 Corn Materials-Greenwaste Solid Waste City Landfill.4.8 miles */9.5 City Landfil!!SMaRT 4.8 miles */9.5 /SMART Station Station miles * Recyclables Greenwaste MRF 13.8 miles *Davis Street TS and 30.3 miles * MRF Yard City Landfill or 4.8 miles */9.5 City Landfill or 4.8 miles */9.5 Trimmings SMART Station miles *SMART Station miles Food Waste Greenwaste MRF 13.8 miles to Greenwaste MRF to 13.8 miles to to Z-Best MRF Z-Best MRF 44 miles to Z-44 miles to Z- Best Best Greenwaste MRF 17.7 miles 17.2 miles,City Hall Polystyrene C and D-Zanker Materials 11.9 miles Palo Alto to GB Industrial in Union City then to Freeflow Industries Guadalupe Rubbish 19.2 miles 21.3 miles * Page-18 Select C and D Rejects Processing/ Zanker Road RR and Landfill SMART Station 12.1 miles * 5.2 miles from Zanker Company/ Zanker Road Processing SMART Station * 12.2 miles * 9.5 miles * Solid Waste Kirby Canyon 31.2 miles *Kirby Canyon Landfill 31.2 miles from Landfill from SMART SMART Station Station Recyclables Greenwaste N/A Altamont Landfill 30.1 miles Projects zero residuals Yard City Landfill Trimmings C and D 4.8 miles * 77 miles from Zanker Potrero Hills Landfill City Landfill Zanker Road Landfill/ Guadalupe Landfill Asphalt roofing may be taken to Pacheco Pass landfill for reuse *Distance from City Centroid which is Silva Avenue (source Google maps) **Loads containing pressure treated lumber would be returned to the customer. 4.8 miles * 0 miles 0 miles Container Storage Greenwaste will have containers delivered to and stored at either the Geng Road site or at the MRF located at 625 Charles Street in San Jose. Currently containers are stored and delivered to the City Landfill site. The Greenwaste MRF is 13.8 miles from the City Centroid. Therefore container deliveries will require a roundtrip of 27.6 miles. Management of Wastewater Greenwaste indicated during the interviews that they intend to contain, and vacuum around each container that they wash, and then properly handle/dispose of that water. 2.4.2 Greenwaste - Zero Waste Services Table 5 illustrates the Greenwaste projected diversion tonnages for Zero-Waste Programs which is consistent with the projected increased tonnages contained in the City ZWOP. Implementation of the Zero Waste Plan projected tonnages =s a requirement of the new serv=ce contract. Table 5 Comparison of Zero Waste Diversion Projections Expanded Commercial Organics Bulky Item Reuse and Recycling Mandatory Residential Recycling Participation Mandatory Residential Organics Participation Mandatory Commercial Recycling 1872 356 2400 5194 3200 4~00 400 614 2001 1804 Page-19 Participation Mandatory Commercial Organics Participation Increasing C&D Diversion Enhancing Residential Recycling Enhancing Commercial Recycling ~Totai lnci;ea~bd i~’Todnagbs~L 9828 260 0 45OO 5342 614 1804 Commercial Organics Expansion Greenwaste proposes to collect these materials from multi-family and commercial customers in a clean collection program. They do not propose any new vehicles for this service, just re-routing of the vehicles used in the Baseline Services. No additional routes are anticipated; however they do anticipate 2 additional loads per day. This program will only serve commercial customers. It is anticipated that additional containers wil be required for this expanded program. The materials will be transported to the Greenwaste MRF in San Jose and Z-Best in Gilroy for processing. Z-Best has an established market for the finished compost materials which is a benefit in assuring that the materials are used at their highest and best use. Z-Best materials are never used for ADC or daily cover. Z-Best also has eight months of storage capacity to meet the needs of market fluctuations. Expansion of Single Stream Greenwaste proposes to collect the additional materials (textiles, hardcover books milk and juice containers) at no increase in cost to the customers. Both domestic and foreig~ markets will be used for the new materials, primarily foreign. No additional routes are proposed for this program. Clean-Up Day Expansion The materials will be collected using existing vehicles on routes. No single item over 70 pounds will be accepted. This will reduce the types of materials that can be set out. Greenwaste will collect the materials and transport to the Greenwaste MRF for processing. They wil maximize the reuse and will donate to thrift stores and attempt to have thrifts pick up the materials directly as part of the program. Mandatory Participation No additional routes are proposed for this service, Increased C & D Debris Diversion Greenwaste will guarantee to the City the required 70% minimum recovery rate for mixed loads and 90% minimum recovery rate for source separated fromthe propose~ facilities in the Baseline Service, There are no additional routes proposed for this- expanded program. Page-20 Enhanced Commercial Recycling Service This program will be implemented primarily through education and implementation of the "Mirrored System" that uses both carts and containers for multi-family collection of recyclables. No additional routes are proposed for this service. 2.4.3 Greenwaste - Other Service Innovations Greenwaste also proposes the following programs to enhance the Baseline and Zero Waste services: C & D Discount Coupons of 10 percent for Zanker Road Resource Recovery Operations and Landfill or Zanker Materia Processing Facility. (Approved by the City Council) Use of "RecycleBank" which tracks participation and offers Reward Points that can be redeemed for discounts from local and national compan=es. (Not approved by the City Council) Processing of all Multi-Family and Commercial solid waste at the Greenwaste MRF in San Jose rather than SMART Station in Sunnyvale. This program would result in 5 collection vehicles traveling an additional 4.3 miles per one way trip from the City. (Not approved by the City Council) Processing of all Single-Family solid waste at the Greenwaste MRF in San Jose rather than SMART Station in Sunnyvale. Such a program would result in 7 collection trucks traveling an additional 4.3 miles per one way trip from the City. (Not approved by the City Council) 2.4.4 Project Option 2: Norcal Norcal has submitted a proposal for solid waste, recyclable materials, and organic materials services to the City n response to the RFP. Norcal is a subsidiary of Norcal Waste Systems Inc. The following =s a description of the Norcal proposed services that are a subject of this CEQA review. Vehicle Storage and Maintenance Norcal will use their Rogers Avenue MRF located at 1675 Rogers Avenue n San Jose for storage and maintenance of the collection fleet. The Rogers Avenue facility will also be the site for dispatch, parking, fueling and cleaning, administration and maintenance. Norcal proposes to use the Geng Road site in the City for only non-route collection vehicles. Because Norcal will use the Geng Road site for some personnel and container and car~ delivery, a net benefit of reduced travel distances and reduced air emissions will result. The Rogers Avenue facility is located 13.4 miles from the City centroid The General Manager will also be located at the Rogers Avenue site. Office Location Norcal proposes to use the currently used Palo Alto site at 2000 Geng Road for the management office, route supervisors, customer service representatives and cart and container delivery. This will be consistent with current conditions. Solid Waste Collection - Single Family Residences Norcal proposes the use of semi-automated split body trucks to reduce passes, The trucks will be split 60% for organics and 40% for solid waste. A single body collection truck will be used for solid waste. It Page - 21 is anticipated that there will be 6 routes per day. The use of split trucks has the potential to reduce noise, traffic, and air quality impacts. The vehicles for this service include: []10 2009 Autocar-Labrie semi-automated sideloaders, 29 cubic yard ¯1 2009 GEM eL XD Global Electric vehicle for route supervisors ¯1 2009 GMC Hybrid pick-up for route supervisors Solid Waste Collection - Multi-Family, Commercial and City Facilities Norcal anticipates 7.2 routes per day for multi-family and commercial, 1 route per day for on-cal and hard to reach customers, 1 route per day for City facilities, and 5.7 routes per day for industrial roll-off customers. The vehicles selected are as follows: [] 5 2009 Autocar-Heil front-loaders 40 cubic yard n [] m 1 2009 1 2009 1 2O09 1 2OO9 5 2009 1 2009 Autocar Flat-bed with crane, 22 foot Freightliner/Heil side-loader, 10 yard Autocar Hell rear loader, 25 yard 1 Ton Scat Truck Roll-offs 1 Ton Ford Utility Bed for field maintenance and repair ,Solid Waste Processing Norcal will transport solid waste to the City Landfill and the SMART Station 4.8 and 9.5 miles from the City centroid. This does not represent a change from existing conditions. Recyclables Materials Collection - Single-Family and Multi-Family Residences Norcal proposes a single compartment truck for this service. They will use RouteSmart Software for routing efficiency. The collection truck will have a separate storage area for bagged batteries, cell phones, used oil and used oil filters. Pallets will be handled as in existing conditions, taken to SMART Station via flatbed truck collection. Norcal anticipates 7 routes per day for this service. Recyclables Materials Collection - Commercial and City Facilities For commercial customers, Norcal will promote shared containers to meet the needs of restricted space. The same vehicles utilized for solid waste collection will also be used for reoyclables collection; the difference is that the collection vehicle will be a single compartment ~Norcal anticipates 2.3 total routes per.day for this service including industrial, commercial, and City facilities. Page-22 Recyclables Processing All of the materials will be processed at the Norcal Single-Stream MRF located at Rogers Avenue in San Jose a distance of 13.4 miles from the City centroid except pallets which will be transported to the SMART Station in Sunnyvale. Rogers Avenue MRF can accept the following: paper, plastics, glass, oil filters, motor oil, aluminum, steel, aseptic packaging, scrap metal, household batteries, textiles and hard-cover books. Norca anticipates a recycling residue of 9%. There is currently a retrofit for single-stream for Rogers Avenue MRF. The design is complete and the retrofit is scheduled for completion in July 2009. The backup facility is Smurfit Stone in San Jose located at 205 E Alma Avenue in San Jose, a distance of 18 miles from the City centroid. Norcal projects recovering 90 to 95% of the City’s recyclables. Recyclables Marketing Norcal states that if markets are weak and storage is necessary than the materials wil be transported to a secure warehouse; however, no warehouse has been identified The markets proposed are local and in Southern California. They include facilities in the cities of Stockton, Riverside, San Leandro and San Jose. Other market possibilities include Southern California and the Pacific Northwest. Yard Trimmings/Organics Collection-Single-Family, Multi-Family, Commercial and City Facilities Yard Trimmings will be collected using a split body truck 60% organics 40% solid waste for single- family, multi-family, commercial, and City facilities. Collection of both materials at once has the potential to eliminate a second pass and will reduce local traffic, a~r quality, and noise impacts. However, the organics wil be taken to the City Landfill and the solid waste will be transported to the SMART Station therefore the transport will take longer, have two destinations and will be slower. Yard Waste and Special Event Food Scraps Processing Yard trimmings will be transported to either the City Landfill or SMART Station. Special event food waste wil be transported from Rogers Avenue MRF to Jepson Prairie Composting facility in Vacaville for processing. Jepson Prairie is located 99 miles from the Rogers Avenue MRF. C & D Debris Collection C & D materials wil be collected in 7 15,20,30, and 40 yard debris boxes. C & D Processing The materials will be transported to Guadalupe Rubbish Disposal Company in San Jose located at 15999 Guadalupe Mines Road in San Jose, a distance of 21.3 miles from the City Centroid, for processing. They anticipate 70% diversion. Rejected loads will be taken to SMART Station, 4.8 miles. They anticipate 1.5 routes per day. Theanticipated residual is 9% on average. Residual will be disposed at the adjacent Guadalupe Landfill. Therefore transport is minimal from processing to disposal. The contingency for disposal is Kirby Canyon Landfill located at 910 Coyote Creek Golf Drive in San Jose. Back-up processing facilities include Kirby Canyon Landfill and Premier Recycling both located in the City of San Jose. Page-23 C &D Markets The markets to be used are as follows: ,Wood- CalTrans ,Metals and OCC - American Metal and Iron in San Jose ,Concrete - Raisch and Granite Construction Annual Clean-Up Program Clean-up materials are proposed to be collected on the regular solid waste collection day. As with Greenwaste customers will be asked to describe the materials for appropriate vehicle dispatch. Recyclable collection vehicles will be used. Large bulky items will be collected using a flatbed truck. Sorting of materials will be on-site. That will maximize service times. A rearloader will come to collect the remaining items. More than one type of truck will be collecting at the same time. Projected Baseline Diversion and Disposal Tonnages Table 6 illustrates the projected diversion and disposal for Norcal Waste. Table 6 Norcal Baseline Projected Collection and Diversion Tonnages MaterialTy Solid Waste ~rota/Solid Recyclable Materials ~Total Recyclable Material Yard Trimmings Total YardTrimmings C&D Clean-up Events Single-family Commercial and Multi-family Roll-off Residential Commercial and Multi-family Roll-off Residential, Commercial Roll-off Debris Boxes ProjectedTonnag 9,249 26,615 15,706 9,820 3;755 78O 12,987 6,838 (based on current 1,636 loads of C & D Debris Boxes with avg 4.18 tons per box -1 6,843 Not specified Page-24 Number of Routes Table 7 below illustrates the Norcal proposed number of service routes per day which are comparable to existing conditions for most services and a reduction for combined solid waste and yard trimmings. Table 7 Norcal Proposed Number of Routes and Special Services SF Solid Waste Collection MF and Commercial Solid Waste Industrial Roll-off SF Recyclables MF and Commercial Recyclables SF Yard Trimmings MF and Commercial Organics C & D Boxes Clean-up Day 7 5 5 6 1 plus 1 route 3 times per week 1 route for commercial cardboard 7 0 1 636 boxes/year One vehicle, 200 Ib/item limit 12 (shared with yard trimmings)=6 7.2 (includes City facilities) 5.7 7 (includes multi-family) 2.3 (includes commercial, industrial and City facilities) 6 (shared with solid waste) .9 net odf decreased solid waste collection routes 5.7 per day One vehicle, 200 Ib 4 item limit Vehicle Emissions The vehicles selected for all services in the.City will operate on B40-blen~ biodiesel fuel which is a new, untested fuel. TIAX LLC technology laboratories has determined that the greatest reductions in the carbon footprint and fuel cycle Greenhouse gases could be achieved by using B100 (100%) blend biodiesel or B40-blend biodiesel, followed by LNG. This will be a net benefit in the reduction ~of the carbon footprint and greenhouse gases over the current use of LNG in the City. The vehicles will be Best Available Technology using the Cleaire Longview Emission Control System exhaust filtration system with advanced NOx filtration, exceeding all regulatory req uirements. These filtration systems were financed through a grant from the Bay Area Air Quality Management District. The vehicles were equipped with Cummings 315 ISL engines using low-sulphur diesel fuel which has a rating of 578/bhp/hr. According to Norcal, the use of B40-blend biodiesel may result in a 32% reduction in Co2 or 393/bhp/hr. The Cleaire Longwew Emissions System was verified by Executive Order of the California Air Resources Board (CARB) in July 2004 to achieve a 25 percent reduction in NOx and an 85 percent reduction in particulate matter (PMs). The total emissions to I~e produced by this Option will depend on the distances to be traveled to transport materials to processing facilities. Table 8 provides a summary of the facilities and distances as corn pared to existing conditions. Vehicles Noise Ratings The two frontloaders selected have been tested using Bruel and Kjaer type 2232 precision sound metering which resulted in a no~se rating at 25 feet from 66.4 to 67.4 decibels from the front, 65.9 to 66.7 decibels from the left, 63.4 to 65.0 decibels from the right and 58.1 to 60.7 decibels from the rear ( Heil Truck). For the Leach Truck, the following sound ratings were measured: 70.1 to 71.8 decibels Page-25 from the front, 69.1 to 71.2 decibels from the left, 68.5 to 69.1 decibels from the right and 64.8 to 65.2 decibels from the rear at 25 feet away. All noise ratings are well below the maximums per the City Municipal Code (95 decibels at 25 feet). Norcal also states that they will make every effort to sequence commercial accounts as late in the route as possible for those areas that border residential areas to minimize noise impacts. Storage of Containers Vehicles and containers will be stored at the Norcal Rogers Avenue MRF, 13.4 miles from the City. Currently containers are stored at the City Landfill This will require a roundtrip for delivery of containers of 13.4 miles. Management of Wastewater Norcal’s proposed subcontractor, Webco, indicates that residual water from the cleaning of containers that Contains a mixture of oils and water will be vacuumed up and treated to Bay Area Stormwater Management Association (BASMA) specifications as wastewater. Table 8 Comparison of Distances fol Transporting Materials-Norcal Solid Waste Recyclables Yard Trimminos Food Waste City Hall Polystyrene C & D-Select C & D Rejects Solid Waste Recyclables SMART Station/ City Landfill Rogers Avenue MRF City Landfill or SMART Station Rogers Avenue MRF to Jepson Prairie Rogers Avenue MRF Guadalupe Rubbish Disposal Company, San Jose SMaRT-Station Kirby Canyon Landfill Guadalupe or 9.5 miles*/4.8 miles * 13.4 miles* 4.8 miles /’19.5 miles 13.4 miles 99 miles 13.4 miles 21.3 miles 9.5 miles 31.2 miles * from SMART 15.9 milesl7.5 SMaR3- Station/City Landfill Davis Street TS and MRF City Landfill or SMART Station Greenwaste MRF to Z-Best Palo Alto To GB Industrial to Freeflow Industries Guadalupe Rubbish Company/ Zanker Road Processin9SMART Station Kirby Canyon Landfill Altamont Landfill 9.5 miles */4.8 miles * 30.3 miles * 4.8 miles/’19.5 miles 13.8 miles to MRF 44 miles to Z- Best 17.2 miles, 19.2 miles 21.3 miles * 12.2 miles * 9.5 miles * 31.2 miles from SMART 30.1 miles from Page-26 Yard Trimmings C&D Newby Island Landfill City Landfill Guadalupe Landfill miles 4.8 miles * 0 miles City Landfill SMaRt Station MRF 4.8 miles * 9.5 miles * * Distance from City Centroid which is Silva Avenue (source Google maps) 2.4.5 Norcal - Zero Waste Services Comparison of Zero Waste Diversion Tonnages/Rates Table 9 illustrates the Norcal projected diversion tonnages following Zero-Waste program implementation which is consistent with the projected increased tonnages contained in the City Zero Waste Operational Plan. Implementation of the Zero Waste Pla~ projected tonnages is a requirement of the new service contract. Table 9 Comparison of Zero Waste Diversion Projections- Expanded Commercial Organics Bulky Item Reuse and Recycling Mandatory Residential Recycling Participation Mandatory Residential Organics Participation Mandatory Commercial Recycling Participation Mandatory Commercial Organics Participation Increasing C&D Diversion Enhancing Residential Recycling Enhancing Commercial Recycling 2,417 500 N/A 1,921 1,951 N/A 4,305 N/A 260 45OO 4OO 614 2001 1804 4500 5342 614 1804 Commercial Organics Expansion The organics materials will be transported from Rogers Avenue MRF to Jepson Prairie Comporting facility located at 6426 Hay Road in Vacaville. Norcal anticipates 20% additional commercial recovery with one additional route, Norcal proposes to serve the businesses with 64 gallon wheeled carts to allow those with space constraints to participate. This could result in fewer bins i~ the congested downtown area which is a benefit in terms of aesthetics. Page-27 Expansion of Single-Stream Recycling Norcal does not anticipate a substantial increase in diversion tonnages or any additional collection routes for this program. Clean-Up Day Expansion For multi-family units, the number of units is the number of collections that will be provided per year. Businesses will receive 2 annual clean-ups. Norcal will accept items weighing less than 200 Ibs. One additional 22 foot flatbed truck will be required Mandatory Participation There is no description of estimated additional tonnages of materials, or additional vehicles or routes for this increase in service. This expanded program will be primarily implemented by information and education programs. Increased C & D Debris Diversion Norcal would divert open top debris boxes to Guadalupe Rubbish Disposal Company in San Jose for processing. It is not discussed how they intend to reach the diversion rate of 90% source separated and 70% mixed loads. The addition of one route driver is anticipated. Enhanced Commercial Recycling Service Norcal estimates enhanced diversion of 15%. Dueto the space constraints in the downtown area, they propose "Shared Recycling Containers". One additional route will be required, based on an additional 7.5 tons per day. 2.4.6 Norcal - Other Service Innovations Norcal proposes the following Other Service Innovations: C & D Discount Coupons of 10 percent for Zanker Road Resource Recovery Operations and Landfill or Zanker Material Processing Facility. (Approved by the City Council) Collection and processing of residential compostables starting in July 2009 (Not approved by the City Council) WetJDry collection service. It is possible to utilize a split truck for both collections, thereby eliminating the need for a second pass. This program also has the potential to reduce the number of routes and containers. (Not approved by the City Council) Anaerobic digestion of source-separated commercial food waste. Anaerobic digestion reduces the emission of volatile organic compounds (VOC’s) and the carbon footprint, generation of gas and produces electricity. It can also reduce the residuals and produces a nutrient rich soil Page-28 amendment. Norcal proposes to study the feasibility of this option and if desirable, work with the City to site a facility. If such a facility is to be constructed, it will be the subject of a separate CEQA analysis. (Not approved by the City Council) Page - 29 3. CEQA INITIAL STUDY CHECKLIST AND EXPLANATIONS ENVIRONMENTAL CHECKLIST AND DISCUSSION OF IMPACTS EVALUATION OF ENVIRONMENTAL IMPACTS 1)A brief explanation is required for all answers except "No Impact" answers that are adequately supported by the information sources a lead agency cites in the parentheses following each question. [A "No Impact" answer is adequately supported if the referenced information sources show that the impact simply does not apply to projects like the one involved (e. g. the project falls outside a fault rupture zone). A "No Impact" answer should be explained where it is based on project-specific factors as well as general standards (e. g. the project will not expose sensitive receptors to pollutants, based on a project-specific screening analysis).] 2)All answers must take account of the whole action involved, including off-site as well as on-site, cumulative as well as project-level, indirect as well as direct, and construction as wel as operational impacts. 3)Once the lead agency has determined that a particular physical impact may occur, then the checklist answers must indicate whether the impact is potentially significant, less than significant with mitigation, or less than significant. Potentially Significant mpact" is appropriate if there ~s substantial evidence that an effect may be significant. If there are one or more "Potentially Significant Impact" entries when the determination is made, an EIR ~s required. 4)"(Mitigated) Negative Declaration: Less Than Significant With Mitigation Incorporated" applies where the incorporation of mitigation measures has reduced an effect from "Potentially Significant Impact" to a "Less than Significant Impact." The lead agency must describe the mitigation measures, and briefly explain how they reduce the effect to a less than significant level (mitigation measures from Section 17, "Earlier Analysis," may be cross-referenced). 5)Earlier analysis may be used where pursuant to the tiering, program EIR, or other CEQA process, an effect has been adequately analyzed n an earlier EIR or negative declaration. Section 15063 (C)(3) (D). In this case, a brief discussion should identify the following: a) Earlier Analysis Used. Identify and state where they are available for review. 6) b)Impacts Adequately Addressed. Identify which effects from the above checklist were within the scope of and adequately analyzed in an earlier document pursuant to applicable legal standards, and state whether such effects were addressed by mitigation measures based on the earlier analysis. c) Mitigation Measures. For effects that are "Less than Significant with Mitigation Measures Incorporated," describe the mitigation measures which were incorporated or refined from the earlier document and the extent to which they address site-specific conditions for the project. Lead agencies are encouraged to incorporate into the checklist references to information sources for potential impacts (e.g. general plans, zoning ordinances). Referehce to a previously prepared Page - 30 or outside document should, where appropriate, include a reference to the page or pages where the statement is substantiated. Supporting Information Sources: A source list should be attached, and other sources used or individuals contacted should be cited in the discussion. The explanation of each issue should identify: a) the significance criteria or threshold, if any, used to evaluate each question; and b) the mitigation measure identified, if any, to reduce the impact to less than significance. 3.1 DISCUSSION OF IMPACTS The following Environmental Checklist was used to identify environmental impacts, which could occur if the proposed project is implemented. The left-hand column in the checklist lists the source(s) for the answer to each question. The sources cited are identified at the end of the checklist. Discussions of the basis for each answer and a discussion of mitigation measures that are proposed to reduce potential significant impacts are included. Mitigation Monitoring Plan to follow finalization of the Initial Study. Basis of Analysis The Proposed Project that is being evaluated in this Initial Study is the change to the collection system resulting from responses to the City’s request for proposals from Greenwaste and Norcal for implementation of both Baseline services and Zero Waste Operational Plan programs and services. There is no specific proposal to. build any facility that is currently part of this project. A 0.9 acre portion of the existing Geng Road Corporation Yard that is used by PASCO will be made available to rent for the new service provider. No.additional facilities will be added to the existing infrastructure at the Geng Road site. The City may, in the future, need to analyze the environmental impacts associated with the development of a Recycling Drop-off Center for recyclables and household hazardous waste, once the City has identified a candidate site and an Anaerobic Digestion facility, should they choose that "Other Service Innovations" option with Norcal Waste Systems. The Checklist indicates the level of impacts for both Greenwaste (Option 1) and Norcal (Option 2). 3.2 AREAS OF NO MEASURABLE IMPACT on the ma )ursuant to Op 2 Page - 31 b) c) the Farmland Mapping and Monitoring Program of the California Resources Agency, to non-agricultural use? Conflict with existing zoning for agricultural use, or a Williamson Act contract? Involve other changes in the existing environment which, due to their location or nature, could result in conversion of Farmland, to non- agricultural use? Op 1 Op2 Opl Op 2 a-c) Option 1 Greenwaste and Option 2 Norcal. No Impact. The project does not include construction of any facilities. The 2000 Geng Road site is not located in a "Prime Farmland," "Unique Farmland," or "Farmland of Statewide mportance" area, as shown on the maps prepared for the Farmland Mapping and Monitoring Program of the California Resources Agency. The site is not zoned for agricultural use, and is not regulated by the Williamson Act. a)Have a substantial adverse effect, either directly or through habitat modifications, on any species identified as a candidate, sensitive, or special status species in local or regional plans, policies, or regulations, or by the California Department of Fish and Game or U.S. Fish and Wildlife Service? b) Have a substantial adverse effect on any riparian habitat or other sensitive natural community identified in local or regional plans, policies, and regulations or by the California Department of Fish and Game or US Fish and Wildlife Op 1 Op 2 ¯ Op 1 Op2 Page-32 Service? c)Have a substantial adverse effect on federally protected wetlands as defined by Section 404 of the Clean Water Act (including, but not limited to, marsh, vernal pool, coastal, etc.) through direct removal, filling, hydrological interruption, or other means? c)Have a substantial adverse effect on federally protected wetlands as defined by Section 404 of the Clean Water Act (including, but not limited to, marsh, vernal pool, coastal, etc.) through direct removal, filling, hydrological interruption, or other means? d)Interfere substantially with the movement of any native resident or migratory fish or wildlife species or with established native resident or migratory wildlife corridors, or impede the use of native wildlife nursery sites? e) Conflict with any local policies or ordinances protecting biological resources, such as a tree preservation policy or ordinance? f)Conflict with the provisions of an adopted Habitat Conservation Plan, Natural Community Conservation Plan, or other approved local, regional, or state habitat conservation plan? Opl Op 2 Opl Op 2 Opl Op 2 Op 1 OP 2 Opl Op 2 a-f) Option 1 Greenwaste and Option 2 Norcal. No Impact. The project does not propose any new development and the collection routes are within existing developed roads. The service providers will utilize the existing facilities at 2000 Geng Road. Any future development will be subject to CEQA review. The 2000 Geng Road site is located in the Palo Alto Baylands which is a sensitive location containing protected plants and animals; however this project does not propose any new development. Page - 33 Cause a substantial adverse change in the significance of a historical resource as defined in 15064.5? b)Cause a substantial adverse change in the significance of an archaeological resource pursuant to 15064.5? c) Directly or indirectly destroy a unique paleontological resource or site or unique geologic feature? d) Disturb any human remains, including those interred outside of formal cemeteries? e) Adversely affect a historic resource listed or eligible for listing on the National and/or California Register, or listed on the City’s Historic Inventory? f) Eliminate important examples of major periods of California history or prehistory? Op 1 Op2 Op 1 Op2 Op 1 Op2 Opl Op2 ,Opl Op2 Op 1 Op2 a-f) Option 1 Greenwaste and Option 2 Norcal. No Impact. The project does not propose any new development and the collection routes are within existing developed roads. The service providers will utilize the existing facilities at 2000 Geng Road, Any future development will be subject to CEQA review. In the event that human remains are encountered at any of the facilities or sites to be used, all work in the vicinity of the find would be halted unti such time as the find is evaluated by the County Coroner and a qualified archeologist and appropriate mitigation (if necessary) is implemented n accordance with CEQA Guidelines Section 15064.5, Therefore no impact would result from the project. ~otential substantial adverse Op I Page - 34 effects, including the risk of loss, injury, or death involving: i) Rupture of a known earthquake fault, as delineated on the most recent Alquist-Priolo Earthquake Fault Zoning Map issued by the State Geologist for the area or based on other substantial evidence of a known fault? Refer to Division of Mines and Geology Special Publication 42. ii) Strong seismic ground shaking? iii)Seismic-related ground failure, including liquefaction? iv) Landslides? b) Result in substantial soil erosion or the loss of topsoil? c) Result in substantial siltation? d)Be located on a geologic unit or soil that is unstable, or that would become unstable as a result of the project, and potentially result in on- or off-site landslide, lateral spreading, subsidence, liquefaction or collapse? e) Be located on expansive soil, as defined in Table 18-1-B of the Uniform Building Code (1994), creating substantial risks to life or property? f)Have soils incapable of adequately supporting the use of septic tanks or alternative waste water disposal systems where sewers are not available for the disposal of waste water? g) Expose people or property to major geologic hazards that cannot be mitigated through the use of standard engineering design and seismic safety techniques? 1,2,3,4, 11 1,2,3,4, 11 1,2,3,4, 11 1,2,3,4, 11 1,2,3,4, 11 1,2,3,4, 11 1,2,3,4, 11 Op 2 Opl Op 2 Op 1 Op 2 Op I Op2 Op 1 Op 2 Opl Op 2 Op .1 Op 2. Opl Op 2 Opl Op 2 Opl Op 2 Op 1 Op 2 Page - 35 a-g) Option 1 Greenwaste and Option 2 Norcal. No Impact. No new construction is proposed for the project; the facilities to be used are existing. Any development in the area would not expose people or property to major geologic hazards that cannot be mitigated through the use of standard engineering design and seismic safety techniques. With proper engineering, new development is not expected to result in any significant adverse short- or long-term impacts related to geology, soils or seismicity. ~ :!~r;:-Issuesa~dSupporting Information/> :;:~.~:: ?~Sou~ a)Violate any water quality standards 1-11 or waste discharge requirements? b) Substantially deplete groundwater 1-11 supplies or interfere substantially with groundwater recharge such that there would be a net deficit in aquifer volume or a lowering of the local groundwater table level (e.g., the production rate of pre-existing nearby wells would drop to a level which would not supportexisting land uses or planned uses for which permits have been granted)? c) Substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of a stream or river, in a manner which would result in substantial erosion or siltation on- or off-site? d) Substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of a stream or river, or substantially increase the rate or amount of surface runoff in a manner which would result in flooding on- or off-site? e) Create or contribute runoff water 1-11 which would exceed the capacity of existing or planned stormwater .~ Than igni~ficant ~!~pa~t~~ Op2 Op 1 Op2 Op 1 Op 2 Op 1 Op 2 Op 1 Op2 Page - 36 Op 1 Op 2 Op I drainage systems or provide substantial additional sources of polluted runoff? f)Otherwise substantially degrade water quality? g) Place housing within a 100~year flood hazard area as mapped on a federal Flood Hazard Boundary or Flood Insurance Rate Map or other flood hazard delineation map? h) Place within a 100-year flood hazard area structures which would impede. or redirect flood flows? i)Expose people or structures to a significant risk of loss, injury or death involve flooding, including flooding as a result of the failure of a levee or dam? Inundation by seiche, tsunami, or mudflow? Result in stream bank instability? 1-11 1,2,3,4, 11 1,2,3,4, 11 1,2,3,4, 11 1,2,3,4, 11 1,2,3,4, 11 Op2 Opl Op 2 Opl Op 2 j)Op 1 Op2 k)Op 1 Op 2 a-k) Option 1 Greenwaste and Option 2 Norcal. No Impact. The project does not propose any new construction. All wastewater from container washing will be contained, vacuumed, and handled as polluted wastewater. No additional polluted runoff will result from this project. All of the existing facilities to De used for the project have approved wastewater management programs consistent with Stormwater Pollution Prevention Regulations. In addition, all of the existing facilities to be used for the project have approved stormwater pollution prevention plans. All of the facilities to be used for the project have been the subject of individual approved CEQA documents. a) Physically divide an established 1,2,3,4, .community?11 b) Conflict with any applicable land 1,2,3,4, use plan, policy, or regulation of an 11 agency with jurisdiction over the project (including, but not limited to the general plan, specific plan, local coastal program, or zoning Opl Op 2 Opl Op 2 Page - 37 ordinance) adopted for the purpose of avoiding or mitigating an environmental effect? c) Conflict with any applicable habitat 1,2,3,4, conservation plan or natural 11 community conservation plan? d) Substantially adversely change the 1,2,3,4, type or intensity of existing or 11 planned land use in the area? e) Be incompatible with adjacent land 1,2,3,4, uses or with the general character 11 of the surrounding area, including density and building height? f), Conflict with established residential,1,2,3,4, recreational, educational, religious,11 or scientific uses of an area? g) Convert prime farmland, unique 1,2,3,4, farmland, or farmland of statewide 11 importance (farmland) to non- agricultural use? a-g) Option 1 Greenwaste and Option 2 Norcal. No Impact. The project does not propose any new development and the collection routes are within existing developed roads. The service providers will utilize the existing Geng Road facility, which is located .5 miles from the Pato Alto Airport and is located within the airport’s Traffic Pattern Zone. Based upon the use compatibility table from the California Airport Land Use Planning Handbook, the proposed non-residentia use is acceptable in this Traffic Pattern Zone. The project will result in an environmental benefit as the uses of the site will be reduced and half of the site will revert back to ;)ark use. The project will result in an increase in recreational use. There will be no negative impact, only positive impacts to recreational uses and surrounding land uses including the baylands habitat. The project will not conflict with any land use plan, natural community, habitat conservation plans. 3-he project will not im pact farmland or convert farmland. Op 1 Op2 Op 1 Op 2 Op 1 Op2 Op 1 Op2 Op 1 Op2 Page-38 a) Induce substantial population 1,2,3,4, growth in an area, either directly (for 11 example, by proposing new homes and businesses) or indirectly (for example, through extension of roads or other infrastructure)? b) Displace substantial numbers of 1,2,3,4, existing housing, necessitating the 11 construction of replacement housing elsewhere? c) Displace substantial numbers of 1,2,3,4, people, necessitating the 11 construction of replacement housing elsewhere? d) Create a substantial imbalance 1,2,3,4, between employed residents and 11 jobs? e) Cumulatively exceed regional or 1,2,3,4, local population projections?11 Op 1 Op2 Op 1 Op 2 Op 1 Op2 Op 1 Op2 Op 1 Op 2 a-e) Option 1 Greenwaste and Option 2 Norcal. No Impact. The project does not propose any new development. The service provider will utilize the existing non-res~dential facilities at 2000 Geng Road. The waste hauling service to be provided to the City does not impact the population or housing needs of the City. As part of the contract agreement with the new service provider, existing PASCO employees shall be retained to the greatest extent possible. a) Would the project result in 1-11 Op 1 substantial adverse physical impacts associated with the Op 2 provision of new or physically altered governmental facilities, need for new or physically altered governmental facilities, the construction of which could cause significant environmental impacts, in order to maintain acceptable service ratios, response times or other performance objectives for any of the public services: Page-39 Fire protection? Police protection? Schools? Parks? Other public facilities? a) Option 1 Greenwaste and Option 2 Norcal. No Impact. The waste hauling service to be provided to the City does not propose any new development nor generate any additional demands on the existing public services. a)Would the project increase the use of existing neighborhood and regional parks or other recreational facilities such that substantial physical deterioration of the facility would occur or be accelerated? b)Does the project include recreational facilities or require the construction or expansion of recreational facilities which might = have an adverse physical effect on the environment? Op 1 Op2 Op 1 Op 2 a-b) Option 1 Greenwaste and Option 2 Norcal. No Impact. The waste hauling service to be provided to the City doesnot propose any new development nor generate any additional demands on the existing recreational facilities. There will however, be a net benefit increase n public parks as the Page-40 project will provide for half of the Geng Road facility (one acre) to revert back to park use. Therefore the project will enhance the public recreational uses. a)Exceed wastewater treatment requirements of the applicable Regional Water Quality Control Board? b)Require or result in the construction of new water or wastewater treatment facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? c)Require or result in the construction of new storm water drainage facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? d)Have sufficient water supplies available to serve the project from existing entitlements and resources, or are new or expanded entitlements needed? e)Result in a determination by the wastewater treatment provider which serves or may serve the project that it has adequate capacity to serve the project’s projected demand in addition to the provider’s existing commitments? f) Be served by a landfillwith sufficient permitted capacity to accommodate the project’s solid waste disposal needs? g) Comply with federal, state, and local statutes and regulations related to solid waste? h) Result in a substantial physical deterioration of a public facility due to increased use as a result of the project? 1-11 1-11 1-11 1-11 1-11 1-11 1-11 1-11 Opl Op 2 Opl Op 2 Opl Op 2 Op 1 Op 2 Op 1 Op 2 Opl Op 2 Op 1 Op 2 Opl Opl a-h) Option 1 Greenwaste and Option 2 Norcal. No Impact. The project does not propose any new development. The service provider will utilize the existing facilities at 2000 Geng Road The uses proposed for the Geng Roa~ facility (adminstative office, customer service, minor storage of Page containers, etc) are not more intensive than the existing uses by PASCO and will not create an impact to the City’s utility and service systems. 3.3 AREAS OF MEASURABLE IMPACT a)Have a substantial adverse effect on a scenic vista? b)Substantially damage scenic resources, including, but not limited to, trees, rock outcroppings, and historic buildings within a state scenic highway? c) Substantially degrade the existing visual character or quality of the site and its surroundings? d) Create a new source of substantial light or glare which would adversely affect day or nighttime views in the area? e)Substantially shadow public open space (other than public streets and adjacent sidewalks) between 9:00 a.m. and 3:00 p.m. from September 21 to March 217 1,2,3,4, 11 Op 1 Op 2 Op 1 Op 2 Opl Op 2 Opl Op 2 Op 1 Op2 a, b, d, e) Option 1 Greenwaste and Option 2 Norcal. No Impact. The waste hauling service to be provided to the City does not propose any new development and the collection routes are withir~ existing developed roads. The service provider will utilize the existing facilities.at 2000 Geng Road. The use of the existing facility and the pick:up service wil not have impacts on scenic resource areas, scenic vistas or state scenic h ghways, nighttime views, or create shading of public open space. c) Option 1 Greenwaste and Option 2 Norcal: Potentially Significant Impact Unless Mitigation is Incorporated. A service that would be provided is to offer alternative collection containers for commercial customers with limited access. Currently this situation applies to two businesses in the downtown area and they are allowed to use plastic bags. The use of plastic trash bags for waste set- out may result in bag breakage and blowing litter and therefore have potential significant impaCts. Another potential aesthetic impact may result from the storage of the additional bins and carts that will Page - 42 be required for implementation of the Zero Waste increase in diversion materials set out in the Commercial Recycling program in the downtown area. Mitigation Measures Aesthetics - 1: All businesses shall follow the standard collection requirements established by the service provider. A commercial customer may request special consideration to allow them the use of alternative collection containers. The service provider shall review the request to determine if alternative collection containers are appropriate for the business needs and location. Any approved alternative container must be non-breakable, reusable, and weather resistant. The approved container shall be supplied by the service provider or obtained by the commercial customer. Aesthetics - 2: In the event that collection containers spill when left out to be picked-up, it shall be the responsibility of the service provider to clean up. Aesthetics - 3: As part of the implementation of the Enhanced Commercial Recycling Program, the service provider shall conduct intensive educational outreach to all customers. In the outreach program, in addition to assessing the container needs (size and number) for collection of all materials, each customer shall be informed of the City’s requirement for the screening of all trash/recycle containers. The screening of containers is accomplished by storing them indoors or by placing them in enclosures. Aesthetics-4: In the service provider’s needs assessment of a commercial customer, a determination shall be made whether or not the customer can screen any added collection containers. If the added containers cannot be accommodated in the existing conditions, the customer Shall be informed that action must be taken to provide the required screening. If the remedy requires any construction, all City entitlement fees (Planning and Building) shall be waived for all work needed for screening purposes. a) b) Conflict with or obstruct implementation of the applicable air quality plan? Violate any air quality standard or contribute substantially to an existing or projected air quality violation? c) Result in a cumulatively 1-11 1-11 1-11 :~i~P0tenti~lt Op ~ Op 2, Op 1 Op 2 Opl Page-43 Op2 considerable net increase of any criteria pollutant for which the project region is non-attainment under an applicable federal or state ambient air quality standard (including releasing emissions which exceed quantitative thresholds for ozone precursors)? Expose sensitive receptors to substantial pollutant concentrations? Create objectionable odors affecting a substantial number of people? d)1-11 Op 2 Op 1 e’)1-11 Op 1 Op 2 f)1-11Not implement all applicable construction emission control measures recommended in the Bay Area Air Quality Management District CEQA Guidelines? Opl Op 2 Air Quality Analysis Currently, PASCO uses ultra-low sulphur fuel (ULSF) and compressed natural gas (CNG) for their fleet. CNG use is limited to the recycling vehicles. As of 2007 all "over the road" trucks must use ultra low sulphur fuel. Option 1 Greenwaste proposes to use 20% biodiesel (B-20 blend) fuel for their fleet. Option 2 Norcal proposes to use 40% biodiesel (B-40 blend) for their fleet. The following is a discussion of the benefits and impacts of the two proposed fuels as compared to the existing fuel. Vehicle Impacts Emission Comparisons for Proposed Fuels The project proposers intend to use different types of fuel for collection vehicles. Option 1 Greenwaste is proposing B20 which is diesel fuel comprised of 20% biodiesel. Option 2 Norcal is proposing a 40% biodiesel blend referred to as B40. Currently, collection vehicles use CNG and ULSF. Table 3.3.’1 presents a comparison of the emissions associated with the proposed fuels as compared to the emissions from the current use of ULSF which was mandated by CARB as of 2007. The percentages Page - 44 illustrated in the table represent the amount of reduction of each emission type, for example, B40 reduces PMs by 24% as compared to ULSF. Table 3.3.1 - Comparison of Reductions in Emissions for Alternative Fuels As Compared to Conventional (ULS) Diesel PM Reduction NOx Reduction THC Reduction CO Reduction CO2 Reduction 75% 5O% 66% (VOC) 45% negligible4 12% 2% to -2% 20% 12% 20% 24% 4% to -4% 40% 24% 40% PM = Particulate matter NOx = Nitrogen oxide THC = Total hydrocarbon VOC = Volatile organic compounds CO = Carbon monoxide CO2 = Carbon dioxide A negative sign (-) indicates an emission increase. Limited data is available regarding the emissions characteristics of the B40 biodiesel fuel blend. This report assumes that the effect of increasing biodiesel content on emission reductions is linear, based on an Environmental Protection Agency and United States Department of Energy (USDOE) documentation 2.3. Therefore, a doubling of biodiesel content from 20% to 40% results in a doubling of the emissions reductions as corn pared to conventional diesel fuel. As a note, this assumption is also valid for CO2 as long as the same feed stock is used to produce the biodiesel portion of the B20 and the B40. For the purposes of this study, the feed stock for the B20 and the B40 were assumec~ to be the same. The information shown in Table 3.3.1 shows that the current use of CNG results in the largest overall decrease in pollutant emissions as compared to conventional diesel, although a companson of EPA emission factors for diesel fuel and natural gas indicates there have very nearly the same CO2 emissions per unit of energy content.4 Another study has indicated that the energy efficiency (per unit of energy) is essentially the same for CNG as for diesel fired vehicles.~ Looking only at CO2 emissions, however, the use of B40 will result in the largest reduction in CO2 emissions as compared to the use of conventiona diesel. To provide estimated emission factors for the various fuels comparec~ to conventional diesel, HDR executed California’s EMFAC 2007 emissions model (version 3.2) to obtain emission factors for diesel-powered heavy duty diesel trucks. HDR ran EMFAC for the calendar years 2009 through 2017 to correspond to the years of the prospective waste services contract. Because garbage trucks are Page - 45 subject to an extremely demanding duty cycle, it was assumed for this analysis that the trucks were evenly distributed between 1 and 7 years of age. The vehicle population array inputs to EMFAC were edited to essentially "zero out" any heavy duty diesel vehicles over 7 years old, and to also zero out all heavy duty gasoline-powered trucks. The zero out of gasoline trucks was necessary for simulation of diesel-only trucks, because EMFAC internally combines the heavy duty gasoline and diesel truck factors to output a single factor for the entire heavy duty truck population. The resulting heavy duty diesel truck emissions factors output by EMFAC are provided along with estimated factors for the alternative fueled vehicles based on the data in Appendix E. Emissions from Transport of Materials Appendix E includes models that illustrate the grams of CO2, NOx, Co, TOG, PMs and SO2 that will be emitted in both Option 1 Greenwaste and Option 2 Norcal. The emissions are based on the vehicles type of fuel, distance to be traveled and anticipated travel speed (20 m/p/hr for less than 10 miles and 55 m/p/hr for over 10 miles). The emissions were calculated using the EMFAC emission ratings discussed above. The models in Appendix E Distances and Emissions Comparison compare both Option 1 Greenwaste to existing conditions and Option 2 Norcal to existing conditions. The following is a summary of the direct comparison of Option 1 Greenwaste and Option 2 Norcal in terms of increased or decreased emissions as compared to existing conditions. Table 3.3.2 illustrates the greater reduction or increase in emissions between Option 1 and Option 2 for each program type, taking into account the distance that materials will be transported Page - 46 Table 3.3.2 Comparison o[Option 1 Greenwaste and Option 2 Norcal Vehicle Emissions as compared to Existing Conditions Solid Waste collection and processing Recyclables collection and processing Yard Trimmings collection and processing Composting technology for processing Food waste collection and transport Option 2 Norcal Option 2 Norcal Option 2 Norcal Equal Option 1 Greenwaste (except PMs) Option 2 Norcal Option 1 Greenwaste Option 1 Greenwaste Option 2 Greenwaste Equal Option 2 NorcaI-PMs C & D select materials (compared only Option 1 Greenwaste to current service to Zanker Road) C & D reject materials collection and processing Option 1 Greenwaste except PMs and So2 Option 2 Norcal Option 2 Norcal Option 1 Greenwaste Option 2 Norcal Option 2 Norcal City Hall Polystyrene collection and processing Solid Waste Recyclables Yard Trimmings C&D (see Appendix E for details of the emissions calculations) Option 2 Norcal except PMs and So2 Option 1 Greenwaste Option 1 Greenwaste - " Option 2 Norcal Option 1 Greenwaste Option 1 Greenwaste In terms of Option 1 and Option 2 emissions in comparison to existing conditions, Option1 Greenwaste will produce more emissions for the transport of City Hall polystyrene, foodwaste, and C and D residuals due to the distances that the materials are transported. Option 2 Norcal will produce more emissions for City Hall polystyrene and foodwaste transporting due to the distances traveled. These programs represent a small volume of the overall tonnages for the City. In addition, these programs are targeted to expand the volume of diversion and reduce landfilling in the Zero Waste phase; therefore, the emissions are considered less than significant. As noted in Table 3.3.2 above, that will result in an increase in particulate matter (PMs) a non-attainment emission for both areas within which the materials will be transported for both OptiOn 1 and Option 2 Page-47 a-c) Option 1 Greenwaste Collection Routes. Less Than Significant Impact. Greenwaste proposes a reduction of 5.9 collection routes per day, however the routes will travel from the Charles Street MRF in San Jose. Currently collection routes are deployed from the Geng Road site. This is an increase in travel of 13.8 miles per route with associated em=ssions. Due to the use of B-20 biodiesel, it is anticipated that the increase would be less than significant. Use of Charles Street MRF. No Impact. The E~AAQMD CEQA Guidelines identify projects likely to result in a significant air quality impact, for which an air quality impact analysis must be prepared. The permitted tonnages and associated number of trips for the facility did not exceed the criteria that would be required for such an analysis. Greenwaste has proposed 6.5 trips per day from the City to the MRF. a distance of 13.8 miles. Currently the recyclables are transported 30.3 miles with 7 trips per day to Davis Street MRF. Therefore the actual emissions will be reduce(~ over current conditions, This is particularly so in light of the proposed use of B-20 biodiesel fuel by Greenwaste, The facility has undergone CEQA review for the permitted tonnages and is the subject of an approved CEQA document. The additional trips generated for this project will not exceed the permitted tonnages; therefore, this project will result in no impact. Use of Zanker Material Processing Facility. No Impact. The facility has undergone CEQA review. The Final EIR determined that all project em=ss~ons calculated assuming 1,250 tons per day throughput, that all traffic emissions do not exceed E~AAQMD trigger levels and would not be a significant impact. The projected number of loads will be 1,636 at baseline conditions which equates to 4.4 boxes per.day being transporte~ to Zanker. Per the Santa Clara County Congestion Management Plan, no Traffic Impact Assessment (TIA) is required for ess than 50 increased truck trips per day. Therefore this is a nominal increase. This project will not exceed the-approved tonnages and truck trips for the facility, therefore the project will not result in an impact. The facility has undergone CEQA review for the permitted tonnages and is the subject of an approved CEQA document. The additional trips generated for this project will not exceed the permitted tonnages, therefore this project will result in no mpact. Use of Zanker Road Resource Recovery Facility. No Impact. Use of this facility for the project does not exceed the increased permitted capacity that was the subject of CEQA review in May 2005. The facility Initial Study/Negative Declaration included mitigation measures: replacement of existing diesel engine for the wood grinder with a California Air Resources I~oard .Tier 1 Certified diesel engine and ultimately an electric englne which would reduce emissions of nitrous oxides and PMs to less than the threshold levels set by the BAAQMD. The Initial Study/Negative Declaration mitigations an~ avoidance measures would reduce project emissions of regional pollutants to less than significant Page-48 levels. The facility has undergone CEQA review for the permitted tonnages and is the subject of an approved CEQA document. The additional trips generated for this project will not exceed the permitted tonnages, therefore this project will result in no impact. Use of Z-Best Facility. Less Than Significant Impact. The Gilroy facility is located in San Benito County which is within the jurisdiction of the Monterey Bay Unified Air Pollution Control District (MBUAPD). The MBUAPD is currently in non-attainment status for PM10 State Standards. Per 1,000 pounds of materials processed using in-vessel composting, 0.7524 of PM are emitted. The processing of Palo Alto food waste at this facility will increase PMs. VVhen the City Landfill closes in 2011, the yard trimmings shall be sent to the SMART Station and yard trimmings mixed with other organics will be transported to the Gilroy facility. The Z-Best composting facility is located in San Benito County which is within the jurisdiction of the Monterey Bay Unified Air Pollution Control District (MBUAPD). The MBUAPD is currently in non-attainment status for PM10 State Standards. Per 1,000 pounds of materials processed using in-vessel composting, 0.7524 of PM are emitted. The processing of Palo Alto food waste at this facility, while within the permitted tonnages, will result in an increase in PMs. When the City Landfill closes in 2011, the yard trimmings will be transported to the SMART Station Organics mixed with foodwaste and other mixed compostables will be transported to the Gilroy facility. While Option 1 could result in an ~ncrease in emissions for which the area is in non- attainment, the use of the selected facilities is consistent with the permitted tonnages that have been the subject of individual approved CEQA documents (described in the Source Reference section). Based on the proposed tonnages in the Zero Waste scenario 450 trucks trips per year or 1.2 per day would be required (based on 20 tons per load). This is an insignificant ncrease. The facility has undergone CEQA review for the permitted tonnages and is the subject of an approved CEQA document. Use of this facility for the project, is consistent with the permitted tonnages, therefore a less than significant impact will result. Transport of Materials to Processing Facilities. Less Than Significant Impact. Currently, the Bay Area Air Quality Management District (BAAQMD) is designated a non-attainment area for State Standards of Ozone and Particulate Matter (PM 10 and PM 2.5) The BAAQMD is also designated a non-attainment area for National Standards for Ozone, but is designated "unclassified" for PMs (both PM 10 and PM 2.5), Hydrogen Sulfide and Visibility Reducing particles. Option 1 Greenwaste will increase PM emissions for some services, (transporting of Food Waste and C & D residuals). Option 1 will result in an increase of vehicle PMs and SO2 emissions over current conditions for the transporting of C & D residual materials for a distance of 77 miles and PMs for the transporting of food waste to Gilroy. The increase in emissions, despite cleaner fuel, is due to the distances traveled. The C and D residuals loads will represent less than 10 percent of the total materials. Only 1.2 loads per day will be transported to the Z-Best facility in Gilroy. Much of the increased emissions will be offset by increases in diversion of materials and the use of B-20 biodiesel fuel. It will also be offset by the reduced number of miles traveled with recyclables, and C and D select materials. The impacts of incoming transport trucks have already been identified and mitigated and no new impact will result. We anticipate that the increase irq truck trips to the processing facilities will be Page-49 minimal and are consistent with the approved throughput tonnages addressed in the individual CEQA documents. Therefore no impact will result. Page-50 a-c) Option 2 Norcal. Collection Routes. Less Than Significant Impact. Norcal will deploy their service routes from the Robers Avenue MRF in San Jose. Currently service routes are begun from the Geng Road facility. Norcal proposes an additional 8.8 routes for Baseline and 10.8 for Zero Waste. This will increase the travel distance by 13.4 miles. Due to the use of B-40 biodiesel fuel, it is expected that the increase in emissions would be less than significant. Use of Rogers Avenue MRF. No Impact. Use of the facility for the project is within the permitted tonnages that has undergone CEQA review. Norcal is proposing 9.3 trips per day at Baseline Conditions and 10.3 trips in Zero Waste scenario, traveling 13.4 miles to the Rogers Avenue MRF. The current trips are 7 per day traveling 30.3 miles from the City to Davis Street. Therefore no impact will occur due to the reduction in miles transported and due to the use of B-40 biodiesel. The Rogers Avenue MRF Negative Declaration states that mitigation measures have been included to insure a reduction in air quality impacts at the facility. The facility has undergone CEQA review for the permitted tonnages and is the subject of an approved CEQA document. The additional trips generated for this project will not exceed the permitted tonnages, therefore this project will result in no impact. Use of Guadalupe Landfill. No Impact. The expansion of the Guadalupe Landfil site included expanded C & D recovery and recycling operations and has undergone CEQA review, Norcal proposes an increase from the current C and D box transport of 4.4 boxes per day to 5.7 boxes. The increased number of trips will be offset by the reduced emissions from the use of B-40 biodiesel. In the Zero Waste scenario, the number of trips could increase. The Supplemental EIR, June 28, 1995 included extensive mitigatiori measures that were included as conditions of the Planned Development Zoning Permit. The Permit states "The environmental impacts of this project including, but not limited to, noise, vibration, dust, drainage, erosion, and odor which even if insignificant for purposes of CEQA, will not have an unacceptable negative effect on adjacent property or properties. The Planned Development Permit is Subject to revocation for violation of any of its provisions or conditions. The facility has undergone CEQA review for the permitted tonnages and is the subject of an approved CEQA document. Therefore use of this facility for the project will have no impact. Transport of Materials to Processing Facilities. No Impact. The use of the selected facilities is consistent with the permitted tonnages that have been the subject of individual approved CEQA documents. Therefore the impacts have already been identified and mitigated and no new impact will result. The additional truck trips associated with the project use of the facilities Js minimal. The use of B-40 biodiesel will offset the increases in miles traveled. Use of Jepson Prairie Composting Facility. No Impact. The Jepson Prairie facility is located in Vacaville in Solano County. Currently, the Solano/Yolo Air District is in non-attainment for Ozone and PM10. The project number of transport trips to the facility for the project in the Zero Waste scenario (9,000 tons) is 1.2 trips per day at 20,000 tons per trip. This is an insignificant ,ncrease n truck trips. The emissions from the increased trips will be offset by the use of B-40 biodiesel. The facility has Page - 51 undergone CEQA review for the permitted tonnages and is the subject of an approved CEQA document, therefore no impact will result. d) Option 1 Greenwaste and Option 2 Norcal. Less Than Significant Impact, Though long-term regional air quality impacts attributable to the proposed project would be considered less than significant, as noted in criteria b, localized concentrations of pollutants can also occur. Exposure of sensitive receptors-to concentrations in excess of applicable standards is of primary concern. A sensitive receptor is generally defined as a location wherein humans, especially children, seniors, and sick persons, are located where there =s reasonable expectation of continuous exposure to criteria pollutants according to the averaging period for the AAQS (e.g. 24-hour 8-hour, 1-hour). These typically include residences, hospitals, and schools. The sensitive receptors within the project area are currently being served by solid waste vehicles. Any resulting exposures from the project would be temporary, not continuous. The current number of routes is 32 (including C and D boxes). The Greenwaste proposed number of daily routes is 26.1. The proposed change to the number of service routes for Option 1 is a net reduction of 5.9 per day. Both the reduction in service trips and the use of B-20 biodiesel will result in a significant 13enefit in terms of air quality. For Cleanup Day Norcal propose to collect with both a recycling truck and a flatbed to accommodate the various types of materials to be collected. Therefore, more than one pass .will be required for the Clean-up Day Event which will result in a negligible pollutant increase. Norcat also proposes one additional route for the Zero Waste expanded commercial recyclables and one for the expanded organics program. The additional truck passes and routes would not result in the significant impact in that they would service individually and not simultaneously and not result in a cumulative impact. The current number of service routes is 32 per day (including C and D boxes)..Norcal is proposing 40.8 total daily routes. The increase of 8.8 routes will increase in Zero Waste Scenario to an increase of 10.8 per day. This 30 percent increase will in large part be offset by the use of B-40 biodiesel fuel. Therefore any ~mpact will be less than significant. e) Option 1 Greenwaste and Option 2 Norcal. Less Than Significant. The transporting of greenwaste and compostable materials has the potential to generate odors due to the decomposition of green material prior to collection The potential to create odors varies from load to load with materials high in grass clippings having a higher potential to generate odor than woody and brushy materials. The addition of food scraps under the Zero Waste expanded program for commercial and multi-family customers is anticipated to have a less than significant impact. Page - 52 f) Option 1 Greenwaste and Option 2 Norcal. No Impact. No facilities will be constructed for the project. The facilities to be used are already constructed; therefore, no construction emissions will result from implementation of the project. a)Create a significant hazard to the public or the environment through the routing transport, use, or disposal of hazardous materials? b) Create a significant hazard to the public or the environment through reasonably foreseeable upset and accident conditions involving the release of hazardous materials into the environment? c)Emit hazardous emissions or handle hazardous or acutely hazardous materials, substances, or waste within one-quarter mile of an existing or proposed school? d)Construct a school on a property 1,2,3,4, that is subject to hazards from 11 hazardous materials contamination, emissions or accidental release? e)Be located on a site which is 1,2,3,4, included on a list of hazardous 11 materials sites compiled pursuant to Government Code Section 65962.5 and, as a result, would it create a significant hazard to the ~ public or the environment? f)For a project located within an 1,2,3,4, airport land use plan or, where such 11 a plan has not been adopted, within two miles of a public airport or public use airport, would the project result in a safety hazard for people residing or working in the project area? g) For a project within the vicinity of a 1,2,3,4, private airstrip, would the project 11 result in a ~safety hazard for people residing or working the project area? h) Impair implementation of or 1,2,3,4, physically interfere with an adopted 11 emergency response plan or emergency evacuation plan? 1,2,3,4, 5,6,7,8, 9, 10,11 1,2,3,4, 5,6,7,8, 9, 10,11 1,2,3,4, 5,6,7,8, 9,10,11 Op 1 Op 2 Op 1 Op2 Op 1 Op2 Op 1 Op2 Op 1 Op 2 Op 1 Op 2 Op 1 Op2 Op 1 Op 2 Page - 53 i)Expose people or structures to a significant risk of loss, injury, or death involving wildland fires, including where wildlands are adjacent to urbanized areas or where residences are intermixed with wildlands? j) Create a significant hazard to the public or the environment from existing hazardous materials contamination by exposing future occupants or users of the site to contamination in excess of soil and ground water cleanup goals developed for the site? Op 1 Op 2 Op 1 Op2 a-c) Option 1 Greenwaste and Option 2 Norcal. Less than Significant Impact. The service providers are required by Cal/OSHA to have hazardous materials handling plans in place. In addition to workplace safety, the plans also address what protocols should be followed when employees encounter hazardous materials along the collection route. These protocols reduce the likelihood that hazardous materials are collected and transported. Procedures are also in place that address the possible occurance that a load has been contaminated with a hazardous substance. There are many regulatory agencies (DOT. CCR Title 22, DTSC, County of Santa Clara Palo Alto Fire Department) that the waste hauling providers are required to comply with to address health and safety an~ therefore the project would have a less thar~ significant impact. d, e, h, i, j)-Option 1 Greenwaste and Option 2 Norcal. No Impact. The project is primarily comprised of the use of an existing facility and vehicles mowng through the city collecting waste. These activities would not interfere with the existing City emergency response plans; The existing Geng Road facilities is not a listed hazardous materials site and is not anticipated to expose occupants to to any site contamination; The customer service site is located in the Baylands and is not in a high fire risk area. f, g) Option 1 Greenwaste and Option 2 Norcal. Less Than Significant Impact. The existing Geng Road facility is located .5 miles from the Palo Alto Airport and is located within the airport’s .Traffic Pattern Zone. Based upon the use compatibility table .from the California Airport Land Use Planning Page - 54 Handbook, the proposed non-residential use is acceptable in this Traffic Pattern Zone and therefore the project has a less than significant impact. Page-55 -~ : Issues and Supporting Information Sources a) Exposure of persons to or 1 - 11 generation of noise levels in excess of standards established in the local general plan or noise ordinance, or applicable standards of other agencies? b)Exposure of persons to or 1 - 11 generation of excessive ground borne vibration or ground borne noise levels? c) A substantial permanent increase in 1 - 11 ambient noise levels in the project vicinity above levels existing without the project? d) A substantial temporary or periodic 1 - 11 increase in ambient noise levels in the project vicinity above levels existing without the project? e)For a project located within an 1,2,3,4, airport land use plan or, where such 11 a plan has not been adopted, would the project expose people residing or working in the project area to excessive noise levels? f)For a project within the vicinity of a 1,2,3,4, private airstrip, would the project 11 expose people residing or working in the project area to excessive noise levels? g) Cause the average 24 hour noise 1,2,3,4, level (Ldn) to increase by 5.0 11 decibels (dB) or more in an existing residential area, even if the Ldn would remain below 60 dB? h) Cause the Ldn to increase by 3.0 dB 1 - 11 or more in an existing residential area, thereby causing the Ldn in the area to exceed 60 dB? i)Cause an increase of 3.0 dB or more 1 - 11 in an existing residential area where Page - 56 Op 2 Op 1 Op 1 Op 2 Op 1 Op2 Op 1 Op 2 Op 1 Op 2 Opl Op2 Op I Op 1 Op 2 Opl Op 2 the Ldn currently exceeds 60 dB?Op 2 j)1,2,3,4, 11 k)1,2,3,4, 11 Result in indoor noise levels for residentialdevelopment to exceed an Ldn of 45 dB? Result in instantaneous noise levels of greater than 50 dB in bedrooms or 55 dB in other rooms in areas with an exterior Ldn of 60 dB or g reater? I) Generate construction noise exceeding the daytime background Leq at sensitive receptors by 10 dBA or more? Op 1 Op 2 Op 1 Op 2 Op 1 Op 2 a-) Option 1 Greenwaste and Option 2 Norcal. No Impact. As required by the Palo Alto Municpal Code, all uses must comply with the Noise Ordinace (PAMC 9.10). The proposed project does not exceed the allowable noise levels for refuse collection (excess of ninety-five dBA measured at a distance of twenty-five feet from the activity, between the hours of four a.m and nine p.m. daily) and therefore will not create any no~se impacts. The day-to-day operations at the Geng Road facilib] will be less intensive than the existing conditions and will not have noise impacts. Sample noise measurements were taken for both Norcal and Greenwaste vehicles. PASCO data is also provided for information only. PASCO: One of the current frontloaders used by PASCO was inspected and found to measure 76.3 decibels lifting the bucket, 86 decibels emptying the bucket, 70.8 to 74.3 backing up and 67.2 idling. Greenwaste: The proposed frontloaders and sideloaders to be used by Greenwaste feature a noise reduction measure using a semi-automated arm, hopper and packer panel with an Electric Power Take-off. The Greenwaste trucks have been measured at 70 decibels (sideloader) at 25 feet and 75 decibels (frontloader) at twenty-five feet. The proposed trucks will result in a decrease in noise levels from the existing conditions. Greenwaste is proposing a reduction in the number of service routes per day of 5.9. Norcal: The two frontloaders selected by Norcal have been tested using Bruel and Kjaer type 2232 precision sound metering which resulted in a no~se rating at 25 feet of from 66.4 to 67.4 decibels from the front, 65.9 to 66.7 decibels from the left, 63.4 to 65.0 decibels .from the right and 58.1 to 60.7 decibels from the rear (Heil Truck). For the Leach Truck, the following sound ratings were measured: 70.1 to 71.8 decibels from the front, 69.1 to 71.2 decibels from the left, 68.5 to 69.1 decibels from the right and 64.8 to 65.2 decibels from the rear at 25 feet away. Norcal Is proposing an increase of 8.8 Page - 57 service routes per day; more truck passes are required for the Clean-up Day program and for Zero Waste program expansions. b-d, g-i) Option 1 Greenwaste and Option 2 Norcal. Less Than Significant Impact. The noise produced by the vehicles for collection is transient. The peak temporary increase in noise and ground borne vibration lasts seconds before the vehicle moves onto the next stop. This temporary increase has a less than significant impact to the surrounding uses. The noise exposure would likely not be perceived as much different than what is occurring today. e, f, j-I) Option 1 Greenwaste and Option 2 Norcal. No Impact. The non-residential project does not propose any new construction. The existing Geng Road facility is located .5 miles from the Palo Alto Airport and is located within the airport’s Traffic Pattern Zone. Based upon the Palo Alto Airport Noise Exposure Map, the project site is far enough away that the noise impacts from the airport are not significant. The Geng Road facility is located adjacent to commercial and recreational uses. No construction noise or noise impacts to residential areas will result from the project. a)Cause an increase in traffic which is 1-’41 substantial in relation to the existing traffic load and capacity of the street system (i.e., result in a substantial increase in either the number of vehicle trips, the volume to capacity ratio on roads, or congestion at intersections)? b)Exceed, either individually or 1-11 cumulatively, a level of service standard established by the county congestion management agency for designated roads or highways? c) Result in change in air traffic 1-11 patterns, including either an increase in traffic levels or a change in location that results in substantial safety risks? d) Substantially increase hazards due 1-11 to a design feature (e.g., sharp curves or dangerous intersections) Op 2 Opl Op2 Opl Op 2 Opl Op 2 Page - 58 e) or incompatible uses (e.g., farm equipment)? Result in inadequate emergency access? Result in inadequate parking capacity? g)Conflict with adopted policies, plans, or programs supporting alternative transportation (e.g., bus turnouts, bicycle racks)? h) Cause a local (City of Palo Alto) intersection to deteriorate below Level of Service (LOS) D and cause an increase in the average stopped delay for the critical movements by four seconds or more and the critical volume/capacity ratio (V/C) value to increase by 0.01 or more? i) Cause a local (City of Palo Alto) intersection already operating at¯LOS E or F to deteriorate in the average stopped delay for the critical movements by four seconds or more? j) Cause a regional intersection to deteriorate from an LOS E or better to LOS F or cause critical movement delay at such an intersection already operating at LOS F to increase by four seconds or more and the critical V/C value to increase by 0.01 or more? k) Cause a freeway segment to operate at LOS F or contribute traffic in excess of 1% of segment capacity to a freeway segment already operating at LOS F? I)Cause any change in traffic that would increase the Traffic Infusion on Residential Environment (TIRE) index by 0.1 or more? m)Cause queuing impacts based on a comparative analysis between the design queue length and the 1-11 1-11 1-11 1-11 1-11 Op2 Op 1 Op2 Op2 Opl Op2 Opl Op 2 Op 1 Op 2 Op 1 Op 2 Op 1 Op 2 Op I Opl Op2 Opl Page - 59 available queue storage capacity? Queuing impacts include, but are not limited to, spillback queues at project access locations; queues at turn lanes at intersections that block through traffic; queues at lane drops; queues at one intersection that extend back to impact other intersections, and spillback queues on ramps n)Impede the development or function of planned pedestrian or bicycle facilities? o) Impede the operation of a transit system as a result of congestion? p) Create an ~operational safety hazard? 1-11 1-11 1-11 a-b) Option 1 Greenwaste Op Op Op Op Op Collection Routes. No Impact. The total proposed number of collection routes is 26.1 per day as compared to the existing number of 32 per day. This is a reduction of an average of 5~9 routes per day. The proposed additional passes for the Clean-up Day Programs is not significant in that they would service throughout the day and not at the same time. No increases in routes are proposed for the Zero Waste scenario. The reduction in service routes is due to the use of the split trucks to collect both solid waste and yard trimmings. Therefore fewer trucks would be using the City streets and roads per day, resulting in a net benefit and no impact. Transport of Containers. Less Than Significant Impact. The containers will be stored by Greenwaste at their Charles Street MRF in San Jose. Currently conta=ners are stored and delivered from. the City Landfill. Therefore all containers will be transported 13.8 miles to the City. This would increase the truck traffic.on Highway 101 and off ramps and intersections between the City and San .Jose as well as Charles Street access roads. Currently 1,636 C and D boxes are serviced in the City per year (4.4 per day), to increase to approximately 12.7 in Zero Waste scenario. Replacement and new service boxes (Zero Waste) would also need to be transported from San Jose to the City. Because the increased trips would be less than 50 per day, no traffic studies are required. The traffic 2 1 2 1 Page - 60 impact is anticipated to be less than significant to traffic volumes. No impact to levels of service is anticipated. Use of Charles Street MRF. Less Than Significant Impact. The number of increased trips to the Charles Street MRF for the project is consistent with the permitted tonnages and has been addressed in the Initial Study for the MRF. A total of 6.5 round trips per day will travel to the Charles Street MRF, resulting in an increase in traffic along Highway 101 between the City and San Jose and the Charles Street access roads. Currently 7 trips per day transport the recyclables to the Davis Street MRF which is 30.3 miles from the City. Therefore the miles traveled would be greatly reduced This represents a significant reduction in the number of miles traveled. The Charles Street MRF is served by three driveways from Charles Street. Regional and local access to the site is from US 101, 1-880, Old Oakland Road, Old Bayshore Highway/Commercial Street, North 13th Street and Charles Street. In the Charles Street MRF Initial Study, the five intersections were studied. The Initial Study analys=s found that two intersections operate at LOS E or worse: Oakland Road and US 101 (Northbound) and Oakland Road and Commercial Street. The other 3 operated at acceptable LOS D or better. The San Jose standard for intersections is LOS D or better. Peak hour trips were estimated at maximum incoming tonnages to the facility. The study determined that those two intersections would continue to operate at that same LOS with the permitted tonnages for the MRF and that the incremental increase would be below the identified threshold of significance. The conclusion of the Initia Study was that the permitted tonnages would not result in additional peak hour traffic in the area or result in significant impacts to the transportation system. The results of the intersection LOS analysis show that none of the signalized study intersections would be significantly impacted by the project. The conclusion of the Initial Study was that the project (approved tonnages) would not result in substantial additional peak hour traffic in the area or result in significant impacts to the transportation system The use of this facility for the project is consistent with the permitted tonnages and has been the subject of an approved CEQA document. Any and all impacts have been mitigated. The Santa Clara County Congestion Management Plan (SCCCMP) threshold for a TIA is 100 or more increased trips and the threshold for the City of Palo Alto is 50 or more increased trips, therefore no study is required. The impacts anticipated to traffic volumes are less than significant. No impact to levels of service is anticipated. Use of Zanker Road Material Processing Facility. No Impact. The projected number of trips to this facility would be an average of 4.4 per day at E~aseline and be increased for Zero Waste implementation.~ Currently 1,636 C and D pulls per year (which represents an average of 4.4 per day, about 4.18 tons per pull). The projected Zero Waste tonnage is estimated to be 5,342. Based on an average of 4.18 tons per box, this eduates to 12.7 boxes per day. This is a nominal increase in truck traffic between the City and San Jose that does not require traffic studies. The findings of the Final EIR for the facility include specific mitigation measures which are feasible and would reduce the traffic safety hazard from large trucks traveling througl~ the AIviso area to a non-significant level. A traffic operational analysis was conducted for Route 237 and Zanker Road and North First Street. Several conditions are identified for highway off-ramps in both the east and west bound direction. All interchange routes accessing Alviso are projected to operate at LOS D or better which is acceptable according to the City of San Jose. The use of this facility for the project is consistent with the permitted tonnages and has been the subject of an approved CEQA document. Therefore, no impact would Page - 61 result from the project. The trips v~ould not be during peak hours on the roadways. The current approved capacity of the facility and worst case scenario for cumulative traffic increase is approximately 49% of the roadway capacity. Therefore, this project would have no impact. The use of this facility for the project is consistent with the permitted tonnages and has been the subject of an approved CEQA document. Therefore a less than significant impact to traffic would result from the project. No impact to levels of service is anticipated. Use of Zanker Road Resource Recovery Operations and Landfill. No Impact. The projected number of trips to this facility will average approximately 4.4 per day at Baseline and be increased for Zero Waste implementation. This is a nominal increase in truck traffic between the City and San Jose that does not require traffic studies. It is not anticipated that the trips would be during peak traffic hours. The facility has undergone CEQA review for the approved throughput tonnages. The study of the project daily trips indicated that none of the .transportation facilities would be significantly impacted by the increased throughput, therefore any impacts would less than significant. The peak hour traffic study of all signalized intersections projected that they would continue to operate at acceptable LOS D or better under project conditions. The use of this facility for the project is consistent with the permitted tonnages and has been the subject of an approved CEQA document. Therefore a less than s~gnificant mpact on traffic would result from the project. No impacts to levels of service are anticipated Transport to Z-Best Facility. Less than Significant Impact. Food waste and mixed compostables will be transported to the Z-Best composting facility-in Gilroy in the Zero Waste scenario. The anticipated tonnage for enhanced Commercial Organics is projected to 9,000 tons per year. This would equate to 450 transport trips per year or an average of 1.2 per day (based on 20 tons per load) traveling from the Greenwaste MRF to Gilroy. This is a nominal increase in truck traffic for the 44 miles stretch of roadways, which is a less than significant impact to traffic volumes. No impact to levels of service is anticipated. Transport of City Hall Polystyrenes. No Impact. The proposed transport of City Hall Polystyrenes to the Charles Street MRF which is 13.8 miles from City Hall is a reduction in travel distance from existing conditions. Currently polystyrenes are transported to GB Industrial in Union City for bailing and then to Freeflow Industries in Redwood City, a total distance of 36.4 miles. Therefore the proposal represents a reduction in traffic impacts and level of service im pacts over existing conditions. a-b) Option 2 Norcal Collection Routes. Less Than Significant/mpact. Norcal is proposing an ncrease in service routes in the City an average of 8.8 trips per day for Baseline scenario over the existing conditions. They also propose the addition of two additional routes for the implementation of Zero Waste Expanded Page - 62 Commercial Recyclables and Organics and additional truck passes for the Clean-Up Day event. This would result in an increase in the number of service trucks in the downtown area, residential streets and City roads. This is a less than significant impact per the SCCCMP, not requiring studies to be performed. Because the trucks will be servicing individually and not simultaneously, a less than significant impact would result to the City roadways. No impact to levels of service is anticipated. Use of Rogers Avenue MRF. No Impact. Norcal proposes an average of 9.3 trips per day for Baseline and 10.3 for Zero Waste scenario trips to the MRF for transporting of recyclables per day to the MRF located 13.4 miles from the City. Currently 7 trips per day transport the recyclables to the Davis Street MRF which is 30.3 miles from the City. This represents a significant reduction in the number of miles traveled. While the additional trips may increase traffic on Highway 101 between the City and San Jose and access roads to the MRF, the use of this facility for the project is consistent with the approved tonnage throughput. The Negative Declaration for the facility indicates that the project is consistent with the environmental goals and policies, and with the land Use/Transportation Diagram of the City’s General Plan. The Negative Declaration also states that the project will not result in significant increases in traffic volumes or in significant changes in traffic patterns. The use of this facility for the project is consistent with the permitted tonnages and has been the subject of an approved CEQA document. Per the thresholds set by the SCCCMP, no additional studies of the traffic impacts are required. Therefore no impact to roadways would result from the project. No impact to levels of service =s anticipated. Use of Guadalupe Landfill. No Impact. The current number of C and D containers is an average of 4:4 trips per day which are delivered to the Guadalupe facility under existing conditions. Norcal proposes to increase the number to an average of 5.7 trips per day. CUrrently the 1,636 C and D pulls per year (an average of 4.4 per day) with about 4.18 tons per pull. The projected Zero Waste tonn age would be 5,342 Based on an average of 4.18 tons per box, this will equate to 12.7 boxes per day. This is an insignificant increase in trucks trips to the Guadalupe facility. The Second EIR Addendum 1999 for the facility to update the Solid Waste Facility Permit for increased materials processing included a traffic analysis. The traffic analysis showed that the maximum allowable tonnage would no[ have a significant traffic impact. The use of this facility for the project is consistent with the permitted tonnages and has been the subject of an approved CEQA document. Per the thresholds set by the SCCCMP, no studies of the traffic impacts are required. Therefore a less than significant impact would result from the project. No impact to levels of service is anticipated. Delivery of Containers. No Impact. Norcal proposes to store boxes and containers at the Geng Road facility as is consistent with existing conditions. Therefore no impact would result to freeways or roadways from the delivery of containers within the City as compared to existing conditions. Transport to Jepson Prairie Composting Facility. No Impact. Food waste and mixed compostables will be transported to the Jepson Prairie composting facility in Vacaville. In the Zero Waste scenario mixed compostables and food waste will also be transported there. Jepson is located 99 miles from the Rogers Avenue MRF. The anticipated tonnage for enhanced Commercial Organics Is projected to 9,000 tons per year. This would equate to 450 transport trips per year or an average of 1.2 trips per day (based on 20 tons per load) traveling from the Rogers Avenue MRF to Vacaville. This is a nominal Page-63 increase in truck traffic for the 99 mile stretch of roadways, which is a less than significant impact to traffic volumes. No impact to levels of service is anticipated. Transport of City Hall Polystyrene. No Impact. The proposed transport of City Hall Polystyrenes to the Rogers Avenue MRF which is 13.4 miles from City Hall is a reduction in travel distance from existing conditions. Currently polystyrenes are transported to GB Industrial in Union City for bailing and then to Freeflow ndustries in Redwood City, a total distance of 36.4 miles. Therefore the proposal represents a reduction in traffic impacts and level of service impacts over existing conditions. c) Option 1 Greenwaste and Option 2 Norcal. No Impact. There is no air traffic associated with the proposed project. The Geng Road site is located 0.5 miles from the Pato Alto City Airport and is within the Airport Land Use Plan. The project would result in a decrease in the uses of Geng Road and would provide for 1 acre of the 1.9 acre site to revert to City Park use. No facility will be constructed for the project that could impact air traffic safety. d) Option 1 Greenwaste and Option 2 Norcal. No Impact. No facility or roadways will be constructed or modified for the project that could impact traffic safety. e-f) Option 1 Greenwaste and Option 2 Norcal. No Impact. No facility or roadways wil be constructed or modified for the project that could impact emergency access or parking facilities. g) Option 1 Greenwaste and Option 2 Norcal. No Impact. There are no transportation facilities to be constructed or modified for the project. Therefore, no conflicts with adopted policies, plans, or programs supporting alternative transportation (e.g., bus turnouts, bicycle racks) are anticipated. h) Option 1 Greenwaste. Collection Routes. No Impact. Greenwaste proposes a reduction of 5.9 collection routes per day. This would improve the conditions of City roadways. Greenwaste also proposes a significant reduction in the level of use of the Geng Roadsite. No trucks would deploy from the site, which would =mprove the traffic conditions at Embarcadero Road and Geng Road. No deterioration of road conditions or level of service in the City are anticicipated. h) Option 2 Norcal. Collection Routes and Container Delivery. Less than Significant Impact. Norcal is proposing an increase of 8.8 service routes in the City for the Baseline scenario over the existing conditions. They also propose the addition of two additional routes for the implementation of Zero Waste Expanded Commercial Recyclables and Organics and additional truck passes for.the Clean-Up Day event. This would result in an =ncrease in the number of service trucks in the downtown area, residential streets and City roads. This is a less than significant impact per the SCCCMP, not requiring studies to be performed. E~ecause the trucks will be servicing individually and not simultaneously, a less than significant impact would result to the City roadways. No impact to levels of Page- 64 service is anticipated. Norcal will also store carts and bins at the Geng Road site. This is consistent with existing conditions, therefore no new impacts would result. i) Option 1 Greenwaste. Collection Routes. No Impact. Greenwaste is proposing a reduction in the number of daily service collection routes of an average of 5.9 per day. Greenwaste wil also store containers and bins at the Charles Street MRF in San Jose. Therefore the existing impacts to City roadways and intersections throughout the City and at the Geng Road access roads would be reduced as compared to existing conditions. i) Option 2 Norcal. Collection Routes. Less than Significant Impact. Norcal proposes an increase in daily service collectior~ routes of an average of 8.8 trips per day for Baseline and 10.8 for Zero Waste scenario. The addition of trucks would be spaced throughout the day and not create a cumulative mpact. Per the thresholds set by the SCCCMP of less than 50 truck tri~3s, no studies of the traffic impacts are required. Norcal will also store containers and bins at the Geng Road site. Currently containers and bins are stored and delivered from the City Landfill which is half a block away on Geng Road, therefore no new impacts would result. Therefore a less than significant impact would result from the project. No impact to levels of service in the City is anticipated j, k, m) Option 1 Greenwaste Use of Charles Street MRF. Less than Significant Impact. The number of increased trips to the Charles Street MRF for the project is consistent with the permitted tonnages and has been addressed in the Initial Study for the MRF. A total of.6.5 round trips per day would travel to the Charles Street MRF, resulting in an ncrease in traffic along Highway 101 between the City and San Jose and the Charles Street access roads. Currently 7 trips per day transport the recyclables to the Davis Street MRF which is 30.3 miles from the City. The increase of 6.5 trips per day is insignificant and does not require traffic studies. The total daily miles traveled would be greatly reduced. This represents a significant reduction in the number of miles traveled on regional roadways. The Charles Street MRF is served by three driveways from Charles Street. Regiona and local access to the site is from US 101, 1-880. Old Oakland Road, Ot~ Bayshore Highway/Commercial Street, North 13th Street and Charles Street. n the Charles Street MRF Initial Study, the five intersections were studied. The Initial Study analysis found that two intersections operate at LOS E or worse: Oakland Road and US 101 (Northbound) and Oakland Road and Commercial Street. The other 3 operated at acceptable LOS D or better. The use of this facility for the project ~s consistent with the permitted tonnages and has been the subject of an approved CEQA document. All potential impacts have been mitigated. Any impacts to regional roadways and intersections and queuing would be insignificant. Use of Zanker Material Processing Facility. Less than Significant Impact. Per the facility Final EIR, the projections for the Zanker Road/Highway 237 and North First Street/North First Street intersections woul~ continue to operate between LOS A and D at 2010. For Zanker Road, the worst case scenario is approximately 49 percent of roadway capacity. The use of this facility for the project is consistent with the permitted tonnages and has been the subject of an approved CEQA document. The projected number of trips to this facility will be 4.4 at Baseline and be increased for Zero Waste implementation. Currently 1,636 C and D pulls per year (4.4 per day) average about 4.18 tons per pull. The projected Zero Waste tonnage will be 5,342. Based on an average of 4.18 tons per box, this will Page - 65 equate to an average of !2.7 boxes per day. This is a nominal increase in truck traffic between the City and San Jose that does not require traffic studies. Any impacts to regional roadways and intersections and queuing would be considered less than significant. Use of Zanker Road Resource Recovery Operations and Landfill. Less than Significant Impact. The projected number of trips to this facility would be an average of 4.4 at Baseline and be increased for Zero Waste implementation. Currently 1,636 C and D pulls per year (average of 4.4 per day) average about 4.18 tons per pull. The projected Zero Waste tonnage will be 5,342. Based on an average of 4.18 tons per box, this will equate to 12.7 boxes per day. This is a nominal increase in truck traffic between the City and San Jose that does not require traffic studies. The facility has undergone CEQA review for the approve~ throughput tonnages. The peak hour traffic study of all signalized intersections projected that they would continue to operate at acceptable LOS D or better under project conditions. The use of this facility for the project is consistent with the permitted tonnages and has been the subject of an approved CEQA document. All potential impacts have been mitigated. Any impacts to regional roadways and intersections or queuing would be considered less than significant. j, k, m) Option 2 Norcal Use of Rogers Avenue MRF. Less than Significant Impact. Norcal proposes 9.3 for Baseline and 10.3 for Zero Waste scenario trips to the MRF for transporting of recyclables per day to the MRF located 13.4 miles from the City. The use of this facility for the project is consistent with the approved tonnage throughput. The Negative Declaration for the facility indicates that the project is consistent with the environmental goals and ;)olicies, and with the land Use/Transportation Diagram of the City’s General Plan. The Negative Declaration also states that the project would not result in significant increases in traffic volumes or in significant changes in traffic patterns. The use of this facility for the project is consistent with the permitted tonnages and has been the subject of an approved CEQA document. All potential impacts have been mitigated. Per the thresholds set by the SCCCMP, no studies of the traffic impacts are required Any impacts to regional roadways, intersections or queuing would be considered less than significant. Use of Guadalupe Landfill. No Impact. The current number of C and D containers is 4.4 per day which are delivered to the Guadalupe facility under existing conditions. Norcal proposes to increase the number to 5.7 per day. Currently the 1,636 C and D pulls per year (4.4 per day) average about 4.18 tons per pull. The projected Zero Waste tonnage will be 5,342. Based on an average of 4.18 tons per box, this will equate to 12.7 boxes per day. This is an insignificant increase n trucks trips to the Guadalupe facility and would less than the SCCCMP threshold for traffic studies, The Second EIR Addendum, 1999 for the facility to update the Solid Waste Facility Permit for increased materials processing included a traffic analysis. The traffic analysis showed that the maximum allowable tonnage would not have a significant traffic impact. The use of this facility for the project is consistent Page - 66 with the permitted tonnages and has been the subject of an approved CEQA document. All potential impacts have been mitigated. Any ~mpacts to regional roadways and intersections or queuing would be considered less than significant. I) Option 1 Greenwaste. Collection Routes and Use of Geng Road Site. No Impact. Greenwaste proposes a reduction in the number of collection routes of 5.9 per day. This would improve the conditions of City roadways and would reduce the existing level of impact to City residential streets. Greenwaste also proposes a significant reduction in the level of use of the Geng Road site. No trucks would deploy from the site, which will improve the traffic conditions at Embarcadero Road and Geng Road. No impact to residential streets within the City would occur from the project. I) Option 2 Norcal. Collection Routes and Use of Geng Road Site. Less than Significant Impact. Norca proposes an increase~n daily service collection routes of 8.8 for Baseline and 10.8 for Zero Waste scenario. The addition of trucks would be spaced throughout the day and not create a cumulative impact Per the thresholds set by the SCCCMP and the City of Palo Alto of less than 50 truck trips, no studies of the traffic impacts are required. The proposed additional truck passes and or routes to be used for expanded programs will be distributed throughout the day, therefore, not creating any significant impact on residential traffic or roadways. Norcal wil use the Geng Road site for container and bin storage, therefore will deploy delivery of such containers from Geng Road. Currently containers and bins are delivered from the City Landfill, just half a block away on Geng Road. Use of the Geng Road site will not result in new impacts over ex_isting conditions. Therefore a less than significant impact to residential streets in the City will result from the project. n-p) Option 1 Greenwaste Collection Routes. No Impact. Greenwaste proposes a reduction in the number of collection routes per day and does not propose to remove or modify any existing pedestrian, bicycle, or transit facilities, therefore would not create any impact or operational safety hazards on pedestrian or bicycle facilities or transit systems. Use of Charles Street MRF. No Impact. The conclusion of the Initia Study was that the permitted tonnages would not result in additional peak hour traffic in the area or result in significant impacts to the transportation system. The approved tonnages and associated truck trips would not meet or exceed the 10 P.M. peak hour trips so does not require a traffic impact analysis or congestion management plan per the Santa Clara County Congestion Management Program. The use of this facility for the project is consistent with the permitted tonnages and has been the subject of an. approved CEQA document. All potential impacts have been mitigated. Therefore, no. impact to pedestrian or bicycle facilities or transit systems would result from the project. No operational safety hazards would result from the project. Use of Zanker Road Material Processing Facility. No Impact. The number of truck trips is insignificant for the project. The findings of the Final EIR for the facility include specific mitigation measures which are feasible and will reduce the traffic safety hazard from large trucks traveling Page - 67 through the Alviso to a non-significant level. A traffic operational analysis was conducted for Route 237 and Zanker Road and North First Street. The use of this facility for the project is consistent with the permitted tonnages and has been the subject of an approved CEQA document. All potential impacts have been mitigated. Therefore, no impact to pedestrian or bicycle facilities or transit systems would result from the project. No operational safety hazards would be created. Use of Zanker Road Resource Recovery Operations and Landfill. No Impact. The number of truck trips will be insignificant. The fac!lity has undergone CEQA review for the approved throughput tonnages. The study of the project daily trips indicated that none of the transportation facilities would be significantly impacted by the increased throughput, therefore, any impacts would less than significant. The use of this facility for the project is consistent with the permitted tonnages an(~ has been the subject of an approved CEQA document. AI potentia impacts have been mitigated Therefore, no mpact to pedestrian or bicycle facilities or transit systems would result from the project. No operational hazards would be created. n-p) Option 2 Norcal Collection Routes. No Impact. Norcal proposes a minimal increase in the number of collection routes, however they will be distributed throughout the day, and does not propose to remove or modifiy any existing pedestrian, bicycle, or transit facilities, therefore no impact to pedestrian or bicycle facilities or transit systems will result from the project. No operational hazards would be created. Use of Rogers Avenue MRF. No Impact. The increase in the number of truck trips will be insignificant. Per the Rogers Avenue Negative Declaration, the approved tonnage throughput for the facility is consistent with the environmental goals and policies, and with the Land Use/Transportation Diagram of the City’s General Plan..The use of this facility for the project is consistent with the permitted tonnages and has been the subject of an approved CEQA document. All potential impacts have been mitigated. Therefore, no impact to pedestrian or bicycle facilities or transit systems would result from the project. No operational safety hazards would be created. Use of Guadalupe Landfill. No Impact. The increase in the number of truck trips is insignificant, The Second EIR Addendum, 1999 for the facility to update the Solid Waste Facility Permit for increased materials processing included a traffic analysis. The traffic analysis showed that the maximum allowable tonnage would not have a significant traffic impact. The use of this facility for the project is consistent with the permitted tonnages and has been the subject of an approved CEQA document, All potential impacts have been mitigated. Therefore, no Impact to pedestrian or bicycle facilities or transit systems will result from the project. No operationa safety hazards will be created. Page-68 Section 3-6 Mandatory Findings of Significance a)Does the project have the potential to degrade the quality of the environment, substantially reduce the habitat of a fish or wildlife species, cause a fish or wildlife population to drop below self- sustaining levels, threaten to eliminate a plant or animal community, reduce the number or restrict the range of a rare or endangered plant or animal or eliminate important examples of the major periods of California history ,? b)Does the project have impacts that are individually limited, but cumulatively considerable? ("Cumulatively considerable" means that the incremental effects of a project are considerable when viewed in connection with the effects of past projects, the effects of other current projects, and the effects of probable future c) Does the project have environmental effects which will cause substantial adverse effects on human beings, either directly or a) Option 1 Greenwaste and Option 2 Norcal. No Impact. Based on the preceding environmenta analysis in this Initial Study, the activities associated with the proposed project would not degrade the quality of the environment, substantially reduce the habitat of a fish or wildlife species, cause a fish or wildlife population to drop below self-sustaining levels, threaten to eliminate a plant or anima community, reduce the number of or restrict the range of a rare or endangered plant or anima, or eliminate important examples of the major periods of California history or prehistory. b) Option 1 Greenwaste and Option 2 Norcal. No Impact. Based on the preceding environmental analysis in this Initial Study and referenced existing CEQA documents, the activities associated with the proposed project would not have a cumulative significant impact on the environment or future projects. Page - 69 Global Climate Change Impacts Global climate change is the alteration of the Earth’s weather including its temperature, precipitation, and wind patterns. Global temperatures are affected by naturally occurring and anthropogenic generated atmospheric gases, such as carbon dioxide, methane, and nitrous oxide. These gases allow sunlight into the Earth’s atmosphere, but prevent radiative heat from escaping into outer space, which is known as the "greenhouse" effect. The world’s leading climate scientists have reached consensus that global climate change is underway and is very likely caused by humans. 20 Agencies at the international, national, state, and local levels are considering strategies to control emissions of gases that contribute to global warming. There is no comprehensive strategy that is being implemented on a global scale that addresses climate change; however, in California a multiagency "Climate Action Team", has identified a range of strategies and the Air Resources Board, under Assembly Bill (AB) 32, has been designated to adopt the main plan for reducing California’s GHG emissions by January 1, 2009, and regulations and other initiatives for reducing GHG emissions by January 1,2011. AB 32 requires achievement by 2020 of a statewide greenhouse gas emissions limit equivalent to 1990 emissions, and the adoption of rules and regulations to achieve the maximum technologically feasible and cost-effective greenhouse gas emissions reductions. By 2050, the state plans to reduce emissions to 80 percent below 1990 levels. While the state of California has established programs to reduce greenhouse gas emissions, there are no established standards for gauging the significance of greenhouse gas emissions. Neither CEQA nor the CEQA Guidelines provide any methodology for analysis of greenhouse gases. Given the "global" scope of global climate change, the challenge under CEQA is for a Lead Agency to translate the issue down to the level of a CEQA document for a specific project in a way that is meaningful to the decision making process. Under CEQA, the essential questions are whether a project creates or contributes to an environmental impact or is subject to impacts from the environment in which it would occur, and what mitigation measures are available to avoid or reduce impacts. The project would generate greenhouse gases primarily through diesel truck emissions generated by vehicle trips and disposal of solid waste. Efforts to reduce the project’s greenhouse gas emissions by using emission reducing biodiesel fuels, and by reducing the volume of waste that is disposed by increasing diversion are major components of this project. The proposed project would conform to the City’s Comprehensive Plan, as described in detail in the Air Quality section of this Initial Study. Although greenhouse gas emissions generated by the project would cumulatively contribute to global climate change, to determine whether the proposed project would have a significant impact on global climate change is speculative, particularly given the fact that there are no existing numerical thresholds to determine an impact. However, in an effort to make a good faith effort at disclosing environmental impacts and to conform with the CEQA Guidelines [§16064(b)], it is the City’s position that, based on the nature and size of this project, its location within an established urban area served by existing infrastructure (rather than a greenfield site), the nominal percentage increase in greenhouse gas emissions and the measures included in the project to reduce vehicle emissions coupled with the reduction indisposal tonnages which will within 3 years result in reduced greenhouse gases, the proposed project would not impede the state’s ability to reach the emission reduction limits/standards set forth by the State of California by Executive Order S-3-05 and AB 32. For these Page - 70 reasons, this project would not make a cumulatively considerable contribution to global climate change associated with greenhouse gas emissions. Total GHG emissions resulting from the implementation of solid waste service programs for each of the proposers come from two major sources: the total tonnages of materials landfilled and diverted, and the type of trucks, fuel, and distances to be traveled. The project includes components that will offset the project’s potential minor incremental contribution to global climate change. These include a significant reduction in the volume of waste that is disposed over time to result in an overall decrease in greenhouse gases. Materials Landfilled and Diverted In October of 2005, the City adopted a Zero Waste Resolution to divert 73 percent of waste by 2011 and to strive for zero waste to the landfil by 2021. To implement this program, the City Council approved a Zero Waste Operational Plan (ZWOP), which includes programs to reach the City’s new diversion goals. The project includes Zero Waste Services that futher implements the ZWOP. These services include: []Expansion of Commercia Organics Collection []Expansion of Residentia and Commercial Single Stream Materials []Expansion of Clean-up Day Reuse and Recycling []Mandatory Commercial and Residential Recycling Participation []Mandatory Commercial and Residential Organics Participation ¯Increase in Construction and Demolition (C & D) Debris Diversion []Enhancing Commercial Recycling Project Components That Reduce Global Climate Change Impacts In addition, there are additional elements of each proposal that are expected to further redcue GHG emissions. Option 1 - Greenwaste of Palo Alto Services []Selection of new efficient collection vehicles that utilize (20%) bio-diesel fuel and Hybrids. Use of this fuel can reduce particulate matter (PMs), Co2 and HC and NOx over existing conditions, depending on the distances traveled with materials. [] The selection of Hybrid vehicles for the hard to serve areas, for drop box delivery and collection could reduce the air emissions and reduce noise levels for those services. ¯The use of dual-compartment vehicles for collection in hard to serve areas to avoid the need for a second pass will reduce traffic and noise impacts in those areas That will be particularly beneficial in the congested downtown areas. The use of dual-compartment collection vehicles for single-family solid waste and yard trimmings collection will reduce traffic, noise, and aesthetic impacts because one pass will collect both as opposed to two passes. Page - 71 The use of dual compartment collection vehicles for City facilities will reduce traffic and noise mpacts around City Hall and other City facilities. The use of the semi-automated tipping arm, hopper, and packer panel will reduce the noise impacts as it utilizes an electric Power Take-Off which reduces idling by 87 percent. The noise ratings are as follows for the collection vehicles: frontloader - 75 decibels at 25 feet and sideloader - 70 decibels at 25 feet. These noise ratings are well below the City Municipal Code maximum of 95 decibels at 25 feet. -This will also reduce air emissions due to the reduced idling. Greenwaste proposes to use 3 different size collection vehicles for solid waste, recyclables, and organics to meet the needs of the various areas of the City. This could result in reduced traffic, aesthetic, and noise impacts. Greenwaste will transport food waste to Z-Best in Gilroy which will result in the material being used at is highest and best use. No materials from Z-Best are used for alternative daily cover (ADC) or daily cover. Z-Best uses a composting technology that is an in-vessel type system. Recyclables will be transported to the Greenwaste MRF at 625 Charles Street in San Jose. The MRF is currently under construction. Contingency processors are Smurfit Stone approximately 6 miles from the MRF Greenteam of San Jose, approximately .2 miles from the MRF, and Zanker Road Materials Processing in San Jose. 3-he Greenwaste MRF has a low contamination rate of 6 to 8%. Option 2- Norcal Waste Systems of Palo Alto Services The vehicles selected for all services in the City operate on B40-blend biodiesel fuel. TIAX LLC technology processing laboratories has determined that the greatest reductions in most of the carbon footprint and fuel cycle Greenhouse gases could beachieved by using B100 (100%) blend biodiesel or B40-blend biodiesel, followed by LNG. This will be a net benefit in the reduction of the carbon footprint and greenhouse gases over the current use of CNG/ULSD in the City. The use of this fuel wil be more efficient than the 20% bio-diesel proposed by Greenwaste. Norcal proposes the use of semi-automated split body trucks to reduce the need for two passes. The trucks will be split 60% for organics and 40% for solid waste. A single body collection truck will be used for recyclables. It is anticipated that there will be 10 routes per day split between the two services. The use of split trucks will reduce noise traffic, and air quality impacts. []The Geng Road site will be used for the management office, administration, route supervisors and customer service reps and cart and container delivery. Because Norcal will use the City Page-72 Geng Road site for some personnel and container and cart delivery, a net benefit of reduced travel distances and reduced air emissions will result especially for container and cart delivery. For commercial recycling customers, Norcal will promote shared containers to meet the needs of restricted space. This will reduce aesthetic impacts and traffic impacts in the downtown area. Norcal proposes as "Additional Services" the collection of Wet and Dry compostables separately using a two-stream cart system. They propose anaerobic digestion to process 26,000 tons/year to produce 2 megawatts of energy (enough for 2,000 homes) and reduce greenhouse gases by 20 tons/day of CO2. Norcal hopes to develop a local processing facility in a partnership with the City. This facility is not a subject of this Initial Study and would undergo separate CEQA review. As of this time, the Palo Alto City Council has not approved this service innovation. c) Option 1 Greenwaste and Option 2 Norcal. No Impact. Based on the preceding environmental analysis in this Initial Study and referenced existing CEQA documents, the activities associated with the proposed project would not have an impact which will cause substantial adverse effects on human beings, either directly or indirectly. Page-73 SOURCE REFERENCES: 1. CEQA Guidelines, Section 15064 Determining the Significance of the Environmental Effect Caused by a Project. 2. City of Palo Alto Request for Proposals for Solid Waste, Recyclable Materials, and Organic Materials Services, February 29, 2008. 3. Greenwaste of Palo Alto Proposal for Solid Waste, Recyclable Materials and Organic Materials Services, April 28, 2008. 4 Norcal Waste Services of Palo Alto, Proposal for Solid Waste Recyclable Materials and Organic Materials Services April 28, 2008. 5. Greenwaste Materials Recovery Facility and Direct Transfer Facility Project Initial Study and Mitigated Negative Declaration and Addendum, April 2006. Available for review at the City of Palo Alto Department of Public Works. 6 Zanker Road Material Processing Facility Final EIR, June 1996. Available for review at the City of Palo Alto Department of Public Works. 7, Zanker Road Resources Recovery Operation and Landfill Initial Studyand Negative Declaration. May 2005 Available for review at the City of Palo Alto Department of Public Works. 8. Negative Declaration for the Recycling Plus garbage collection program and recyclables collection processing and marketing program for single-family and multi-family dwelling, including a proposed processing facility and corporation yard on 3.85 located on the west side of Rogers Avenue, May 13, 1992. The negative Declaration ~s available for rewew at the City of San Jose Planning Department. 9. A Summary sheet of Guadalupe Landfill Final EIR, December 1988, EIR Addendum, October 1991, supplemental EIR, August 1995, Second Addendum, 1999. The EIR Addendum is available for review at the City of San Jose Planning Department. 10. Resolution of the Planning Commission of the City of San Jose granting a Planned Development Permit subject to conditions to.use certain real property described herein for the purpose of allowing a Class III sanitary landfill, wood waste recycling, yard waste processing and composting and quarry fill. 11. Palo Alto City Comprehensive Plan 12. City of Palo Alto Zoning Code 13. Baylands Master Plan, adopted 1978, Amended Summary Report, 1988, Negative Declaration, July 22 2008 Page - 74 14. Air Quality References a.Donovan, Alison, "UVM Bus Fleet Emissions Analysis", Independent Study- NR 384-A March 13, 2002 b.EPA, "A Comprehensive Analysis of Biodiesel Impacts on Exhaust Emissions" Draft Technical report, EPA420-P-02-001, October 2002 c.U.S. Department of Energy - Energy Efficiency and Renewable Energy, Alternative Fuels and Advanced Vehicles Data Center, http://www.eere.enerqy..qov/afdc/fuels/biodiesel benefits.html d.USEPA Chapter 3.2 Natural Gas-fired Reciprocating Engines Table 3.2-2. Uncontrolled Emission Factors for 4-Stroke Lean-Burn Engines. e.French, Michael T, Louisiana Department of Natural Resources, Compressed Natural Gas Vehicles, Technical Notes, March 2 1990 f.Franklin Associates Ltd Prepared for Keep America Beautiful, Inc., "The Role of Recycling in Integrated Solid Waste Management to the Year 2000," Page - 75 Appendix A The City of Palo Alto CITY OF PALO ALTO This map is a product of the City of Pale Alto GIS 7880’ This document ~s a itraphl¢ representation onh/of best avalta hie sources, The City of Pale Alto a~sumes no ~esponsibi~ty for any errom. 01989 to 2007 city of Pale Alto 0 APPENDIX E Summaryof Estimated. Emission Rates for Diesel, CNG, B20 and - _- Average Emissions for 2009-2017 Period of Contract Pollutant CO2 Average NOx Average CO Average TOG Average PM Average SO2 Average Diesel* EF @ Idling (grams/hr) B20 CNG (Op 1) 5,228 122.53 38.41 7.05 0.23 0.05 6,535 122.53 43.65 8.81 0.26 0.06 6,464 61.26 24.01 2.99 0.06 0.00 B40(op 2) 3,921 122.53 33.17 5.28 0.20 0.04 Pollutant CO2 Average NOx Average CO Average TOG Average PM Average SO2 Average Diesel* EF @ 20 mph (grams/mile) B20 CNG (Op 1) 1,746 5.69 1.14 0.38 0.16 0.02 2,182 &69 ’1.29 0.47 0.18 0.02 2,158 2.85 0.71 0.16 0.04 0.00 B40(op 2) 1,309 5.69 0.98 0.28 0.13 0.01 Pollutant CO2 Average NOx Average CO Average TOG Average PM Average SO2 Average Diesel* EF @ 55 mph (gramslmile) B20 CNG (Op 1) 1,329 3.59 1.15 0.22 0.22 0.01 1 661 3.59 1.31 0.27 0.25 0.02 1,643 1.80 0.72 0.09 0.06 0.00 B40 (Op 2) 997 3.59 0.99 0.16 0.19 0.01 * Effective 2007, all diesel trucks were required to convert to ultra low sulphur (ULSF), therefore we have used ULSF for this comparison. ATTACHMENT B Agreement AGREEMENT FOR SOLID WASTE, RECYCLABLE MATERIALS, ORGANIC MATERIALS AND YARD TRIMMINGS COLLECTION AND PROCESSING SERVICES BETWEEN THE CITY OF PALO ALTO AND GREENWASTE OF PALO ALTO October 2008 1368748.10 ARTICLE 1. ARTICLE 2. 2.01 2.02 2:03 2.04 ARTICLE 3. 3.01 3.02 3.03 3.04 3.05 3.06 3.07 ARTICLE 4. 4.01 4.02 4.03 4.04 TABLE OFC©NTENTS DEFINITIONS ..........................................................................................................3 TERM OF AGREEMENT ........................................................................................4 Effective Date ...........................................................................................................4 Term ..........................................................................................................................4 Option to Extend Term .............................................................................................4 Conditions to Effectiveness of Agreement ...............................................................4 A.Accmacy of Representations ........................................................................4 B.Absence of Litigation ...................................................................................5 C.Furnishing of Bond and Guaranty. ................................................................5 D.Effectiveness ~f City’s Approval ................................................i .................5 REPRESENTATIONS AND WARRANTIES OF CONTRACTOR .....................6 Corporate Status .......................................................................................................6 Corporate Authorization .........." ....................................: ............................................6 Statements and Information in Proposal ...................................................................6 No Conflict with Applicable Law or Other Documents.i ............................." .......6 No Litigation ............................................................................................................6 Financial Condition .............................- .......................................................................7 Expertise ..................................................................................................................7 COLLECTION OF SOLID WASTE, RECYCLABLE MATERIALS, ORGANIC MATERIALS AND YARD TRIMMINGS ............................................8 Scope of Work - General ............................................................................" ...............8 Transition and Implementation Plan .........................................................................8 Grant ol- Exclusive and Non-Exclusive Rights .........................................................9 A.Exclusive Rights ...........................................................................................9 B.Non-Exclusive Rights ....................................................................................9 Collection of Solid Waste .........................................................................................9 A.Single Family Residential Premises ....: .........................................................9 B.Multiple Family Residential Premises ........................................................10 C.Commercial/Industrial Premises .................................................................10 D.City Facilities and City-Furnished Public Litter Receptacles .....................10 1368748.10 TABLE OF GONTENTS (continued) Page 4.05 4.06 4.07 4.08 4.09 4.12 4.13 Collection of Recyclable MateHa]s and Organic MatelJals ....................................10 A.Single Family Residential Premises: ....................... .....................................10 B.Multiple Family Residential Prernises ............................................: ...........11 C.CommercialTIndustriat Premise~ .................................................................1 ] D.City Facilities and City-Furnished Recycling Receptacles .........................] 1 Collection of Yard Trimmings ................................................................................1 1 A.Single Family Residential Premises ............................................................1 ] B.Multiple Family Residential Premises ........................................................] 1 C.Commercial/Industrial Premises .................................................................12 D.City Parks and Other Facilities ...................................................................12 Drop-Box Collection SeN’ices ................................................................................12 A.Solid Waste .................................................................................................12 B.Construction and Demolition Recycling .....................................................12 C.Single-Source Separated Recyclab] es .........................................................12 D.Yard Trimmings ..........................................................................................12 Special Services ......................................................................................................12 Other Collection-Related Services ..........................................................................13 A.General ........- ................................................................................................13 B.Cleaning of Public Receptacles ..................................................................13 C.Building Plan Review ..................................................................................13 D.Program Evaluation .......-. ............................................................................14 Hom-s of Collection ........: ........................................................................................14 (2ollection Standards ..............................................................................................14 A~Care of Private Property ...........................................................................:.. 14 B.Noise ...........................................................................................................15 C.Service Quality ............................................................................................15 Litter Abatement .....................................................................................................15 A Minimization of Spills ................................................................................15 B.Clean Up .....................................................................................................16 Hazardous Waste ......................................: ............................................................16 TABLE OF CONTENTS (continued) 4.14 4.15 4.16 4,17 ARTICLE 5. 5,01 5,02 5.03 5.04 5.05 5.06 ARTICLE 6. 6.01 6.02 B. C. D. General ........................................................................................................16 Notice to Customers ....................................................................................16 Contractor to Segregate and Dispose ..........................................................16 Operating Procedures and Employee Training ...........................................17 Provision of Emergency Services ...........................................................................17 Public/Customer Service and Accessibility ......." ................................................17 A.Office .. " .....................................................................................................17 B.Off-ice Hours ....................................................." ......................................18 D.Telephone ..............................................................................................18 E.Correspondence ...........................................................................................19 F.Emergency Contact .....................................................................................19 G.Web Site .......................................................................................19 H.Large Customers .........................................................................................19 Billing and Collecting For Specific Services ...................................." .................19 Drop-Off and Recycling Center ..............................................................................20 TRANSPORTATION OF MATERIALS ...............................................................22 G ener al ....................................................................................................................22 -Transportation of Solid Waste ................................................................................22 Transportation of Recyclable.Materials .................................................................22 Transportation of Yard Trimmings .........................................................................22 Transportation of Construction and Demolition Debris for Recycling ..................23 Transportation of Organic Materials ................................................................., ......23 PROCESSING OF MATERIALS FOR RECOVERY AND REUSE ..................24 General ...................................................." ...........................................................24 Recyclable Material Processing ..............................................................................24 B. C. D. Capacity and Priority Assurances ...............................................................24 Processing ...................................................................................................24 No Disposal/Residue Limit .........................................................................24 Marketing ....................................................................................................25 -11~-1368748.10 TABLE OF CONTENTS (continued) Page 6.03 6.04 ARTICLE 7. 7.01 7.02 E.Weighing ....................................................................................................25 F.Reporting ...................................................................................................25 G.Inspection ....................................................................................................25 Construction and Demolition D ebri s Pro cessing ......: .............................................25 A.Capacity and Priority Assurances ...............................................................25 B.Processing ...................................................................................................26 C.No Disposal/Residue Limit .........................................................................26 D.Marketing ....................................................................................................26 E.Weighing .....................................................................................................26 F.Reporting .....................................................................................................26 G Inspection ....................................................................................................27 Organic Materials ProCessing .................................................................................27 A.Capacity and Priority Assurances ...............................................................27 B.Processing ....................................................................................................27 C.No Disposal or Use as ADC ..............................." .........................................27 D.Marketing ....................................................................................................27 E.Weighing ................................................: ...................................................28 F.Reporting ................................................" .....................................................28 G.Inspection ....................................................................................................28 EQUIPMENT, PERSO~EL AND FACILITIES .................................................29 General .....................................................................................................................29 Vehicl es ...................................................................................................................29 A.General ........................................................................................................29 B.Purchase of Vehicles ...................................................................................29 C.Vehicle Identification ..................................................................................30 D.Cleaning and Maintenance ..........................................................................30 E.Operation .....................................................................................................31 F.sale ..............................................................................................................31 Solid Waste, Recycling and Yard Trimming Containers ........................................32 A.General .........: ..............................................................................................32 -iv-36874810 TABLE OF CONTENTS (continusd) 7.04 7.05 7.06 7.07 7.08 7.09 ARTICLE 8. 8.01 8.02 8.03 .8.04 8.05 8.06 8.07 ARTICLE 9. 9.01 B.Repair and Replacement .............................................................................32 C.Cleaning, Painting and Maintenance of Contractor-Furnished Containers ..........................................................................: ........................32 D.Other. ........................................................ ..................................................33 City Right to Purchase Equipment, Sales of Equipment ........................................33 Persomael .................................................................................................................33 A.General ........................................................................................................33 B:Driver Qualifications ..................................................................................34 C.Uniforms .....................................................................................................34 D.Safety Training ......-. .....................................................................................34 E.-No Gratuities ...............................................................................................35 F.Employee Conduct and Courtesy ..............i ........................................ ........:.35 G.Provision of Recycling/Public Education Specialist ...................................35 H.Ongoing Training and Testing ....................................................................35 I.Sober and Drug-Free Workplace ................................................................36 J.City Role in, Hiring of Key Management Employees ......., ...........: .............36 Use of Workers Not Employed by Contractor ......" ...............................................36 Initial Hiring ..........................................................................~ ...................................37 Wages and Benefits .................................................¯ ..............................i .................38 Facilities. ....................................................................., ...........................................39 RECORD KEEPING, REPORTING AND INSPECTIONS ..................................41 General ......... ..................:..~ ......................................................................................41 Record Keeping; Audit ...........................................................................................41 Data Management; Billing Support .........................................................................41 Reporting: ..............................................., .................................................................42 Right to Inspect Operations ..: ........... ....................................................: ..................42 Compliance Reporting .....................~ ....................................: .....i ............... ............42 Reports as Public Records ......................................................................................42 Compensation .........................................................................................................43 General ....................................................................................................................43 -V-136874g.I0 TABLE OIF CONTENTS ( continued) Page 9.02 9.03 9.04 9.05 9.06 9.07 9.08 9.09 9.10 9.11 Total Compensation ...............................................................................: ................44 Compensation for Rate Periods One and Two ........................................................44 A.Rate Period One ..........................................................................................44 B.Rate Period Two .............................................................................¯ ............45 Compensation for Subsequent Rate Periods ...........................................................45 Compens ati on for Extra Services ............................................................................45 City Landfill Adjustment -. ................................................................................47 Compensation Adjustment Process ........................................................................:47 A.~Adjustment Calculations .............................................................................47 B.Contractor Review of Adjustments .............................................................47 C.City Manager Action ......................... ............................................................47 D.Resolution of Disputes ............................: ..................................................48 Monthly Payment of Contractor’s Compensation ..........i .......................................48 A.Monthly Base Compensation ............:..: ..................................i ...................48 B.Extra Service Compensation ............ ..................................................48 C.City Landfill Adjustment ............................................................................48 D.Total Monthly Payment ....................- ..........................................................48 Special Compensanon Review ...............................................................................48 A.Eligible Items ..............................................................................................48 B.Ineligible Items ..............i ............~ ...............................................................49 C.Submittal of Request ...............................¯ .......... ................’ ...." ..................50 D.Review of Costs ..........................................................................................50 E.Burden of Justification ................................................................................50 F.Decision ......................................................................................................50 G.Review ...............................................................51 Compensation Adjustments for Changes in Service .............¯ ................ ...................51 Rate-Setting Process ’52 A.General ........................................................................................................52 B.Rate Structure ..............................................................................................52 C.Rate Categories ...........................................................................................52 !368748.10 9.12 9.13 9.14 ARTICLE 10. 10.01 10.02 10.03 10.04 10.05 10.06 10.07 ARTICLE 11. 11.01 11.02 11.03 11.04 11.05 11.06 11.07 11.08 11.09 TABLE OF CONTENTS (continued) Page City Payment of Fees for Solid Waste Disposal .....................................................52 Compensation During Extended Term ...................................................................53 Addilional Financial Incentives.for Zero Wast~ Program Implementation ............53 A.General ..............." .........................................................................................53 B.Mixed Recycling .........................................................................................53 C.Commercial Organics .................................................................................55 D.Procedure ..............." .....................................................................................56 ]TNDEMNITY, INSURANCE, PERFORMANCE BOND, GUARANTY .............57 ~ndemnification .......................................................................................................57 Insurance .................................................................................................................57 A.Types and Amounts of Coverage ................................................................57 B.Acceptability of Insureds ............................................................................59 C.Required Endorsements .............................................................................59 D.Delivery of Proof of Coverage .....................: ..............................................61 E.Other Insurance Requirements ....................................................... ..............61 Faithful Performance Bond .....................................................................................62 A]ten~ative Security ...............................................................................................63 Hazardous Waste Indemnification ..........................................................................63 Integrated Waste Management Act Indemnification ..................: ...........................63 Guaranty. .................................................................................................................64 DEFAULT AND REMEDIES ................................................................................65 ¯ Contractor Default ..................................................................................................65 Right to Suspend or Terminate Upon Default ........................................................66 Specific Performance ..............................................................................................66 City’s Right to Cure ..................: ............................................................................67 City’s Right to Perform ...........................................................................................67 City’ s Use o f Property Upon Default ......................................................................67 Damages ..................................................................................................................68 City’s Remedies Cumulative ..................................................................................68 Liquidated Damages ........................................., .....................................................68 -vii-i368748.i0 TA~,LE OF CONTENTS (continued~ 11.1o 11.11 11.12 ARTICLE 12. 12,0! 12,02 12.03 12.04 12.05 12.06 12.07 12.08 12.09 12.10 12.11 12.12 12.13 12.14 12.15 12.16 12.17 Force Majeure .........................................................................................................70 A.Excuse from Performance ...........................................................................70 B.Obligation to Restore Ability to Perform ....................................................70 C.Notice ..........................................................................................................70 D.City’s Rights in the Event of Force Majeu~e ...................’ ....................70 City Default .............................................................................................................71 Assurance of Performance ......................................................................................71 OTHER AGREEMENTS OF THE PARTIES .......................................................72 Relationship of P ames ............................................................................................72 Compliance with Law .....- ...........................................................................72 Property Damage ................................................................................................ .....72 Grants .........................................................................¯ .............................................72 Assignment .............................................................................................................73 A.City Consent Required ................................................................................73 B.Assignment Defined ....................................................................................73 C.City Review of Requests to Consent to a Proposed Assignment..: .............74 Subco~ltractmg ........................................................................................................75 Binding on Successors .............................................................................................75 Parties in Interest .......................................................................................¯ ...............75 Waiver ’.75 Contractor’s Investigation; No Warranties by City .. ’ ....................................-75 Condemnation .........................................................................................................76 Representatives of the Parties ....76 A.Representative of City .................................................................................76 B.Representative of Contractor ......................................................................76 Notice .......: ..............................................................................................................76 Duty of Contractor Not to Discriminate ...................................................... ............78 City Environmental Policies .............................................................." ....78 Right of City to Make Changes .............................................................................78 Cooperation Dm-ing Transition ...............................................................................79 TABLE OF CONTENTS (continued) Page 12.18 12.19 12.20 12.21 ] 2.22 12.23 12.24 ARTICLE 13. 13.01 13.02 13.03 13.04 13.05 13.06 13.07 13.08 13.09 13.10 Protection of Customer Privacy. .............................................................................79 Use of Recycled Materials ......................................................................................80 A.Recycled Paper ............................................................................................80 B.Re-Refined Motor Oil .................................................................................80 C.Recycled Plastic ..........................................................................................80 Municipal Code .......................................................................................................80 No Damages for Invalidation of Agreement ..........................................................80 Indemnity Regarding Challenge to Award of Contract .........................................80 Fiscal Provisions ...................................................................................................81 Affiliated Entity ......................................................................................................81 MISCELLANEOUS AGREEMENTS ...................................................................82 Attachments ...................................................................................................." ........82 Entire Agreement ....................................................................................................82 Section Headings ....................................................................................................82 Intmpretation ..........................................................................................................82 Amendment .............................................................................................................82 Severability ................................................................." ............................................82 Governing Law .......................................................................................................82 Jurisdiction ..............................................................................................................82 No Attorneys’ Fees ................................................................................................83 References to Laws ......." ..........................................................................................83 -ix-1368~48.10 L~ST OF ATTACHIV~ENTS A B C F G H I J-1 3-2 .K- 1 M N-3 O P Definitions Transition and Implementation Plan Collection Scope of Work City Facilities for Solid Waste and Recycling Services Public Solid Waste Receptacles Public Recyclables Receptacles Processing Scope of Work Containers Furnished by City Vehicle Specifications and Quantities Containers Furnished by Contractor Minimum Roster of Personnel Minimum Wage Scale Monetary Conversion of Benefits Required Reports Data Management Requirements Form of Performance Bond Form of Continuation Certificate Form of Guaranty Contractor’s Base Compensation for Rate Periods One and. Two; Unit Prices for Extra Services Compensation Adjustment Methodology Cost Details by Service Liquidated Damages Schedule List of Contractor’s Members Procedures for Arbitration Non-Discrimination Form 1368748 IO AC~EIV~ENT FOR S©L]~D WASTE, R~CYCLABLE MATERIALS, ORGANIC MATEMALS AND YARD TR[IV~!~INGS COLLECTION ANDPROCESSING SERVICES THIS AGREEMENT is made as of this 20th day of October, 2008, by and between the CITY OF PALO ALTO. a chartered California municipal corporation {"City’:}, and GREENWASTE OF PALO ALTO, a California joint venture ("Contractor"}. RECITALS This Agreement is entered into on the basis of the following facts, understandings and intentions of the parries: l.The State of California has found and declared that the amount of solid waste generated in California, coupled with diminishing landfill space and potential adverse environmental impacts from landfilling, have created an urgent need for State and local agencies to enact and implement an aggressive integrated waste management program. The State has. through enactment of the California Integrated Waste Management Act of 1989, now.codified as Public Resources Code Section 40000, et seq. [the "Act"}, directed the California Integrated Waste Management Board, and local agencies, to promote recycling and to maximize the use of feasible soinrce reduction, recycling and composting options in order to reduce the -amount of solid waste that must be disposed of in landfills. The City has already achieved a level of waste diversion from landfill disposal that exceeds the level required by the Act. 2.In October 2005, the City.Council approved a Zero Waste Strategic Plan. developed by a task force of City residents and businesses. The City has since then formulated a Zero Waste Operational Plan, whose purposes-are to reduce significantly the amount of waste produced by residents, businesses and institutions within the City, to reduce the toxicity of the disposed waste stream, and to maximize diversion of recyclable.and compostable materials generated within the City. 3.On February 29, 2008, the City issued a Request for Proposals ("RFP"} seeking proposals from qualified companies to provide the collection of Solid Waste, Recyclable Materials, Organic Materials and Yard Trimmings, the processing of ]1368748.1( Recyclable Materials for reuse, the delivew of Yard Trimmings and Organic Materials for composting, the marketing of such materials an~d the tranusport of non-recyclable waste materials for disposal The RFP requested proposals for new and expanded recycling services intended to implement the goals of the Zero Waste Operational Plan m an aggressive, cost-effective manner. 4 The City has evaluated all proposals submitted and has determined that the Contractor has proposed to provide the required services in a manner and on terms that are in the best interests of the City, taking into account (a) the Contractor’s qualifications and experience, /b) its commitment to recycling, {c} its understanding of the flexibility that will be required to accommodate the number of changes that will occur during the term of the Agreement due to closure of the City’s landfill and associated facilities, as well as the introduction and evolution of new programs intended to implement the Zero Waste Operational Plan, and (d) the cost of providing such services. NOW, THEREFORE, in consideration of the mutual promises, covenants, and conditions contained in this Agreement and for other good and valuable consideration the parties agree as follows: ARTICLE 1o DEFINITIONS Unless the context otherwise requires, capitalized terms used in this Agreemeht will have the mem~ings specified in Attachment A. Other capitalized terms, not defined in Attachment A, wi]lhave the meanings set forth in the definitions in Section 5.20.010 of the Palo Alto Municipal Code, which are incorporated herein by this reference. If a term is neither defined in Attachment A nor in the Palo Alto Mumcipal Code. that term will have the same meaning as the definition of the term contained in the Act. 1368748.10 ARTICLE 2. TERM OF AGREEMENT 2.0 i Effective Date. The effective date of this Agreemen~ shall be November 24, 2008 /"Effective Date"). 2.02 Term The Term of the Agreemen~ shall commence on the Effective Date and shall end at midnight on June 30, 2017. unless extended as provided.in Section 2.03. Contractor’s obligation to collect Solid Waste and Recvclable Materials and provide other services to customers as required by this Agreement shall commence July 1. 2009. 2.03 Option to Extend Term. The City may extend the Term of this Agreement for one {1} or more periods of twelve /12) months, up to a macximum of four {4} years, on the same ~erms and conditions. If City wishes to extend the Term it shall deliver a written notice to Contractor at least six {6} months before the expiration of the Term (i.e. on or before December 31, 2016} specifying the number of additional months by which it wishes to extend the Term. If the City initially elects to extend the term for less than four (4) years, it may subsequently elect to further extend the term in increments of twelve (12} months, up ~o a total of fotu- (4) years, i.e. untilJune 30, 2021. If the City wishes to further extend the term in this fashion it shall’deliver a written notice to Contractor at least thirty (30} days prior to the expiration of the extended term 2.04 Conditions to Effectiveness of Agreement. The obligation of the City to perform under this Agreement is subject to satisfaction, on or before the Effective Date, of each and all of the conditions set out below, which may be waived in whole or in part by City: A.Accuracy of Representations. The representations and warranties made by Contractor ~n Article 3 of this Agreement shall be true and correct on and as of the Effective Date, and a certification to thateffect dated as of the Effective Date shall be delivered by Contractor to City on the Effective Date. 136874~ 10 Absence of Litigation. There shall be no litigation pending on the Effective Date in any court challenging the execution of this Agreement or seeking to restrain Or enjoin its performance. Co FurnishinK of Bond and Guaranty. Contractor has furnished the Performance Bond required by Section 10.03, or alternative security described m Section 10.04 if approved by City, and the Guaranty required by Section 10.07. D.Effectiveness of City’s Approval. The City’s approval of this Agreement shall have become effective, pursuant to California law, on or before the Effective Date. In the event that any condition set forth in this Section 2.04 is not satisfied or waived by the Effective Date by the City, this Agreement shall be void and shall have no further force or effect City may waive the satisfaction of conditions described in Section 2.04, allow this Agreement to become effective, and exercise its rights and remedies under this Agreement for Contractor’s failure to deliver the Performance Bond, alternative security, or Guaranty. Each party is obligated to perform in good faith the actions, if any, which this Agreement reqmres it to perform before the Effective Date and to cooperate towards the satisfaction of the conditions set forth above. !368748.1( ARTICLE 3. REPRESENTATIONS AND WARRANTIES OF CONTtLACT©I~ 3.01 Corporate Status Contractor is a general partnership duly orgm~ized, validly existing and in good standing under the laws of the State of California, and is qualified to do business in the State of California. It has the power to own its properties and to carry on its business as now owned and operated and as required by this Agreement. 3.02 Corporate Authorization. Contractor has the authority to enter into and perform its obligations under this Agreement. The board of directors, the shareholders, and general partner of the Contractor’s two partners have t~ken all actions required by law, their articles of incorporation and bylaws, their partnership agreements or otherwise to authoyize the execration of this Agreement. The persons signing this Agreement on behalf of Contractor have authority to do so. 3.03 Statements and Information in Proposal. The Proposal submitted ~o City by Contractor and information submitted to City supplementary thereto, on which City has relied in entering into this Agreement does not contain any tlntrue statement of a material fact nor omit to state a material fact n~cessary in order ~o make the statements made, in light of the circumstances in which they were made, not misleading. 3.04 No Conflict with Applicable Law or Other Documents. Neither the execution and delivery by Contractor of this Agreement, nor the performance by Contractor of its obligations hereunder (i) conflicts with, violates or will result in a violation of any existing applicable law; or (it) conflicts with, violates or will result in a breach.or default under any term or condition of any existing judgment, order ol- decree of any.court, administrative agency or other governmentalauthority, or of any existing contract or instrument to which Contractor or its partners are a party, or by wtaich Contractor or its partners are bo~and. 3.05 No LitiKation. There is no action, suit, proceeding., or investigation at law .or in equity, before or by any court or governmental entity, pending or threatened against Contractor or l~S par~tners, or otherwise affecting Coiatractor or its partners, wherein an unfavorable decision, ruling, or finding, m any single case or in the 1368748.10 aggregate, would materially adversely affect Contractor’s performance hereunder, or which, in any way, would adversely affect the validity or enforheability of this Agreement, or which would have a material adverse effect on the financial condition of Contractor or its partners. 3.06 Financia! Condition. Contractor has made available to City information on its financial condition, and that of its partners. Contractor recognizes that City has relied on this information in evaluating the sufficiency of Contractor’s financial resources to perform this Agreement and of its partners to guaranty such performance. To the best of Contractor’s knowledge, this information is complete and accurate, does not contmn any material misstatement of fact and does not omit any fact necessa<-y to preve~]t the information provided from being materially misleading. 3.07 Expertise. Contractor has the expertise and professional and technical capability to perform all of its obligations under this Agreement and is ready, willing and able to so perform. 1368748.10 AI%T[CLE 4.COLLECTION OF SOLID WASTE~ RECYCLABLE MATERIALS~ ORGAN]~C MATEPAALS AND YARD TRIMMINGS 4.01 Scope of Work - General. The work to De done by Contractor includes the furnishing of all labor, supei-vision, equipment, materials, supplies and all other items necessary to perform the services required by the Agreement in a thorough, workmanlike, cost-effective au~d efficient matter, so that ~esidents, businesses and institutions within the City are provided reliable, courteous and high-quality services at all times. The enumeration of, and specification of requirements for, Particular items of labor or equipment shall not relieve Contractor of the duty to furnish all others that may be required, whether enumerated or not. Contractor shall perform all work in accordance with Attachments C and G, all provisions of which are incorporated herein whether or not such provisions are specifically referred to in any other section of this Agreement. In addition, to the extent that Contractor’s Proposal includes promises to perform services in addition to, or at a higher standard of service than those required by the Request for Proposals, those pron~ises are incorporated into this A~reement and Contractor hereby ratifies its agreement to. perform as promised. 4.02 Transition and Implementation Plan. The parties recognize that substantial planning and preparation will be required to ensure a successful initiation of collection operations by Contractor on July 1, 2009. To.that end, Contractor has prepared a detailed trans{tion and implementation plan addressing the steps Contractor will take, and the schedule on which it will take them, to prepare for commencement of collection operations. The implementation plan covers, among other matters, Contractor’s schedule for hiring and training of personnel, acquiring necessary collection vehicles and arranging for their registration and inspection, acquiring equipment including new containers (carts, bins and boxes), preparing customer information materials (including collection schedules, .route maps, billing forms, complaint forms, service reques.t forms and so forth/, distributing new containers to customers as required, securing a local office and avehicle and container storage facility, and developing a contingency plan, and is attached as Attachment B. Contractor shaft] diligently adhere to the implementation plan and shall meet periodically’, whenever City requests, to review progress. Failure to adhere to the implementation plan, including its schedule, shall constitute a breach of this Agreement which, if uncured, shall constitute a default under Section 11.01. The specific plans and other materials required to be submitted by the ¯ implementation plan are sub.iect to City’s review and apprdval. City will take actions, make decisions, and provide directions to Contractor in accordance with the schedule and time allowances set forth in Attachment B, so as not to delay Contractor’s adherence to the implementation plan schedule. 4.03 Grant of Exclusive and Non-Exclusive RiKhts Exclusive Rights. Subject zo th~ terms and conditions of this Agreement and State laws /including the right of State agencies and public schools to use a Solid Waste enterprise other than Con~ractorl, and except as othe~vvise specifically provided herein, City gran~s to Contractor for the Term the exclusive authority, right and privilege [o collect, transpor~ and dispose of all Solid Waste genel:ated by or accumulated on all Residential and Commercial/Industrial Prem~ses m the City and to collect, ~ransport and recycle all Recyclable Materials and Yard Trimmings from Residential Premises. This grant is also subjec~ to the exceptions and exclusions provided in Section 5.20.110 of the Municipal Code. B.Non-Exclusive RiKhts. Subject to the terms and conditions of this Agreement and State laws, and except as otherwise specifically provided herein, City grants to Contractor for the Term the non-exclusive right to collect, transport and recycle Recyclable Ma[erials, Organic Materials and Yard Trimmings from Commercial/Industrial Premises. Collection of Solid Waste A.SinKle Family Residential Premises. Contractor shall collect all Solid Waste generated at Single Family Residential Premises within the City and placed for collection at curbside or at ~ideyard/backym-d locations by Customers who subscribe for such collection or who are eligible for such collection under policies. 9 1368748 i0 adopted by City from time to time. Solid Waste shad] be collected at the frequencies mad in the mm~ner specified in Attachment C, Section 1.A. ]3.Multiple Family Residential Premises. Contractor shall collect all Solid Waste generated at Multiple Family Residential Premises within the City and placed for collection. Solid Waste shall be collected at the frequencies and in the manner specified in Attachment C, Section 1.B. C.Commercial!Industrial Premises. Contractor shall collect all Solid Waste generated as Commercial!Industrial Premises within the City and placed for collection. Solid Waste shall be collected a~ the frequencies and in the manner specified in Attachment C, Section 1.C. City Facilities and City-Furnished Public Litter Receptacles. Contractor shall collect adl Solid Waste generated at City Facilities and placed for collection. The current City Facilities to be served, the frequency of collection and the number and capacity of containers to be collected are listed on Attachment D-1. The nul~ber and location of City Facilities ~o be provided service may change during th~ Term, as may the number and capacity of containers at each facility Contractor shall also collect all Solid Waste deposited in City-owned receptacles, including those receptacles placedat bus stops. The approximate number of public Solid Waste receptacles, their current locations and collection frequencies are shown on Attachment D-2, each of which may change during the Term. Public Solid Waste receptacles shall be provided service at the frequencies and in tYie manner specified in Attachment C,. Section 1.D. 4.05 Collection of Recyclable Materials and Organic Materials. A.Single Family Residential Premises. Contractor shall collect Recvc!ab!e Materials from a!! Single Family Residential Premises within the City placed for collection at curbside or at sideyard/backyard locations by Customers who are eligible for such collection under policies adopted by the City from time to time. Recyclable Materials shall be collected at the frequencies and in the manner specified in Attachment C, Section 2.A. 1368748.10 Multiple !Familv Residential Premises. Contractor shall collect Recyclable Materials from all Multiple FamilyResidential Premises within the City placed for collection. Recyclable Materials shall be collected at the frequencies and in the manner specified in Attachment C, Section 2.B. C.Commercial/Industrial Premises. Contractor shall collect Recyclable Materials from all participating Commercial!Indk~strial Premises that are placed for collection in Contractor-f~arnished containers. Contractor shall collect Organ.ic Materials from all participating Commercial,’Indus~rial Premises that are placed for collection m approved containers. Contractor shall also.collect cardboard from shared containers in the business districts and wooden pallets. Recyclable Materials and Orgamc Materials shall be collected at the frequencies and in the manner specified in Attachment C, Section Do City Facilities and Citv-Furnislaed Rec~rclinK Receptacles Contractor shall collect Recyclable Materials placed for collection at the City Facilities listed on Attachment D-1. Contractor shall collect Rec~:clable Materials deposited in City-owned Recycling Receptacles at Cik¥ Hall and other locations in downtown Palo Alto, the number and location of which are shown on Attachment D-3. Contractor shall also collect and recycle polystyrene -and plastic film at City Hall. 4.06 Collection of Yard Trimming~s_. A.Single Family Residential Premises Contractor shall collect Yard Trimmings from all Single Family Residential Premises within the City placed for collection at curbside or at sideyard/backyard locations by Customers who are eligible for such collection under policies adopted by the City from time to time Yard Trimmings shall be collected at the frequencies and in the manner specified m Attachment C, Section 3.A. B.Multiple. Family Residential Premises. Contractor shall collect Yard Trimmings from all Multiple Family Residential Premises within the City placed for collection. Yard Trimmings shall be collected at the frequencies and in the manner specified in Attachment C, Section 3.B. ] l 1368748.10 Co CommercialiIr~dustrial P}emises. Contractor shall collec[ Yard Trimmings from all par[icipating Commercial/Industrial Premises that are placed for collection in City-furnished or Contractor-furnished containers. Yard Trimmings shall be collected at the frequencies and in the manner specified in Attachment C. Section 3.C. City Parks and Other Facilities. Contractor shall collect Yard Trimmings placed for collection a~ the City Facilities listed on Attachment D-1. 4.07 Drop-ttox Collection Services. Solid WaSte. Contractor shall collect Solid Waste deposited in Contractor-furnished drop boxes (7, 15, 20, 30 and 40 cubic yard capacities) on an on- call basis and on a monthly scheduled service basis, as requested by Customer. The drop boxes shall be provided and collected as specified in Attachment C, Section 4. B.Construction and Demolition Reeycling. Contractor shall collect Construction and Demolition Debris deposited in Contractor-furnished drop boxes (7, 15, 20, 30 and 40 cubic yard capacities/ on an on-call basis. The drop boxes shall be provided and collected as specified in Attachment C, Section 4. C.Single-Source Separated Recvclables. Contractor shall collect Single-Source Separated Recyclables deposited in Contractor-furnished drop boxes (7, 15, 20. 30 and 40 cubic yard capacities) on an on-call and monthly scheduled service basis, as requested by Customer. The drop boxes shall be provided and collected as specified in Attachment C. Section 4. D.Yard Trimmings. Contractor shall collect Yard Trimmings deposited in Contractor-furnished drop boxes /15, 2(~, and 30 cubic yard capacities) on an on-call and on a monthly scheduled service basis, as requested by Customer. The drop boxes shall be provided and collected as specified in Attachment C, Section 4. 4.08 _Special Services. Contractor shall provide the following special services as specified in Attachment C, Section 5. 12 136874810 Solid Waste and Recyclables Collection at Household Hazardous Waste Events On-Call Recycling Cleanout Service Annual Clean-Up Days Special Events o Physical Limitations Program 4.09 Other Co!lection-Related Services. following services: Contractor shall provide the o Performance Audits ~Route Audits *Waste Generation/Characterization on Single Stream Recycling o Waste Audits for Green Business Certifications ~Program Evaluation Audits o Customer Public Opinion Surveys Details of each of the above are described in Attachment C, Section 5.G. CleaninK of Public-Receptacles. All public receptacles listed on Attachments D-.2 and D-3, including lids and metal liners, shall be thoroughly power- washed (with high pressure water and a strong detergent) twice a year. The Contractor shall provide a list of dates for cleaning to Director for apprgval thirty (301 days in advance of the first scheduled date In addition, Contractor shall wipe the exteriors and lids of all public receptacles listed on Attachments D-2 and D-3 with water and detergent every ~wo weeks, on a schedule approved by the Director. Contractor shall clean the interiors of public receptacles whenever needed to avoid odors and shall collect any materials that have accumulated within or around the receptacles. C.BuildinK Plan Review. Contractor shall provide assistance to City by reviewing and providing comments on applications for City permits to construct new 13 1368748.10 buildings or to remodel existing buildings. Contractor shall review building plans for adequate space to accommodate the number and size of containers for Solid Waste, Recyclable Materials, Organic Materials, and Yard Trimmings for adequate collection vehicle access and turnaround. Contractor shat] provide City, within five (5) Business ,Days of receiving the plans, its written evaluation of the plans and any re.commendations to improve safety and assure sufficient storage space and convenient aCCeSS. D.Program Evaluation. Contractor shall periodically conduct surveys of the Single-Family Residential, Multi-Family Residential, and Commercial Solid Waste, Recyclable Materials, Organic Material, and Yard Trimmings Collection pragrams to assess one or more of the following performance indicators: average volume of Recyclable Materials per setout per customer, average volume of Organic Materials per setout per customer, average volmne of Yard Trimmings per setout per customer, participation level (i.e., number of Customers setting out Containers per week), contamination levels, etc. Contr~actor shall perform up to five (5) days of rou{e surveys each rate period. The City and Contractor shall meet and discuss the purpose of the survey and the method, scope, and data to be provided by the Contractor.. 4.10 Hours of Collection. Collection of Solid Waste, Recyclable Materials, Organic Materials, and/or Yard Trimmings may occur only wi{hin hours authorized by the City. The City Municipal Code currei~tly prohibits collection.of Solid waste, RecyClable Materials or Yard Trimmings .(1)earlier than 6:00 a.m. or later than 6:00 p.m. in residential districts and at schools, churches and commercial Premises adjacent ~o residential districts, and (2) earlier than 4:00 a.m. or later than 9:00 p.m. in commercial districts subject to reasonable modification made by the Director. 4.11 Collection Standards. A.Care of Private Property. Contractor shall use due care when ha_ndling Solid Waste, Recyclable Materials, Organic Materia!, and Yard Trimmings Containers. Containers shall not be thrown from trucks, ro~aghly handled, damaged or broken. Containers shall be returned to the collection point upright, with lids properly closed. Contractor shad] ensure that its employees close ad] gates opened by them m making collections, unless otherwise directed by the Customer, and avoid crossing landscaped areas and climbing or jumping over hedges and fences. City will refer complaints about damage to private property, including comnqon areas in common-area subdivisions, to Contractor. Contractor shall promptly repair, or arrange for the repair of. all damage to private property caused by its employees within ten 110] days of the complaint being received. B.Noise. All collection operations shall be conducted as quietly as possible and shall conform to any federal, state, County and City noise level regulations. The noise level shall not exceed 95 decibels at a ~listance of 25 feet from the collection vehicle, as provided in Municipal Code Section 9.10.060/h). The City may conduct random checks of noise emission levels to ensure such compliance. C.Service Quality. Contractor shall promptly (within ten (10/ days/ and courteously respond to, and satisfactorily resolve. Customer complaints relating to: missed pick-ups,-spills and litter resulting from collection; collection schedule changes; broken or missing containers; improperset-outs: noise; obstruction of traffic or sidewalks during collection; and collection vehicle operation, including safety. 4.12 Litter Abatement, A.Minimization of Spills. Contractor shall use due care to prevent Solid Waste, Recyclable Materials, Organic Materials, or Yard Trimmings from being spilled or scattered during the collection or transportation process. If any Solid Waste, Recyclable Materials, Organic Materials. or Yard Trimmings ~s spilled, Contractor shal.1 promptly notify the City and clean up all spilled materials, whether on private or public property. Each collection vehicle shall carry a broom and shovel at all times for this purpose. Contractor shall not transfer loads from one vehicle to another on any public street or private roadway, unless it is necessary ~o do so because of mechanical failure or damage to a collection vehicle which renders it inoperable. ] 5 1368748.I0 Bo Clean Upo The Contractor shall clean up litter in the immediate vicinity of any Solid Waste, Recyclable Materials, Organic Materials, or Yard Trimmings storage area (including the areas where collection contmners or bins and debris boxes are placed for collection] whether or not Contractor has caused the litter. Contractor shall notify the Customer and the City after the second such occurrence at a specific Premises in a calendar year. City may require the Customer to accept and pay for increased se~wice ti.e., a larger bin or more frequent collections). 4.13 Hazardous Waste A.General. Contractor shall be aware of. and comply with, all laws and regulations relating to the handling and transportation of Hazardous Waste and hazardous materials, including those regarding training and documentauon. Notice to Customers..Contractor shall notify all Customers at least once a year of (i) the prohibition against the disposal of Hazardous Waste in containers placed for collection by Contractor, (ii) the obligation of each Customer to provide for the proper handling and disposition of Hazardous Waste, and (iii) options available to Customers for the collection and appropriate processing of Hazardous Waste. To the extent that Contractor has actual knowledge of the existence of such Hazardous Waste in acontainer placed for collection, Contractor shall not collect such container. Contractor shall, prior to leaving the location where such Hazardous Waste has been observed, leave a tag at least 3" x 6" which informs the customer why the collection was not made and lists the telephone number for the City of Palo Alto Household Hazardous Waste Management Program. C.Contractor to SeKreKate and Dispose. In the event Contractor inadvertently collects any Hazardous Waste and during the course of transportation and disposition becomes actually aware that it has collected such Hazardous Waste, Contractor shall segregate the Hazardous Waste, and shall arrange for xts ~ransport to a properly permitted recycling, ~rea~ment or disposal facility of Contractor’s choosing. Contractor shall be solely responsible for the transport and appropriate disposition of all Hazardous Waste that is collected by the Contractor. Contractor shall cooperate with City attempts to locate and collect from the responsible Customer. 1368748.10 D0 O~p_eratir~g Procedures and Employee Training° Contractor shall .establish, implement and maintain written operating procedures designed to ensure Contractor’s utilization of techniques generally accepted in the waste hauling industry for cities of the size and demographic composition of the City of Palo Alto, to handle and dispose of Hazardous Waste and its compliance with the provisions of this Section 4.12. Contractor Shall establish, implement and maintain an employee training program and shall ensure that employees responsible for the identification of Hazardous Waste are fully trained. Contractor shall maintain documentation which describes the training received by its employees. 4.14 Provision of Emergency Services. Contractor shall provide emergency services at the City’s request in the event of ma~or accidents, disruptions, or natural calamities. Emergency services may include, but are not limited to: assistance handling, salvaging, processing, cdmposting, or recycling materials; and disposing of Solid Waste. Contractor shall be capable of providing emergency services within twenty-four (24) hours of notification by theCity or as soon thereafter as is reasonably prac.tidal in light of the circumstances. Emergency services which exceed the Contractor’s obligations shall be compensated in accordance with Article 9. If Contractor cannot provide the requested emergency services, the City will have the right to take possessio~{ of the Contractor’s equipment for the purposes of providing emergency services. Contractor shall submit to City ninety (90) days prior to commencement of collection services (i.e., on or before April 2, 2009), a written contingency plan demonstrating Contractor’s arrangements to provide vehicles and personnel and to maintain uninterrupted service in case of natural disaster or other emergency, including the events described in this Section and Section 11.10. 4.15 Public / Customer Service and Accessibility A.Office. Contractor shall establish and maintain an office in the City or within two (2) miles from the City boundary ff the Geng Road site cannot be made available. 13687~8.10 B o Office Hours. Contractor’s office shad] be open to the public from 8 a.lm. to 5 p.m. Monday through Friday On those Saturdays on which collection services are performed, the office shad] be open from 8 a.m. until all collection routes have been completed The office may be closed on Sundays and holidays, as defined. C.StaffinZ. At least two (2) thoroughly trained and knowledgeable customer service representatives shad] be present at the Geng Road office whenever it is open to communicate with the City, and assist members of the public with questions, complaints about service, initiating and terminating service, paying bills, and other similar matters. D.Telephone. Contractor’s office shall be equipped with telephone equipment sufficient in number and capacity to allow calls received during office hours ro be answered by an employee within five (5) rings. Any caller on hold for more than ninety (90) seconds shall have the option of remaining on hold or being switched to a message center where the caller may leave a message. Callers "on hold" shall be connected to a customer service representative within an additional ninety (90) seconds. All messages left shah be responded to within sixty (60} minutes. If these standards are not consistently met, or ff an excessive number of callers are placed on hold, City may require Contractor to install additional telephone lines or provide additional staff coverage. Calls received when the office is closed shadl be recorded and answered before 12 noon on the following workday. Contractor shall arrange for its telephone number to be :listed in all telephone directories generally distributed in the City, on ad] written materials distributed by Contractor, and on Contractor’s web site. ~ontractor shall be capable of responding to telephone calls in English, Spanish [and such other languages as City may require]. Contractor shadl use its best efforts to secure the same telephone number as the predecessor service provider. ] ~1368748.10 Eo Correspondence. Contractor shall respond to all written correspondence, including those sent electronically /".email"), from City or Customers within three {3) business Days. F.Emergency Contact. Contractor shall provide the City with an emergency telephone number so that tbe City can reach a representative of Contractor, authorized to act On Contractor’s behalf outside of office hours. The emergency representative shall respond ~o any call f~om City within one (1) hour. Web Site. Contractor shall establish and maintain a web site which will provide a~ ]east the following services and capabilities: (1) provide answers to frequently asked questions; (2/ list the Contractor’s oflSce address, mailing address {if different), telephone and email contact information; {3) a curren~ schedule of collection days and rou~es; {4) a.schedule of the curren~ City-approved ra~es and charges, (5) lists of materials that n~ay (or should not} be placed i~ Solid Waste, Recyc]able Materials and Yard Trimming containers; (6} allow Customers ~o schedule services and request changes in service, including cancellation, and ~o file complaints; and (7) contain a link to the City’s web site. The information posted on Contractor’s web side shall be consisten~ with City’s web site information, unless otherwise approved by City. H.Large Customers Contractor shall designate specific employee(s) ~o be responsible for large customers (the ~op 50 waste generators) in order to maintain a good working relationship with the Customer and resolve problems in a timely manner. La.rge customers shall be provided an itemized list of charges by address of each customer’s facilities, within 24 hours of a request. 4.16 Billing and Collecting For Specific Services. When Contractor is requested to provide special services (primarily on-call drop box serv{ce), it shall determine whether the Customer has a utility account in good standing with City. If so, Contractor will notify City of the service provided and City will bill the Customer. If the Customer does not have a utility account in good standing with the City, Contractor shall require payment prior to delivery of the service (i.e., before or when the drop box is delivered to the site). Payment will be accepted in cash, certified check payable to Contractor, or credit card. Contractor shall notify City of the service provided and the 19 1368748.10 axnoun~ collected and shall remit all funds collected to City as provided in Attachment C. 4.17 Drop-Off and Rec¥clinK Center. Contractor shall operate the Drop- Off and Recycling Center ("Recycling Center"~ located at the entrance of the Palo Alto Landfill. The principal purpose of the Recycling Center is to provide a convenient location for residents of the City and other communities to deliver recyclable materials, household electronic devices, hazardous wastes, large appliances and other materials. The Recycling Center’s hours of operation will be the same as those of the Pal~ Alto Landfill; currently these are 8 a.m to 5 p.m., seven days per week, except the three holidays. Contractor ~vill provide a minimum staff of two full time employees Who will be on site at all times the Recycling Center is operating. Employees will be trained in the safe handling of household hazardous wastes and electronic wastes and familiar with the laws and regulations applicable to Certified Appliance Recyc]ers. Theywillbe able to communicate effectively with members of the public regarding the proper bins/locations ~n which to deposit materials and shah serve as ambassadors of the Cits~’s waste prevention and recycling programs. Contractor will furnish a forklift which shall be on site and operating in excellent condition at all times. Contractor shall furnish all containers necessary for the safe and efficient operation of the Recycling Center. Containers shall be clearly marked so that members of the public can readily identify the type of maferials that may be placed in each container. Containers shall be painted and maintained on a regular basis, at frequencies no less than those required for other containers in Attachment C. Contractor shall receive, sort, consolidate, process, store, transport and market recyclable materials delivered [o the Recycling Center, all as described in Attachment C, Section 6. Attachment C, SectiOn 6 a]so contains: 1368748.10 o A list of acceptable materials; o Procedures required for removal and handling of regulated materials such as mercury and CFCs; o Additional duties of employees on site. Contractor shall maintain the Recycling Center in a clean, neat and safe condition at all times and shall collect and dispose, of all litter generated during operations on a daily basis and immediately Upon request by City. Contractor shall operate the Recycling Center as a certified appliance recycler in accordance with Health and Safety Code Section 25211 et s~q., Public Resources Code Section 42160 et s~q., and associated regulations. When .the Palo Alto Landfill ceases operation, the City may, in its sole discretion, terminate operation of the Recycling Center, operate such a center with its own ’forces or those of another city or private company, or continue its operation by Contractor at a different site. If the Contractor continues to operate the Recycling.Center, the parties will meet to consider whether the new location or any changes in the scope of work requires an increase ~n, or warrants a reduction in, Contractor’s Compensation. 21 1368748.1( 5.01 General. Contractor shall transport all Solid Waste, Recyclable Materials, including Construction and Demolition Debris to be Recycled, Yard Trimmings, and Organic Materials collected pursum~t to this Agreement to the facilities identified in this Article 5. Contractor will deliver matel-ial collected in the City directly to each of the facilities described below and will not commingle any material collected Kom outside the City in the vehicles used to deliver City materials to these facilities. Contractor shall not deliver Solid Waste, Recyclable Materials, including qualifying loads of Construction and Demolition Debris, Yard Trimmings or Organic Materials to facilities other than those identified in this Article without the prior written approval of City. 5.02 Transportation of Solid Waste. Contractor shall transport and deliver all Solid Waste collected pursu.ant to this Agreement to the Sunnyvale Materials R, ecovery and Transport Station ("SMART Station") in Sunnyvale or to the Palo Alto Landfill in Palo Alto, as directed by City from time to time. Contractor recognizes that the PaloAlto Landfill is scheduled to close in 20 t 1. Contractor shall cooperate with the operators of the SMART Station and the Palo Alto Landfill with regard to operation~ therein including, by way of exainple, complying with directions from the operator to unload collection vehicles in designated areas, accqmmodating to maintenm~ce ~perations and construction of new facilities, and cooperating With the operator’s hazardous waste, exclusion program and tonnage tracking system..’ 5.03 Transportation of Recyclable Materials. Contractor shall transport and deliver all Recyc!able Materials collected pursuant to this Agreemerit,.includin, g those delivered to the Recycling Center, to the Greenwaste Material Recovery Facility located at 625 Charles Street, San Jose. 5.04 Transportation of Yard Trimmings. Contractor shall trdnsport and deliver all Yard.Trimmings collected pursuant to this Agreement to the composting facility at the Palo Alto Landfill until that facility ceases operation, if the City directs, Yard Trimmings will be delivered to the SMART Station at no additional cost. 1368748.10 Therea~fter, Yard Trimmings shall be transported and delivered to the SMART Station unless otherwise directed in writing by City. 5.05 Transportation of Construction and Demolition Debris for RecyclinKo Contractor shall transport and deliver all Construction and Demolition Debris collected purs~ant to this Agreement to the Zanker Road Materials Processing Facility located at 675 Los Esteros Road, San Jose or to the Zanker Road Resource Recox~ery Operation and Landfill, located at 705 Los Esteros Road, San Jose for Recycling. 5.06 Transportation of OrKanic Materials. Contractor shall r.ransport and deliver Organic Materials collected fl-om Commercial/Industrial Premises and food waste collected at special events to the Greenwaste Material Recovery Facility, from which they will be transported to the Z-Best Composting Facility located at 980 State Highway 25, Gilroy for composting. 23 136874LI0 ARTICLE 6. PR©CESS~NG OF MATERIALS FOR RECOVERY AND REUSE 6°01 General. Contractor recognizes that the City Council has adopted, as a matter Of municipa~ policy, the goal of minimizing the amount of materials that are disposed of in landfills and that the activities described in this Articl~ are essential components of achieving that goal. A major factor in the City’s decision to award this Agreement to Contractor has been’ the Contractor’s represel~tations and assr~rances as to the levels of recovery and reuse that will be achieved by processing at the facilities identified in this Article. 6°02 Recyclable Material Processing A.Capacity and Priority Assurances. Contractor shall secure by the Effective Date a written assurance from the owner/operator of the Greenwaste Material Recovery Facility (Greenwaste MRF) that (1) it has the physical capacity to accept and effectively process all Recyclable Materials delivered to the facility from the City in ¯ acidition to may Recyclable Material which it is currently contractually committed to accept and process; (2) its solid waste facility permit, and all other permits from governmental agencies necessary for it to operate, authorize it to accept and process the Recyclable Materials expected to be delivered fl~om the City in addition to any Recyclable Material which it is currently contractualiy committed to accept and process; and (3) it has committed, or will commit, to assign Recyclable Materials. collected in the City by Contractor and delivered to the facility higl~er priority in processing and marketing than all similar materials, other than those which are delivered under contracts which the facility owner/operatbr entered into before the Effective Date of this Agreement B.Processing. Contractor shal] assure that a11 Recyclable Materials delivered to the Greenwaste MRF are p~ocessed (sorted, cleaned and baled) for Recycling and!or reuse in accordance with the Processing Standards set forth in Attachment E. Co No Disposal/Residue Limit. Contractor shall ensure that Recyclable Materials it delivers to the Greenwaste MRF are no} incinesated or disposed of at a laJadfill, except as provided in the %llowing sentence. Unm’arketable residue, not to exceed eight percent (8%J by weight of mixed Recyclable Material delivered from City, measured as provided in Attachment E, may be disposed of at a permitted disposal site. D.NlarketinK. Contractor shall ensure that no less than mnety two percent (92%) by weight of the Recyclable Materials delivered to the Greenwaste MRF is marketed for Recycling or reuse, such that those materials will qualify as having been diverted under CIWMB regnalations Eo Weighing. Contractor shall ensure that the owner ~operator of the Oreenwaste MRF 6perates scales at the facility that are registered with the County Department of Weights & Measures. The scales shall be regularly maintained to ensure their reliability and accuracy. Inspection reports and maintenance records shall be made available for review by City on request. All Recvclable Materials delivered to the Greenwaste MRF will be weighed upon initial deliverg. Gross, tare and net weights will be recorded, along with vehicle number, date and time of delivery. F. Reportin .g~_Contractor will arrange for accurate, complete and timely reports on Tons of Recyclable Materials delivered to Greenwaste MRF, Tons of Recycled Materials marketed and prices received, and Tons of residue disposed to b~ produced by the owner!operator of the facility m~d furnished to City as provided in Attachment E. G.Inspection. Contractor shall arrange for City to have flee access to inspect the Greenwaste MRF during business hours. 6.03 Construction and Demolition Debris Processing A.Capacity and Priority Assurances. Contractor shall secure by. the Effective Date a written assurance from the owner/operator of the Zanker Materials Processing Facility (ZMPF) and the Zanker Road Resource Recovery O~eration and Landfill (ZRRROLI that (1} each facility has the physical capacity to accept and effectively process all C&D Debris delivered to the facility from the City in addition to any C&D Debris which they aye currently contractually committed to accept and process; (2) the solid waste facility permits, and all other permits from governmental agencies necessary for each facility to operate, authorize them to accept and process the 1368748.10 C&D Debris expected to be delivered from the City in addition to any C&D Debris which they are currently contractually committed to accept and process; an~d (3) it has comm!tted, or will commit, to assign C&D Debris collected in the City by Contractor and delivered to either facility higher priority in processing and marketing thm~ all similar .materials, other than those which are delivered under contracts which the facility owner/operator entered into before the Effective Date of this Agreement. B. " Processin .g.~Contractor shall assure that all-C&D Debris delivered to the ZMPF or the ZRRROL is processed (sorted, cleaned and baled) for Recycling and/or reuse in accordance with tlie Processing Standards set forth in Attachment E. C.No Disposal/Residue Limit. Contractor shall ensure that C&D Debris it delivers to the ZMPF or the ZRRROL is not disposed of at a landfill, except as provided in the following sentence. Unmarketable residue, not to exceed twenty five percent (25%) by weight of the total combined mixed and single source separated C&D Debris delivered from City to both facilities, measured as provided in Attachment E, may disposed of at a permitted Landfill. D.Marketing. Contractor shall ensure that no less than seventy five percent (75%) by weight of the total combined mixed and single source separated C&D Debris delivered fi’om City to both facilities is marketed for Recycling or reuse, such that those materials will qualify as having been diverted under CIWMB regulations. E.Weighing. Contractor shall ensure that the owner/operator of the ZMPF and the ZRRROL operates scales at each facility that are registered with the County Department of Weights & Measures. The scales shall be regularly maintained to ensure their reliability and accuracy. Inspection reports and maintenance records shall be made available for review by City on request. All C&D Debris delivered to the ZMPF or the ZRRROL will be weighed upon initial delivery. Gross, tare and net weights will be recorded, along with vehicle number, date and time of delivery. F.Reporting_Contractor will arrange for accurate, complete and timely reports on Tons of C&D Debris delivered to ZMPF or the ZRRROL, Tonsof C&D Debris marketed and prices received, and Tons of residue disposed to be produced by 1368748.1[ the owner/operator Of the ZMPF and the ZRRROL and furnished to City as provided in Attachment E. Go Inspection. Contractor shall arrange for City to have free access to inspect tl~e ZMPF m~d the ZRRROL during business hours. 6.04 Organic Materials Processing A.Capacity and Priority Assurances. Contractor shall secrete by the Effective Date a written assurance from the owner/operator of the Z-BEST Composting Facility (Z-BEST) that (1) it has the physical capacity to accept and effectively process all Organic Materials delivered to the facility Kom the City in addition to any Organic Materials which it is currently contractually committed to accept and process; (2) its so,lid waste facility permit, and all other permits from governmental agencies necessary for it to operate, authorize it to accept and process the Organic Materials expected to be delivered from the City in addition to any Organic Materials which it is currently contractually committed to accept and process; and (3) it has committed, or wii1 commit, to assign Organic Materials collected in the City by Contractor and delivered to the facility higher priority in processing and marketing than all similar materials, other than those which are delivered under contracts which the facility o~vner/operator entered into before the Effective Date of this Agreement. Bo ProcessinK. Contractor shall assure that all Organic Materials delivered to Z-BEST are processed for use as compost, mulch, or Soil amendment in accordance with the Processing Stm-~dards set forth in Attachment E. C.No Disposal or Use as ADC. Contractor shall ensure that Organic Materials it delivers to Z-BEST are not disposed of at a landfill or used as alternative daily cover at a landfill. Inorganic contamination, not to exceed ten percent (10%} by weight of Organic Materials delivered from City, measured as provided in Attachment E, may-be disposed of at a permitted disposal site. Do Marketing. Contractor shall ensure that no less than ninety percent (90%) by weight of the Orgamc Materials collected in City and delivered to Z- 27 1368748.10 BEST is processed for use as compost, mulch, or soil amendment such that those materials will qualify as having been diverted under CIWMB regulations. E.WeiKhing Organic Materials Will initially be delivered to the Greenwaste MRF and weighed. Thereafter, they will be loaded into transfer vehicles for transport to Z-BEST. All Orgm~ic Materials delivered to the Z-BEST will also be weighed upon initial deliver.T. F. ReportinK. Contractor will arrange for accurate, complete a~d timely reports on Tons of Organic Materials delivered’ to the Greenwaste MRF and to Z- BEST. Tons of Orgmaic Materials marketed and prices received, and Tons of residue disposed to be produced by the owners/operators of the Greenwaste MRF and Z-BEST, and furnished to City as provided in Attachment E. G. Inspection. Contractor shall arrange for City to have free access to inspect Z-BEST during business hours ARTICLE 7. EQUIPIV~ENT, PERSONNEL AND FACILITIES 7.01 General. Contractor shah furnish all equipmen~ necassary to perform safely and efficiently the services required by this Agreement except for the Containers furnished by the City which aye listed on Attachment F. 7.02 Vehicles. A. General. Contractor sh~ll provide collection and auxiliary vehicles of the type, size and configuration, and in the quantities shown on Attachment G. All such vehicles shall be suitable in design and construction for arduous heavy-duty service. All vehicles shall comply with all laws and regulations including but not limited to the California Air Resources Board regulations for solid waste collection vehicles codified at 13 CCR Sectio5 2020 st seq. Purchase of Vehicles. 1.Purchase of New Vehicles. All of the vehicles.placed in service on July 1, 2009 shall be new and unused, other than those to be purchased from Palo Alto Sanitation Company (PASCO/, the current service provider, which are described in subsection 2. Use of newly acquired vehicles for weekend training of drivers to be employed by Contractor and dedicated to service in City shall not disqualify such vehicles from being "new and unused." 2.Purchase of PASCO Vehicles. Contractor shall purchase six (6/ collection vehicles powered by compressed natural gas (CNG/ from PASCO, as well as three (3) other ancillary vehicles. All of these vehicles are separately identified in Attachment G, together with their initial purchase prices and depreciation schedules. City will provide Contractor with CNG at no cost, at its fueling faciliky located at 320 i East Bayshore Road. Paio Alto. Concurrently with the approval of this Agreement by City, Contractor will be issued a fueling permit by City containing the terms and conditions of Contractor’s use of that facility. 3.Purchase of Replacement Vehicles. Any vehicles purchased during the Term shall be new and unused. If it becomes necessary, a used vehicle may 1368748.10 be placed into eel-vice on a temporary basis doe., no more than-~ 90 days~, provided that is safe. in good operating condition, equivalent in design and capacity to vehicles in regular selwice m~d approved by the City. C,Vehicle Identification° The name of City and Contractor. Contractor’s local telephone number and a unique vehicle identification number for each vehicle shall be prominently displayed on all vehicles. City shall approve all details, including size, color and location of text. I.D. numbers and logo. D.Cleaning~ and Maintenance. 1.General. Contractor shall maintain all of its equipment used in providing service under this Agreement in a safe, neat, cleam and operable condition at all nines. 2.CleamnK. The exterior and interior of vehicles used in the collection of Solid Waste, Recyclable Materials, Organic Materials and Yard Trimmings shall be thoroughly washed by Contractor a minimum of twice per week and thoroughly steam cleaned at least once every week. City may inspect vehicles at any time to determine compliance with sanitation requirements and aesthetic conditions. Contractor shall make vehicles available to the City, the Saa~ta Clara County Department of Environmental Management and the Local Enforcement Agency for inspection, at any Kequency they request. 3.PaintinK. All vehicles.used in collection of Solid Waste, Recyclable Materials, Organic Materials..and Yard Trimmings shall be repainted by Contractor at least once every five years, unless the City determines that repaint~ng a specific vehicle at that frequency is not necessary because the vehicle’s appearance is satisfactory or Unless the City determines that repamting a specific vehicle earlier (due --- ~:"~o~ ~ ,~,e g~ves the appearance ofto g, amt~ damage, etc.} is necessarT to ensure ~* ~ -,~ having been repainted within the preceding twenty four (24] months. 4.Maintenance. Contractor shall (i) inspect each vehicle daily to ensure that the vehicle and all equipment ~s operating properly; and (ii) perform or cause to be performed all scheduled maintenance functions in accordance with the 1368748.10 manufacturer’s, specifications and schedule. Vehicles which are not operating properly shall be taken out of service until they are repaired and do operate properly. Contractor shall keep accurate records of all vehicle maintenance, recorded according to vehicle or part I.D., date, and mileage, and shall make such records available to the City and the California Highway Patrol upon request. 5.Repairs. Contractor shall repair, or arrange for the repair of, all vehicles and equipment for which repairs are needed because of accident, breakdown Or any other cause so as to maintain all vehicles and equipment in a safe and operable condition. If an item of repair is covered by a warranty, Contractor shall obtain warranty performance. Contractor shall maintain acdurate records of repair, which shall include the vehicle or part I.D., date/mileage, nature of repair and the signature of a maintenance supervisor that the repair has been properly performed. 6.Stora,~e. Contractor Shall arrange to store all vehicles and other equipment in safe and secure location(s). Vehicles shall be stored at Contractor’s corporation yard identified in Section 7.09 or at another location arranged by Contractor and approved, in advance and in writing, by City. Facilities used for storage or maintenance shall comply with all zoning and ]and use requirements applicable to the facility. City shall have access to the facilities at alltimes. Vehicles may not be stored (e.g., parked overnight) on City streets. E.Operation. Vehicles shall be operated in compliance with the California Vehicle Code and all applicable safety regulations and City ordinances. Vehicles shall be operated only by employees of Contractor who are appropriately . licensed by the California Department of Motor Vehicles. Contractor shall not load vehicles in excess of the manufacturer’s recommendations or limitations imposed by state or local weight restrictions on vehicles. Contractor shall be solely responsible for for violation of these requirements. Sale. If Contractor sells a vehicle or other equipment during the Term, its remaining undepreciated value shall be removed from the calculation of Contractor’s Compensation. If the equipment was fully depreciated before its sale, the B 1 13687~8.10 revenue received by Contractor from its sale shall be reported to City and deducted from Contractor’s Compensation. If such vehicle or eguipment must be replaced by a similar vehicle or equipment, depreciation on the new vehicle and/or equipment, based on an eight-year useful life in the case of vehicles, shall be included in Contractor’s Compensation. 7.03 Solid Waste, RecyclinK and Yard Trimming Containers. A.General. Contractor shall purchase, assemble and deliver to Customers containers for storage of (i) Solid Waste, (ii) Recvclable Materials, (iii) Organic M aterials, (iv) Yard Trimmings, (v) Construction / Demolition Debris_ and (v~/ "Recycling Buddies" for Multi-Family Premises, the type. size and initial qumatities or mimmum inventory of which are shown in Attachment H, All such containers shall be new and unused. The type, size and number of containers provided ~o each Customer shall be sufficient to contain, with the lid closed, all Solid Waste, Recyclable Materials and Yard Trimmings generated between collections. B.Repair and Replacement. Contractor shall repair or replace all containers damaged by collection operations or which do not meet verfdors’ Warranties. Customers shall be provided with .adequate numbers of containers available for use during all times between scheduled collection days. C.CleaninN, Painting and Maintenance of Contractor-Furnished Containers. Contractor shall maintain all Contractor-furnished containers in a functional condition and so as to present a clean and attractive appearance in the opinion of the Director. Such containers shall be painted and repainted as requested by City. Contractor-furnished containers that have been marked with graffiti shall be cleaned, repainted or removed from the Premises by Contractor within twenty-four (24) hours of notification by the Customer or City At the same time as such containers are removed, they shall be replaced by dean, like-sized containers furnished by Contractor. Contractor shall clean and maintain all Contractor-furnished containers in a safe and sanitary condition and whenever the City, or another agency with jurisdiction as a regulator, determines that cleaning is required to abate a health concern or nuisance condition. 136874g.10 in Attachment C. Other. Additional requirements related to containers are included 7.04 City Right to Purchase Equipment, Sales of~uipment. The City may purchase any or all equipment owned by Contractor at the expiration or earlier term~na.tion of this Agreement, at its net book value as shown on Contractor’s financi~ statements, which shall be no greater, than the pt~rchase price less the accumulated depreciation allowed for such equipment in payments of Contractor’s Compensation pursumut to Article 9. Contractor shall, prior to August 1., 2009, deliver to the City properly signed UCC-1 Financing Statements and all other documents necessary or appropriate for the City to secure its purchase options and shall file, or allow the City to file, such Statements and other documentation as provided in California Commercial Code. As new or replacement equipment.is purchased, similar documentation covering it shall be provided by Contractor within thirty (30) days of purchase. If Contractor wishes to lease (rather than purchase) the equipment which it is to fiarnish, it shall request City’s permission.to do so and provide.to City, for its approval, complete and accurate copies of all equipment leases which it proposes to enter into. Tl~e leases must provide t.hat the lessor will, if requested, consent to their assignment to City without charge upon the expiration or earlier termination .of this Contract and mus~ provide adequate mechanisms for the City to acquire title to equipment. Upon the City’s exercise of its option to purchase, Contractor shall sign and deliver bills of sale or other documents reasonably requested by City to evidence the transfer of title to all equipment purchased. City has no obligation to acquire Contractor’s vehicles, or any other Contractor equipment, at the end of the initial Term or as it may be extended, nor to pay the undepreciated valu~ (net book value) of such vehicles or equipment then or upon the earlier termination of this Agreement. 7.05 Personnel. A.General. Contractor shall furnish competent and qualified drivers, mechanics~ laborers, managerial, supervisory, clerical, and other personnel in sufficient 1368748.10 numbers to provide the se~wices required by this Agreement in a safe and efficient manner. The minimum complement of full time personnel which Contractor will provide Ibr the scope of work descliibed m this Agreement shall be as shown on Attachment I. Contractor shall maintain a complete roster of employees providing service under this Agreement. The roster shall contain the name, home address, phone number, social securib, number, job classification, date of hire, driver’s license number, and such other information as City may reqmre. The City may inspect the roster, and make a copy thereof at Contractor’s expense. Driver Qualifications. All drivers shall be trained and qualified in the operation of was[e collection vehicles and must have in effect a valid license, of the appropriate class, issued by the California Department of Motor Vehicles. Each driver shall carry his/her license during work hours. Drivers must be proficient in the English language. C.Uniforms. Contractor shall require its drivers, and all other employees who come ~nto contact with the public in the City during working hours, to wear standardized uniforms bearing the Contractor’s name, and to carry an identification badge or other means of identifying the employee. The City will have the right to approve the style and color of the uniforms. Such uniforms shall present a freshly cleaned appearance. Employees sl~all be instructed to present employment identification cards to City staff, customers, security guards and law enforcement Officers upon request, during work hours D.Safety TraininK. Contractor shall provide, at least annually, comprehensive operational and safety training for all of its employees who utilize or operate vehicles or equipment for collection or processmg of Solid Waste, Recyclable Materials and Yard Trimmings, or who are otherwise directly involved in such collection or processing. Contractor shall train its employees involved in collection to identify, and not collect, Hazardous Waste or Infectious Waste and shall make clear that any scavenging of loads is prohibited. Contractor shall prsvide the name of its safety officer, ]368748.1o the frequency of its training, and a copy of its training policy and safety training program to City upon request. E.No Gratuities. Centractor shall not permit its employees to demand or solicit, directly or indirectly, any additional compensauon or gratuity from members of the public for.the collection of Solid Waste, Recyclable Materials and Organic Materials. F.Employee Conduct and Courtesy. Contractor shall use its best efforts to assure that all employees present a neat appearance and conduct themselves in a courteous manner. Contractor shall regularly (at least annuallyj train its employees m customer courtesy, shall prohibit the use of loud or profane language and the removal of any materials from loads, and shall instruct collection crews to perform the work as quietly as possible. If an)" employee is found not to be courteous or not to be performing s~r~dces in the manner required by this Agreement, Contractor shall take all necessar57 corrective measures, including, but not limited .to, transfer, discipline or termination. If City has notified Contractor of a complaint related to discourteous behavior, Contractor shall, upon request of City, reassign the employee to duties not entailing contact with the public while the Contractor is pursuing its mvestigation, disciplinary, and retrainmg process. G.Provision of Rec cy~liling_/Public Education Specialist. Contractor shall designate one qualified employee as speci~,~tist of recyclmg and public education activities. The specialist will devote all of his or her time to these activities, some of ~vhich are described in Attachment C. COntractor Shall notify City, in writing, of the name of the specialist prior to commencing operations and whenever there is a change in the staffing of the position. H.On_g~ TraininK and Testing. Contractor Shall provide safety trmning on an ongoing basis and shall conduct random drug and alcohol testing of employees in safetv-sensitige positions in compliance with regulations issued by the U.S. Department of Transportation. Contractor shall furnish City with a copy of its training manual and schedule of training of employees; City may require Contractor to 35 1368748.10 include specific topics m such manual and training program. City may attend and observe a_ny safe _ty or operational training classes. Sober and Drug-Free Workplace. Contractor shall adopt policies and procedures consistent with State and federal law that ensure a sober and drug-free workplace. This includes strictly prohibiting unlawful manufacture, distribution, possession, or use of any controlled substance in the workplace, regardless of whether the employee is on duty at the ume. Further, the policies and procedures shall prohibit an employee from operating either City or Contractor equipment and vehicles (whether on or off duty) while under the influence of alcohol or drugs. The purpose of these policies and procedures is to ensure workplace safety, productivity, efficiency, and the quality of Contractor’s service to Customers_ J.City Role in HirinK of Key ManaKement Employees. Before extending an offer of employment for the position of general manager, operations manager, or education/outreach manager: Contractor shall provide the Ci’ty with proposed position desdriptions and an opportunity to review reformation about the background and experience of the person(sJ being considered, as well as an opportunity to meet with those persons. Contractor shall give thoughtful consideration toCity’s comments on the job descriptions and to its advice about each candidate, but shall have the ultimate right to make employment decisions in its best business judgment. This provision applies to the initial hiring for these three positions and to subsequent hirings during the Term if and When such position[s) become vacant. 7.06 Use of Workers Not Employed by Contractor. All drivers, mechanics, customer service representatives, supervisorY and managerial workers shall be direct employees of Contractor. If Contractor engages any workers through an independent contractor, such as an empl0ymen[ agency, it shall ensure that such contractor or agency: 1.Provides all such workers compensation equal to that which Section 7.08 would require Contractor to pay if the workers had been hirett as its own employees. 1368748.10 2.Complies with the nondiscrimination requirements imposed on Contractor by Section 12.14; 3.Maintains comprehensive general liabili .ty, ’workers compensa’tion and employer’s liability insurance covering such workers in the amount required by Section 10.02 and with policies meeting the other requirements of Section 10.02. Contractor shall be responsible for p<oviding qualified and competent workers, whether as direct employees or through workers furnished by an independent contractor. Contractor shall also be responsible for providing sufficient training to all workers so that they can perform the work in a safe and competent manner and are thoroughly familiar with the work which Contractor is required to perform and the standards it is required to meet by this Agreement. If workersprovided bya particular independent contractor prove persistently unsatisfactory, City may require that Contractor either secure workers through a different independent contractor or hit8 qualified and competent employees directly. Contractor shall defend and indemnify City from and against any claim or suit filed by any independent contractor furnishing workers to Contractor. 7.07 Initial HirinK. A.Contractor shall fill the positions required to perform the ~vork required by this Agreement, in the job classifications listed in subsec.tion C below, by first offering employment to those employees of the predecessor contractor (Palo Alto Sanitation Company) (1) who have been working continuously from January l, 2009 in one or more of the listed job classificati0ns,.(2) who are eligible for employment uffder federal and state law, (3) who meet the Contractor’s minimum employment standards for new employees related to California Vehicle Code violations and driving safety, (4) who have not been convicted of a crime that is related to the job or job performance, and (5) who do not present a demonstrable danger to customers, co-workers or Cib~ employees. 1368748.10 If Contractor does not have enot~gh positions available in the listed job classifications to offer employment to all of the predecessor contractor’s employees who are eligible for employment under subsection A, Contractor shall maintain a list of the predecessor contractor’s employees who were not offered employment. If any positions become available during the first six (6) months of operation {i.e., from July l. 2009 through December 31, 2009}, Contractol- shall offer employment to persons on the list by seniority within each job classification. C.The job classifications covered by this section are drivers, mechamcs, laborers, field supervisors, and ct~stomer sel-vice representath~es. not apply to management, or other administrative or clerical employees. It does 7.08 Wages and Benefits. A.Upon commencemen< of operations on July 1, 2009. Contractor shall pay employees wages and benefits 1~o less than the total hourly wage shown on Attachment J-], increased in each case by the same percentage that the Consumer Price Index, All Urban Consumers for the San Francisco-Oakland-San Jose Metropolitan Area ("Index") has increased between April 2008 [i.e., 222.074) and April 2009. The total hourly wage in each job classification shall be increased on July 1, 20 l0 and on July ] of each year thereafter by an amount not less than the percentage that the Index has increased between April 2009 and April 2010. in the case of the adjustment to be made on July 1, 2010, and between the corresponding Aprils in succeeding .years. B.Contractor must provide a health t~enefit program for employees: in the job classifications listed in Section 7.07.C, substantially identical to the program described in its Proposal. C.The hourly cash equivalent of benefits such as sick leave, vacation/holiday, and health insurance will be determined as shown on Attachment. J-2. Subject to the requirement in subsection B for a health insurance program, Contractor may provide any combination of wages and benefits so long as the hourly cash equivalent of such Combination equals the "total hourly wage" shown on Attachment J-1, as adjusted. 3 8 ~13687~8.10 D.Contractor will (1) recognize vacation accrual rates based on seniority earned by employees during their service with the current collector; and (2) allow employees who worked for the current collector an~d who had previously scheduled vacation during July through September 2009 to take up to ten (10) working days of that vacation as scheduled despite not having accrued sufficient vacation with Contractor, provided such employees agree that subsequent accruals of vacation will first be applied to offsetting the vacation advanced by Contractor. E.-Contractor shall promptly furnish the City information that it requests,, including certified payrolls, to verify Contractor’s cornpliamce with this section. 7°09 Facilities. Contractor shall provide all facilities necessary for vehicle parking and maintenmace, container storage and maintenance,, employee parking, administration and all other activities required to provide the services required by this Agreement. Contractor shall own 5r lease the facilities: secure all permits needed to conduct operations at the facilities and operate in compliance with such permits; design, finance and construct any site improvements; and maintain the facilities in good condition. The Contractor’s corporation yard shall be located in Sea~ta Clara Obunty. No later than January 1, 2009, Contractor shall enter into a lease for the corporauon yard and provide City a copy of the fully-executed lease. The lease term shall begin no later than July 1. 2009. Contractor shall comply with the terms of the lease for the corporation yard. Contractor shall not move its operations to a different site without prior notice to, and written approval of, City. Concurrently with City approval of this Agreement, Contractor will enter into a lease with the City for use of an approximately 0.9 acre parcel of City-owned property at 2000 Geng Road, is to be used for administrative purposes (including route supervision and customer service functions) and for limited storage of containers such as wheeled carts and bins to be delivered to customers. The initial monthly rental, commencing July 1, 2009 will be Twelve Thousand One Hundred Fifty Dollars ($t2. 150 . The ~ental payments have been included in Contractor’s Compensation shown on Attachment N-1. 39 136874S.10 In s~bsequent years, rent will be adjusted by reference to a spec~i]ed index and thereafter modified to reflect market rental rates. Rental payments are included in Contractor’s Compensation as a pass through cost, as shown on Attachment N-1 and N-2 and will continue to be reimbursed on a pass through basis as they are adjusted or modified throughout the Term. If the County imposes a possessory interest tax on Contractor’s ]easeho]d interest, those tax payments will also be reimbursed as a pass through cost. Contractor shall comply with the terms of the lease for the Geng Road site. 4O /368V48.10 ARTICEE 8o RECORD KEEPING, REPORTING AND INSPECTIONS 8.01 General. Contractor recogmzes that maintenance of complete, accurate, reliable and verifiable records of its operations and timely submission to City of accurate and complete reports is an essential aspect of the service to be provided by it under this Agreement. 8°02 Record KeepinK; Audit. Contractor shall maintain accurate records of its operations in sufficient detail to allow for accurate determinations of all matters that require periodic determination under this Agreement. These records shall cover (i) personnel, {ii] equipment, (iii] collection operations, /iv] customer se~wice Iname, address, se~wice level and changes, special collection details, etc.], (v) recycling operations, (vi) financial transactions, Ivii] billings by Contractor for services provided and other matters, in such detail and format necessal7 to compile the reports required by this Agreemen.t, including those identified in Attachment K-1. City may review and make copies (at Contractor’s expense}, of all of Contractor’s operational and business records related to this Agreement, including those described in this section. City may, at any reasonable time during the Term and for three (3) years thereafter, audit Contractor’s records pertaining to matters covered by this Agreement. Contractor shall maintain and retain such records for at least three (3) years after the exp~rauon or earlier termination of this Agreement. Contractor shah maintain record security sufficient to prese~we records from destruction or damage from reasonably foreseeable events including fire, earthquake and theft. Data maintained in an electronic medium shall be protected, and backed up, with a copy stored at a separate site from the original data. Contractor may utilize a record storage sere,ice to store at a secure off-site location those records to which immediate access is not needed, so long as those records can reliably be retrieved within 24 hours after a request by Contractor or City. 8.03 Data ManaKement; Billin~ SuRRort Contractor shall provide a data management system capable of supporting City’s delivery of accurate and timely bills to Customers. The specific capabilities of this system are described on Attachment K-2. 1368748.10 8°04 ReportinK. Contractor shall compile and s{~bmit complete and accurate reports required by this Agreement, including those identified in Attachment K-1, m the format and at the frequencies specified. Reports identified on Attachment K-1 shall contain a s~atemenL signed by the Contractor’s representanve designated pursuant to Section 12. t2.B, that the report is complete and accurate to the representative’s knowledge, after due inquiry. 8.05 Right to Inspect Operations City will have the right, but not the obligado~.~, to observe and inspect all of the Contractor’s operations involved in providing se~wice under this Agreement. Contractor shall cooperate fully with such inspections. In connection therewith, City will have the right to enter any facilities operated or used by Contractor during operating hours, speak to any of Contractor’s employees /and those of any subcontractorl and receive accurate responses from such employees ~o any inqmries directed to such employees. In addition, upon reasonable notice and without interference with Contractor’s operations, City may review and copy any of Contractor’s operational and business records related to this Agreement. If City so requests, Contractor shall make specified personnel available ~o accompany City employees on inspecmons and shall provide electronic copies of records stored in electronic media. 8.06 Compliance Reporting. Contractor shall submit monthly, quarterly and annual reports to the City documenting the disposition of Solid Waste, Recyclable Materials, and Yard Trimmings and shall format such reports so that they may be ~Sed by the City ~o demonstrate Compliance with the reporting requirements of the Act or any other subsequently enacted federal or state laws or regulations governing integrated waste management. 8.07 Reports as Public Records. The reports, records and other information submitted (or required to be submitted) by Contractor to City are public records within the meaning of that term in the’ California Public Records Act, Government Code Section 6250 ~ seq. Unless a particular record is exempted from disclosure by the California Public Records Act, it will be disclosed to the public by the City upon request. 13687~8.10 ARTICLE 9. C©IV~PENSATION 9.01 General. Contractor’s Compensation provided for in this Article shall be the full, entire, and complete, compensation due to Contractor pursuant to this Agreement for all labor, equipment, materials and supplies, ’cost of capital, payments to processors, payments to subcontractors, taxes, insurance, bonds, overhead, profit, and all other things necessa~ to perform all the services in the manner required by this Agreement. Base Compensation for the first two years of the Agreement (FY 2009/10 and FY 2010/11) is established based on Contractor’s Proposal, as refined to reflect the final scope of services, which includes Zero Waste Selwices as well as Baseline Services. The costs associated ~vith providing the se,~dces ~o be covered by Base Compensation for FY 2009/10 and FY 2010/11 are set out in Attachment N-1. Contractor has carefully reviewed Attachment N-1 immediately before executing this Agreement. Contractor is satisfied that those costs, and the net revenue from sales of Recyclable Materials, are accurate and acknowledges that the Base Compensation set out in Section 9.03, adjusted as provided in Section 9.04 and supplemented as provided in Section 9.05, represents the entire compensation due Contractor. In subsequent years, Base Compensation wil] be adjusted annually, based on the application, of.specified indices produced by the U.S. Department of Labor. Bureau of Labor Statistics to specified cost pools and to the profit allowance, which together comprise Base Compensation. Both parties recognize that m some or all years Contractor’s actual costs may increase or decrease at rates different from the rates at which the various indices change. If Contractor’s actual costs are less than the costs adjusted by the specified indices, Contractor will be .entitled to retain the difference.. Conversely, if Contractor’s costs are greater than the costs as adjusted by the specified indices, Contractor will not be entitled to additional compensation to make up the difference. A fundamental principle underlying this Agreement is that Contractor is entitled to one hundred percent (100%/ of the revenues it receives from the sale of Recyclable Materials and other materials that it collects from within the City, including CRV revenues. Contractor has estimated the amount of those revenues for the initial two years of the Term and they are incorporated into the Base Compensation calculations for Rate Year One and Rate Year Two IAttachment N-l/. Similar to the cost pools shown 43 1368748.I0 on Attachment N-l, the revenue from sales of Recyc]able Materials shown on Attachment N-1 will be adjusted by the change in a specified index when calculating Contractor’s Base Compensation for Rate Period Three and subsequent Rate Periods. As with costs, both Parties recognize that actual revenues from the sale of Recyclable Materials may exceed, or fall short of, the calculated amounts in Rate Period Three and thereafter. As with costs, if such revenues exceed the calculated amount, Contractor is entitled to retain them, while if they fall short, City is not obligated to offset the shortfall. The cost of providing certain services is difficult to forecast because the extent to which such services will be demamded by customers is uncertain. For that reason, they are excluded from Base Compensation and will be compensated on a unit price and allowance basis as provided in Section 9.05. 9.02 Total Compensation. The Contractor’s Total Annual Compensation shall equal the sum of the following: o Base Compensation (Sections 9.03 and 9.04], including calculated net revenues from the sale of Recvclable Materials [including CI~V Revenues), Yard Trimmings, Construction and Demolition Materials, and any other material.s Collected pursuant to this Agreement; o Additional compensation for extra services provided which are compensated on a umt-price basis pursuant to Section 9.05 (Extra Service Compensation); and, o Adjustment Ireductionl for any Solid Waste or Yard Trimmings delivered to the City Landfill pursuant to Section 9.06 (City Landfill Adjustment). 9.03 Compensation for Rate Periods One and T~vo. A.Rate Period One. Contractor’s Base Compensation for Rate Period One, which is the 12-month period commencing July 1, 2009 and ending on June 30, 2010, shall be Ten Million Three Hundred Sixty Seven Thousand Two Hundred Seventy Nine Dollars ($10,367,279.00) as detailed in Attachment N-1. Contractor’s Total Annual Compensation for Rate Period One shall equal the sum of (i} Base Compensation for Rate Period One, (ill Extra Service Compensation, and [iii/ City Landfill Adoustment. if any. 1368748.1o Rate Period Two. Contractor’s Base Compensauon for Rate Period Two. which is the 12-month period following Rate Perio.d One li.e., from July 1. 2010 to June 30, 20111 shall be Ten Million Four Hundred Fifty Thousand SLx Hundred Seventy Four Dollars ($10.450.674.00), as detailed in Attachment N-1. Contractor’s Total Annual Compensauon for Rate Period Two shall equal the sum of (i) Base Compensation for Rate Period Two, (ii) Extra Service Compensauon; and, liii) City Landfill Adjustment, if any. 9.04 Compensation for SuBsequent Rate Periods. Conti-actor’s Base Compensation for all Rate Periods following Rate Period Two shah be determined using the index-based adjustment method presented in Attachment N-2. The method involves use of specified cost adjustment factors (the percentage change in various consurner prise indices] to ~alculate changes in the Contractor’s Base Compensation. The percentage change in the applicable indices is applied to the calculated cost pools and c.a]cu]ated net revenues from sale of materials collected that comprise the Contractor’s Base Compensation for the then-current Rate Period to determine the Contractor’s Base Compensation for the coming Rate Period. For example, in January 2012 when calculating Contractor’s Base Compensation for Rate Period Four (FY 2012/2013), the percentage change in cost indices will be applied to the calculated Rate Period Three cost pools to calculate Rate Period Four costs. The Contractor’s Total Annual Compensation for all Rate Periods following Rate Period Two shall equal the sum of the following: Attachment N-2; Base Compensation calculated using the formula presented in Rate Period; and, Extra Service Compensation for extra services performed during the ÷ City Landfill AdjuStment for Solid Waste and/or Yard Trimmings delivered to the City Landfill during the Rate Period, if any. 9,05 Compensation for Extra Services. Contractor’s Extra Service Compensation shall be the compensation provided to Contractor for services that are not included in the Base Compensation. These services include: Premises. Backyard/Sideyard Collection of Solid Waste from Single-Fm~ily B.Collection of Solid Waste, Recyclable Materials and Yard Trimmings from hard-to-service areas identified in Attachment C. C.Drop box service (scheduled and on-call). D.Cart Purchases. E.Special Events in excess of 16 per year. The Contractor shall be compensated on a unit-price basis for each of the extra services performed. Following completion of each calendar quarter, the Extra Service Compensation shall be calculated by the City based on its billing records and billing reports submitted by the Contractor. The Extra Services Compensation shall equal the sum of each umt-price fee multiplied by the number of extra services performed by Contractor during each month in the most-recently completed calendar quarter. The City will pay the Contractor on a quarterly basis in arrears for all extra se~wice performed. The Contractor’s unit-prices for Rate Periods One and Two are based on the Contractor’s Proposal and are presented in Attachment N-1. These unit prices shall be adjusted annually to reflect changes in a specified cost index m accordance with the procedures described in Attachment N-2. Contractor shall not be compensated for extra services other than those specified in this Section. The City may charge Customers additional fees for services such as collection of extra Bulky Items, but Contractor shall not receive extra compensation for these ser~zlces. Contractor shall keep accurate and complete records of services billed by Contractor to allow City to verify the accuracy of Contractor’s billing reports and to calculate dompensation for extra services. 4d 1368748.10 9.06 City Landfill Adiustment. If the City exercises its right under Section S.0 ] to direct Contractor to deliver Solid Waste to the City Landl]]] rather than to the SMART Station, Contractor’s Compensation shah be reduced to reflect the cost savings associated with transporting the Solid Waste a Shorter distance. The City Landfill Adjustment shall equal the per-ton City Landfill Credit multiplied by the number of tons of Solid Waste delivered to the .City Landfill. Based on the Contractor’s Proposal, the per-ton City Landi]]] Credit for Solid Waste in Rate Period One is Two Dollars ($2.00) per Ton and in Rate Period Two is Two Dollars ($2.00) per Ton. This per-ton credit shall be adjusted annually for the Rate Periods after Rate Period Two to reflect changes in the cost index identified in A.ttachment N-2. The Contractor shall pay the City the City Landfill Adjustment on a monthly basis in arrears and such payment shah be reflected as a deduction to the monthly payment of Contractor’s Compensation pursuant to .Section 9.08. 9.07 Compensation Adjustment Process Ao Adjustment Calculations. On or before January 31 of each year comn~encing with January 2011, the Director will calculate the annual percentage change in the indices specified in Attachment N-2; Contractor’s Base Compenhation for the coming Rate Period; adjusted unit prices for extra services and the per ton City Landfill Credit. The Director will submit three copies of the City’s calculated compensation adjustment and supporting documentation for the coming Rate Period to Contractor on or before Jant~ar-y 31. Fo~ example, on or before January 31, 2011, the Director will Submit to the Contractor three~ copies of the city’s calculated compensation adjustment to be effective fo} Rate Period Three {July 1, 20 ] 1 through June 30, 20 ] 2) 13.Contractor Review of Adjustments. The Contractor shall promptly review the City’s¯ calculated Base Compensation and unit price adjustments of such cslculsdons o~ of shy objections. The Dizecto~ snd Oont~scto~ sh~l discuss Contractor’s objectfons and may agree on changes to the city’s calculations. C.City ManaKer Action. The City Manager wilt provide Contractor an opportunity to meet to present any objections to the adjustment calculated by the 47 1368748.i0 Director. The City Manager will take formal action to adjust Contractor’s Base Compensation. unit pNces for extra services, and City’s Lm~di]ll Credits before July ] of each year commencing with July 2011. The decision of the City Manager will be final. subject to Contractor’s rights referred to in subsectfon D. D.Resolution of Disputes. IfContractor believes the City has made an error in calculating an}, of the adjustments, it may seek review of the City’s action through arbitration initiated in the manner and within the time prescribed in Attachment Q. 9.08 Monthly Payment of Contractor’s Compensation. On or before the fifteenth day of eacL month, commencing in August 2009, the City will remit to the Contractor a payment for Contractor’s Compensation. The monthly payment will be calculated as follows. A.Monthly Base Compensation. Monthly Base Compensation will equal 1/12 of the Contractor’s Base Compensation for the then-current Rate Period; plus Extra Service Compensation. Extra Service Compensation for extra services performed in the most-recently completed quarter will be calculated pursuant to Section 9.05 and will be included in the monthly compensation determined in January, April, July, and October; less C.City Landfill Adjustment. City Landfill Adjustment for all Solid Waste delivered to the City L.andfill in the most-recently compl.eted month. D.Total Monthly Payment. The total monthly payment to Contractor will equal the sum of the monthly Base Compensation plus Extra Services Com~)ensation (if app]icable), minus the monthly City Landfill Adjustment. 9.09 S~pecial Compensation Review A.Eligible Items. The Contractor may apply to the City for consideration of a special revie~v of Contractor’s Compensation, and the City may initiate such a review, if one or more of the following events occur: 1.Provision of emergency services pursuant to Section 4.14. 2.Flood, earthquakel other acts of nature or other similar catastrophic events which are beyond the control of and not the fault of the Contractor. 3.Change in Law occurring after the Effective Date. In addition, City may initiate a special compensation review prior to any extension of the Term .and may consider the results of such a review in its determination of whether to extend the Term and, if so, for what period. B.Ineligible Items. A special review of Contractor’s Compensation may not be initiated for any of the following reasons: 1.Increases or decreases in the cost of Solid Waste, Recyclable Materials, Organic Materials, or Construction and Demolition Materials Collection, transportation, or Processing in excess of the increases or decreases provided through the annual adjustment mechanism described in Attachment N-1. unless such cost increases or decreases are caused by eligible items .listed in subsection A above. 2.Increases or decreases in the cost of Solid Waste, Recyclable Materials, Organic Materials or Construction and Demolition Materials Collection, transportation, or Processing caused by change in the Recyclable Materials Processing Site, Composting Site, or Construction and Demolition Materials Processing Site or by changes in operating conditions at these sites, unless such change is initiated by or at the direction of the City. 3.Increases or decreases in i~evenues from the sale of Recyclable Materials (including CRV revenues), Organic Materials, or Construction and Demolition Materials. 4.Increases or:decreases in the number of Customers or their subscription levels, including any changes resulting from City’s implementation of a mandatory customer recycling/diversion ordinance. 5.Changes in the Tonnage or composition of Solid Waste, Recyclable Materials, Organic Materials, or Construction and Demolition Materials. 6.Inability of Contractor to secure the right to use the property describe.d in Section 7.09 for its corporation yard. C.Submitta! of Request. If the Contractor is requesting a special review of Contractor’s Compensation, the Contractor must submit its request for a special review, and supporting cost and operational data, in a form and manner specified by the City. The flnmacial and operational data that City is likely to require include, but are not limited to, audited financial statements, detailed customer account infornaatio{], route data. tonnage reports, and other transactional data. If City is requesting a special compensation review, the City will notify the Contractor and the Contractor shall, within thirty (30} days, submit cost and operational data as requested by the City, in a form and manner specified by the City. D.Review of Costs. If the Contractor or the City requests a special review of Contractor’s .Compensation, the City will have the right to review any and all financial and operating records of Contractor and its Affiliates the City considers necessa~-y to determine the cost impacts to Contractor’s operations. Contractor shall ensure that such records are accurate, reliable and verifiable. E.Burden of Justification Contractor shall bear the burden of justifying to the City by substantial evidence its entitlement to continuation of current, as well as any increases in, Contractor’s Compensation. If the Director .determines that the Contractor has not met its burden, he/she will notify the Contractor that he/she is prepared to deny Contractor’s request for additional compensation or to proceed with a reduction in compensation. If the Contractor requests, the City will provide Contractor F.Decision. Based on the evidence, including but not limited to that submitted by the Contractor, the Director may grant some, all. or none of the requested increase. The City Manager will provide Contractor an opportunity to meet to present 13687,48.!0 an}, objections to the Director’s decision. The City Manager’s decision will be final; subject to Contractor’s rights referred to in subsection G. Go Review. If Contractor is dissatisfied with the City Manager’s decision, it may initiate arbitration as provided in Attachment Q. 9o!0 Compensation Adjustments for Changes in Service. Within thirty (30) days of a request by City to initiate a change in service, Contractor shall submit a report containing projected operational and financial dafa sufficient for City to evaluate the cost-effectiveness of such a change and to calculate the adjustment to Contractor’s. Compensation associated with implementation of the change. The report shall contain the following types of information, to the extent applicable: 1.Collection and/or processing methodoloKy to be employed. etc.). Equipm. ent to be utilized (number of vehicles, types, capacity, 3.Labor requirements (number of employees by classification]. 4.Number and capacity of containers to be used. 5.Public education!outreach materials to be developed to implement program change. 6.Estimate Of additional tonnage to be diverted, together with methodology used for estimating diversion. received by Contractor End uses of diverted materials and revenues expected to be 8.Projection of financial impact of changes (i.e., increase or decrease m Contractor’s Compensation). 9.Other information requested by City. 5 ].368748.10 If City directs a change as provided in Section 12.16, an equitable adjustment in Contractor’s Compensation will be made, effective with the commencement of the change, to reflect increases or decreases in Contractor’s costs and other revenues. For purposes of adjusting the profit allowance, an operating ratio of eighty eight percent {88%} shad] be applied to the increase or decrease in necessary and reasonable costs (exclusive of interest expense and direct and allocated lease costs) of the change. The data compiled in Attachment N-3 represent the Contractor’s detailed cost and operational estimates underlying its compensation for the first two years of the Term. Those data may be consulted in determining an equitable adiustment in Contractor’s Compensation for specific changes in service directed by City. 9.11 Rate-Setting Process Ao General. The City will be solely responsible for establishing rates charged to Customers for seiwices provided by Contractor and for billing Customers and collecting rate revenues, with the exception that Contractor shall bill Customers that do not have utility accounts with the City, as described in Section 4 16 B.Rate Structure. The City will have the sole and exclusive right to change the relationship of individual rates in comparison with other rates, as City deems appropriate. Co Rate Categories. If the Contractor determines the need for a rate category that does not appear on the City-.approved rate schedule, Contractor shall notify the City and request establishment of such a rate category. For example,, if a Customer requires Collection of a 15-cubic-yard Compactor 5 times per week and the City-approved rate schedule does not incl~tde this level of service, the Contractor sh.all notify the City that a rate category for this level of service would be.appropriate. 9.12 City Payment of Fees for Solid Waste Disposal. The City will not charge Contractor for delivery of Solid Waste or Yard Trimmings collected in the City that are delivered to the Pado Alto Landfill. The City will pay charges assessed by Sunn~vale for delivery of Solid Waste and Yard Trimmings ~o the SMART Station 1368748.10 This section does not apply to Residue from processing of Recyc]ab]e Materials, including Construction and Demolition Debris, or food waste from special even<s. 9.13 Compensation Durin~ Extended Term. If City elects to extend the Term pursuant r.o Section 2.03, the Contractor’s Compensation will continue [o be determined as provided in this Article, with the exception that, as provided in Attachment N-2, no depreciation on vehicles or equipment fully depreciated during the initial Term will be included in the calculation. If vehicles or other eqmpment must be replaced during the initial Term or at the end of the initial Term, depreciation on the vehicles {based on an eight-year useful life] and/or equipment shall be included in Contractor’s Compensation for the remainder of the Term as extended 9.14 Additional Financial Incentives for Zero Waste ProKram Implementation A.General City has relied on Contractor’s representations about its experience in, and commitment to, recycling and composting in awarding this Agreement ~o it. City will incur significant costs to ~mplement the Zero Waste programs, primarily in payments to Contractor. If expected amounts of materials are not collected and subsequently diverted from landfill disposal through these programs, City will incur additional costs for those materials to be processed at the SMART Station and transferred to the Kirby Canyon landfill. In light of these considerations, the parties have agreed to the following financial arrangements to provide additional incentives for Contractor to exert its full efforts in implementing ~wo elements of the Zero Waste programs. B.Mixed Recycling. The minimum amounts of mixed Recvclable Materials which Contractor will collect, .process and recycle during the first three years of the Term are: Minimum Amount to be Collected, Processed and Recycled Year One Year Two Year Three FY 2009-10 FY 2010-11 FY 2011-12 16,250 Tons 17,480 Tons 18,780 Tons 1368748.10 The minimum amount which Contrac{or will collect, process and recycle for the remainder of the Term shall be ]8,780 Tons per year. The number Of Tons which Contractor has collected, processed and recycl.ed will be determined bY multiplying the Tons of mixed Recyclable Materials collected in the City and delivered to the Greenwaste Materials Recov~7~ Facility (net weight at gate scale) by the percentage that reflects the average facility recovery rate during the year in question, based on the annual audit required by Attachment E, Section A.2.c. For example, the percentage to be used for Year Two will be based on the facility recovery rate achieved during FY 20]0-] 1, as shown by the audit conducted during FY 2010-1]. The percentage to be used for Year One (FY 2009-]0) Will be ninety two percent (92%). If the minimum amount is not achieved in Year One, Contractor shall pay City $65.00 per Ton, multiplied by the difference between 16,250 Tons and the nu~nber of Tons actually collected, processed and recycled. If the minimum amount is not achieved in Year Two, Contractor shall pay City $70.00 per Ton, multiplied by the difference between 17,480 Tons and the number of Tons actually collected, processed and recycled. If the minimum amount is not achieved in Year Three, Contractor shall pay City $75.00 per Ton, multiplied by the difference between 18,780 Tons and the number of Tons actually collected, processed and recycled. In Year Four, the per Ton payment will be established by multiplying the per Ton payment in Ye’ar Three {$75.00} bythe same percentage that the labor-related cost component of Contractor’s Compensation is adjusted for that year per Attachment N-2. The per Ton payment will be adjusted annually thereafter by the same percentage applicable in each year. If Contractor fails to achieve the minimum amount (18,780) in Year Three or thereafter and believes that its failure is due to changes in the wastestream tonnage 1368748,10 and/or composition, it may withinninety (90) days after the end of the contract year in question (i.e., by September 30) request the City to adjust the minimum amount. Such a request must be accompanied by data and analysis developed by Contractor. If City agrees, the Director may adjust the minimum amount for a specified period of tilne, if City does not agree, the parties will meet and confer. If no resolution is forthcoming, Contractor may request that a waste composition study be performed by an independent waste management consulting~engineering firm selected by City. Tl{e City will then commission such a study, the cost of which will be shared equally by the City and Contractor. Contractor must deposit its share of the cost with the City before the City is required to award the contract for the study. When the study is completed, the parties will meet to consider whether, in light of consultant’s report, an adjustment {n the minimum amount is warranted and, if so, the amount and duration of the adjustment. Any adjustment will apply commencing with the year immediately preceding Contractor’s request. If parties .cannot agree, Contractor may submit the dispute to arbitration in the manner and within the time prescribed in Attachment Q. Co Commercial OrKanics. The minimum amount of Organic Materials to be collected from commercial customers and processed into compost is 9,000 Tons per year. If Contractor does not collect and process into compost 9,000 Tons in Year One, it will pay City $70 per Ton, multiplied by the difference between 9,000 Tons and the number of Tons actually collected and composted. If Contractor collects and composts more thal~ 9,000 Tons in Year One, City will pay Contractor $70 per Ton, multiplied by the difference between the number of Tons actually collected and composted and 9,000 Tons. The number of Tons which Contractor has collected and processed into compost will be determined by multiplying the Tons of Organic Materials collected in the City and delivered to the Greenwaste Materials Recovery Facility (net weight at gate scale} prior to transfer to the Z Best composting facility by the percentage that reflects the City, specific compostmg rate achieved at the Z Best composting facility based on 55 1368798.10 the audits required by Attachment E, Section B.2.c. For exaanple, the percentage to be used for Yem~ Two will be based on the City-specific composting rate achieved during FY 2010-11, as shown by the audits conducted during FY 2010"11. The percentage to be used for Year One (FY 2009210) will be ninet.-y percent {90%). The $70 per Ton payment will be adjusted in Year Two and thereafter by the same percentage that the labor-related cost component of Contractor’s Compensation is adjusted per Attachment N-2. The maximum payment to Contractor pursuant to this subsection C is $140,000 per year in Year One. This maximum payment amount will also be adjusted annually by the same percentage that the $70 per Ton payment is adjusted. D.Procedure. The calculations required by this section will be done on a fiscal year basis (J.uly 1 - June 30}. The City will calculate the amounts due, based on Contractor’s reports for the preceding fiscal year on or before September 30 of each year, and will notify Contractor of the amount Sums due will be paid within thirty {30) days from the date that notice is delivered. lO.O1 Indemnification. Contractor shall indemnify, defend and hold harmless City, its councilmembers, officers, employees and agents, (Collectively the "Indemnitees"} from and against any and all loss, liability, penalty, forfeiture, claim, demand, action, proceeding or suit. of any and every kind and description, whether judicial, quasi-judicial or administrative in nature including, but not limited to, injury to and death of any person and damage to property or for contribution ol- indemnity claimed by third parues Ico!lectively, the "Claims"), arising out of or occasioned in any way by, directly or indirectly, Contracfor’s performance of, or its failure to perform, its obligations under this Agreement. Attorneys’ fees, expert witness fees, court costs and disbursements incurred by City, or for which City may be liable, are included within the scope of the Contractor’s indemnity obligation. The foregoing indemnity shall not apply to the extent that the Claim is caused solely by the negligence or intentional misconduct of the Indemnitees, but shall apply if the Claim is caused by the joint negligence of Contractor or other persons, including any of the Indemnitees. Upon the occurrence of any Claim, Contractor, at Contractor’s sole cost and expense, shall defend Iwith attorneys reasonably acceptable to City} City, its officers, employees,.and agents. Contractor’s duty to indemnify and defend shall survive the expiration or earlier termination of this Agreement. 10.02 Insurance. A.Types and Amounts of Coverage_. Contractor shall procure from an insurance company or companies licensed to do business in the State of California and shall maintain in force at all runes during the Term the following ~ypes and amounts of insurance: 1.Workers’ COmpensation and Employer’s Liability. Contractor shall maintain workers" compensation insurance covering its employees in statutory amounts and otherwise in compliance with the laws of the State of Californial Contractor shall maintain employer’s liability insurance in an amount not less than One Million Dollars I$1,000,000) per accident or disease. Contractor shall not be obligated to carry workers compensation insurance if (i) it qualifies under California law and continuously complies with ail statutory obligations [o self-insure against such 1368748.10 risks; (ii) furnishes a certificate of Permission to Self Insure issued by the Department of Industrial Relations: and (iii} furnishes updated certificates of Permission to Self Insure periodically to evidence continuous self insurance, at least ten {10) days before the expiration of the previous certificate. 2.General Liabi]ity land Automobile Liability). Contractor shall maintain comprehensive general liability insurance with a combined single limit of not less than Two Million Dollars /$2,000,000) per occurrence and Five Million Dollars 1$5,000,000} annual aggregate covering all claims and all legal liability for personal injury, bodily injury, death, and property damage, including the loss of use thereof. arising out of, or occasioned in any way by, directly or indirectly, Contractor’s performance of. or its failure to-perform, services under this Agreement. The insurance required by this subsection shall include: (i) Premises Operations (including use of owned and non-owned e quipment) ; (ii) Products and Completed Operations, (including protection against liability resulting from use of Recyclable Materials by another person); (iii)Personal Injury Liability with employment exclusion deleted; (iv)Broad Form Blanket Contractual with no exclusions for bodily injury, personal injury or property damage lincluding coverage for the indemnity obligations contained herein); (v)Owned, Non-Owned, and Hired Motor Vehicles; (vi)Broad Form Property Damage. The comprehensive general liability insurance shall be written on an "occurrende" basis (rather than a "claims made" basis) in a form at least as broad as the most current version of the Insurance Service Office commercial general liability occurrence policy form (CG0001). if occurrence coverage is not obtainabie, Contractor must arrange for "tail coverage" on a claims made policy to protect City from claims filed within four yea:cs after the expiration or termination of this Agreement relating to incidents that occurred prior to such expiration or termination. Any excess or umbrella policies shall be on a "following form" basis. 1368748.10 3.Pollution LiabiliW. Contractor shall maintain pollution liability insurance with limits in an amount of not less than Five Million Dollars ($5,000,000) per occurrence and annualaggregate covering.claims for on-site, under- Site, or off-site bodily injury and property damage as a result of pollution conditions arising out of its operations under this Agreement. 4.Hazardous Materials StoraKe and Transport. Contractor shall maintain insurance coverage of not less than Two Million Dollars ($2,000,000) for personal injury, bodily injul~ and property damage arising out of the sudden and accidental release of any hazardous materials or wastes d~ring storage at facilities operated by Contractor or transport of such materials by vehicles owned, operated or controlled by Contractor in the performance of the services required under this Agreement. S.Physical Damage. Contractor shall maintain comprehensive {fire, theft and collision) physical damage insurance covering the vehicles and equipment used in providing service to City under this Agreement, with a deductible or self-insured retention not greater than Fifty Thousand Dollars 1550,000)_ Notwithstanding the foregoing, Contractor shall be allowed to self-insure for physical damage to its vehicles provided Contractor provides adequate audited financial information to City and City is reasonably satisfied that Contractor has the financial net worth to cover any losses Acceptability of Insureds. The insurance policies required by this section shall be issued by an insurance company or companies admitted to do business in the State of California. subject to the jurisdiction of the California Insurance Commissioner, and with a rating in the most recent edition of Best’s Insurance Reports of size category VII or larger and a rating classification of A-1 or better. C.Required Endorsements. Without limiting the generality of Sections 10.02.A and B, the policies shall contain endorsements in substantially the following form: 59 1368748.10 ].Workers Compensation and Employers’ Liability Policy. Materials Policy_ "Thirty (30) days prior written nouce shall be given to the City of Palo Alto in the event of cancellation or non-renewal of this policy. Such notice shall be sent to: City of Palo Alto Administrative Services Department P.O. Box 10250 Palo Alto, CA 94303 Attention: Purchasing Manager "Insurer waives all right of subrogation against City and its officers and employees for iniuries or illnesses arising from work performed for City." General Liability Policy; Pollution Liability Policy; Hazardous (it) (iii) iv/ "Thirty (30) days’ prior written notice shall be g~ven to the City of Palo Alto in the event of cancellation, reduction of coverage, or non-renewal of this policy. Such notice shall be sent tO: City of Pa]o Alto Administrative ServicesDepartment P.O. Box 10250 Pa]o Alto, CA 94303 Attention: Purchasing Manager "The City of Palo Alto, its officers, employees, and .agents, are additional insureds on this policy " "This policy shall be considered primary insurance as respects any other valid and collectible insurance maintained by the City of Palo Alto, including any self-insured retenuon or program of self-insurance, and any other such insurance shall be considered excess insurance only." "Inclusion of the City of Palo Alto as an insured shall not affect the City’s rights as respects any claim, demand, suif or judgment brought or recovered against the Contractor. This policy shall protegt Contractor and the City in the same manner as though a separate policy had been issued to each, but this shall not operate to increase the company’s liability as set forth in the policy beyond the amount shown or to 60 ~368748.10. (i) (it) (iii) which the company would have been liable if only one party had been named as an insured." Physical DamaKe Policy. Notice of cancellation, reduction in coverage or non-renewal, as provided in Subsection C.2(a). Cross liability endorsement, as provided in Subsection Waiver of subrogation against City. D.Delivery of Proof of CoveraKe_., No later than sixty (60) days before the commencement of operations {i.e., on or before May 1, 2009}, Contractor shall furnish City one or more certificates of insurance on a standard ACORD form substantiating that eaoh of the coverages required hereunder are in force, in form and substance satisfactory to City. Such certificates shall show the type and amount of cove{-~ge, effective dates and dates of expiration of policies and shall be accompanied by all required endorsements. If City requests, copies of each policy, together with all endorsements, shall also be promptly delivered to City. Contractor shall furnish renewal certificates to City prior to July 1 of each yeart0 demonstrate maintenance of the required coverages continuously throughout the Term. E.Other Insurance Requirements 1.In the event performance of any services is delegated to a subcontractor, Contractor shall require such subcontractor to provide statutory workers’ compensation insurance and employer’s liability insurance for all of the subcontractor’s employees engaged in the work. The liability insurance required by Subsection ]0.02.A.2 shall cover all subcontractors or the subcontractor mus~ furnish evidence of insurance provided by it meeting all of the requirements of this Section 10.02. 2.Contractor shall comply with all requirements of the insurers issuing policies. The carrying of insurance shall no< relieve Con<factor from any 61 136874810 obligation under this Agreement, including those imposed by Sections 10.01, 10.05. an~d 10.06. If any claim is made by any third person against Contractor or any subcontractor on account of any occurrence related to this Agreement, Contractor shall promptly report the facts in writing to the insurance carrier and to the Cit)T. 3.If Contractor fails to procure and maintain any insurance required by this Agreement, City may take out and maintain, at Contractor’s expense, such insurance as it may deem proper and deduct the cost thereof from any monies due Contractor. Alternatively, the City may treat the failure as a Contractor Default under Section 11.01. 4.City ~s not responsible for payment of premiums for or deductibles under any required insurance coverages. 10.03 Faithful Performance Bond. Not later than ten (10) days before the Effective Date (i.e., on or before October 31, 2008), Contractor shall deliver to City a bond securing the Contractor’s faithful performance of its obligations under this Agreement The principal sum of the bond shah be Five Million Dollars {$5,000,000). The form of the bond shall be as set out in Attachment L-1. The bond shall be executed as surety by a corporation admitted to issue surety bonds in the State of California, regulated by the California Insurance Commissioner and with a financial condition and record of service satisfactory to City. The term of the bond shall be not less than twenty-four (,24) months, or until June 30, 2010, whichever occurs first. The bond shall be extended, or replaced by a new bond in the .same principal sum, for the same term (i.e., twenty-four (24) months) and in the same form, bi-annually thereafter, subject to the last paragraph of this section. Not less than ninety (90/ days before the expiration of the initial bond, the Contractor shall furnish either a replacement bond or a continuation certificate substantially in the form attached as Attachment L-2, executed by the surety. It is the intention of this Section that there be in full force and effect at all times a bond securing the Oontractor’s faithful performance of the Agreement, throughout its Term, provided, however, that the surety shall not be liable to City for its non-renewal of the bond or for Contractor’s faih~e or inability to secure a replacement bond. 1368748.10 After Year Two, Contractor may request that the principal amount of the bond be reduced, together with a corresponding reduction in the premium for the bond. Ci~ty will consider such a request m good faith, taking into account whether Contractor has performed to the satisfaction of City, but has no obligation to agree to a reduction in the bend amount. The principal amount of the bond may not be reduced below Two Million Dollars ~$2,000,000] without approval of the City Council. 10.04 Alternative.Security. City may, in its sole discretion, allow Contractor to provide alternauve security in the amount set forth in Section 10.03, in the form of (a) a prepaid irrevocable, standby letter of credit in form and substance satisfacto~ to City and approved by the City Attorney and City’s Administrative Services Director and issued by a financial institution acceptable to City, or (b) a certificate of deposit in the name of the City with a term satisfactory to City and with a financial institution accepfable to City. 10.05 Hazardous Waste Indemnification. Contractor shall indemnify, defend with Counsel approved by the City, protect and hold harmless the Indemnitees against all claims, of any kind whatsoever paid, incurred or suffered by, or asserted against Indemnitees 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 Wastes at any place where Contractor stores or disposes of Hazardous Wastes pursuant to this Agreement. Thk foregoing indemnity 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 defend, protect, hold harmless and indemnify Indemnitees from liability. COntractor agrees to indemni~ and hold harmless the Indemnitees agmnst all fines and/or penalties imposed by the Cali%rnia Integrated Waste Management Board (CIWMB) or the Local En%rcement Agency (LEA): a) based on Contractor’s failure to comply ~th laws, re~lations or permits issued or en%rced by the CIWMB or the LEA: b) caused or contributed to by the Contractor’s failure [o per%rm obligations under this Agreement. 63 1368748 IO 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. 10.07 Guaranty. Not later than ten {10) days before the Effective Date (i.e., on or before October 31, 2008), Contractor shall deliver to City a Guaranty in the form attached as Attachment M, properly executed by the Guarantor/s/. 1368748.10 ARTICLE 1 1. 1 1.0!Contractor Default. default I"Contractor Default"l: DEFAULT AND REN~EDIES Each of the following shall constitute aaa event of A Contractor fails to perform any of its obligations under Article 4, 5 or 6 of this Agreement and its failure to perform is not cured within ten [10 days after wl-itten notice from City, provided that neither notice nor opportunity to cure applies to events described in subsection C. C6ntractor fails to perform any of its obligations under any other Article of this Agreement and its failure to perform is not cured .within thirty 130~ days after written notice from City, provided that if the nature of the breach is such that it will reasonably require more than thirty (30) days to cure, Contractor shall not be in default so long as it promptly commences the cure and diligently proceeds to completion of the cure Within ninety (90) days after notice, and provided further that neither notice nor opportunity to cure applies to events described in subsections D through H. C.Contractor ceases to collect Solid Waste, Recyclabte Materials, or Yard Trimmings for a period of five (5) consecutive days (or on a total of five (5) days . du~ing any calendar year) on which collections are to be provided for any re.ason within the Contractor’s control, including labor unrest such as strike, work stoppage or slowdown, sickout, picketing, or otl~er concerted job action by Contractor’s employees. D.Contractor files a voluntary petition for relief under any bankruptcy, insolvency or Similar law. E.An involuntary petition is brought against Contractor under any bankruptcy, insolvency or simila{- law which remains undismissed or unstayed for ninety {90)days. F.Contractor fails to furnish a replacement bond or a continuation certificate of the existing bond not less than ninety (90) days before expiration of the performance bond, as required by Section 10.03 or fails to maintain all required insurance coverages in force. 65 1368748.10 G.Contractor fails to provide reasonable assurance of performance within ten (10} days of a request by City under Section 11.12. A representation or warranty contained in Article 3 proves to be false or misleading in a material respect as of the date such representation or warranty was i~ade. I.A report submitted by Contractor under this Agreement proves to contain a material misstatement of fact, omission, or other inaccuracy On the occurrence of a default by Contractor, City will have the right to any one or more of the remedies described in this Article, in addition to any remedies now or later available to City at law or in equity. .02 Right to Suspend or Terminate Upon Default. A..upon any Contractor Default, City may terminate this Agreement or suspend it, in who]e or in part. Such.suspension or termination shall be effective thirty (30) days after City has given notice of suspension or termination to Contractor, except that such notice may be effective in a shorter period of time, or immediately, if the Contractor Default is one which in the opinion of the City endangers the health, welfare or safety of the public, such as the failure to collect Solid Waste or Recyclable Materials and arrange for their prompt disposal or recycling. Contractor shall’ continue to perform the portions, of the Agreement, if any, not suspended, in full conformity with its terms. B.City may also suspend or terminate this Agreement, upon the same notice provisions, if Contradtor’s ability to perform is prevented or maferially interfered with by a -cause which excuses nonperformance under Section 11. t0, despite the fact that nonperformance in such a case is neither a breach nor a Contractor Default. 11.03 Specific Performance. By virtue of the nature of this Agreement, the urgency of timely, c.ontinuous and high-quality service and the lead time required to effect alternative service, the remedy of damages for a breach hereof by Contractor is inadequate and City shall be entitled to injunctive and other equitable relief. 66 1368748.10 ¯ 1 1.04 Citv’s R~gt~t to Cure. In the event that Contractor fails to perform any of its obligations under Articles 4, 5. or 6 and d‘oes not cure such failure within ten { days after notice from City, City may {but will not be obligated to} perform the required wark. or engage a third party ~o do so. Contractor shall upon demand reimburse City for all costs thereof, including any payments to a third party, with interest after thirty (301 days at prime rate (as established by the Bank of America "reference rate"l plus two percent (2%1 but not m excess of the maximum interest rate allowed by law. If Contractor fails tO make such reimbursement, City may deduct the amounts due from subsequen~ pas{ments to Contractor f~nder Article 9. 11.05 City’s Right to Perform. If this Agreement is suspended or terminated due to a Contractor Default, City will have the right to perform and complete, by agreement or otherwise, the work herein or such part thereof as it may deem necessary and to procure labor, equipment, and materials and incur all other expenses necessary for completion of the work. If such expenses exceed the amounts which would have been payable to Contractor under this Agreement if it had been fully performed by Contractor, then Contractor shall pay the amount of such excess to City. 11.06 City’s Use of Property Upon Default. In the event of Contractor’s Default, theCity will have the right to use any ofContractor’s equipment, facilities and other property reasonably necessary for the provision of services hereunder and the billing and collection of fees for those services. The City may continue use of such property until other suitable arrangements can be made for the provision of such se~wices, which may include the award of an agreement to another service provider. If the City continues use thereof after the period of time for which Contractor has already been paid. Contractor will be entitled to the reasonable rental value of such property, which shall be offset against the damages due the City as a result of ~ontractor’s Default. Contractor shall fully cooperate with the City to effect the City’s use of such property. The City may immediately engage all or any personnel necessary for the provision of services, including, if the City so desires, employees previously employed by Contractor. Contractor further agrees, if the City so requests, to assist the City in securing the services of any or all management or office personnel employed by Contractor whose skills are reasonably necessary for the continuation of services. The City agrees that it assumes responsibility for the proper, normal use of such equipment 1368748.10 and facilities while in its possession. Contractor agrees that the City’s exercise of its rights under this section: (i) does not constitute a taking of private property for which compensation must be paid; (ii) will not create any liability on the part of the City to Contractor other th_an the payment of reasonable rental value as provided for in this subsection; (iii) does not e_x.empt Contractor from the indemnity provisions of Article 10 which are meant to extend to circumstances arising under this Section. 11.07 DamaKes ContraCtor shall-be liable to City for all direct, indirect, special and consequential damages arising out of Contractor’s Default. This section is intended to be declarative of existing California law. The City may offset suoh damages against such which would otherwise be due to Contractor. 11.08 City’s Remedies Cumulative. City’s rights to suspend or terminate the Agreement under Section 11.02, to obtain specific performance under Section 11.03. to cure under Section 11.04, and to perform under Section 11.05 are not exclusive, and City’s exercise of one such right shall not constitute an election of remedies. Instead, they shall be in addition to any and all other legal and equitable rights and remedies that city may have, including a legal action for damages under Section 11.07 or imposition of liquidated damages under Section 11.09. 11.09 Liquidated DamaKes_ The Parties acknowledge that efficient. consistent, and courteous collection of Solid Waste, Recyclable Materials, and Yard Trimmings is of utmost importance and City has considered and relied on COntractor’s representations as to its quality of selwme commitment in entering into this Agreement. The Parties further recognize that quantified standards of performance are necessary and appropriate to ensure consistent and reliable service. The Parties further recognize that if Contractor fails to achieve the performance standards, City will suffer damages and that it is and will be impracticable and extremely difficult to ascertain and determine the exact ~mo~ant of those damages that ’City will suffer. Therefore, the Parties agree that the liquidated damage amounts listed on Attachment O represent a reasonable estimate of the amount of such damages considering all of the circumstances existing on the date of this Agreement. including the relationship of the sums to the range of harm to City that reasonably could be anticipated and anticipation that proof of actual damages would be costly or inconvenient. In placing their initials at the ~laces provided, each party specifically confirms the accuracy of the statements made above and the fact that each party had ample opportunity to consult with legal counsel amd obtain an explanation of this liquidated damage provision at the time that this Agreement was made. / Contractor Initial City Initial Here: Contractor agrees to pay (as liquidated damages and not as a penalty) the amounts set forth on Attachment O and further agrees that these amounts may be dedncted by City from payments to Contractor otherwise due. City may determine the occurrence of events giving rise to liquidated damages through the observation of its own employees, agents ol- representatives or through investigation of repor.ts by third parties. Prior to assessing liquidated damages, City shall give Contractor notice of its intention to do so. The notice will include a brief description of the incident(s)/non-performance. Contractor may review (and make copies at its own expense) all non-confident-ial information in the possession of City relating to incident(s)/non-performance. Contractor may, within ten (10) days after receiving the notice, request a meeting with [he Director or .his or her designee. Contractor may present evidence in writing and through testimony of its employees and others relevant to the incident(s)/non-performance. The Director or his or her designee will provide Contractor with a written explanation of his or her determination on eact~ incident(s)/non-performance prior to authorizing.the assessment of liquidated damages. The decision of th~ Director or his or her designee shall be final. City may assess liquidated damages for each calendar day or event, as appropriate, that Contractor is determined to be liable in accordance with this Agreement. Contractor shall pay any liquidated damages assessed by City within ten (10) days after they are assessed. If payment is not received by that~date, City may deduct the amount of liquidated damages from the next monthly payment of Contractor’s Compensation. City’s ~:ight to recover liquidated damages for Contractor’s failure to meet the service performance standards shall not preclude City from obtaining equitable relief for persistent failures to meet such standards nor from terminating the Agreement for such persistent failures. 1 1.10 Force Ma]eure. A.Excuse from Performance. Neither party shall be in default of its obligations under this Agreement in the event, and for so long as, it is impossible or extremely impracticable for it to perform its obligations due to an "act of God" (including, but not limited to, flood, earthquake or other catastrophic events), civil disturbance, labor unrest of other than the party’s employees lincluding strike, work stoppage, slowdown, sick out, picketing, or other concerted job action), or other similar cause affecting Santa Clara C0m~ty, not the fault of, aa~d beyond the reasonable control of, the party claiming excuse. A party claiming excuse under this Section must (1) have taken reasonable precautions, if possible, to avoid being affected by the cause and (2) notify the other party as required by subsection C. Obligation to Restore Ability to Perform. Any suspension of performance by a par~y pursuant to this Section shall be only ~o the extent, and for a period of no longer duration than, required by the nature of the event, and the par~y claiming excuse from obligation shall use its best efforts in an expeditious manner to remedy its inability to perform, and mitigate damages that may occur as result of the event. C.Notice. The party claiming excuse shall deliver, to the Other par~y a written notice of intent to claim excuse- from performance tinder this Agreement by reason of an event of Force Majeure. Notice required by this Section shall be given promptly in light of the circumstances, but in any event not latei- than five (5) days after the occurrence of the ~vent of Force Majeure. Such notice shall describe in detail the event of Force Majeure claimed, the services impacted by the claimed event of Force Majeure, the expected length of time that the party expects to be prevented from performing, the steps which the party intends to take to restore its ability to perform, and such other information as the other party reasonably requests. D.City’s Rights in the Event of Force Maieure. The partial or complete interruption or discontinuance of Contractor’s services caused by an event of Force Majeure shall not constitute an event of default under this Agreement Notwithstmading the foregoing, in the event of non-performance excused by Force Majeure: (i) the City shall have the right to make use of Contractor’s facilities and 1368708.10 equipment in the same manner as described in Section 11.06 of this Agreement; (ii) if Contractor’s excuse from performance by reason of Force Majeure continues for a period of thirty (30) days or more, the City shall have the right to terminate this Agreement; (iii) if Contractor’s inability to collect Solid Waste, Recyclable Materials,-and Yard Trimmings continues for ten (lO) days or more Kom the date by which Contractor gave or should have given notice under Subsection C, the City may terminate tills Agreement. 11.11 City Default. City shall be in default under this Agreement ("City Default"} in the event City commits a material breach of the Agreement and fails to cure such breach within thirty (30) days after receiving notice from the Contractor specifying the breach, provided that if the nature of the breach is such that it will reasonably require more than thirty {30) days to cure, City shall not be in default so long as City promptly commen.ces the cure and diligently proceeds to completion of the cure. In the event of an asserted City Default. Contractor shall continue to perform all of its obligations hereunder until a court of competent jurisdiction has issued a final judgmen] declaring that City is in Default. ! 1o 12 Assurance of Performance. If Contractor (1) persistently suffers the imposition of liquidated damages under Section 11.09; (2) is the subject of any labor unrest including work stoppage or slowdown, sickout: .picketing or Other concerted job action: (3) appears in the reasonable judgment of City to be unable to regularly pay its bills as they become due; {4} is the subject of a civil or criminal proceeding brought by a federal, state, regional or local agency for violation of laws lincluding the Environmental Laws), regulations or permits in the performance of this Agreement, or (5) performs in a manner that causes City to be uncertain about Contractors ability and intention to comply with this Agreement, City may, at its option and in addition to all other remedies ~t rosy have, demand Kom Contractor reasonable ~,~ances of time!y and proper performance of this Agreement, in such form and substance as City may require. Contractor shall provide such assurances within ten (10) days of the City’s request. 71 1368748 10 ARTICLE 12. OTHER AGREEMENTS OF THE PARTIES 12.01 Relationship of Parties. Th~ parties intend that Contractor shall perform the services required by this Agreement as an independent contractor engaged .by C. ity and not as an officer or employee of City nor as a partner of or joint venturer -with City. No employee or agent of Contractor shah be deemed to be an empl.oyee of City, nor an agent of City. Except as expressly provided herein, Contractor shall have the exclusive control over the manner and means of conducting the se~lices performed under this Agreement, and all persons performing such services. Contractor shall be solely responsible forthe acts and omissions of its officers, employees, subcontractors and agents. Neither Contractor nor its officers, employees, subcontractors and agents shall obtain any rights to retirement benefits, workers’ compensation benefits, or any other benefits which accrue to City employees by virtue of their employment with City. 12.02 Compliance witl~ Law. In providing the services required under this Agreement, Contractor shall at all times comply with all applicable laws of the United States, the State of California and City, and with all applicable regulations prbmulgated by federal, state, regional or local administrative and regulatory agencies, now in force and as they may be enacted, issued or amended during the Term and all permits affecting the services to be provided. Contractor shall procure all permits and licenses, pay all charges and fees, and give all notices required by law. 12.03 Property Damage_ Normal wear and tear from general vehicular traffic excepted, Contractor shall be responsible for damage to all public and private property in the City, including,but not limited to streets, roads and ways (whether or not paved), and trees resulting from the operation of Contractor’s vehicles or the actions of Contractor’s employees in providing collection services within City. Any physical damage caused by the intentionally wrongful or negligent acts or omissions of employees or agents of Contractor to public or private property in the City shall be immediately repaired or replaced by Contractor. 12.04 Grants. Contractor shall, upon request,, assist City in the preparation of applications to federal, state, regional and other governmental agencies and private sector organizations for grants and loans associated with recycling and reuse programs and projects. Contractor shall compile accurate and complete data, information and 1368v48 i0 documents as requested by City to apply for such grants and loans and shall comply with alny requirements to which the City is required to adhere as a condition of receiving such grmgts and loans. Contractor shah not apply for grants directly, m its own naimle, without prior notice to and written approval by City. 12.05 AssiKnment. Contractor acknowledges that this Agreement involves rendering a vital seiwice tothe City’s residents and businesses, and that the City has selected Contractor to perform the services specified herein based on (i) Contractor’s experience, skill and reputation for conducting its operations in a safe, effective and responsible fashion, and (ii} Contractor’s financial resources to maintain the required equipment and to support its indemnity ob]igations to the City under this Agreement. The City has relied on each of these factorh, among others, in choosing Contractor to perform the services to be provided by Contractor under this Agreement. A.City Consent Required. Contractor shall not assign all or any of its rights or delegate or otherwise transfer all or any of its obligations under this Agreement to any other Person without the prior express written consent of City. City may refuse to consent to a proposed assignment unless it is satisfied that the proposed assignee is ready] wil]ing and able to provide services in a manner equal to or better than the Contractor Any such assignment, delegation or tramsfer made without the prior express written consent of City shal] be void and the attempted assignment shall constitute a materiaJ breach of this Agreement. B.Assignment Defined. For the purpose of this Section, "assignment" shall include, but not be limited to, {1) a documentary assignment of Contractor’s interest in and obligations under this Agreement; (2) a sale, exchange or other transfer to a third party of substantially al] of Contractor’s assets dedicated to service under this Agreement or of any processing facilities identified in Article VI currently owned by Contractor’s partners; (3) any reorganization, consolidation, merger, or other transaction to which Contractor or either of its partners are a party which results in a change of Control of Contractor (e.g., the inclusion of a new partner); any combination of the foregoing, whether or not in related or contemporaneous transactions which results in a change of Control of Contractor. A merger of Greenwaste Recovery, Inc. and Zanker Road Resource Management, Ltd., shall.not constitute an "assignment" requiring the City’s approval. However. Contractor shall 13687~8 I0 provide City at least 90 days notice of such a proposed merger and the consolidated entity shall provide Cit0’ a new Guaranty substantially in the form of Attachment M within two business days after the merger or consolidation. C.’City Review of Requests to Consent to a Proposed Assignment. City need not consider a request to consent to an assignment made while Contractor is in default of its obligations under this Agreement; 2.Contractor shall be required to pay the City’s reasonable expenses, including attorneys’ fees and const{ltm~ts’ costs, necessm-y to investigate the suitability of any proposed assignee and to review and finalize any documentation required as a condition of approving any such assignment; Contractor shall furnish City with audited financial statements of the proposed assignee’s operations for the three {3) immediately preceding operating years; 4.- Contractor shall furnish City with satisfactory proof:. (i) that the proposed assignee has at least ten (10) years of municipal Solid waste/recycling management experience on a scale equal to or exceeding the scale of operations ¯ conducted by Contractor for the City; (ii) that in the last five (5) years, the proposed " assignee has not been subject to any administrative or judicial proceedings initiated by any federal, state or local agency having jurisdiction over its municipal solid waste/recycling operations due to any significant failure to comply with state, federal or local laws and that the Contractor has provided City with a complete list of such proceedings and their status; (iii) that the proposed assignee has at all times conducted its operations in an environmentally safe and conscientious fashion; (iv) that the proposed assignee conducts its municipal solid waste management Operations in accordance with sound waste management practices in fu!! compliance with all federal, state andlocal laws regulating the collection and disposal of waste, including all Environmental Laws; (v) of any other information requireht by City to ensure the proposed assignee can fulfil] the terms of this Agreement in atimely, safe and effective manner; 5. Any permitted assignee must assume Contractor’s responsihi]ities under this Agreement 12.06 SubcontractinK. Contractor shall not engage any subcontractors, ~ther than Or]off-Williams, for development of public informatiol~ materiais as described in Attachment C without the prior express written consent of City. Contractor shall notify the City at least thirty (30) days prior to the date on which it proposes to enter into a subcontract. City may approve or deny any such request in its sole discretion and may require the submission of the information described in Section 10.05.C and . the payment of the City’s expenses in evaluating the acceptability of the proposed subcontractor. Contractor may, in cases of emergency, engage subcontractors for up to seven (7) consecutive days..Contractor shall give prompt notice to City of any such emergency subcontracting and any such engagement must be approved by City in writing i~ it is to extend beyond seven {7} days. Contractor shall be responsible for directing the work of any subcontractors and for any compensation due to subcontractors. City assumes no responsibility whatsoever concerning compensation. Contractor shall be fully responsible to City for all ac.ts and omissions of asubcontractor. 12.07 BindinK on Successors. The provisions of this Agreement shall inure to the.benefit of and be binding on the successors and permitted assigns of the parties. 12.08 Parties in Interest. Nothing in this Agreement. whether express or implied, is intended to confer any rights on any Persons other than the parties to it and their representatives, successors and permitted assigns. There are no third party beneficiaries of this Agreement. 12.09 Waiver. The waiver by either party of any breach or violation of any provisions of this Agreement shall not be deemed to be a waiver of any breach or violation of any other provision r~or of any subsequent breach of violation of the same. or .any other provimon. 12.10 Contractor’s InvestiKation; No Warranties by City. Contractor has made an independent investigation (satisfactory to it} of the conditions and circumstances surrounding the Agreement and the work to be performed by it, 75 1368748.10 including the nature and m~ount of the Solid Waste and Recyclable Materials generated within the City, the recycling and source reduction programs now in effect in or planned by the City., the City’s landfill, and the SMART Station. The Agreement accurately and fairly represents the intentions of Contractor, and Contractor enters into the Agreement on the basis of that independent investigauon and analysis. Contractor has carefully reviewed the information m the Request for Proposals and Addenda, if any. While City believes that the information contained in the Request for Proposals is substantially correct, City makes no warranties in connection ~vith this Agreement, including but not limited to the information contained in the Request for Proposals. The City expressly disclaims any warranties, either express or implied, as to the merchm~tability or fitness for any particular purpose of Recvclable Materials made available for collection by Contractor. !2.11 Condemnation. City reserves the rights to acquire the Contractor’s property utilized in the performance of this Agreement through the exercise of the right of eminent domain. 12.12 Representatives of the Parties. A.Representative of City. Subject to the authority conferred on the City Manager by Section 5.20.080 of the Palo Alto Municipal Code, the representative of the City who is primarily responsible for the administration of this Agreement and to whom notices, demands and other formal communicauons shall be given is the Director of Public Works. B.Representative of Contractor. The representative of the Contractor who is primarily responsible for the administration of this Agreement, and to whom notices, demands-and other formal communications shah be given is Frank s ~a~ City may re!y upon ~t~on~ taken and do~isi~n~ made by the Contractor’s designated representative as actions and decisions of the Contractor unless they are outside the scope of the authority delegated to such representative, which limitations on authority have been previously communicated to City in w~ting. 12.13 Notice. Notices, demands and other formal communications shall, be in writing and shall either be personally delivered to the designated representative of 76 1368748.10 the party or deposited in the United States mail, first class postage prepaid and sent certified mail return receipt requested, addressed as follows: If to City: - With a copy to: If to Contractor: Director of Public Works City Hall 250 Hamilton Avenue Palo Alto, CA 94301 B~ U.S. Director of Public Works P.O. Box 10250 Palo Alto, CA 94303 City Manager City of Palo Alto 250 Hamilton Avenue Palo Alto, CA 94301 t~_~ Perso~al Delf~e~5 ¯ Mr. Frank Weigel, Chief Operating Officer Greenwaste of Pa]o Alto 1500 Berger Drive San Jose, CA 95112 By U.S. Mail Greenwaste of Palo Alto ] 500 Berger Drive San Jose, CA 95] 12 Attention: Mr. Frank Weigel, Chief Operating Officer. Routine, day-.to-day communications between the parties may be exchanged in a ~nanner and between subordinate employees as the demgnated ~epresentatives of each party may agree. Notices, demands and other formal communications shall be deemed to have been given upon personal delivery or upon attempted delivery as shown on the U.S. Postal Service certified mail return receipt. If the name of the principal representative or others designated to receive the notices, demands and other formal communications or the address of such person changes, written notice shall be given to the other party by means of a notice given m accordance with this section. 368748.10 12.14 Duty of Contractor Not to Discriminate. Contractor shall not discriminate, nor permit any subcontractor tO discriminate, in the employment of persons engaged in the performance of this Agreement or in the provision of service to customers on account of race, skin color, national origin, ancestry, sex, age, height, weight, disability, medical condition, sexual orientatior~, religion, marital status, familial status, or housing status in violation of any applicable federal or state law. Contractor acknowledges that it has read and understands the provisions of Section 2.30.510 of the Municipal Code relating to non-discrimination requirements and the penalties for violation thereof and shall comply wi~h all such requirements, including those contained in Attachment R. 12.15 Cit~ Environmental Policies. Contractor and any subcontractors shall comply with City’s Environmental Purchasing Policies, as may be amended from time to time. 12.16 Right of City to Make Changes. City may, without amending this Agreement, direct Contractor to cease performing one or more types of service described ~n Articles 4, 5 and 6. may direct Contractor 1:o modify the scope of one or more such services, may direc[ Contractor to add new services and initiate pi!ot programs, or may otherwise direct Contractor to modify its performance under any other section of this Agreement. All such directions shall be in wrising, signed by the Director or City Manager. Contractor Shall promptly and cooperatively comply with such direction. If such changes cause an increase or decrease in the cost of performing the services, an equitable adjustment in the Contractor’s compensation shall be made. Contractor will continue to perform the new or changed service while the appropriate adjustment in the Contractor’s compensation is being determined. If City has directed a change in the scope of work under this Section and either party believes that such change will increase or decrease the costs of providing service, the party which believes the Contractor’s compensation should be adjusted shall within thirty (30) calendar days submit to the other par~y a proposed adjustment and the parties shall thereafter mee~ and discuss the matter Contractor shall promptly provide all relevant schedules, supporting documentation and other financial information requested by CKy ~o evaluate the necessity for an adjustmen~ arid the amount thereof. 1368748.1( City’s Director of Public Works will participate in key meetings regarding those adjustments. Within ninety [90) days of the submission of the proposed adjustment, City will determine the amount of the adjustment, if any, and will thereafter adjust the Contractor’s compensauon accordingly. Any adjustments will be made effective as of the date the change in service is implemented If the Contractor is dissatisfied with the decision of the City, any dispute shall be referred to and resolved by arbitration conducted pursuant to the procedures set forth in Attachment Q. 12.17 Cooperation During Transition. At the expiration of the Term or earlier termination of the Agreement, or upon City’s approval of a proposed assignment, Contractor shall cooperate fully with City to ensure an orderly transition to any and all new service providers. Contractor shall provide, within ten (10) days of a written request by City, then-current route lists, which identii~ each Customer On the route, its service level and history (number of containers, container sizes, frequency of collection, scheduled collection day), any special collection details, and-detailed then-current Customer account and billing information. ContractorshaH, upo,n request by. City, sell collection vehicles and containers to the next service provider at their net book value. Contractor shall, commencing one hundred eighty (180) days prior to the transition of services, attend meetings with the next service provider and with City staff and consultmats to plan the recovery of Contractor’s containers and placement of new containers. Contractor shall perform in accordance with such plan and direct route supervisors to provide "ride:alongs" so that the new service provider’s employees may ride with drivers in Collection vehicles during collection operations. Contractor shall direct its drivers and other employees to provide accurate information to the new provider about routing.¯ and Customers 12.18 Protection of Customer Privacy. Contractor shall strictly observe and protect the rights of privacy of Customers and shall not market or other-wise distribute mailing lists with the names and addresses of residential customers. 79 13(58748.10 12.19 Use of Recycled Nlaterials. Ao Recycled Paper. Contractor shall purchase and use recycled paper products with a minimum of thirty percent (30%) post-consumer rec,,,cled content for uncoated paper and ten percent (10%~ post-consumer recycled content for coated paper for all seralmes provided under this Agreement, including office administration, reports. and communications with customers. All materials prepared by Contractor for distribution to Customers shall state "Printed on Recycled Paper." B.Re-Refined Motor Oil. Contractor sha~ll use its best effort to use re-refined motor oil for its vehicles. C.Recycled Plastic. Contractor shall purchase carts that contain the minimum post-consumer recycled content specified in Attachment H. Upon City’s request, Contractor shall document its on-going compliance ~v:ith these requirements. 12.20 Municipal Code. Contractor shall comply with all applicable provisions of the Palo Alto Municipal Code, including Chapter 5.20 m~d Chapter 9.10, and with all rules and regulations adopted by the City Manager pursuant to Section 5.20.280 of the Municipal Code. Contractor acknowledges having received a copy of Chapters 5.20 and 9.10 of the Municipal Code. 12.21 No Damages for Invalidation of AKreement. If a final judgment of a court of competent.jt~risdiction determines that this Agreement ~s illegal or was unlawfully entered into by City, neither party slaall have any claim against the other for damages of any kind /including but not limited to loss of profits) on any theory. 12.22 Indemnity RegardinK Challenge to Award of Contract. Contractor shall indemnify, defend and hold harmiess City and its officers, empioyees and agents (collectively, the "Indemnitees"/ from and against any and all liability, claim, demand, action, proceeding or suit of any and every kind and description brought by a third person challenging the process by which proposals were solicited and evaluated, or this Agreement was negotiated or awarded, including City’s compliance with the California Environmental Qua]iky Act m connection with the award of this Agreement, but only to 1368748.1C the extent that such liability, claim, demand, action, proceeding or suit was caused by Contractor’s failure to comply with applicable law or with the written instructions of any of the Indemnitees with respect to such matters. 12.23 Fiscal Provisions This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the followin~a fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This section shall take precedence in the event of a conflict with any other term, condition, or provision of this Agreement. 12.24 Affiliated Entity. Contractor will not form or use any Affiliate to perform any of the services or activities which Contractor is required or allowed to perform under this Agreement, other than as a subcontractor approved by the City under Section 12.06. IfContractor enters into any financial transactmns with an Affiliate for the provision of labor, equipment, supplies, services, or capital related to the furnishing of service under this Agreement, or for the purchase of Recvclable Materials, that relationship shall be disclosed to the City, and in the financial r~eports submitted to the City.. In such event, the City’s ~ights to respect records and obtain financial data shall extent to such Affiliate. I36874810 ARTICLE 13. MISCELLANEOUS AGREEMENTS 13.01 Attacl~ments. Each of the Attachments, identified as Attachments "A" through "R," is attached hereto and incorporated herein and made a part hereof by this referencel Any additional attachments, appendices, addenda and schedules which are attached to any dL.dy exec~lted amendment to this Agreement are similarly to be incorporated herein as a part of this Agreement. 13.02 Entire AKreement. This Agreement, including the Attachments, represents the full and entire Agreemen~ between the parties with respect to the rna~ters covered herein and supersedes all prior negotiations and agreements, either written or oral. 13.03 Section HeadinKs_. The article headings and section headings m this Agreement are for convenience of reference only and are not intended to be used in the construction of this Agreemen~ nor to alter or affect any of its provisions. 13.04 Interpretation. Each party has participated in the preparation of this Agreement with the asslstm~ce of legal counsel to the extent desired. Accordingly, this Agreement shall be interpreted and construed reasonably arid neither for nor against either, party. 13.05 Amendment. This Agreement may not be modified or amended in any respect except by a writing signed by the parties. 13.06 Severability. If any non-material provision of this Agreement i~ for any reason deemed to be invalid and unenforceable, the invalidity or unenforceability of such provision shall not affect any of the remaining provisions of this Agreement, which shall be enforced as if such invalid or unenforceable provision had not been contained herein. 13.07 Governin~ Law. This Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of California 13.08 Jurisdiction Any lawsuits between the parties arising out of this Agreement shall be brought and concluded in the courts of the State of California, which shall have exclusive jurisdiction over such lawsuits With respect to venue, the 1368748.10 parties agree that this Agreement is made in and will be performed in Santa Clara County. 13.09 No Attorneys’ Fees. The prevailing party in any action brought to enforce the terms of this Agreement or arising out of this Agreement may recover its reasonable costs expended in connection with such an action from the other party. Each party shall bear its own attorneys’ fees. 13.10 References to Laws. All references in this A~reement so laws and regulations shall be understood toinclude such laws and regulations as they may be subsequently amended or recodified. In addition, references ~o specific governmental agencies shall be understood ~o include agencies that succeed ~o or assume the functions the named agencies are currently performing. I/I /I/ /// /// 1368748.10 IN WITNESS WHEREOF. City and Contractor have executed this Agreement as of the day and year first above written. GREENWASTE OF PALO ALTO, a California ]oint venture By:Greenwaste Recovery, Inc., a California corporation Name:Richard A. Cristina Title:President .Name:Jesse Wel~el ¯ :"Title Secretary CITY OF PALO ALTO By: City Manager ATTEST City Clerk Zanker Road Resource Management. Ltd.. a California limited partnership By:Zanker Road Resource Recovery, Inc., a California corporation, its General Partner Name: Richard A. Cristina Title: President BY:Name: Murra~. Hall"~ Title: Secyeta~ APPROVED AS TO FORM City Attorney APPROVED: Director, Administrative Services APPROVED: Director, Public Works 84 1368748.10 SUPPLEMENTARY ASSURANCES ZANKER ROAD RESOURCE MANAGEMENT, LTD AND GREENWASTE RECOVERY, INC. Zanker Road Resource Management, Ltd. and Greenwaste Recovery, Inc., partners in Contractor, in order to induce City to enter into this Agreement with Contractor, hereby ratify the commitments made in Contractor’ s Proposa! regarding processing at the facilities which they own, and agree to process materials collected in Pal0 Alto and deliveredto those facilities as necessary for Contractor to fulfill its agreements in Article 6 of this Agreement. By:Zanker Road Resource Management, Ltd., a California limited partnership By:Zanker Road Resource Recovery, Inc., a California corporauon, its General Partner By: / Name: Richard A. Cris~/ina Title:o,-~ Pr~(~’ident~"] [ / , ,,~ Name: MurraF B. Hall Title: Secreta~ Greenwaste Recover, Inc., a Cali%rnia corporation Name:Richard A. Cristina Title:P~n~ By: ~~ d~ ~e: gesse Weigel ,../Title: S e creta~ D ate: Date: 1368748 10 TRANSITION AND IMPLEN~ENTAT][ON PLAN 1o ADM][NIST]IL~T~ON Office and Storage Yard Lease(s): GWR must secure facilities for a local administrative office, Our Palo Alto Customer Service Center and a yard large enough to store, maintain and wash vehicles and containers. GWR and the City anticipate GWR taking over the Geng Road site from PASCO/Waste Management to support the establishment of a local administrative office and provide enough local .storage area for some containers for quick turnover of requests. The Geng Road site does not, however, include sufficient room to store, maintain and wash all the trucks and containers for the City. We are currently seeking alternative sites in Santa Clara that can accommodate the balance of our needs for Palo Alto operations. If the Geng Road site is available and a lease has been signed on or before December 31, 2008, GWR will use the Geng Road site to accommodate our administrative office space needs and the storage of limited containers. If the Geng Road site is not available and a lease has not been signed on or before December 31, 2008, GWR will make arrangements for an alternative site within the City or within two (2) miles of the City boundary to provide for a loCal administrative office. Regardless of the location(s) of our facilities, the process of setting up the office remains - virtually the same. Office facilities will be set-up prior tO or concurrent with the hire and training of the new Customer Service Representative team. Office furniture, supplies and additional resources needed to support staff will be ordered to accommodate the space and ensure the comfort and productivity of staff. The phone and computer systems will be set-up by our experienced IT Manager and tested for any inconsistencies in performance and use. It is the goal of GWR to retain the same customer service phone number as is currently being used by PASCO. The GWR office in San Jose will be used as a back-up location for customer service support and the Charles Street location will serve as a back-up and overflow location for the storage of trucks and containers. Customer Service and Call Center Activities: Three (3) Customer Service Representatives and one Supervisor will be hired. New CSRs will be trained by the existing CSR staff and each CSR’s electronic operations will be set-up will be in coordination with our IT Manager. New CSR staff will be required to participate in a training course using proven techniques to support a Smooth transition. We will be making offers of employment to displaced employees and remain hopeful that they will accept. Utilizing customer service staff from the previous hauler provides an additional advantage of reducing start-up costs associated with training staff; they are already familiar with the area, the routes and the customer service process for this sector. New customer service staff will need to be trained on the RAMS system and GWR customer service expectations. Page 1 of 13 The orientation and training process for Customer Service Representatives will be overseen by our Customer Service Manager and coordinated with our IT Manager. All CSRs new to GWR will be trained on the RAMS systems and its integration with the On-Route system in all the collection trucks. It will be imperative that CSRs are well versed in the use and troubleshooting of the RAMS system and the generation and tracking of work orders. We anticipate and are prepared to manage a high call volume during this transition. We will utilize our existing Customer Service Manager and Customer Service Supervisor to provide support to and take calls at the new call center. If call volume proves to be higher than anticipated or customer service requests are more complicated than we expect, we will pull from existing staff to answer calls, in order to relieve the new CSRs and utilize existing Management and Supervisory staff to handle the more complicated service requests. Billing System Coordination with the City& PASCO It is critical that GWR and the City coordinate tracking and implementation processes and integrate the operational aspects of customer billing. The City utilizes a refuse module of the SAP system for tracking of services and billing customers. GWR utilizes a RAMS system to maintain customer data and track work orders. It is imperative that these two systems are compatible in order to provide seamless customer service, accurate and timely billing and prompt delivery of services. System integration and data synchronization will ensure that all services and items provided to Customers that are charged and for which GWR is compensated on a per unit basisl will be accurately tracked for the City to bill Customers and for GWR to submit requests to the Cit~ for payment. ....... GWR has experience in the integration of our RAMS system with a SAP system, as demonstrated by the successful development, testing and implementation of our contract with the City of San Jose. GWR staffhas been workinginternally to coordinate services and needs (technology, customer service, finances, operations) in anticipation of providing data.in a format that allow the City to integrate service charges into the City billing system. The GWR Office Manager, IT Manager, Controller and Community Relations Manager are wort~ing with the City Utilities Billing SAP Team and the SAP Consultant Team from Axon to identifythe parameters for integrating a system interface that is updated at frequent intervals throughout the day. This goal of a frequently-updated interface is to allow GWR to generate and complete customer work orders, export that data from RAMS, transmit an encrypted flat,file to the City via secure means and allow the City to convert the RAMS data into a format that is accepted by the City Refuse Module of the SAP system. This team has begun Coordinating efforts and identifying a strategy for integration and will continue to work together to design, test and implement an integrated system. The City does not have a call center so all customer service calls will be routed directly to the GWR Customer Service Center. Accordingly, there will be no City-generated work orders, which make the system integration much easier. Data first needs to be transferred in one direction, from GWR to the City. It is likely that a second data transfer needs to occur from the’ City to GWR for updated information, such as changes to account information and updated rates. The exact methods, schedule and costs associated with integrating the RAMS system and the SAP system have not been finalized. GWR will be responsible for developing an application that Page 2 of 13 will allow GWR to collect specific information on Palo Alto Customers and provide the information in a fixed flat-file length and transmit that flat-file to the City’s system via secure means. The system may be designed for unidirectional or bidirectional data transmission. There are limited needs for bidirectional data specific to the addition of new premises and billing related inquiries. The portal currently under development by Axon will provide GWR with information on the addition of new premises. Sufficient access to customer billing information will need to be provided to GWR so CSRs have the ability to answer specific billing questions from customers and issue credits to customers. GWR CSRs may also perform some limited and infrequent manual entering of data into the City’s SAP system. Beginning in October 2008, GWR staff will identify the specific data types to be transmitted to the City for tracking of contractual requirements. GWR will rely on the City’ s input throughout this process to confirm that the data needs are accurate and to add additional data types based on the integration needs with the SAP system. GWR staff will be available to the SAP Team throughout this process of defining and refining the data needs and parameters of the system interface. GWR has provided the City with details regarding the process of RAMS-SAP integration and the different components involved in the interface solution. The target date for the City’s SAP implementation is February 2009. It is likely the City will not invest significant resources in the Refuse module and integration with a GWR application until after that date. GWR will need the assistance of the City SAP Team prior to February 2009 in order to sufficiently and accurately outline the parameters of the application that will be written to pull specific data .from RAMS and to accept billing related data from SAP. ~ " . ...... It is also critical that GWR, the City and the current hauler (PASCO/Waste Management) coordinate to ensure .the records and data of existing customers and services are accurate and complete when transferred to GWR.to enable routes to be developed ,and finalized prior to the transition. The City is currently working with PASCO/Waste Management to reconcile the existing data set and ensure tile highest degree of accuracy obtainable. Potential Obstacles & Contingencies." Administration : Depending on the ability of the City and GWR to sign a lease for the Geng Road site on or before December 31, 2008, GWR may need to identify and secure an alternative site for our local administrative office. Securing a .local administrative office is a critical path for success. The potential downside of utilizing a different site for the GWR local administrative office is the comfort of customers familiar with the. location of the Geng " Road site, which would be addressed by integrating a change in facility location announcement into existing public education materials. Ensuring our Customer Service Center has a facility that ts up and running on the date of the transition is acritical path to our ability to provide exemplary customer service in this time of transition. The Geng Road site is currently occupied by the PASCO/Waste Management Customer Service Center. If this site is secured for the Customer Service Center, it is unreasonable to expect they could transition out and GWR could set-up our operations in a single day without significant service disruption. Depending on the Page 3 of 13 location of the facility, there are a few appropriate and feasible mitigation measures to address this potential obstacle. o If the Geng Road site is available and secured, the GWR Customer Service Center may be set-up at the Geng Road site while it is being operated by PASCO. This would prove complicated, however would allow for the GWR Customer Service Center to be fully operationaI prior to the transition date. The second is to initially set-up in the San Jose office and then transition into the office at the Geng Road site. ~ If the Geng Road site is not available and an alternative site must be secured, GWR will have adequate time to set-up the administrative office and Customer Service Center prior to the date of transitiono Customer Service Representatives with PASCO/Waste Management will be offered employment and their acceptance is a critical path to a smooth transition. If existing employees accept the Customer Service Representative positions, their training needs will be signifcantly reduced," if they do not, GWR will need to hire new employees and provide additional training in Customer Service methodology specifc to GWR and the industry. An appropriate and feasible mitigation measure to address this potential obstacle is to conduct outreach and recruitment early enough to secure commitments and/or hire new employees and begin additional training. Obtaining accurate and complete data from PASCO/Waste Management on routes, customers, services and employees is a critical path to a seamless transition. Based on past experience, incomplete and/Or incorrect data can be the greatest threat to a seamless transition. There are two feasible and appropriate mitigation measures we can employ to address the route/customer/services data portion of this potential obstacle. The first is to conduct route surveys and field audits as early as possible, to allow time to ground-truth the accuracy of the route maps and services provided. The second is to have Customer Service Representatives on hand and prepared to receive ¯ increased customer calls and expeditiously deploy work orders to the operations team. There are two feasible and appropriate mitigation measures we can employ to address the employee data and recruitment portion of this potentiaI obstacle. The first is to obtain information on existing employees as soon as it is made available to us and the second is to begin outreach efforts to employees at the storage yard as quickly as possible. 2o PERSONNEL (HMng & Training) Management Team - Roles and Responsibilities GWR has assembled an experienced and hands-on Management Team unparalleled in the industry. The Management Team has extensive experience in all administrative, financial and operational aspects of collection, hauling, processing and disposal. In order to ensure a successful and smooth transition, the GWR Management Team recognizes the importance Page 4 of 13 dedicating resources to the transition and is committed to providing the resources needed and expertise necessary for the transition. Following the successful transition of GWR into Palo Alto, the Management Team will also provide continued support to staff and will manage the contract through completion. The Management Team includes: Richard Cristina, President Murray Hall, Vice-President Jesse Weigel, Secretary/Treasurer Frank Weigel, Chief Operating Officer Don Dean, Chief Financial Officer Transition Team - Roles and Responsibilities GWR has assembled an incredibly dynamic and experienced Transition Team that will train and provide ongoing support to new employees in their respective area of expertise. The Transition Team will be supported by the Management Team to ensure time dedicated to the transition does not negatively affect their ability to continue providing the high level of service and performance expected of GWR employees. The Transition Team will play a prominent role in orientation, training and support of new employees and is committed to and has the resources available to dedicate the time, energy and expertise necessary to ensure a successful transition. We anticipate the Transition Team will dedicate 50%-100% of their time to the transition including intermittent direct support after collection se~ice begins and the Zero Waste phased implementation is complete. Following the successful transition, the Transition Team will reduce their time dedicated to the Palo Alto contract and support the new employees hired. Tracy Adams, Controller Mr. Adams worked extensively on the Santa Cruz County transition and will provide assistance with the. conversion of files and set-up of new customer accounts. Colin Beafl, San Jose Operations Manager Mr. Beall has managed transitions in Tehama County, Red Bluff and San Jose Yardwaste and has provided assistance and support to many more. Mr. Beall will be responsible for trainingthe Palo Alto General Manager and Operations Manager on GWR systems and procedures. He will also lead the driver training program and provide assistance during bin distribution Barry Christina, Human Resource Manager Mr, Cristina has been involved in all phases of GWR’ s transitions from Petaluma to Santa Cruz County and contract compliance. Mr. Cristina will be responsible for cooydinating the job offers to the current PASCO/Waste Management employees working on the Palo Alto contract. He will also provide support and assistance to Frank Weigel in other transition phases. Page 5 of deff O’istina, Outreach Coordinator, Zanker Mr. Cristina will be responsible for the outreach for commercial recycling and the expanded organics/food waste as part of the "Zero Waste" program. He has been involved in marketing Zanker’s recycling products to all types of commercial customers. Burton Crosby, IT Manager Mr. Crosby manages all aspects of the GWR Information Technology systems. He has been intimately involved in the contract turn-ups and system integrations in the past for GWR including transitions in the County of Santa Cruz and City of San Jose. Valarie Enyart, Office Manager Ms. Enyart leads GWR’s Customer Service team and management of the San Jose office. Ms. Enyart has been a key asset in successful transitions, including the transfer of databases t?om prior haulers. Ms. Enyart will provide the necessary support for the Customer Service Representatives. Ms. Enyart will provide internal and outside resources and training opportunities to the new CSR’s in GWR’s exceptional approach to Customer Service and comprehensive use of the RAMS system. She will also coordinate with the IT Manager and Controller .to ensure a smooth transition of data from the previous hauler. Emily Hanson, Community Relations Manager .. Ms. Hanson is the newest member of GWR team and has extensive experience in contract management, community and government relations and managing the deveiopment and implementation of successful public education and outreach programs. Ms. Hanson will provide support and assistance to Frank Weigel in other phases of the transition. Jose Ortiz, Operations Supervisor Mr. Ortiz is experienced in routing and the efficient delivery and pick-up of . residential carts, has been involved in all operational phases of GWR’ s collection business and as back up for our operation managers and supervisors. Mr. Ortiz has managed cart distribution and route auditing and been involved in driver training and field customer service and has worked on transitions for San Jose Yardwaste, Petaluma, Burbank Sanitary District, Portola Valleyl Santa Cruz County, .Capitola, Scotts Valley and Lexington Hills. Mr. Ortiz will be in charge of cart and bin distribution and exchange for the City of Palo Alto Contract. Hiring and Training of Staff GWR is committed to giving priority hiring to displaced PASCO employees. It .is the goal of GWR to hire outside the existing pool of displaced employees only if GWR has more positions to fill then the total number of interested people qualified for the position to which they are applying or if a displaced employee chooses to stay with Waste Management. GWR Management has already met with the drivers to provide employment assurances and answer questions current employees have. While some discussions have already begun with other Page 6 of 13 positions, the formal and coordinated discussions will begin with the remainder of the positions (managers, supervisors, coordinators, CSRs, recycle center employees, etc .... ) over the next few months. Additional Outreach will continue through the formal employment offer phase. GWR will obtain a list of current employees from PASCO and begin conducting outreach to provide assurances that employment opportunities will be offered to displaced employees. Approximately four (4) months before the transition date, GWR will offer employment to displaced employees for the jobs which they are qualified and will require acceptance on or before April 1, 2009. This timeline will allow GWR to hire and train new employees without interfering with our ability to affect a smooth and seamless transition. Approximately two (2) months before the transition date, we will begin our "off-track" and "on- truck training" for route personnel, including drivers and mechanics. Training will also commence for the use of the CNG fueling station by City staff. It is imperative that all displaced employees who have accepted positions with GWR are oriented on the GWR Drag & Alcohol Policy, Sexual Harassment Policy, Injury and Illness Prevention Program, Emergency Action Plan, Safety Rules and Discipline Program and Accident and Injury Reporting Program. Employees are also required to participate in and complete an intensive training program covering topics including, but not limited to COlmnercial driver safe work practices, PPE, hazard communication, seat belt requirements, confined spaces, and lockout/tag out requirements and procedures. Prospective employees must pass this series with management approval to achieve permanent employment. To accommodate schedules, trainings will be held each Saturday leading up to the transition date and participants will be paid for their time spent participating in ’these trairiings at thei~ regular hourly rate. Route Personnel - Dispatchers, Drivers & Mechanics In addition to the route pers0nnel Positions (drivers and mechanics) the foliowing positions will also need to be filled. Priority will be given to displaced employees who meet the qualifications of the position being applied for, however if none of the positions are applied for or the applicants are not qualified, GWR will seek outside applicants. Management: o General Manager.(1) o Operations Manager (1) o Environmental Outreach Manager (1) Supervisors: o Ronte Supervisors (3) o Maintenance Supervisor (1) o Customer Service Supervisor (1) Customer Service Representatives (3) Environmental Outreach Coordinators Page 7 of 13 Recycle Center Employees (2) Container Distribution (1) Potential Obstacles & Contingencies: Personnel The only obstacle anticipated is an unforeseen delay in hiring from outside the pool of displaced employees. The most appropriate mitigations measure is to impose an ¯ acceptance date for displaced employees to provide GWR some level Of assurance that we do not need to seek applicants for positions that have been accepted. 3. OPERAT][ONS (Equipmer~/& Routes) Truck and Container Ordering and Delivery It is imperative that new trucks and additional vehicles needed for operationsare available for use prior to the date of transition. Accordingly, GWR has already placed the order for vehicles that will be used for residential, multi-family and commercial Solid Waste, Recyclable Materials, Yard Trimmings andOrganics collection. Prior to October 31, 2008 body color and additional trim details will be discussed with the City, finalized and submitted to the factory: Prior to November 30, 2008 the remaining details for the vehicles (logos, colors, placement, vehicle identification numbers and. additional text) will be discussed with the City and finalized. The factory will begin building the chassis for all trucks (including the Recycle Center forklift - to be ordered in October 2008) and will phase the delivery for the body construction between the December 1, 2008 and January 31, 2009: The construction of the bodies will occur asthe chassis are received. All trucks will be completed and deli;cered between May 1, 2009 and May 31, 2009, with complete deliveryon or before June 1, 2009. GWR has also agreed to purchase trucks from PASCO at the net book value as per the City’s agreement with PASCO. The trucks must be provided ~o GWR in good condition and ready for service on or before July 1, 2009. All drivers utilizing CNG vehicles will be trained on the use of the City fueling facility before operating the vehicles. GWR will be utilizing the existing carts for residential and some multi-family Solid Waste, Recyclable Materials, Yard Trimmings and Organics collection. The colors, sizes, logos, text and text placement and container identification numbers for residential carts will be discussed with the City and finalized on or before December 31, 2008. GWR will maintain an adequate inventory of extra confainers to replace residential carts. On an as-needed basis, GWR will deliver additional or replacement carts to existing customers within seven (7) days of their request for a different cart capacity, additional cart(s) or replacement carts. Replacement carts will be delivered to customers within, five (5) days of notification to GWR. When carts are delivered GWR will remove all carts that have been damaged or are no longer in use, as appropriate. As new premises are added or service levels change, GWR will provide customers with carts to reflect their level of requested service. GWR will be ordering new containers (bins & drop boxes) for commercial and multi-family Solid Waste and Recyclable Materials collection (including "recycling buddies") for Organics collection and also for the Recycle Center. The colors, sizes, logos, text and text placement and container identification numbers for containers will be discussed with the City and finalized on Page 8 of 13 or before December 31, 2008. On or before July 1, 2009, GWR will begin to remove existing containers for solid waste co!lection and replace them with new containers as per the specifications of each Customer. Delivery of "recycling buddies" to multi-family customers will occur with the delivery of solid waste collection containers. On or before July 1, 2009, GWR will begin delivery of new carts and bins to commercial Customers for expanded single stream recyclables and organics in support of the new Zero Waste program. Delivery routes will be planned to minimize vehicle travel and expedite the replacement of carts to customers. Drop boxes will be purchased to replace existing drop-boxes and delivery will occur as orders for services are placed. Discussions have already occurred with the manufacturer and following our receipt of data on existing commercial containers and anticipated needs, GWR will finalize the count and firm up the order the new containers, including colors and signage. GWR will maintain an inventory of extra commercial containers with varying capacities in the event initial demand is greater than anticipated. Excess inventory will be stored at our storage yard. The new carts and containers will be purchased before July 1, 2009 and will meet the requirements in Attachment C. Payment from the City for these per-unit costs will occur after July 1, 2009. All carts and containers will have logos indicating exclusive use in Palo Alto. Accompanying the payment request, GWR will provide the City with the purchase order and proof of receipt. Ronte Planning and Development GWR utilizes On-Route system technology on all trucks. On-Route is futly integrated and maintains a virtual real-time connection with RAMS software to ensure customer service r~quests and work ordlers generated through RAMS are provided tO the drivers via On;Rdut~; Fullintegration of these two systems also enables drivers to enter any additional services or alterations in service into On-Route, causing additional charges on their account as appropriate. GWR will request and arrange for the transfer of route maps and sequential route sheets from the City and PASCO/Waste Management for input into the RAMS sYstem. GWR will then conduct route surveys and field audits to ground-truth the data obtained. Routes will be developed utilizing this data and dry runs will be conductedprior to finalizing the routes. Once the data has been proven accurate, routes will be finalized in the two (2) months preceding the transition. Minor calibration of the routes will be ongoing. Notification will be given to the City and Customers if more significant changes are made, including, but not limited to holiday schedules, regular service days or the addition of new premises. Potential Obstacles & Contingencies." Operations ®Obtaining accurate-data for existing route maps and sequential route sheets is a critical path to a smooth transition. See mitigation measure in Administration section above. 4. OUTREACH & EDUCATION GWR staff will begin developing a Public Education and Outreach Plan beginning October 2008. The Plan will identify the target audience for services provided, program objectives, individual tasks, public educational materials to be developed and timelines for Plan implementation. Input will be solicited from City and Plan implementation success will be measured by deadlines and Page 9 of 13 products developed. GWR staff will modify existing public educations to target and promote the use of services provided t° residential, multi-family and commercial customers. Educational materials will include, but are not limited to notification of GWR as the new hauler, service verification requests, expanded and/or modified services, and notification and promotion of the expanded services provided under the City’s zero waste program. Potential Obstacles & Contingencies." Outreach & Education ~ GWR does not anticipate anypotential obstacles that would hinder GWR ’sprogress. As described in Attachment C, during the transition Contractor will place advertisements in local newspapers and use direct mailings to inform residents and businesses about the new solid waste, recyclable materials and organics collection programs. The introductory mailer will also include a return mail postcard requesting Customers to select their solid waste, recYcling and organics cart/bin sizes (if necessary). Shortly thereafter, as a follow-up, Contractor will send a direct mail piece to each Customer which will: verify billing information and collection day and provide information on the holiday collection schedule, holiday tree collection, and Clean-Up Program (where applicable). In the few months prior to start-up and in accordance with the City’s schedule, the Environmental Outreach Manager will attend community workshops and community events to educate Customers on the new collection programs and answer questions. The following public education and outreach materials wiil be produced for the start-up of collection services: Newspaper advertisement explaining new programs - Mercury News and local paper (2 advertisements each) ~Press Releases about the new program (3) ~. Press Release about the start of the program (1) ~Press Release after first week of program (1) ~Press Release after first month of program (1) ~Initial (one time) direct mailing to inform Customers of the new program (approximately 26,000 pieces) Second (one time) direct mailing informing Customers about holiday/clean up schedule (approximately 26,000 pieces) Residential - Solid Waste, Recycling and Yard Trimmings "How To" Guide one time to all residents at beginning of start-up (approximately 35,000 pieces) Commercial - Solid Waste, Recycling and Organics "How To" Guide one time to all businesses at beginning of start-up (approximately 1,500 pieces) ~Clean Organics Program. Commercial (approximately 500 pieces) ~Commercial & MFD - Laminated Recycling Posters (approximately 2,000 pieces) ~Residential - Solid Waste, Recycling and Yard Trimmings "How To" Guide annually by request, at community events, presentations and other community activities (approximately 5,000 pieces) In addition, a training packet for commercial and industrial Customers will include how,to information for direct distribution to their employees, outreach materials suitable for bulletin- Page 10 of 13 board posting in common areas, and signage for internal collection points. EOCs will conduct on-site workshops upon request by a Customer or City. The following public education and outreach materials will be produced with City approval for the start-up of collection services, and will be repeated periodically, as needed or upon City request during the Term: Description of annual Clean-Up Program, including options for reuse and recycling. Contractor shall provide separate outreach materials for single family and commercial customers. o Zanker 10% off coupon ~Press Releases ~Company newsletter, Quarterly ~Door hangers, Annually o Corrective Action Notice ~Recyclable Materials Resource Guide ZERO WASTE SERVI[CE {Phase-in) Expanded Organics Collection & Processing The expanded organics collection and processing for commercial customers will be phased in over a 90-day period beginning July 1, 2009 and concluding September 30, 2009. Expanding Single-Stream Materials Expanded single-stream materials collection for residential customers will commence July 1, 2009. Expanded single stream materials collection for commercial customers will be phased in over a 90-day period beginning July 1, 2009 and concluding September 30, 2009. Expanding Clean-up Day Collection This service will commence July 1, 2009. Outreach and educational materials will explain this expanded service to customers and will highlight this once per year service provided to customers including notification that the request must be received by the CSRs at the call center at least one week in advance. This advance notice allows the CSRs to input the request into the RAMS system and dispatch the appropriate vehicle on the day of the customer’s regularly scheduled pick-up. Following the hire of Environmental Outreach Coordinators and as part of GWRs reuse and recycle program, corporate partnerships will be explored and developed with non-profit entities, such as Goodwill and the Salvation Army, that support and promote the reuse of materials in the areas Served by GWR. EOCs will work with these entities to develop a process that is conducive to the highest level of reuse. GWR will only store items that have a high potential for reuse. Prior to July 1, 2009, a specific area at the MRF will be set-aside for the collection of bulky items by type. Any items collected through the Expanded Clean-up Day Collection that may be desirable to reuse will be collected and brought to the Zanker Materials Recovery Facility before the close Page 11 of 13 of business on the day they are collected for regional non-profit entities and the general public to examine and take any items for reuse at no charge. Implementation of Mandatory Participation The Contractor shall implement a mandatory participation program that requires single family, multi-family, and commercial/industrial Customers to place Recyclable Materials, Yard Trimmings and Organics in the appropriate collection containers. in the first year, commencing July 1, 2009, Contractor shall educate customers on how to comply with the new mandatory participation and phase-in schedule requirements; Phasing approach: 1. Development of Mandatory Ordinance Upon request by the City, the Contractor shall provide assistance in the development and implementation of the ordinance as needed. o First Year Contractor shall conduct an extensive outreach and educational program to educate customers on how to comply with .the new mandatory participation program and phase-in schedule requirements. This phase shall include the following minimum requirements: a. Customers serviced in carts or cans for Solid Waste: -Outreach material attached to each Solid Waste cart or can in July 2009, January 2010 and June 2010. " -Information included in the first mailings -Information shared at public events -Additional Outreach materials as needed (newspaper ads, brochures, newsletters; utility bills, posters, etc.). b.Customers serviced in bins for solid waste: -Outreach material attached to each Solid Waste container in July 2009, January 2010 and June 2010. -Site visits or contact to each customer for the purpose of informing customers of the new mandatory participation requirements. -Information included:in pre-transition mailings. -Additional outreach materials as needed (newspaper ads, brochures, newsletters, utility bills, posters; etc.). Increasing C&D Debris Diversion C&D Debris Diversion will begin July 1, 2009. All roll-off boxes containing C&D debris, mixed debris, clean-up debris from homeowners and compactors that contain no putrescible organics will be transported to the Zanker MRF or the Zanker Landfill for processing and recycling. Enhancin~ Commercial Recycling Page 12 of ~_3 Enhancing Commercial Recycling will be phased in over a 90-day period beginning July 1, 2009 and Concluding September 30, 2009. These expanded services will be provided for commercial, school and multi-family customers beginning with public outreach and education and waste audits beginning in May 2009. Page ~13 of 13 2008 2009 Sept.Oct,Nov.Dec.]an.=eb.Mar.Ape May June July Aug.Sept. l Oct.Nov. Execute Contract x Management-Level Meetings with City (Monthly)~x x x x X x x x x x x x Meetings with City Staff (Semi-monthly)~2x 2x 2x 2x 2x 2x 2x 2x 2x 2x ~Implement Team Kick-off Meeting ~ ~Implement Team Meetings x ~Management Team Meeting 4x 4x 4x 4x 4x 4x 4x 4x 4x 4x 4x 4x ;z:Transition Team Meeting x x x x x 2x 4x 4x 4x 4x 4x 4x 2x ~Coerdinatlon of Billing Set-up with City Staff x x Trouble-shooting Billing with City Staff x x Set-up Office Space & Customer Service Center x x x Populate Storage Yard x x x Hire & Train (if applicable) Supervisors x Hire & Train Dispatchers x x Hire & Train Customer Service & Accounting Staff x x ~Hire & Train Environmental Outreach Coordinators x x x ~Identify Displaced personnel x ~Conduct Outreach to Displaced Personnel x ~"Make Employment Offers to Displaced Personnel x x "Off-Truck" Training for Drivers/Mechanics x x "On-Truck" Training for Drivers/Mechanics x × Order Collection & Support Vehicles ~ Order Residential Carts x x Order Commercial Containers x x ;~Order Multi-family "Recycling Buddies= Containers x x ~Modify l~esldentlal Cart Order (If necessary)x ~Modify Commerclal Contalnec Order (If necessary)x ~O’Modify Multl-family "Recycling Buddies" Contalners (if necessary)x Receive, Inspect &Test New Vehicles x x Deliver/Replace Commercial Carts x x X Deliver/Replace Residential Carts (as necessary}x x x Obtain Route Maps & Sequential Rou, t,e ~heets .x x ~Conduct Route Surveys and Field Audits X x x x x x XxXXXXX X ~Develop Routes x x x x x e~Finalize Routing x x Develop Transition Public Education & Outreach Plan x x x Develop Introductory Mail Piece x x Develop Introductory Newspaper Advertisement x x x Develop Collection Day Verification & Schedule Piece x x x Develop "How-to" Guides x x x x x Z DEvelop Corrective Action Notice x O~Develop Company Newsletter x x "~Develop Annual Clean-up Event Direct Mail (as appropriate)x x ~Mail Introductory Mall Piece x ,~l Post Advertisement(s) In Newspaper ’,x x ~Mail Collection Day Verification & Schedule’Plece .x ~Distribute "How to" Guides to: ~Single Family Residents x x O Multi-plex and Multi-family residents (Managers & Door-to-door)x x X Commercial Customers (Individual Meetings,)x x x Attend at least four (4) Community Workshops x x Meet with Business Managers Individually x x x ¯.Hold at least eight (8) Training Meetings (2 for each business type)x x i Attend at least six (6) Business Meetings x x x BEGIN COLLECTION SERVICES X Expanded Organics: Coordination with City on Outreach/Marketing x x x Expanded Organics: Begin Targeting Anchor Customers x x Expanded Organics: Migration of Commercial Garbage Routes x x ~Expanded Organics: Container Changes for Commercial x ~=Slngl~-Stream Materlal~: Residential x ~Single-Stream Materials: Commercial x x x ~_Clean-up Day Collection: Notice to Customers of Expanded Services x x ~Mandatqry Participation: Development of Educational Materials x x x ~O Dlstrlbution of Materlals to Customers x xMandatowParticipation: ~Increasing C&D Debris Diversion x Enhanced Commercial Recycling: Public Education x x Enhanced Cdmmercial Recycling: Commercial Waste Audits x x ’,,-’.~han~’~ C~ ....~ia .qec’/c~i~.o: CeUect~on Services Begin J I !X X X ATTACHMENT C SOLID WASTE COLLECTION SCOPE OF WORK Single Family Residential Premises. Contractor shall collect Solid Waste from Single Family Residential Premises at least once per week on the same day each week. Standard service is one 32-gallon capacity cart or a 32-gallon Customer provided can. Customers may also subscribe for minimum service (one 20-gallon capacity mini-can or a 20-gallon capacity cart) or for additional capacity such as larger carts (64 and 96 gallon capacity) or multiple cans. Solid Waste will not be collected on Saturday or Sundays without the prior permission of the Director. Standard collection location is curbside. Backyard service is provided to (i) Customers who subscribe to backyard service (and pay an additional charge if required by the City), and (ii) to Customers with physical limitations who qualify for backyard service at standard rates (as described in Section 5F). In both cases, Contractor shall collect Solid Waste in carts (or 32-gallon Customer-provided cans) from an alternative service location (sideyard or backyard within 25 feet from the curb) as requested by the Customer, and which is accessible via a. safe pathway. Contractor is not required to enter.private garages or other buildings to collect containers. Multi-Family Residential Premises. Contractor shall collect Solid Waste from Multi-Family Residential .Premises a minimum of once per week and up to a maximum of five (5) days per week for cart Customers. Standard service is two 32-gallon capacity cans or a 64-gallon cart. Contractor shall also collect Solid Waste from Multi-Family Residential Premises in bins a minimum of once per week and a maximum of six (6) days per week on the same day(s) of each week. Solid Waste will not be collected on Sundays without the prior permission of the Director. Customers may subscribe for minimum service (one 32-gallon can or cart) or for additional capacity such as multiple cans or a variety of carts (32, 64 and. 96 gallon capacities) and bins (1, 1.5, 2, 3, 4, 5, 6 and 8 cubic yard capacities) provided that no less than thirty two (32) gallons of capacity are provided for every occupied dwelling unit in the Multi-Family Residential complex. Scheduled Service Drop Boxes and Compactors. Contractor shall allow Customer to use a Drop Box or Compactor for Solid Waste Collection to meet the Customer’s disposal needs, tn such case, Contractor shall provide Customer with a choice of container capacities ranging from seven (7) to forty (40) cubic yards. Contractor shall offer Customers the option to purchase or lease compactors through either the Contractor or an outside vendor. Regular maintenance of Compactors shall be provided by Customer (or outside vendor) as frequently as needed to keep the Page 1 of 38 Revised 10/15/2008 Co Compactors in good working order and functioning at high compaction levels. Commercial/Industrial Premises. Contractor shall collect Solid Waste from Commercial and Industrial Customers a minimum of once per week and up to a maximum of six (6) days per week, on the same day(s) of each week. Solid Waste wi!l not be- collected on Sundays without the prior permission of the Director. Standard service is two 32-gallon capacity cans or a 64 gallon cart. Minimum service is one 32-gallon capacity can or cart. For Commercial Customers with space constraints, Contractor shall provide an alternative collection container that is non-breakable, reusable, and weather resistant. Contractor shall work Closely with each Customer to determine the best collection service solution that could include multiple pickups per day and in extreme cases going on premises, such as in a closet or back door to retrieve the materials. Contractor shall also offer Commercial and Industrial Customers the following service options: Individual Cart or Bin Service. Contractor shall provide each Customer with a choice of one or more carts or bins in the same capacities specified in Section 1 .B. above. o Centralized Cart or Bin Service. Contractor shall allow each Commercial Premises to use carts or bins (in the same capacities as specified in Section 1.B. above) that are shared by the occupants of two or more adjacent Commercial/Industrial Premises. In such case, Contractor shall provide one or more carts or bins as requested by the Customer, provided that no less than one thirty two (32) gallons of container capacity are provided for each Commercial/Industrial Premises. Scheduled Service Drop Boxes and Compactors. Contractor shall allow a Customer to use a Drop Box or Compactor for Solid Waste Collection to meet the Customer’s disposal needs. In such case, Contractor shall provide Customer with a choice of container capacities ranging from seven (7) to forty (40) cubic yards..Contractor shall offer Customers. the option to purchase or lease compactors through either the Contractor or an outside vendor. Regular maintenance of Compactors shall be provided by Customer (or outside vendor) as frequently as needed to keep the Compactors in good working order and functioning at high compaction levels. Contractor shall proactively and continually work to. "right size" Solid Waste service for Commercial and Industrial Customers. As individual Customers increase recycling and/or add Organics collection, Contractor shall seek opportunities to decrease the container size and/or frequency of Custoiher’s Solid Page 2 of 38 Waste service in a manner that best meets Customer’s needs and at the least cost to Customer. City Facilities and City-Furnished Public Receptacles. Contractor shall collect Solid Waste from City Facilities a minimum of once per week and up to a maximum of six (6) days per week, on the same day(s) of each week. The location of City Facilities to be serviced; the type, number and capacity of Containers at each location; and the frequency of collection are listed on Attactm~ent D- 1. Contractor shall collect Solid Waste from City-furnished public receptacles a minimum of once per week and up to a maximum of six (6) days per week, on the same day(s) of each week between 4 a.m. andl 1:30 a.m. If a receptacle is filled to overflowing, it must be collected more frequently or as requested by Director. Public receptacles to be serviced are listed on Attachment D-2. Contractor shall maintain the area around each public receptacle by cleaning up and/or collecting any litter or overflowing materials around each receptacle. Contractor shall report any damaged receptacles to the Director immediately and shall identify any receptacle locations that were not serviced (and the reason) to the Director in Contractor’s monthly report. Director will notify Contractor when receptacles are added, relocated or removed from service. Contractor shall complete a list of additions, relocations and removals and submit to the Director once every tw~e!ve (12). months to verify t.he..current list of receptacles and their locations. RECYCLABLE MATERIALS Contractor at a minimum shall collect the following Recyclable Materials: ,Corrugated cardboard ~NewsPrint- ¯. ,Mixed paper (including magazines, catalogues, envelopes, junk maill paperboard, shredded paper, non-metallic wrapping paper, Kraft brown bags and paper, paper egg cartons, office ledger paper, self stick notes, and telephone books) ,Hard cover books ~. ¯Glass containers ~Aluminum beverage containers ~Small scrap and cast aluminum (not exceeding forty (40) pounds in weight nor two feet in any dimension for any single item) Steel including "tin" cans andsmall scrap (not exceeding forty (40) pounds in weight nor (2) two feet in any dimension for any single item) ,Bimetal containers ¯Mixed plastics (including plastic bags, plastic film, plastic containers (#1-7) and bottles including containers made of HDPE, LDPE, PET, or PVC) o Milk and juice containers Page 3 of 38 ® Rigid plastics (kids toys, buckets, etc), Electronic waste peripherals (including printers, key boards, lap tops and printer cartridges) In addition to Recyclable Materials placed in carts, Contractor shall also collect the following materials when they are set out adjacent to the recycling cart: Used motor oil placed in a clear, one-gallon plastic container with a tight- fitting lid, o Used motor oil filters placed in tear-resistant bags, o Household batteries placed in a bag, *Scrap metal (toaster-size or smaller) placed in a box; and ~Cell phones Ao Single Family Residential Premises. Contractor shall collect Recyclable Materials from all Single Family Residential Premises once per week, on the same day that Solid Waste is collected. Standard service is one 64-gallon capacity cart. Standard collection location is curbside. Customers may request carts in other sizes including 32 gallon or 96 gallon cart capacities. Backyard service is provided to (i) Customers who subscribe to backyard service (and pay an additional charge if required by the City), and (ii) to Customers with physical limitations who qualify for backyard service at standard rates (as described in Section 5F). Contractor shall collect additional Recyclable Materials placed by Customers in biodegradable containers (e.g., Kraft paper bag or cardboard box) next to the cart, provided such containers do not weigh more than 60 pounds each. Multi-Family Residential Premises. Contractor shall collect Recyclable Materials from Multi-Family Residential Premises a minimum of once per week and up to a maximum of five (5) days per week for cart Customers on the same day of the week as Solid Waste is collected. Contractor shall also collect all Recyclable Materials and may collect source separated cardboard (as appropriate) from Multi-Family Residential Premises in bins a minimum of once per week and a maximum of six (6) days per week on the Same day(s) of each week. Recyclable Materials and source separated cardboard will not be collected on Sundays without the prior permission of the Director. Standard service is one 96-gallon capacity cart. Customers mayrequest a 64- gallon or 32-gallon capacity cart. Customers may also request additional carts or bins (1, 2, 3, 4, 5, 6 cubic yard capacities). Contractor shall purchase and distribute one 6-galton "recycling buddy" container to each residential unit in Multi-Family Residential Premises by October 1, 2009. The purpose of the "recycling buddy" is to facilitate residents’ storing .of Recyclable Materials and transporting them to the centralized carts or bins for Page 4 of 38 each building. The recycling buddy program is subject to City approval including type of container, how it will be distributed and to whom, replacement requirements, and education material to be distributed with container. Commercial/Industrial Premises. Contractor shall collect all Recyclable Material (including wooden pallets) and may collect source separated cardboard (as appropriate) from Commercial/Industrial Premises a minimum of once per week and up to a maximum of six (6) days per week. Recyclable Materials and source separated cardboard will not be collected on Sundays without the prior permission of the Director Standard service for Recyclable Materials is one 96-gallon capacity cart. Customers may request up to five (5) carts (96 gallon capacity) or one four (4) cubic yard bin for no additional rate. The standard service for cardboard is a 4 cubic yard bin. Additional carts or bins (1, 2, 3, 4, 5, 6 cubic yard capacities) may be requested. For Commercial Customers with space constraints, Contractor shall provide an alternative collection container that is non-breakable, reusable, and weather resistant. Contractor shall work closely with each Customer to determine the best collection service solution that could include multiple collections per day and in extreme cases going on premises, such as in a closet or back door to retrieve the materials. For Commercial Customers that have a significant amount of cardboard and the space for an additional bin, Contractor will provide Customers with a bin for Recyclable Materials and a bin for source separated cardboard. Contractor will provide Customers recycling source separated cardboard with slotted bins in 4 cubicyard capacity with a Contractor provided auto-bar-lock system. Contractor shall also collect Recyclable Materials and cardboard from shared, Slotted and locked bins. used by multiple Commercial Customers. Pallets will be collected at least once per week Monday through Friday. The pallets will be loaded onto the truck and secured for delivery to the City approved processing facilities. " ’ . City Facilities, City-Furnished Recycli.ng Containers, and Parks. Contractor shall collect Recyclable Materials from City Facilities a minimum of once per week and up to a maximum of six (6) days per week. The location, of City Facilities to be serviced, the type, number and capacity of Containers at each location, and the frequency of collection are listed on Attachment D-1. Contractor shall collect Recyclable Materials from public receptacles a minimum of once per week and up to five times per week Monday through Friday from all downtown locations as listed in Attachment D-3. Contractor shall provide on-call collection and ensure recycling of plastic bags containing polystyrene and plastic film at City Hall and shall clean up the area Page 5 of 38 surrounding their storage location so that it is clean and free of any overflowing material. Film plastics are collected in a rack holding 32 gallon bag. Polystyrene is collected from Contractor provided bags, approximately 52"x 48"x88" in size and a minimum thickness of 3 mil. Contractor shall supply and replace the bags when needed. Contractor shall collect Recyclable Materials at City parks a minimum of once per week and up to five days per week, Monday through Friday. The location of City parks and current service is listed in Attachment D-1. o YARD TRIMMINGS &ORGANIC MATERIALS Contractor at a minimum shall collect the following materials as Yard Trimmings: o Grass clippings o Plant trimmings o Tree trinvnings ,Leaves ~Shrubs ~Ivy o Succulents/ice plant o Flowers ~,Branches and stumps The following materials shall not be accepted as Yard Trimmings: ~Plastic bags o Trash, rubbish, metal o Dirt, sod, rock, tan bark ,Construction lumber o Branches over 6 inches diameter or 4 feet in length o Bamboo, pampas grass o Palm, yucca, flax ~Cactus, poison oak ~Food scraps, fruit and vegetables. o Manure Contractor at a minimum shall collect the following materials as Organics: ~Yard Trimmings ~Food scraps (meat, poultry, fish, shellfish, bones, eggs, dairy products, fruits, vegetables, bread, dough, pasta, grains, coffee grounds, filters, tea bags), Compostable paper (kitchen paper towels, paper napkins, uncoated paper take-out containers, pizza delivery boxes, waxed cardboard and paper, uncoated used paper cups and plates, tissues, and other food contaminated paper such as ice cream cartons and frozen food boxes), Page 6 of 38 Compostable plastics, Compostable plastic bags, Plants, grass, leaves, plant trimmings, flowers, crates, landscape vegetation, sod, Untreated wood, wood chips, wood wastes, sawdust, and The following materials will not be accepted as Organics: ~Dirt, rocks, soil ,Painted and treated wood ,Plastic plates and utensils ~Plastic bottles *Plastic wrap *Plastic bags o Coated containers ~Glass bottles *Metal ,Burlap .Corks .Wire ~Rubber bands ,Styrofoam .Latex gloves ~Grease ...."" ~Soda cans *Foil *Hazardous waste ,Pet waste Single Family Residential Premises.. Contractor shall collect Yard Trimmings from all Single Family Residential Premises once per week on the same day of the week that Solid Waste and Recyclable Materials are collected. Standard service is one 96-gallon capacity cart. Customers may request up to two (2) additional 96-gallon carts at no additional rate for a total of three carts. Customers with space constraints may request carts in other sizes (32 gallon or 64 gallon). Contractor shall supply and service additional carts, beyond the standard three cartsl and shall notify Director of such requests. City may bill the Customer for additional carts. Contractor shall collect additional Yard Trimmings placed by Customers in cans, a tied bundle or biodegradable container (e.g., Kraft paper bag or cardboard box) next to the cart, provided such bundles/containers do not weigh more than 60 pounds each and do not exceed 2 feet by 4 feet by 4 feet (or equivalent). Page 7 of 38 Contractor shall also collect Holiday trees that are placed curbside in or next to yard trimmings cart up to four weeks after Christmas Day. Standard collection location is curbside. Backyard service is provided to (i) Customers who subscribe to backyard service (and pay an additional charge if required by the City), and (ii) to Customers with physical limitations who qualify for backyard service at standard rates (as described in Section 5F). Multi-Family Residential Premises. Contractor shall collect Yard Trimmings and Organics from Multi-Family Residential Premises a minimum of once per week on the same day that Solid Waste and Recyclable Materials are collected up to a maximum of six (6) days per week. Standard service is one 96-gallon capacity cart. Organics are collected curbside, or near the Recyclable Materials carts, depending on the configuration of the Multi-Family Residential complex. Contractor shall provide carts or bins in the same capacities specified in Section 1 .B. above. Customers with space constraints may request carts in other sizes (32 gallon or 64 gallon), up to a total of three carts. Contractor shall also collect Holiday trees placed for collection up to four weeks after Christmas Day. Commercial/Industrial Premises. Contractor shall collect Yard Trimmings and Organics from Commercial/Industrial Premises a minimum of once per week up to a maximum of six (6) days per week. Standard service is one 96-gallon capacity cart. Contractor shall provide carts or bins in the same capacities -specified in Section-1.B, above. Customers may request carts in other sizes (32 gallon or 64 gallon), up to a total of three carts for no additional fee. For Commercial Customers with space constraints, Contractor shall provide alternative collection containers that are non-breakable, reusable, and weather resistant. City Facilities. Contractor shall collect Yard Trimmings and Organics from all City facilities a minimum of once per week up to a maximum of six (6) days per week. The facilities are identified in Attachment D-1. The Director may adjust, by .adding or deleting, the number of City facilities receiving services and the level and frequency of service. DROP BOX SERVICE No Unless otherwise directed by the Director, Contractor shall deliver ill drop boxes within 24 hours of Customer’s order, or on the same day if Customer calls before 11:30 AM, and shall remove drop boxes within 24 hours of Customer’s request for removal or on the same day if Customer calls before 11:30.AM. If Customer calls in after 11:30 AM on Saturday, then the box will be delivered by 11:30 AM the following Monday. On-Call Solid Waste Drop Box Service. Contractor shall provide drop boxes on an on-call basis to Customers within the City in the following sizes: 7, 15, 20, 30 & 40 cubic yards. Page 8 of 38 Scheduled golid Waste Drop Box Service. Scheduled weekly service shall be one, two or three times per week in the following sizes: 15, 20 & 30 cubic yards. Single-Source Separated Recyclable Drop Box Service. Contractor shall provide drop boxes on a scheduled and on-call basis to Customers within the City in the following sizes: 7, 15, 20, 30 & 40 cubic yards. Single-source separated materials are Recyclable Materials that can be directly taken to a processing facility for the purpose of recycling or composting. Yard Trimmings Drop Box Service. Contractor shall provide drop boxes on a scheduled weekly service one, two or three times per week in the following sizes: 15, 20 & 30 cubic yards. Construction and Demolition Debris Recycling. Contractor shall provide drop boxes on an on-call basis to customers within the City in the following sizes: 7, 15, 20, 30 and 40 cubic yards for the purposeof recycling C&D materials. The 7 cubic yard container will be available for the collection of inert materials only. The Contractor shall differentiate the C&D Recycling drop boxes from the Solid Waste drop boxes with unique signage installed on the container identifying.it as a C&D Recycling drop box. This unique signage shall be approved by the Director prior to being used by the Contractor. Contractor shall deliver all C&D boxes to the processing facilitY identified in Articles 5 and 6. Both facilities have..exclusions, for putrescible, hazardous and liquid wastes. Loads accepted by either facility shall be diverted to the Sunnyvale SMART Station for Disposal if the box contains more than twenty-five percent (25%) putrescible waste or materials that are not recovered at these facilities: including pressure treated lumber, construction insulation or Styrofoam. Contractor shall assist the City with the issuance of charges related to Customer requested C&D recycling in drop boxes. The price of the C&D drop box service will be $125, or as determined by Council, more than a regular refuse drop box; however, if the C&D debris placed in the box does not exceed twenty-five (25%) contan~ination (determined by the processing facility), the customer shall receive a "rebate" of $125, thus causing no increase in cost to the customer to recycle C&D debris. Contractor shall issue, or inform the City to issue, a "rebate" to customers for C&D loads received if the debris placed in the box does not exceed twenty-five percent (25%) putrescible waste or materials that are not recovered at these facilities, including pressure treated lumber, construction insulation or Styrofoam. For Customers with a City refuse account Contiactor shall notify the City within 24 hours to issue the rebate to Customers. Page 9 of 38 For Customers without a City refuse account who will pay Contractor, Contractor shall return the rebate to the Customers within 7 days after the box has been delivered to and accepted by the processing facility. Contractor shall generate Work orders for each drop box provided to Customers and provide to the City a monthly credit for all monies retained. Contractor shall submit to the City monthly reconciliations of proceeding month’s rebates and actual monies retained. Contractor shall provide all customers who order C&D recycling boxes and whose boxes are accepted by the processing facility, whether or not they have refuse accounts with City, with a receipt showing the date the box was serviced, the size of the box, its weight, the address from which it was collected and verifying the box was accepted by the C&D processing facility. If the box was rejected by the C&D processing facility, no receipt is to be issued. C&D Discount Coupons. Contractor shall offer a discount coupon to City residential customers for disposal of materials at the Zanker Material Processing Facility (ZMPF) or at the Zai~ker Road Resource Recovery Operations and Landfill (ZRRROL). The Director approved coupon shall be mailed armually to each City residential customer, providing a ten percent discount from the posted gate rate on all incoming materials. Yearly, both ZMPF and ZRRROL shall provide a report to the Director on the number of coupons redeemed by customers from the City. C&D Diversion Documentation. Contractor shall support building.contractor’s pursuit of Lea~tership in Energy and Environmental Design (LEED) certification. Upon request, Contractor will provide building contractors with documentation of the total diversion rate for ZMPF/ZRRROL mixed and source separated C&D drop boxes. As requested and as is feasible, Contractor will. also provide supporting documentation to support the diversion rate by work order. SPECIAL SERVICES Hard to Service Areas. Some Single-Family Residential Premises and Multiple- Family Residential Premises cannot be serviced by standard collection vehicles. A premise may be considered a "Hard to Service Area" if one or more of the following conditions occur on a routine basis: a) Limited access on private streets or alleys; b) Physical conditions such as narrow roadways make use of standard collection vehicles unsafe or create the potential for damage to property and equipment and/or c) Containers to be collected are located more than 25 feet from the face of the curb or alley way. The following challenges shall not be considered a hard to service area: a) Temporary street closure or b) Any public street or alley. As of October 2008 there are 29 existing Hard to Service Areas, shown in Section 10. Household Hazardous Waste Events. Contractor shall provide a Solid Waste 30- cubic yard capacity drop box for up to 12 HHW events per year. Typically these Page 10 of 38 events are scheduled for the first Saturday of each month and are held in a City- designated location. Contractor shall deliver the box to the designated location no sooner than the afternoon of the day preceding the event and no later than 6 a.m. on the day of the event. The box will be picked up no later than 10 a.m. on the first business day following the event and delivered to an appropriately permitted disposal facility. In addition, Contractor shall provide two recycling bins (4-cubic yard capacity) for cardboard to each event. These bins will be delivered and picked up within the time limits specified in the preceding paragraph. Bins will be delivered to the Designated Recycling Facility. On-Call Recycling Cleanout Service. Contractor shall provide Commercial/Industrial Premises and public and private schools collection of excess Recyclable Materials on a scheduled on-call basis Monday through Saturday. Only Recyclable Materials are to be placed into the recycling bins. Contractor shall notify Customer if non-Recyclable Material in a bin exceeds ten .percent (i0%) by volume and may assess a City-established rate to Customer for contamination. Contractor shall supply a minimum of two recycling bins (2 cubic yard capacity each) for this program. Bins will be made available on a first-come, first-serve basis or as requested by the City. Commercial businesses and school officials may call to reserve a date .for the bins to be delivered, and. collected.. Bins may be reserved for up to five (5) business .days per calendar year, per Customer. Contractor shall empty the bins up to once per day, within 24 hours of notification that the bin is full. Bins are required to be delivered, serviced, and removed only on business days. Contractor shall provide locks on these bins and shall provide the Customer with a key. . Annual On-Cat1 Community Clean-Up Program The following types of materials will be accepted for collection: Up to four (4) Bulky Items per collection for reuse or recycling, Additiona! Bulky Items may be collected at City-established rates. Large amounts of Recyclable Materials, Yard Trimmings, cardboard, furniture (such as a sofa, chair, desk, table, mattress, box springs, patio furniture); appliances (such as a stove, dishwasher, washer or dryer, water heater, microwave oven); toilets, sinks, other porcelain products, shipping crates, containers, bicycles, suitcases, barbeques, swing sets, tools, toys, bundled branches, Electronic Waste and other items the size or weight of which precludes collection during regularly scheduled collection services. Page l l of 38 Tree trimmings and branches cannot exceed 4 inches in diameter, or be longer than 6 feet. No single item can weigh more than 200 pounds. Hazardous waste will not be accepted. Excess Solid Waste from only the Single Family Residential Premises. Contractor shall collect all recyclable and reusable items set out by Customers and transport the materials to the designated processing facility identified in Attachment E. Reusable materials will be maintained separately and clean. Contractor shall develop a community reuse and recycling area at the designated processing facility that will allow regional non-profit entities and the general public_to take any items for reuse at no charge. Items will be stored for a period not to exceed 48 hours. Contractor will make every effort to promote the reuse of bulky items. Items that are not selected for reuse will be recycled as applicable. Items that cannot be recycled will be disposed. Contractor shall maintain records of materials collected, reused, donated, recycled or disposed and report to the Director on a monthly basis. Single Family Residential Premises. Contractor shall provide each Single Family Residential Premise Customer collection of excess Solid Waste, Recyclable Mateiials and Yard Trimmings one time each calendar year upon request. These materials will be collected on a pre-scheduled basis on the same day that regular Solid Waste Collection is provide& All materials listed above in section 5D will be accepted for reuse or recycling in addition to excess Solid Waste. Customers must contact the Contractor’s Customer Service RePresentative (CSR) at least one week in advance to schedule a collection. The CSR will ask the Customer a series of questions to determine the type and size of items to be placed out for collection. The appropriate collection vehicle will be scheduled to collect the materials. Multi Family Residential Premises. Contractor shall provide each Mult Family Residential Premises collection of excess Recyclable Materials and Yard Trimmings one time each calendar year upon request. These materials will be collected on a pre-scheduled basis. Customers must contact the Contractor’s CSR a least one week in advance to schedule a collection. All materials listed above in section 5D will be accepted for reuse or recycling with the exception that excess Solid Waste shall not be Collected as part of this program. Page 12 of 38 Commercial Premises. Contractor shall provide each Commercial Premise collection of excess Recyclable Materials and Yard Trimmings one time each calendar year upon request. These materials will be collected on a pre-scheduled basis. Customers must contact the Contractor’s CSR a least one week in advance to schedule a collection. All materials listed above in section 5D will be accepted for reuse or recycling with the exception that excess Solid Waste shall not be collected as part of this program. Contractor shall utilize outreach efforts as described in Section 9 below, to educate Customers about the Annual On-Call Community Clean-Up Day Program. Special Events. Contractor shall provide Solid Waste, Recyclable Materials, and Organics collection, including delivery and removal of containers, carts, bins and drop boxes, for 16 special events per calendar year for no additional compensation. Contractor shall providecollection to additional special events (above 16) for the compensation shown in Attachment N-1. The number and size of containers shall be sufficient to allow convenient collection of Solid Waste, Organics, and Recyclable Materials for event participants. If the City’s Event Coordinator determines that additional containers are necessary, Contractor shall promptly deliver the requested additional containers. Carts shall be consistent in appearance with curbside carts, and shall have special lids with drop in slots that minimize contamination. Contents of containers from special eventsshall be delivered to the Designated Processing Facility. The carts, bins and boxes shall be delivered the morning of the event,, placed with direction from CitY’S Event Coordinator, and removed.by the end of the day of the event. Physical Limitations Program. Contractor shall :provide weekly baCkyard)side yard collection of Solid Waste, Recyclable Materials and Yard Trimmings from Single Family Residential Premises whose occupants :are physically limited. Contractor shall administer and coordinate the application and approval process. Participation in this program requires completion and approval of an application and submission of proof of physical incapacity by a physician Or other licensed medical professional. Contractor shall issue (through mai!, electronic mail or fax) City-approved. application to Customers requesting, to participate in the Physidal Limitations Program. Contractor shall, if necessary, schedule an appointment for a Customer Service Representative (CSR) to meet with Customer to determine the appropriate size containers for Customer, the specific service location for the containers,, and confirm Customer does not have assistance in moving containers to curbside for collection. City may review all applications that have been denied and the City may reverse Contractor’s decision. Customers in the Physical Limitations Program will receive the standard size carts for both Recyclable Materials and Yard Trimmings. Customers that have narrow Page 13 of 38 gates or space limitation may have smaller sized carts. Service will be limited to one container each for Recyclable Materials and Yard Trimmings. Solid Waste will be collected in Customer provided cans. Contractor may renew the application process on an annual basis, by sending the renewal application to existing Physical Limitations Program Customers with a letter explaining the renewal process. Other Collection Related Services Performance Audits. City may annually conduct performance audits to review Contractor’s compliance with standards. Contractor shall assist and cooperate during this two-week audit period and shall provide City with requested records. Route Audits. City will have the right to perform route audits. Contractor shall ensure service records are correctly billed and reported to City. Contractor shall cooperate as needed with the City during route audits and correct all errors found within two (2) workdays. Waste Generation/Characterization on Single Stream Recycling Materials with the breakdown of materials listed in the first paragraph of Section 2. Contractor shall annually conduct two waste characterization studies of city’s single stream recycling materials being delivered to the processing facility from multiple routes and/or vehicles. The City.. will .approve methods used, materials types studied, routes, vehicles, dates, and times of studies. Contractor shall allow City staff to observe studies, on request. Waste audits for Green Business Certifications. Contractor stiall conduct a minimum of 12 waste audits each calendar year to survey Commercial, Multi-Family Customers, City Facilities and/or schools when requested by the City. Contractor shall conduct or assist City With Customer’s on-site waste assessments consisting of basic waste characterization and evaluation (sorting waste by .category) of Customer’s Solid Waste, Recyclable Materials, Yard Trimmings and Organics (as applicable) at Customer sites or City,designated facilities. Assessment consists of visually observing and documenting (photos, written summary and classification of materials) The audit consists of sending a Contractor’s empty truck to collect the Solid Waste Container(s) from the selected business and delivering the Solid Waste to a location designated by the City. If the business has Solid Waste service 5 times per week, then Contractor shall provide the survey service daily for 5 days. Program evaluation audits. Contractor shall periodically conduct audits of the Single-Family Residential, Multi-Family Residential, City Facilities, and Commercial sectors to provide a breakdown of Solid Waste, Page 14 of 38 No Recyclable Materials, Yard Trimmings and Organics Collection programs by each Customer sector. Contractor shall perform up to five days of route auditing each calendar year. Customer Public Opinion Surveys. The City may conduct public opinion surveys to assess Customers’ satisfaction level with collection services being provided by Contractor. Contractor shall assist the City in developing such surveys. The Contractor shall respond to anyCustomer inquiries or complaints that arise from the survey. General Collection Requirements Holidays. Regular collection schedules need not be maintained on the following holidays: January 1, the fourth Thursday of November, December 25, and any other holidays mutually agreed by the parties. In years when these holidays fall on a regular collection day, the collection schedule for subsequent days of the week shall be moved to the following day that is not a Sunday. Contractor shall notify Customers of holiday schedule changes by written notice two (2) weeks prior to the holidays and by placing public announcements in a newspaper of general circulation in the City one (1) week prior to holidays. Change of Collection Days. Contractor shall obtain approval from Director prior to any.change Of collection day(s). S.uch approval shall not be unreasonably withheld by City provided; however, that collection day may be changed no more than once per year. In the-event that Contractor requires a change in collection day(s), Contractor shall notify Customers affected by such change through a City-approved written notice and public announcement in a newspaper of general circulation in City. Contractor shall notify each affected Customer not less than thirty (30)days before Contractor changes any regularly scheduled collection day. Contractor shall send thirty (30) event that Customers written notice of any such proposed change to the Director days before the day on which the Customer is notified. In the City requires a change in collection day(s), City Shall notify in the same manner listed above Contractor shall work with the City to create an opt-out process and form for Customers unable to participate in the recycling programs under special circumstances such as space limitations. Contractor shall direct its employees to collect Solid Waste placed for collection in amounts that exceed the Customer’s subscription level up to two (2) times per calendar year. Contractor shall notify Customer each time that it has collected excess Solid Waste and shall provide the Director a copy of these notices. Customers who place excess Solid Waste for collection three (3) or more times in a calendar year may be billed an extra charge or required to subscribe for additional collection service. Page 15 of 38 Contractor shall notify .City of the third and subsequent incidents and retain (and provide upon request) documentation in the form of a photograph in order that City may issue the bill or require the Customer to change its subscription level. If, .within seven (7) days of notice from City that an Unoccupied Multi- Family Residential, Commercial or Industrial Premises has been occupied, or that a change of ownership of an occupied premise has occurred, the Contractor has not received a request to initiate or continue Solid Waste collection service, Contractor shal! provide written notice to the owner of the Premises that weekly collection of Solid Waste is required by City ordinance. Contractor shall, at the same time, send a copy of such notice to the City. Non-collection Tags. If Contractor does not collect Solid Waste, Recyclable Materials, Organics or Yard Trimmings containers that are placed for collection, Contractor shall leave a waterproof tag(s) attached to the container or the uncollected item(s), clearly specifying the reason(s) for non-collection, e.g., Hazardous Waste, contamination (in Recyclable Materials and Yard Trimmings containers), excessive weight, etc. The tag shall be securely affixed to the container in a prominent location. Contractor shall also notify Commercial Customers of non-collection via telephone... The driver shall send the data electronically to Contractor’s office by using the on-route GPS system attached to the vehicle. Contractor shall maintain a record of all incidents of non-collection to be submitted monthly to the Director. The record shall include: date, address, reason for non-collection, and disposition of uncollected material. The records shall be maintained for the Tdrm and shall be made available for inspection by the Director on request. Tags are to be at least 3". x 6," printed on weather resistant plasticized paper with a cut out which allows them to be hung on the handle of the cart, or can. Each tag specifies the reason service was disallowed, or provides information for proper storage of carts and cans as well as providing a contact phone number. The design, informati.on, size, and color of tags must be authorized by the Director prior to Contractor ordering or purchasing. If the Contractor encounters, drop boxes from other private companies collecting Solid Waste within the City, Contractor shall take a picture of ¯ the box and its contents and shall post on the box a City-approved violation notice informing the owner of the box, and the company delivering it; of the Palo Alto Municipal Code’s prohibition. Contractor shall also attempt to contact the violator by telephone to inform it that notice has been posted and that the box must be removed. Contractor shall Page 16 of 38 report violations to Director within 24 hours after notice is posted on the box. Upon City request, the Contractor shall remove and impound violator’s box. If Contractor is sued by the owner of a box which the City has directed Contractor to impound, the City will reimburse Contractor for its attorneys fees and other out-of-pocket costs reasonably incurred in defending that suit. Contractor will be responsible for physical damage to a box or to third parties which occurs while Contractor is moving box. RECYCLING CENTER OPERATION No Operation Contractor shall receive, sort, consolidate, process, transport and market Recyclable Materials accepted at this location. Contractor shall keep and maintain the Recycling Center in clean, neat, and safe conditions at its sole cost and expense. Accepted Materials shall include, but not be limited to, the following: Single stream curbside recycling materials as identified in the first paragraph of Section 2 Blueprints Scrap metal Cooking oil Mattresses Large appliances Plastic bags Books for reuse Reuse materials for collection by the Goodwill Industries trailer Electronic waste (such as computers, computer monitors, televisions and other video display devices) for collection by the Goodwill Industries trailer Aseptic packaging such as milk cartons or juice boxes Household hazardous waste including: *Used motor.oil *Anti-freeze ,Oil filters ,Automobile and household batteries ®Fluorescent light tubes (in a contractor supplied shed) Contractor shall handle major appliances such as: *Washer or dryer ~Refrigerator or freezer *Water and space heaters ~Furnace or boiler Page 17 of 38 Air-conditioner or dehumidifier Trash compactor Oven, stove, or microwave Removal of Regulated Materials. Contractor shall remove or subcontract to remove the following regulated materials from the appliance wastes: Mercury, found in switches and temperature control devices Used oil, from compressors and transmissions Chlorofluorocarbons (CFCs) Hydro chlorofluorocarbons, (Huffs), and other non-CFC replacement refrigerants injectedin air- conditioning/refrigerant units All metal-encased capacitors Any parts that contain encapsulated polychlorinated biphenyls (PCBs) or Di- ethylhexylphthalate (DEHP) Any other material ~hat is a regulated hazardous waste. Certificate of End Use. Collector shall obtain a certification of end use from the purchaser establishing that the materials have been properly reused, recycled or properly disposed. Employees at.the Facility. limited to the following: Emp!oyees’ responsibilities shall include; b.ut not be Daily cleaning of motor oil container and surrounding area, Loading of composting bins, CRTs and tires upon request by Customers or City, Maintaining all surrounding areas clean and organized Shrink wrapping pallets with CRTs Marketing Reuse and Recycling Materials. Contractor shall ensure all materials received at this operation are either reused or recycled. No material shall be disposed at any landfill without prior written approval from the Director. Contractor shall store all materials to protect against theft, deterioration, contamination or other damage Right to Enter and Inspect Recycling Center. City shall have the right, but not the obligation, ~o observe and inspect all of the Contractor’s operations related to the Recycling Center. City may enter the Recycling Center during operating hours, speak to any of Contractor’s employeesl response to inquiries, and receive cooperation from such employees. In addition, upon reasonable notice and without interference with Contractor’s operations, City may review any of Contractor’s operational and business records related to the Recycling Center. Upon request by the City, Contractor shall make specified personnel available to accompany City employees on inspections. Page 18 of 38 Permits/Regulations/Laws. Contractor shall maintain and operate the Recycling Center in accordance with all laws and regulations relating to hazardous, universal and appliance wastes including but not limited to: Contractor shall develop and implement a hazardous waste business plan in accordance with Palo Alto Fire Department requirements, Contractor shall perform weekly inspections of these hazardous and universal waste storage areas and document leaks, spills or unsafe conditions, Contractor shall consolidate oil filters with a compressor into 55 gallon steel drums for shipment, Contractor shall consolidate household batteries in drums until the City coordinates the collection of the drums on a monthly basis, Contractor shall consolidate fluorescent lights until the City coordinates the collection of the lights on a monthly basis, Contractor shall coordinate the collection with the City’s oil, oil filter, antifreeze and vehicle battery disposal contractors before the Recycling Center’s storage capacity for those wastes is exceeded, Contractor shall operate the Recycling Center as a Certified Appliance Recycler in accordance with Public Resources Code (PRC), chapter 3.5, section 42160 et seq. and in the California Health and Safety Code (HSC), chapter 6.5, section 25211 et seq. CONTAINER REQUIREMENTS ...... A.Contractor shall provide all carts, bins, Compactors, and drop boxes with the following exceptions: The City purchased carts as needed to supply services prior to.July 1, 2009 as quantified in Attachment F. Those carts shall remain in service. The Contractor shall provide replacements for carts that need to be replaced during the Term, additional carts needed to meet Customer requests, or new or expanded programs requiring additional carts. Customers will be allowed to purchase bins and Compactors as requested as long as they meet the requirements of the Contractor. Customers will be allowed to purchase carts from the Contractor at City-designated rates. Contractor-provided Containers shall be designed and constructed to be watertight and prevent the leakage of liquids. All Containers shall be maintained in a safe, serviceable, and functional condition. Receivin~ and Deliver,/ 1. Contractor shall be responsible for the complete assembly of all carts. Pagel9 of 38 Contractor shall be responsible for all labor related to cart deliveries from the cart manufacturer, unloading, storing, cleaning and repairing carts as needed. Contractor shall provide the Director with proof of delivery indicating the vendor, date, sizes and quantity of carts. Exchange Policy 1. Contractor shall prevent damage to carts by unnecessary rough treatment. Any cart damaged by Contractor shall be replaced by Contractor, within five (5) Business Days. o Each Customer shall be entitled to the replacement of one (1) lost, destroyed, or stolen cart per calendar year at no cost to the Customer or City. Upon notification to Contractor by the City or a Customer that the Customer’s cart has been stolen or that it has been damaged beyond repair through no fault of Contractor, Contractor shall deliver a replacement cart to such Customer within five (5) Business Days of the date of notification. Within seven (7) Business Davs of notification to Contractor by the City or a Customer that a change in the size of a cart is required, Contractor shall deliver such cart to the Customer, and remove the cart that is being replaced. Each Customer shall be entitled to receive one (1) free cart exchangg each calendar year. Contractor shall provide additional cart exchanges upon request of Customer for an additional fee at rates established by City. Cart Return Placement Requirement 1. Carts are to be positioned curbside while keeping the sidewalks clear. o A minimum of 36-inches of sidewalk clearance is required by law for safe pedestrian passage. On rolled curbs, carts are to be placed on the back portion of the sidewalk leaving a 36-inch minimum clearance on the sidewalk. On regular curbs and in areas with planting strips, carts are to be placed on the curb. Carts shall not be placed on the gutter or on the street. Contractor shall be consistem in the placement of the carts on each route (i.e.; always place comainers either on the curb or on the back section of the sidewalk so that pedestrians do not have an obstacle course to walk through). ADA clearance supersedes anything else (i.e., when there is a wall, sidewalk and a planting strip with plants and there is no placefor the carts except the gutter/street, then place on the street.). Requests for exceptions to these placement requirements may be presented to the City for approval. Drop Box Placement Requirements Page 20 of 38 Placement of drop boxes in the City right-of-way can cause negative impacts to the neighborhood, including visibility and safety hazards to the public. The preferred placement location is on private property, such as the driveway. If the placement of drop boxes must be in the City right-of-way (in the street next to the curb), Contractor shall notify the City prior to such placement with placement and removal dates. Placement Guidelines: 1. The drop box must be located in front of Customer’s property.If the drop box cannot be located directly in front of Customer’s property and needs to be located in front of another property, a signed consent must be provided from the occupant of that property. A standard consent form is available from the City. The placement of the drop box must maintain access for City for any work required to maintain public facilities located within or adjacent to the Customer’s property. This includes, but is nm limited to, utility facilities and City street trees. In areas where no curb exists, the drop box must be placed completely off of the paved portion of the street. The drop box shall not be placed in the following areas: a.In a no-parking, handicap space, loading or other time-limited zone b.Within 6 feet from any driveway (including Customer’s) c.In a location where visibility is impaired for either vehicular, bicycle or pedestrian traffic d.In a location that blocks a bike lane e.In a location that blocks a bus stop f.Within 15 feet from a crosswalk or crossing area, marked or unmarked g.Within 15 feet from a fire hydrant h.Where it obstructs regulatory signage i.In a location where it may cause damage to city street trees j.In any location that interferes with an adjacent property owner’s ability to full and safe access to the public right-of-way k. On streets with two~way traffic and parking on both sides that are less than 36 feet wide, measured from curb face to curb face. This list is not all-inclusive’ and other factors or situations may be considered in denying alocation for placement of the container. 5.The drop box may be placed onth~ street for up to two months. Locks 1. o Contractor shall provide locks for carts, bins and/or drop boxes as requested by City or Customer, at a rental rate established by City. Contractor shall keep an adequate supply of locks available at all times. Contractor shall purchase all new locks that have been approved by Director prior to July l, 2009. Page 21 of 38 Go Contractor shall provide auto-bar-lock systems for bins, when requested by Customer. Cleaning Requirements. 1. Contractor shall be responsible for steam cleaning all Containers before delivery to Customers, when appropriate or when requested by City to present a clean and an aesthetically pleasing appearance. 2.Contractor shall offer additional cleaning of Containers upon i~equest by Customers in accordance with City-approved Rates. 3.Contractor shall be responsible for cleaning containers to ensure that nuisance or public health concerns associated with vectors are addressed within two (2) Business Days after receipt of notification of said condition. Customers to be charged at City-approved rates. 4.If any container is marked by graffiti, Contractor shall clean or repaint the affected areas within two (2) Business Days of being notified. 5.Public refuse and recycling containers in the business areas shall be thoroughly washed a minimum of twice per year. The vehicle operators will be required to collect any materials that have accumulated within or around the receptacles, wipe the exteriors and lids of all the receptacles with water and detergent a minimum of once every two weeks, and to assess odor concerns and report if a thorough cleaning is required. Vehicle operators will have cleanser available to them at all times and will clean the exterior and lids more frequently if necessary. Contractor shall present a sche~tule to the City for thorough washing of City receptacles. Upon approval of the schedule, Contractor shall commence power-washing of the public receptacles. A truck equipped with a water holding tank and power-washing equipment will follow the collection vehicle to ensure that the receptacle is-completely empty prior to washing. Container Maintenance 1. Contractor shall repair or replace all Containers damaged by Collection operations (e.g., vehicle apparatus interface) within three (3) Business Days of being notified by Customer or observing the damaged Container. If the repair or replacement Cannot be completed within three (3).Business Days, the Contractor shall notify Customer and provide a Container of the same size or larger until the damaged Container can be replaced. 2.Contractor shall be responsible for the general repair and upkeep of all Containers. 3.Bins, drop boxes and Compactors shall be repainted a minimum of once every two years or as needed to remain attractive and clean and kept in a serviceable condition at all times. 4.Contractor shall be responsible, for all repairs of carts including, but not be limited to, hinged lids, lifting bars, wheels and axles. Within five (5) Business Days of notification by the City or a Customer of the need for Page 22 of 38 o such repairs, Contractor shall repair the cart or, if necessary, remove the cart for repairs and deliver a replacement cart to the Customer. All returned carts shall be thoroughly cleaned, repaired if possible and distributed in the cart exchange program. Contractor shall ensure that all carts are thoroughly washed, cleaned and in good appearance before delivery to Customers. Container Inventory 1. Contractor shall be responsible for ensuring that an adequate supply of Containers is maintained for distribution. °’Adequate Supply" means that the Contractor has enough of the Containers, bags, or other items on hand to ensure delivery ina timely manner. This includes maintaining an up to date inventory of all Containers per Attachment H. 2.’Contractor shall also store a few used cans for Customers wanting to have their old cans replaced due to damage to their cans during collection service. 3.Contractor shall be responsible to store all Containers not in use. Ownership.. 1. All carts, bins, Compactors~ and drop boxes acquired by Contract6r and put into service at Customers’ Premises before July 1, 2010 shall become the property of the City upon expiration or earlier termination of this Agreement. All carts, bins, Compactors, and drop boxes purchased and put into service at Customers:~Premises on or after July 1,-20.1-0 that have not been fully depreciated shall be available to the City, at the City’s option, at net book value. At its sole discretion, the City may elect not to exercise its rights with regards to this Section J. In such case, the Containers shall remain the property of the Contractor upon the expiration or earlier termination of this Agreement and Contractor shall be responsible for removing all Containers in service from premises within ten (10) Business Days. Container Specifications. When the Contractor purchases Containers, the following minimum standards shall be maigtained: Carts a.Cart sizes shall be 20,. 32, 64 and 96 gallon. b.All carts shall be manufactured by injection or rotational molding methods and contain a minimum of 20% post-consumer content. c. Carts provided to Customers shall have a useful life often (10) years as evidenced by a manufacturer’s warranty or other documentation acceptable to the City. Page 23 of 38 d.The carts will have a minimum wall thickness of .150 inches for rotationally molded containers and .165 inches for injection molded containers. e.Dimensions shall not exceed: 32 gallon cart with a 20-gallon insert Height: 39.5" Length: 24.5" Width: 23" 32 gallon cart Height: 39.5" Length: 24.5 Width: 23" 64 gallon cart Height: 42.5" Length: 32.5" Width: 27.5" 96 gallon cart Height: 47" Length: 35" Width: 30" f,Handle conformity Each cart must be equipped with handles and handle mounts that are an integrally molded part of the container, located on the backside of cart. The handles mu~t not have the ability to rotate on their own axis at any time. Handles that are molded as part of the lid are unacceptable. Bolted-on handle mounts or boltedton handles are unacceptable. g. Lid conformity The lid must be crowned in shape and designed to prevent entry of rain when in the closed position. The lid must open from a closed position, a to minimum 110-degree arc. h. Bottom conformity The bottom of the cart must have molded-in wear strips to protect against dragging. Screw-on, bolt-on, or pop-on wear guards are unacceptable. i.Wheels conformity Each wheel shall be equipped with an axle and two (2) wheels with a locking device or attachment to secure them to the cart axle. Minimum wheel diameters: 10 inches fora 96 and 64 gallon carts, 8 inches for a 32 gallon cart. Minimum wheel width 1.5 inches. j.Axle conformity The axle must have a minimum 5/8" diameter, fabricated of zinc chromate plated solid high-strength steel, and be fully supported by cart body. Axle must slide through two molded plastic journals in cart bottom and must not be exposed to contents inside the container. Page 24 of 38 Snap-on axles or axles attached by means of bolts or rivets are unacceptable. k. Body- leakage test Containers that exhibit any leakage are unacceptable. 1. Lockable lid latches conformity The lockable lid latches must be sturdy, constructed to prevent vandalism and withstand local conditions. m. Colors of the carts shall be as follows: Custom Palo Alto blue (Pantene 645C body and lid for recycling. Palo Alto green body and lid for yard trimmings. Palo Alto black body and lid for garbage. Colors shall be non-fading throughout the ten year warranty. The color and shade of carts shall be consistent and without noticeable. variation from one to another. Final colors to be determined by the Director from samples furnished by the Contractor. n. All markings used on containers must be reviewed and approved by Director prior to use. Each cart must be permanently hot stamped in white with letters, logos and numbers as follows: . Serial numbers - Each cart must have a serial number on th~ front of its body. The serial number shall be preceded by a letter or number code to designate the.year of manufacture. The City’s name and logo shall be on both sides of the container body. " - Each lid must be marked with the acceptable material type. E.g., "Recyclables Only" or "Yard Trimmings Only" or °~Garbage Only’’ in the same style and location as existing carts. Cart lid must be marked by the Contractor’s contact telephone number. E.g. "For service call 493-4894". Contractor shall use its best efforts to secure the prior collector’s telephone to match with markings, of carts already being used by Customers. Instructions for the safe use of the container must be molded into each lid. Instructii~ns shall be in English and Spanish. o. Contractor shali be responsible for ensuring that an adequate supply of all cart sizes and colors are maintained for distribution. An inventory of five (5) percent or equivalent shall be maintained for each cart color and Cart size. .¸Carts for Special Events Contractor shall provide carts for Special Events for the collection of Solid Waste, Organics, and Recyclable Materials as approved by the City. Contractor shall have all specifications for carts approved by the Director prior to ordering or purchasing. Carts shall be consistent in appearance with curbside carts including special lids with drop-in slots that minimize contamination. Page 25 of 38 Bins. a. All new bins shall be purchased by the Contractor at the beginning of the Term of the Agreement. Colors. signs and specifications must be approved by the Director prior to purchase and use. b.Contractor shall provide bins for the purpose of collecting Solid Waste and Organics in the following sizes 1, 1.5, 2, 3, 4, 5, 6 and 8 cubic yard capacities. Colors, signs and specifications must be approved by the Director prior to purchase and use. c.Contractor Shall provide bins for the purpose of collecting single stream Recyclable Materials at the request of Customer. The bins sha!l be available in the following sizes 2, 3, 4, 5, 6 cubic yard capacities. Colors, signs and specifications must be approved by the Director prior to purchase and use. d. Contractor shall provide slotted bins for the purpose of shared recycling at the request of Citv. The bins shall be available in the following sizes 4, 5, 6 cubic yard capacities. Contractor shall customize each bin to include a slot four inches high by five feet wide or equivalent, made in such a way to eliminate sharp edges. Contractor shall place an auto-bar lock system or equivalent in each shared bin as requested by City. Colors, signs .and specifications must be approved by the Director prior to purchase and use. Drop boxes. a. All new dri)p boxes Shall be purchased by the Contractor at the- beginning of the Term of the Agreement. Colors, Signs and specifications must be approved by the Director prior to purchase and use. b. Contractor shall provide drop boxes for the purpose of collecting Solid Waste in the following sizes: 7, 15, 20, 30 and 40 cubic yard capacities. c.Contractor shall provide drop boxes for the purpose of collecting C&D materials in the following sizes: 7, 15, 20, 30 and 40 cubic yard capacities. The C&D boxes must have a unique identifying sign showing that it is a C&D debris box. Design must be reviewed and approved by the Director prior to Contractor order placement, purchase or use. d. Contractor shall provide drop boxes for the purpose of collecting Single-source Separated Recyclables in the following sizes 7, 15, 20, 30 and 40 dubic yard capacities. e.Contractor shall provide drop boxes for the purpose of collecting Yard Trimmings in the following sizes: 15, 20 and 30 cubic yard capacities. f. The drop boxes must have a visible and legible serial number. g. The drop boxes must have reflectors at each.outside comer. Compactors Page 26 of 38 a. Contractor shall provide Solid Waste and Organics collection for Customer Compactors in the following sizes: 2, 3, 4, 12-15, 20, 25, 30- 36, and 40 cubic yard capacities. b. Contractor shall work with Customers purchasing new Compactors to determine appropriate size and type Compactor that is serviceable by Contractor. Items Placed Next to Carts a. Motor oil containers.Contractor shall provide Customers with one gallon plastic containers with tight fitting lids. Specifications and signage to be approved by the Director prior to purchase. b.Oil filter bags. Contractor shall provide Customers with tear-resistant plastic bags that are watertight and prevent the leakage of liquids. Specifications and signage to be approved by the Director prior to purchase, c.Battery bags. Contractor shall provide Customers with tear-resistant plastic bags that are watertight and prevent the leakage of liquids. Specifications and signage to be approved by the Director prior to purchase. d. Cell phones in tear resistant bags. IMPLEMENTATION OF MANDATORY PARTICIPATION General The City Council has indicated it will consider adoption of an ordinance requiring Customers to participate in recycling and to deposit Recyclable Materials, Yard Trimmings, and Organic Materials where applicable in separate designated containers. The activities described in this section and the schedules are based on the Zero Waste Operational Plan and staff assumptions about the component of such an ordinance. The activities and schedule will be adapted to the ordinance if and when it is actually adopted by the Council. Contractor shall implement a mandatory participation program that requires Single-Family, Multi-Family, and Commercial/Industrial Customers to place Recyclable Materials, Yard Trimmings and Organics in the appropriate Containers. The program shall be phased over a three year period that includes: In the first year, commencing July 1, 2009, Contractor .shall educate Customers on how to comply with the new mandatory participation requirements and the phase-in schedule; In the second year,, commencing July 1, 2010, Contractor shall inspect Containers, continue to educate and issue warnings to Customers who fail to separate Recyclable Materials, Yard Trimmings & Organics from Solid Waste Containers; In the third year, commencing July 1, 2011, Contractor shall inspect Containers, continue education and give notice to Customers who fail to Page 27 of 38 separate Recyclable Materials, Yard Trimmings & Organics from Solid Waste Containers and assist the City in the enforcement of the mandatory participation program. If Council directs Contractor to utilize non- collection as a component of enforcement and additional routes are added, additional compensation to the Contractor shall be considered by the City. Phasing: 1.Development of Ordinance Upon request by the City, the Contractor shall provide technical assistance in the development of an ordinance as needed. 2.First Year Contractor shall conduct an extensive outreach and educational program to educate Customers on how to comply with the new mandatory participation requirements. This phase shall include the following minimum requirements: a. Customers serviced in carts or cans for Solid Waste: Outreach material attached to each Solid Waste cart or can in July 2009, January 2010 and June 2010, *Information included in the first mailings, *Information shared at public events, ~Additional outreach materials as needed (newspaper ads, brochures, newsletters, utility bills, posters, etc.). Customers serviced in bins for Solid Waste: ~ Outreach material attached to each Solid Waste Container in July 2009, January 2010 and June 2010, Site visits or other contact with each Customer to inform them of the new mandatory participation requirements, Information included in pre-transition mailings, Additional outreach materials as needed (newspaper ads, brochures, newsletters, utility bills, posters, etc.). @ Second Year Customers serviced in carts or Cans for Solid Waste: Contractor drivers shall utilize a camera placed near the hopper of the truck to visually inspect each solid waste Container for Recyclable Materials, Yard Trimmings and/or Organics. When the driver observes Recyclable Materials, Yard Trimmings and/or Organics (as applicable by customer type) being emptied from the Solid Waste Container, the driver shall exit the vehicle and Yellow Tag this Container. This Yellow Tag shall describe the mandatory participation program and notify the Customer that in the future they may be subject to fine and/or non-collection of solid waste (as per direction from Council) if Recyclable Materials, Yard Trimmings and/or Organics (as applicable by customer type) are Page 28 of 38 placed in or not removed from the Solid Waste Container. If needed, additional recycling outreach materials shall be attached to refuse Containers or sent to Customers. The driver shall send the data electronically to Contractor’s office by using the on-route GPS system attached to the vehicle. This data shall be submitted monthly to the City listing Customer name, address and number of violations. bo Customers serviced in bins for Solid Waste: Contractor’s Environmental Outreach Coordinators (EOC) shall conduct periodic mini-audits as part of their normal job duties. Mini audits shall consist of a visual inspection of the bin prior to the arrival of the collection truck and emptying of contents into the truck. When Recyclable Materials, Yard Trimmings and/or Organics ,(as applicable by customer type) are found in the Solid Waste bin, the EOC shall Yellow Tag this bin. The Yellow Tag shall describe the mandatory participation program and notify the Customer that in the future they may be subject to a fine and or non-collection of Solid Waste (as per direction from Council) if materials are placed in or not removed from the Solid Waste bin. The EOC will attempt to contact the Customer before the scheduled pick-up to encourage the removal of Recyclable Materials. The EOC will also provide the Customer with additional recycling outreach. The EOC shall deliver the data to Contractor’s office for input into the electronic tracking system. This data shall be submitted monthly to the City listing Customer name, address and number of violations. ¯ Third Year andthereafter ’ Customers serviced in carts or cans for solid waste: The Contractor shall utilize drivers and route fiupervisors to target 100 customers per day for inspection as part of the regular route activity. Drivers shall place the contents of Solid Waste container in the hopper of the truck and. inspect the contents for Recyclable Materials, Yard .Trimmings and/or. Organics (as applicable by customer type).. The drivers may open any bags of materials to fully inspect their contents. When the driver or route supervisor observes Recyclable Materials, Yard Trimmings and/o~" Organics (as applicable by Customer type) in the Solid Waste carts or cans the dri~ver or route supervisor shall Red Tag the Container. This Red Tag shall describe the violation and notify the Customer that they are subject to a fine or non-collection of solid waste (as per direction from Council) if Recyclable Materials, Yard Trimmings and/or Organics Page 29 of 38 (as applicable by Customer type) are placed in or not removed from the Solid Waste container. The driver shall send the data electronically to Contractor’s office by using the 0n-route GPS system attached to the vehicle. This data shall be submitted weekly to the City listing customer name, address and number of violations. No If Recyclable Materials, Yard Trimmings and/or Organics (as applicable by Customer type) are observed a second or subsequent time in a calendar year in the same Customer’s Solid Waste Container, the Container shall be Red Tagged again and not collected or fined per the direction from Council. If non-collection is directed by Council, the Customer shall also be notified that they must sort the contents of the can or cart(s) to remove Recyclable Materials, Yard Trimmings and/or Organics (as applicable by Customer type) and call the Contractor’s office to schedule a special pickup of the cart or can. Customers serviced in bins for Solid Waste: The Contractor shall utilize the EOC to conduct regular inspections for bin Customers. The EOC shall visually inspect the bins for Recyclable Materials, Yard Trimmings and Organics before collection. The EOC may ¯ open any bags of.materials to fully inspect their contents. When the EOC observes Recyclable Materials, Yard Trimmings and/or Organics (as applicable by Customer type) in the Solid Waste bins the EOC shall Red Tag the Container. This Red Tag shall describe the violation and notify the Customer that they are subject to a fine or non-collection of solid waste (as per direction from Council) if Recyclable Materials, Yard Trimmings and/or Organics (as applicable by Customer type) are placed in or not removed from the Solid Waste container. The EOC shall deliver the data to Contractor’s office for input into the electronic tracking system: This data shall be submitted weekly to the. City listing Customer name,~ address and number of violations. If Recyclable Materials, Yard Trimmings and/or Organics (as applicable by Customer type) are observed a second or subsequent time in a calendar year in the same .Customer’s Solid Waste Container, the Container shall be Red Tagged again and not collected or fined per the direction from Council. If non-collecti0n is directed by Council, the Customer shall also be notified that they Page 30 of 38 must sort the contents of the bin to remove Recyclable Materials, Yard Trimmings and/or Organics (as applicable by Customer type) and call the Contractor’s office to schedule a special pickup of the bin. PUBLIC EDUCATION & OUTREACH A. General Requirements The City places the utmost importance on effective public outreach and education in helping residents and businesses fully understand options for source reduction, reuse and recycling. Contractor shall be responsible for ensuring that all Customers consistently receive a high level of service and responsiveness. As specified below, Contractor public education activities shall be performed in collaboration with the City. General provisions are as follows: .3. o Contractor shall plan for public education programs, outreach and promotion for new and changed services that will be implemented for Single-Family, Multi-Family, schools, and Commercial customers. Contractor shall submit an annual public education plan and meet with the City for review, modifications and approval of the plan. The City and Contractor shall meet a minimum of once every calendar quarter to discuss services, outreach and promotions. Contractor shall have all press releases,-reports,-advertisements,-letter.s or other documents prepared by Contractor for release to the public relating to this Agreement, reviewed and approved by Director prior to distribution. Contractor shall send a City-approved letter, outreach brochures, and current rate scheduie to all new Customers identified by the City’s utilities billing-system or as requested by Director within seven (7) days of being notified. Contractor shall distribute public education and promotion materials (developed by Contractor and City) during any roll-out of the new or expanded collection services. This will entail distributing program literature with delivery of new carts, bins and other.Containers. Contractor shall retain the services of an advertising/public relations company with experience in the waste management and recycling field and with skill and experience in developing bilingual materials. Contractor shall initially retain the services of Orloff/Williams, an advertising/public relations company with more than 15 years of experience. Contractor shall not engage a different subcontractor to replace Orloff/Williams without the Director’s prior written approval. Contractor shall prepare multi-lingual public education materials in English, Russian, Chinese, Japanese and Spanish and post the multi- lingual outreach materials on its website. Page 31 of 38 10. 11. Contractor shall schedule and conduct presentations to service organizations, schools, business groups, civic associations, neighborhood and homeowner’s associations, workshops, other community organizations, etc. This shall be done annually and upon request by City, Customer or community organization. Upon City’s request, Contractor shall staff booths and distribute promotional and educational materials at City-sponsored events,, parades, workshops, etc and shall provide tours of its processing sites. Contractor shall provide visual displays, educational materials and activities for children such as seed planting and spin art. Display components will be professionally created and will be completely interchangeable between standing booth backdrop and table-top display. Tables will be professionally dressed. Materials will include those pertaining to the appropriate programs and information on green and sustainable activities. All age groups will be accommodated. Contractor shall annually develop and provide school recycling outreach programs. Contractor shall develop and maintain a system of keeping records of and following up with Customers who receive non-collection notices during collection of materials. Contractor will coordinate extensively with the City to meet the City’s sustainability goals. .. Contractor shall dedicate a minimum of three and three-quarters (3.75) full time employee (FTE) equivalents or subcontractors to administer outreach and public education efforts for the City. Contractor has very low attrition rates and will make every attempt to keep the positions filled throughout the Term. Staffing levels will be maintained throughout the Term with job duties and responsibilities changing in response to program development and the needs of the City. Following the completion of the transition, and periodically thereafter, the Contractor may evaluate the job duties and responsibilities of each member of the Outreach and Public Education Team. Contractor shall be allowed to modify the job duties and responsibilities of each EOC to further maximize outreach and public education efforts throughout the Term. The Environmental Outreach Manager (EOM) will be responsible for managing all activities of the Environmental Outreach Coordinators (EOCs) as well as performing some of the same job duties as the EOCs. The EOM and the General Manager will meet with the City on public education and outreach related issues. The EOM will also be responsible for all media correspondence and issues relating to the services provided in the City. The Environmental Outreach Coordinators (2.75 FTEs) willbe responsible for generating and sustaining the highest possible level of diversion by Customers in the commercial, multi-family, schools, and City facility sectors. Page 32 of 38 Environmental Outreach Coordinators (EOC) responsibilities include: Identifying the waste disposal and recycling needs of every commercial/MFD/School/City facility. Providing all Customers with appropriate educational information necessary to make .informed, environmentally-forward decisions relative to waste reduction, reuse, and recycling activities. Conducting site assessments and waste audits for all commercial/MFD/ School/City facilities. Ensuring adequate enclosure sizing during City plan review process. Reporting progress, challenges, and successes as per Company policy, including daily logs and sharing that information if requested by City. Overseeing reporting functions and summarizing information for the City. Developing and providing the school recycling programs. Responding to customer needs immediately and completely. Conducting. on-site workshops, school group assemblies, civic and business group meetings and activities, and participating in community events. Helping plan recycling and waste disposal needs for special events and large venues. Prov{ding tours to Clty staff, school groups and other community groups. creating and distributing reports as requested by City. No later than January 1, 2009, Contractor will begin EOC-recruitment and intensive training program. In hiring staff to serve as EOCs, the Contractor will ensure that EOCs are cuStomer-oriented, personable and highly professional, able to satisfactorily perform each responsibility listed above, have a personal interest in recycling and waste prevention, have excellent communications skills (written and. spoken), and ideally have a fo.rrnal education in environmental studies. EOCs will receive continuing education riding routes with drivers at least once per quarter. EOC team members will be assigned to specific areas of the City as appropriate to fulfill their duties. EOCs will provide information to Contractor’s webmaster to ensure’the Palo Alto page of the Contractor’s website is updated. Contractor agrees to update the Palo Alto portion of the Contractor’s web side within two (2) weeks of receiving new or updated information from EOCs or the City, with applicability to Palo Alto customers. Details on the Baseline and Zero Waste Programshall be available to Customers. The website will also be used to post educational materials for download, highlight program successes and provide diversion statistics. Annual Budget Page 33 of 38 In addition to staffing expense, Contractor shall spend for public education and outreach no less than $60,000 prior to start-up and during the first year of the Agreement (FY 2009-10), and $55,000 in FY 2010-2011. Subsequently, this amount will be annually adjusted by the same percentage as total compensation, per Attachment N-2. Do Direct 1. and Ongoing Customer Education and Outreach Recycling Guides Contractor will produce two separate recycling guides, one directed towards Residential Customers and a second directed to Commercial customers for distribution prior to start-up and to new Customers throughout the Term. These guides will include information on collection methodologies, set out instructions, set out schedule, contact information, and acceptability and necessary preparation of materials for all three containers: Solid Waste, Recyclable Materials. and Yard Trimmings/Organics. A section of the guide will specifically address proper methods of handling and disposal of Hazardous Wastes. Single-family homes will receive the Recyclable Materials and Yard Trimmings recycling guides attached to their carts along with the other start-up items. For multi-family customers, the EOCs will work with building managers to distribute these guides to each of their residents. In cases where EOCs are unable to contact a building manager, they will deliver the guides door to door. Multi-family property managers and customers will receive a residential guide if using carts, or a commercial guide if using bins. Multi-family customers will. also be provided with "Recycling Buddies" as part of the initial outreach effort. All multi-family complexes will be provided laminated Commercial Recycling posters. For Commercial~ Customers, the EOCs will work with business associations and business managers to distribute these guides to each member and/or business. Additionally, laminated Commercial recycling posters will also be supplied to businesses. Recycling guides will also be distributed at community events, recycling presentations and other Outreach activities in whichContractor participates. Identify Recycling and Waste Prevention Opportunities EOCs will conduct waste audits during two specific times during the Term. The waste audits will be conducted for Commercial, Multi-Family and City Facility customers. The first round of waste audits, a minimum of 12 waste audits per month, will occur during the three months prior to Page 34 of 38 o start-up. Following Contractor’s receipt of the customer database, the EOCs will develop an audit schedule and route. EOCs will complete mini- audits for Commercial, Multi-family and City Facilities Customers prior to July 1, 2009, utilizing these initial site-visits as an opportunity to make introductions, discuss service levels, promote expanded programs and opportunities for further diversion. The second round of waste audits, a minimum of 12 waste audits per month, will be conducted prior to the fifth year and combined with inspections by EOCs under the Mandatory Recycling Program. EOCs will conduct site-visits prior to collection, performing audits and tracking results. The audits will consist of a visual waste characterization and evaluation (sorting waste by categories) of Customer’s Solid Waste, Recyclable Materials and Organics, and documentation (photos, written summary and classification of materials). EOCs will use these results to target Customers with increased opportunities for diversion. Results of audits shall be provided to the Director upon request. Non-Collection Notices Contractor’s corrective action notices shall double as non-collection and courtesy notices, and shall be utilized in clear instances of customer non- compliance. The driver or supervisor will be responsible for the completion of the corrective action notice, selecting the reason for non- collection, and completing the perforated bottom of the notice with the route, number, date, time, address, driver..initials and reason for.non- collection. The corrective action notices will be submitted toa customer service representative (CSR) when the route is completed. A CSR enters the corrective action notice to a comment field in the customer account software. In some cases, the information may be transmitted .to the CSR via On-Route GPS system. This information will be sent to the City as required by the Agreement. Commercial Recycling and Organics Programs Contractor will develop a marketing approach to promote the programs, for review and approval by the City. All new outreach will reflect the new programs. The new Commercial Recycling and Organics program will be a key focus of the EOCs during the first year of operation. Both the City and Contractor recognize this is an. entirely new program that requires a paradigm-shift for Customers. The first year will be focused on education and marketingto encourage and induce participation by large generators. The second step involves targeted education, providing resources to ensure success and ultimately facilitating the changing of habits. Contractor shall provide the City with regular updates on Customer participation, progress, successes and obstacles. In general: Page 35 of 38 The approach will be to establish large ’°anchor" Customers and then add smaller Customers to form a viable, dense route for recycling and organics collection. EOCs will focus first On the largest waste generators within the City with the most potential for Organics diversion. b4 CO EOCs will make initial contact with each Customer. EOCs will need to identify and contact the appropriate contact(s), receive replies to emails, phone calls and secure meetings. Contractor understands that large corporate organizations such as supermarkets, hotels, shopping malls, and restaurant chains have varied decision-making environments and require significant time to cultivate. To maximize the opportunity for initial and sustained program success, Contractor will seek to identify a "champion" (ideally .a senior manager) at each business. EOCs will assemble a training packet for each Customer. The packet will contain Organics program posters, cart and can stickers, and a question and answer section that addresses frequently asked questions. EOCs will work with Customer management staff to determine the type of Organics collection Containers, their location, and frequency of collection. g. Organics.program posters will alsobe displayed wherever necessary to reduce confusion about the program. Commingled recycling options will also be presented, to improve diversion .rates through diligent source separation and to reduce overall waste expense to the Customer. Foll0w-up site visits for program e~valuation will be offered to new Customers. h. Timely feedback is important for success. Organic Materialscollection drivers wil! be trained to identify and remove small amounts of obvious contamination and notify the office/EOC at the end of the day so that the Customer can be made aware of a contamination issue. Drivers will be kept updated regarding any Changes to the list of acceptable materials. Organic Materials collection drivers will be instructed to report large volumes of contamination at commercial establishments to the collection supervisor who in turn wi!l inspect the container. In most cases, the supervisor will contact the business manager as well as the EOCs regarding the contamination. In some cases, the EOCs will be Page 36 of 38 directed to the business to conduct a more comprehensive investigation and educational process. o The following additional public education and outreach materials shall be produced with City .approval upon City request during the term: a. Newspaper advertisement explaining new programs b.Press releases about new programs c.Description of Annual Clean-Up Program, including options for reuse and recycling. Contractor shall provide separate outreach materials for Residential and Commercial Customers d.Zanker 10% off coupon e.Company newsletters, quarterly f.Door hangers g.Corrective Action Notice School Programs For schools, Contractor shall: o Provide on-going technical assistance to schools and the City to improve existing school recycling and organics programs, including supplying composting and organic bins, posters, and other collateral materials in support of these activities. Conduct school-wide composting, organic and recycling in-class presentations and assemblies at local schools. Contractor shall develop a menu of dynamic presentations from which teachers/principals may select the program that best suits their studentbody needs. Topics will extend beyond the local recycling program to other areas of environmental concern. 3.Promote, coordinate, and conduct educational field trips to the recycling and transfer station in San Jose. 10. 4.Perform annual waste assessments,calculate diversion rates, and communicate the results to the Director. o ~Prepare and distribute an annual report that highlights the many educational services and activities Contractor offers to schools, with scheduling and .contact information. Hard to Service Areas Monday: 1) Bryant Court 2) Everett Court Page 37 of 38 3) 4) Downing Lane Lane 56 (Channing House) Lane 15 (E) Lane (B) West Lane (B) East Lane (D) West 9) Lane (D) East 10) Page Mill Road (Above Foothill Park) 11) Alley Behind 200 Block of Everett 12) Private driveway/street at the corner of Channing and Waverley Tuesdav: 1) East Meadow Circle (New housing development) 2) Quail and Paloma 3) Ellsworth 4) San Carlos 5) Old Ricky’s site (New housing development on E1 Camino Real and Charleston Rd.) Wednesday: 1) Lane (66) Between Fernando & Wilton 2) Jacobs Court 3) Madeline Court 4) Matadero & Roble Ridge Thursday: 1) Community Lane (3 Blocks) 2) Alley between Harker & Parkinson (1000 Block) 3) Alley between Greenwood & Channing (1000 & 1100 Block) 4) Alley between Harker & Greenwood (1100 Block) 5) Alley between Harker & Parkinson (1300 Block) Other Locations: ~Wisteria Lane .Driscoll Lane .East Meadow Circle (New housing development) Page 38 of 38 ::3 SPECIAL SERVICE AREAS . (page 1 of 2) AREASSPECIAL SERVICE (page 2 of 2) 1. General a. Facility All Contractor vehicles collecting Recyclable Materials from the City shall deliver directly to the GreenWaste Material Recovery Facility (GreenWaste MRF) located at 625 Charles Street, San Jose, California. b. Facility Permits Contractor shall keep in force and be in full regulatory compliance with the terms of all permits and approvals from governmental authorities necessary for the use of the GreenWaste MRF or any other approved alternative processing facility during the term of the Agreement .for the processing of City Recyclable Materials. c. Prohibited Use of Materials Contractor shall ensure that Recyclable Materials are neither disposed of at a landfill nor utilized as alternative daily cover at a landfill without prior written consent from the Director. d. Tonnage Tradking and Reportir~g Contractor shall submit a report each month to the City on Recyclable Materials received during the immediately proceeding month from each collection vehicle. The reports shall include at a minimum: the source, method of delivery, truck number, time of delivery, tonnage, delivered, vehicle license number, person receiving the’ delivery. Contractor shall also update vehicle tare weights twice per year, and provide that data to the City. e. Facility Contingency Contractor shall arrange to process Recyclables Materials at no added cost to the City, should processing capacity at the GreenWaste MRF, for whatever reason,be temporarily unavailable or inadequate~ " 2. Processin~ a. Processing Method .. GreenWaste Recovery has installed a new material recovery system capable of processing a minimum .of 20 tons per hour of single stream recyclable materials. The equipment is manufactured by Bulk Handling SYStems (BHS). From time to time equipment will be modified or replaced to update the system but the following components will be the minimum: Pre-Sort: The system includes ten pre-sorting stations. Sorters will remove contaminants, large items, metals, and injection-molded plastics prior to the material stream entering the mechanical portion of the facility. This will increase plant throughput, machinery efficiency separation and Page 1 of 12 output products quality. Staffing level and location will be according to feedstock being processed on each feed line. Post-Sort: Quality control post-sort stations are included in the design to ensure optimum marketability of the recovered commodity. The system will operate with 2 to 8 post sorters at a time depending upon the quality of the material and the overall performance of the system. Trommel Screen: The trommel will separate materials into two distinct fractions being approximately 1¼ minus, and over’s for the purpose of separating glass and fiber. Cardboard Screen: All captured cardboard from both cardboard disc screens will pass over one quality control sort station where up to two sorters will clean the cardboard before directing it to the cardboard bunker conveyor for later baling. News Print Screen: This screen will separate newspaper from the rest of the stream. The newspaper will be sent to a post-sort clean up prior to being baled. Polishing Screen: This screen is used to separate mixed paper from the containers. Mixed paper will float on top as the containers drop through the bottom on to another conveyor. Optical Sorting: PET beverage containers will be optically sorted prior to final manual quality control (post-sort) before being stored in bunkers, prior to baling. Any cross contamination or trash can be sorted out and redirected to proper streams via conveyors. Eddy Current Separator: Non, ferrous metals (i.e. aluminum cans) will be separated utilizing an eddy current separator. All non-ferrous metals will be stored prior to baling. Direct Baling: Clean source-separated loads, such as cardboard and film plastics from commercial and City facilities, will be fed directly into the accessible baler feed conveyor which provides more than .45 feet of direct load capability. Electro-magnetic Separators: Ferrous metals will be separated using electro-magnetic separators. All ferrous metals will be stored in common storage silo for later baling.. If the primary electromagnetic separator is out of service the secondary magnetic separation unit provides redundancy. Drum Separator: This mechanical separation utilizes a vacuum to separate 3D containers from the waste stream. : b. Acceptable Materials Recyclable Materials listed in Attachment C, Section 2 shall be processed at the GreenWaste MRF. Additional types of Recyclable Materials which City directs Contractor to collect shall be processed at no additional charge. c. Residue Rate Requirements. Page 2 of 12 Contractor guarantees to process mixed loads of Recyclable Materials with a minimum ninety two percent (92%) recovery rate; maximum eight percent (8%) residue annually at the processing facility. An armual waste audit shall be conducted by the Contractor at the GreenWaste MRF for the purpose of measuring the annual mixed Recyclables processing line/facility residue rate, and reciprocal recovery rate, prior to July 1 of each year. Contractor shall allow City staff to observe audit, on request. Every six months a waste audit shall be conducted by the Contractor at the GreenWaste MRF for the purpose of measuring the City’s specific residue rate.Contractor shall allow City staff to observe audit, on request. 3. Marketin~ a. Marketing Plan Contractor shall submit to City on or before January 1 of each year, a plan for marketing Recyclable Materials for the coming year. The Marketing Plan shall include the following: 1. Quantities: estimated quantities of each Recyclable Material; 2. Prices: estimated unit market values 3. Marketing: end markets and uses, and 4. Quantities of materials marketed during the preceding year. b. Marketing Methods Contractor Shall use, and build on its existing network of, vendors tosell commodities. In general, at the time of execution, materials markets are as follows: Plastic 1-7, Plastic Bags, Plastic Injection, Black Injection - Plastics are cleaned and sorted to produce new flake that will go into the production of many items.. Currently plastics are sold through Berg Mills to both foreign and domestic processors. Mixed Paper, OCC - Materials will be recycled into new products such as newspaper and cardboard. Currently, fiber products are primarily sold through Berg Mills to domestic and foreign mills. Glass : Glass will be recycled into new glass and fiberglass products. Currently, glass is sold and processed locally to Strategic Materials Scrap Metal, Aluminum -Metals will be recycled into new ferrous and non-ferrous products. Currently, metals are sold to Standard Iron to be processed and shipped both domestic and foreign markets. E-Waste- E-Waste will be disassembled in Hayward at E-Recycling and sl~ipped both domestically and internationally to other recyclers. c. Stockpiling of Materials Page 3 of 12 ..... Contractor shall provide storage of materials during extreme market fluctuations. Processed materials shall not be stockpiled for more than one year. d. Certificate of End Use Contractor shall submit to City on or before July 1 of each year a certification of end use from each purchasers establishing that the materials sold the prior fiscal year have been, in fact, recycled. 1. General a. Facility All Contractor vehicles collecting Organic Materials from the City shall deliver directly to the GreenWaste MRF located at 625 Charles Street, San Jose, California. The City’s Organic Materials may be comingled with materials from other jurisdictions at the Green Waste MRF. The Organic Materials shall then be loaded into transfer vehicles for transportation to the Z-Best Composting Facility (Z-Best) located in Gilroy for processing and composting. b. Facility Permits Contractor shall keep in force and be in full regulatory compliance with the terms of all permits and approvals from governmental authorities necessary for the GreenWaste MRF, Z-Best facilities, and any other approved alternative processing facility during the term of the Agreement for the processiiig of City Organic Materials. " c. Prohibited Use of Materials Contractor shall ensure that Organic Materials are neither disposed Of at a landfill nor utilized as alternative daily cover at a landfill without prior written consent from. the Director. d. Tonnage Tracking and Reporting Contractor shall submit a report each month to the City on Organic Materials received during the immediately proceeding month at the GreenWaste MRF from each collection vehicle. The report shall include at a minimum: the source, method of delivery, truck number, time of delivery,, tonnage delivered, vehicle license number, person receiving the delivery. Contractor shall also update vehicle tare weights twice per year, and provide that. data to the City. e. Facility Contingency AS a primary contingency, the Zanker Material Processing Facility (ZMPF) is in the process of designing and pern~itting the construction of a 200,000 square foot facility that will be capable of processing and transferring organic materials. This facility is anticipated to be open as early as January 2011. 2. Processing a: Processing Method Page 4 of 12 After weigh-in, transfer vehicles will dump loads in the Processing Building. Z-Best’s processing plant consists of several components, including a bag opener, magnet, manual sorting stations, and a shredder. The processing plant removes recyclables such as cardboard, glass, aluminum, metal, as well as large contaminants, before shredding the material to achieve optimum particle size for composting. From time to time methodology and/or equipment may be modified or replaced to update the system and!or increase efficiencies. Shredded food waste is composted in an enclosed bag with forced aeration called the CTI System. For the majority of the 14 week process, the bagged material reaches 150-160 degrees, which is sufficient to kill all insects, pathogens and weed seeds. After the composting process, the material is sent though a primary screening process. The primary screen removes all inorganic contamination of 1-inch size or greater. This residue is shipped to a landfill for disposal. Composted materials smaller than 1-inch are placed in curing piles for several more weeks. After a suitable curing period, final screening takes place and the resulting compost is ready for market. b. Acceptable Materials Org-anic Materials listed in Attachment C, Section 3 shall be composted at Z-Best. The City may at no additional charge request Contractor to add additional materials as markets allow. c. Residue Rate Requirements Contractor guarantees to achieve a minimum rate of ninety percent (90%); maximum ten percent (10%) residue rate for processing City specific materials into compost at the Z-Best facility. Compliance with this section shall be determined annually by conducting a waste audit, prior to July 1 of each year. The waste audit will ~onducted by: 1) measuring the inbound tons. of a minimum of four organic collection vehicles from the City delivered to the GreenWaste MRF on a single day; 2) determining the tonnage of materials disposed .from those loads following processing at the Green Waste MRF (pre-processing residue) ;3) determine the tonnage of materials disposed from those loads following processing at the Z-Best facility (post:processing residue). The total residue rate (and reciprocal recovery rate) will be determined by taking the total tons disposed (residue) from both facilities and dividing it by the total inbound tons of organic materials received at the GreenWaste MRF. Contractor shall notify the City a minimum of one week in advance prior to conductingaudit .and shall allow the City to observe to ensure compliance with this section is followe& 3. Marketing a. Marke[ing Plan Contractor shall submit to City on or before Januaryl of each year, a plan for marketing Composted Organic Materials for the coming year. The marketing plan shall include the following: 1. Estimated-quantities; 2. Prices: estimated unit market values 3. Marketing: end markets and uses and 4. Quantities of materials marketing .during the preceding year. b. Marketing Methods Page 5 of 12 Compost produced from Organic Materials is directed into commercial markets that include a diverse collection of potential customers, including landscapers, land developers, contractors, nurseries, greenhouSes, golf courses and private recreational facilities. Z-Best markets to the Commercial sector through its large database of existing customers, advertisements in the yellow pages of telephone directories, as well as in newspapers and trade publicationsl In an effort to expand its services to the commercial sector, Z-Best provides delivery services for materials from its facility. Z-Best uses a full time sales person to seek new business through referrals and cold calls to potential end-users. Current users of this product include commercial landscape installers, topsoil producers, and nurseries. c. Stockpiling of Materials Contractor shall provide storage of materials during extreme market fluctuations. materials shall not be stockpiled for more than two years. Processed d. Certificate of End Use Contractor shall obtain from five of its largest customers a certification of end use, on or before July 1 of each year establishing that the materials sold the prior fiscal year have been, in fact, reus’ed or recycled. The certifications of end use will be retained by Contractor and will be available for review by City. Contractor shall also submit to the City each month, Z-Best monthly tonnages for materials being received and each material type being marketed. C. Construction a=d DemMi~io~ Debris Processing 1 .General Commencing July 1, 2009, Contractor shall collect & transport all roll-off boxes and compactors, to the Zanker Materials Processing Facility (ZMPF) or the Zanker Road Resource Recovery Operations and.Landfill (ZRRROL): a. Facilities Contractor shall collect & transport the roll-off boxes and compactor materials to the ZMPF located at 675 Los Esteros Road in San Jose or the Zanker Road Resource Recovery Operations and Landfill (ZRRROL) located at 705 Los Esteros Road in San Jose. b.’ Facility Permits Contractor shall keep in force and be in full regulatory compliance with the terms of all permits and approvals from governmental authorities necessary for use of the ZMPF, ZRRROL or any other approved alternative processing facility during the term of the Agreement for the processing of Construction and Demolition Debris. c. Prohibited Use of Materials Contractor shall ensure that processed Construction and Demolition Debris is neither disposed of at a landfill nor utilized as alternative daily cover (other than described in subsection 3b) at a landfill without prior written consent from the Director. Page 6-of 12 d. Tonnage Tracking and Recycling Contractor shall submit a report each month to the City on Construction and Demolition Debris received from each collection vehicle. The reports shall include at a minimum: the source, method of delivery, truck number, time of delivery, tonnage delivered, vehicle license number, person receiving the delivery. Contractor shall also update vehicle tare weights twice per year, and provide that. data to the City. Tracking for all outbound and disposed tons shall be reported by an average monthly recycling percentage for each site. This information shall be formatted to report the 12-month recycling rate for the ZMPF and ZRRROL.This shall be posted on a web site at www.z- best.corn/recycling rate.html. e. Facility Contingency Contractor shall arrange to process Construction and Demolition Debris at no added cost to the City, should processing capacity at either ZMPF or the ZRRROL, for whatever reason, be temporarily unavailable or inadequate. 2. Processing a. Processing Method ZMPF: The following description of the processing method for Construction and Demolition Debris delivered in roll-off boxes and compactors focuses on the processes at the ZMPF, the primary facility for processing City materials and represents minimum standards that will be met. From time to time the processing methodology and/or equipment may be modified or replaced to update the system and/or increase efficiencies. Roll-off boxes and compactors loads enter the site and are weighed and recorded. The driver is directed to the mixed C&D unloading area for inspection and unloading. As the truck unloads, a load Checker will inspect the load for hazardous materials. Anactive load-checking program shall be utilized to minimize the acceptance of any unacceptable materials. After the truck hag unloaded, ZMPF employees will start to separate large pieces of metals and wood from the load. Wheel loaders will then push the remaining materials to a temporary stockpile before being conveyed to the C&D sorting conveyor system. An excavator removes larger items before loading the feed conveyor. This we-sort operation removes larger pieces of wood, metal, concrete, and garbage. The sorting conveyor system, which includes elevated access platforms and workstations and electrically operated disc-screens, is located above large concrete storage bunkers. The excavator is used to load the walking floor feeder which in turn feeds the incline conveyor of the sort-line. The C&D Sorting System is designed to evenly distribute the material onto a sorting conveyor that passes a series of work stations where employees presort the larger items such as cardboard, wood, metal and film plastics before the material, passes through a two stage disc screen to separate out small materials which is used on-site, or shipped to other landfills, for use as ADC. Page 7 of 12 After passing through the final stages of the disc screen, the remaining items then pass another series of work stations where employees separate and pick-out smaller recyclable items and drop them directly into the storage bunkers below or place the items in 96-gallon carts adjacent to the work stations. When the bunker is full, the sorted materials are then routed for additional on-site processing; or loaded and hauled to approved recyclers. The unsorted material that falls off the end of the sorting conveyor system is routed to a landfill for disposal. ZRRROL: If materials are routed to the ZRRROL facility, employees will start to separate large pieces of metals, OCC, gypsum wallboard, concrete, rigid plastics and wood from the load. Wheel loaders will then push the remaining materials to a temporary stockpile before being loaded into a truck and weighed prior to disposal. b. Acceptable Materials The ZMPF and ZRRROL facilities shall accept mixed loads of Construction and Demolition Debris. Both facilities have exclusions for putrescible, hazardous and liquid wastes. Loads containing putrescible wastes or containing more than twenty-five percent (25%) of materials that are not recovered at these facilities (Such as pressure-treated lumber, construction insulation or ’Styrofoam) will be diverted to the Sunnyvale SMART Station fordisposal. As currently permitted and operated, the. facilities are primarily used for the recycling of construction and demolition (C&D) debris. Accordingly, all waste materials received at the facilities typically go through extensive screening and sorting processes to recover recyclable materials (i.e., wood, plastic, p~iper, Cardboard, gypsum, metal,concrete, etd.). The City may at " no additional charge request Contractor add additional materials as markets become available and materials are processed at the ZMPF or ZRRROL. c. Residue Rate Requirements Contractor guarantees that the two processing facilities (ZMPF and ZRRROL) shall achieve combined facility diversion rates of seventy-five percent (75%) for the following types of Construction and Demolition Debris loads: 1. Source separated C&D loads average a ninety percent (90%) recovery with a reciprocal ten percent (10%) residue. Source separated loads are delivered to both facilities. Source separated recyclables in this section is defined as a roll-off box or compactor.which is dedicated to only one of the following materials: Wood waste, yard waste, metals (ferrous metals, copper, aluminum, brass) asphalt, sheetrock, cardboard, PETE-HDPE-glass-aluminum containers or cans, mixed paper or concrete. Source separated loads that contain in excess of ten percent (10%) of the non-source separated materials are processed as mixed loads. 2. Mixed C&D loads average a seventy percent (70%) recovery rate with a reciprocal thirty percent (30%) residue rate. Mixed loads are delivered to both facilities. The monthly recovery rate for each facility will be calculated and posted as described in subsection 1.d above. Compliance with the minimum combined annual facility recovery rate of Page 8of 12 75% (and the reciprocal maximum 25% residue rates) will be determined by the arithmetic average of the recovery rates at both facilities for the preceding 12-months period. 3. Marketing a. Marketing Plan Contractor shall submit to City on or before January 1 of each year, a plan for marketing Construction and Demolition Debris for the coming year. The marketing plan shall include the following: 1. Quantities: estimated quantities of each Recyclable Material; 2. Prices: estimated unit market values 3. Marketing: end markets and uses and 4. Quantities of materials marketing during the preceding year. Contractor shall provide to the City prior to each calendar year a proposed marketing plan for each material type for the processing facilities. The City will be allowed to review and suggest recommended changes to that plan. Contractor shall maintain long term relationships with materials brokers, shall continually monitor market condition, shall have the ability to anticipate and react to severe market demand and fluctuations in quantity, composition and pricing. Contractor¯ shall use both domestic and foreign markets to maintain continued material movement and to obtain the highest market value. b. Marketing Methods Following are the commodities currently recovered at the ¯ZMPF and ZRRROL from mixed C&D loads, with description of recovery methods and markets for the materials. Wood Waste: Large pieces of wood are separated at the tipping area utilizing hand labor, loaders or an excavator. Smaller pieces of wood are removed from the sorting line by using hand labor. Zanker has instructed and educated its employees as to the type of wood that is not accepted which includes pressure treated lumber, CCA treated lumber, creosote treated wood and lead painted lumber. These materials are placed in a separate container and properly disposed of. Wood waste is ground and marketed as organic soil amendments, decorative wood ctiips and co- generation fue!. yard Waste:Relatively clean loads of yard tri ..mmings are processed at the ZRRROL. Small amounts of yard trimmings found in loads from the City will be processed as wood waste. Z- Best Products will be the main vendor for this material. Ferrous Metals: Ferrous metals, such as tin, shall be extracted from loads in the tipping area by laborers or removed from the sort-line. Large iron pieces will be removed and placed in a roll-. off container or stockpiled until ample materials are available to warrant transportation. These materials will be recovered and transported off site to a metals recycler. Copper: Copper tubing and wire will be removed using hand labor. Most copper will be removed on the sorting line where sorters will have a better opportunity to capture the materials. Copper will be placed in roll-off containers. Depending on pricing, the copper materials may be baled and shipped to market or sold loose to local recyclers. Asphalt: In the case where large loads of asphalt enter the site, contaminants will be removed by hand or by using a loader or excavator. Loads will be cleaned in order to meet specifications. Page 9 of t2 The cleaned materials will then be commingled with the clean concrete loads and processed into Class II Base Rock at the ZRRROL. Sheetrock: Clean gypsum (non-painted or not removed from demolition projects) shall be received at the tipping area. Large pieces of sheetrock will be recycled using hand labor and the loader. Most sheetrock will be removed on the sorting line where sorters will have a better opportunity to capture the materials. Sheetrock will be placed in roll-off containers and shipped to the ZRRROL for further processing and marketing. Aluminum: Aluminum will be removed at both the tipping area and from the sort-line. Scrap aluminum will be placed into a roll-off container for marketing to local recyclers or baled and marketed. Brass: Brass fixtures will be recovered from the sort-line by sorters who will have a better opportunity to capture the materials than their ground sorting counterparts. Brass will be placed inroll-off containers. Depending on pricing, the brass materials may be baled and shipped to market or sold loose to local recyclers. Tires: Passenger and truck tires found in incoming loads will be removed and stockpiled or stored in a separate roll-off container. When ample tires are available to warrant transportation, the tires are hauled to an end-user in Sacramento. Appliances/White Goods: Appliances will be stored until ample supply is reached to warrant transportation to a recycler. Hazardous Waste: Hazardous wastes that are dropped off at the tipping area and discovered by .load checkers will be stored .in an appropriate storage container near the tipping area for a maximum of 90 days or until an ample supply is reached to warrant disposal, whichever comes first. Hazardous wastes will 15e lab packed and disposed or recycled in accordance with state law. The facilities utilize the services of a certified hazardous waste disposal company for the proper disposal of hazardous wastes. ADC: ADC is only produced from the screens on the C&D sorting system. Materials pass these screens and the 3-inch minus in size fall into a concrete bunker. Loads of ADC are shipped off- site to other landfills or used on site. Currently, most ADC is being shipped to the Vasco Road Landfill in Alameda County, although some materials are used at the ZMPF or the ZRRROL sites. No fines are used as soil amendments or beneficial reuse because of the amount of organics and other materials like glass, gypsum etc. Soil from the demolition plants at both the ZMPF and ZRRROL,are shipped to area landfills and used as cover, not as ADC, beneficial reuse or erosion control. Soil amendments are produced from grinding and screening wood waste and. sold to area landscapers. - Asphalt Roofing: Mixed loads of asphalt roofing will enter the tipping area and be directed to a specific area for asphalt roofing. Once deposited in this area, sorters will remove wood, metals and other residuals. The remaining asphalt roofing may be shipped off-site for use as a buttress fill at the Pacheco Pass Landfill, ADC, or to a local asphalt plant for reuse in asphalt roofing. Porcelain: Porcelain items such as toilets and sinks will be removed from the tipping area and placed in a stockpile with the asphalt and concrete to be processed at the ZRRROL. Page 10 of 12 Cardboard: Larger pieces of cardboard (OCC) will be extracted from loads in the tipping area while the remaining OCC will be removed by sorters utilizing the C&D sorting system. The OCC will be baled as necessary and then stockpiled until enough materials have accumulated for a complete load. OCC is sold both domestically and for export. Mixed Paper: Mixed paper will be removed by personnel using the C&D sorting system and stored in bunkers until enough materials are generated for baling. The mixed paper will be baled, and sold both domestically and for export. PETE and HDPE Containers, Glass Bottles, Aluminum Cans: PETE containers as well as HDPE containers, glass bottles and aluminum cans will be sorted at stations on the C&D sorting system. Sorters will be instructed to remove these items. Employees have small containers directly behind their individual sorting stations to allow for these commodities. Once these containers are filled, employees will remove and empty each commodity into a specific container. Over time these containers will be filled, baled with the site’s baler and marketed. Glass containers will not be baled; rather, they will be marketed as is to a local glass recycler. Concrete: Concrete removal will start in the tipping area where large amounts will be found. Materials will be removed by hand into the loader bucket. The loader will bring the concrete to an adjacent area where the material will be stockpiled before being transported to ZRRROL and processed into Class II Base Rock. Smaller pieces of concrete that are removed from the C&D sort-line will also be placed into a container and shipped to ZRRROL for further processing. E-Waste: When E-Waste is found in the tipping area or on the sort line, employees will remove the materials to a special £0ntainer specifically for E-Waste. Materials such as TV~, computer monitors, computers, cell phones and printers will be recycled with a certified state recycler and will not be exported to over-seas markets. .. Stones & Bricks: Small amounts of stones and bricks are usually generated during renovation of landscape projects or small demolition projects. These items will berecovered using the sorting conveyor. Stones will be co-mingled with recycled concrete, whereas bricks will be placed into a separate container and c0-mingled with roofing tiles. Materials will be processed at. the ZRRROL into Class II Base Rock. Carpet Padding: Carpet padding is very common in renovation and demolition projects. The padding may be sorted using the C&D sorting system. This material will be placed into an enclosed storage box to prevent rain and water spray from being absorbed into the padding, and are marketed to a foam recycler. There is no steady market currently for carpet.padding and it may be landfilled if no market exists. c. Stockpiling of Materials Contractor shall provide storage of materials during extreme market fluctuations. materials shall not be stockpiled for more than two years. Processed d. Certificate of End Use Contractor shall submit to City on or before July 1 of each year a certification of end use from 5 major vendors annually establishing that the materials sold have been, in fact, reused or recycled. Page 11 of 12 Do Pa~e~ Recycling Pallets that are collected by Contractor will be delivered to a pallet recycler in the area or brought to ZMPF and stockpiled. Zanker will contact pallet recyclers and allow them to inspec~ all pallets stockpiled at ZMPF. If pallets can be marketed to these recyclers at this time they will be sold or given away. If the pallet recycler is unwilling to take pallets, then they will be processed at ZMPF. Pallets will be delivered to the wood waste area on the site to be ground and marketed as mulch, fuel and soil amendments. Pallets will be allowed to remain onsite for two weeks prior to being recycled. 1. Bulky items Bulky items that are collected will be delivered to ZMPF and unloaded in a reuse area. Reuse vendors such as Goodwill, Salvation Army, and other approved vendors will be contacted and allowed to inspect all items. These items will be made available Monday -Friday 8am to 4pm. If these vendors are unwilling to accept any of the items they will be collected and processed at the appropriate ZMPF facility. No item will remain on site for longer than two weeks. a. Marketing Plan Contractor shall submit to City on or before January’l of each year, a plan for partnering with local non-profit organizations to market reusable bulky items for the coming year. The marketing plan shall include the following: 1. Estimated quantities of reusable bulky items; 2. Potential end markets and uses and 4. Quantities of reusable bulky items marketing during the preceding year. 2. Books Books will follow the same process as bulky items with the exception that they will be stored in a sealed container for protection from the elements. Additional vendors will be contacted for the reuse of books such as second hand bookstores and book donation agencies. Fo Tours of a~l Facilities Upon seventy-two (72) hours notice from City, Contractor shall provide tours of the processing facilities. Such tours shall not unreasonably disrupt facilities operations. City shall not be charged for labor, overhead, overtime, or any other costs associated with such tours. As part of such tours, Contractor shall prepare (subject to City’s approval of text and form) and shall distribute an educational brochure, printed on recycled paper; on conservation, recycling, and general solid waste management programs. Page 12 of 12 Attachment 0 Liquidated Damages The following table lists the events that constitute breaches of the. Agreement’s standard of performance warranting the imposition of liquidated damages; the ac, ceptable performance level, and the amount of liquidated damages for failure to meet the contractually required standards of performance. Contractor shall submit a monthly report listing the number of events that occurred, and the number of complaints received, in each category during the preceding month and computing the amount (if any) of liquidated damages accrued, Upon City request, Contractor shall also provide a printout of the full records. Contractor shall report accurate, reliable and verifiable data. Acceptable Performance Level (Allowed events per Fiscal Year) Liquidated Dar~age Collection ReliabiJi~ Failure to notify City of reportable quantities of 0 $500 per event Hazardous Waste Failure to maintain the collection schedule on the 0 $1,000 per day per scheduled day route Failure to start new customer service, or initiate change 5 $300 per day in service, within 7 calendar days from the date the request was received Failure to provide services as required in Attachment C 0 $500 per day Collection Quali~ 5 $500 per event 0 $500 per event 10 Failure to clean up promptly materials spilled or leaked from collection vehicles Spills of vehicle fluids from Contractor’s vehicles on public streets Failure to replace containers in Original position (or alternate location if original position did not meet guidelines in Attachment C) $300 for every 10 containers replaced incorrectly per day and per route $500 per eventNot closing gates, crossing planted areas, or other 24 damage to private property Failure to resolve property damage claims from 0 $300 per event customers within thirty (30) calendar days of the date of complaint/damage being reported Failure to comply with hours of operation as required in 5 $300 per incident Agreement (e.g. early start) Complaints about excessive noise complaints 12 $300 per complaint Failure to tag Containers not collected with notice of 12 $150 per container reason (e.g. excessive weight; hazardous waste, etc) Failure to clean public solid waste receptacles and their 5 ’$150 per container lids Failure to power wash public solid waste and recycling 0 $150 per container receptacles, lids and metal liners twice per year Failure to wipe the exteriors and lids of all public 0 $200 for every 10 receptacles every two weeks containers Failure to promptly repair, or arrange for the repair of,0 $500 per event all damage to private property caused by Contractor 2 employees, within ten (10) Business Days of the cdmplaint being received Customer Responsiveness Discourteous behavior Failure to respond to and initiate a remedy for a complaint which is found to be justified by the Director within one Business Day after notification by Director Failure to maintain office hours as required in Agreement Failure to answer the telephone during work hours or return messages left on answering machine within one Business Day Failure to respond to service request within one business day Failure to correct and report billing errors caused by GreenWaste Failure to report accurate and verifiable records of non- utility Customers receiving on-call services from Contractor Failure to remit to City revenues received from non- utility CuStomers for services performed by Contractor Failure to collect missed containers within one Business Day after receipt of notice Failure to deliver a replacement Cart to Customer within five (5) Business Days of notification of cart being lost, destroyed Or stolen. Failure to deliver a replacement Cart to Customer within seven (7) Business Days of notification to Contractor by the City or a Customer that a change in the Size of a wheeled cart is required. Failure to remove a Cart that is being replaced within seven (7) Business Days of notification to Contractor by the City or a Customer. Failure to remove graffiti from any container within two (2) Business Days of notification Accep~aMe Performance Leve~ Lfiquida~ed Damage Amounlt 0 0 0 0 0 0 0 0 $50.0 per complaint $300 per event $300 per day $300 per event $300 per event $250 per customer account each month the account error remains uri~0rrecied $500 per .event $500 per event $300 per event $150 per container $150 per container $150. per container $150 per container 0 0~ (Allowed events per Fiscal Year) Failure to repair or replace Container damaged by Collection op.erations within three (3) Business Days of being notified by Customer or of observing the damaged Container. Acceptable Performance Level (Allowed events per Fiscal Year) 0 Liquidated Damage Amount $150 per container Late Submittal of required Reports 0 0Submittal of inaccurate report and failure to submit corrections to City. Errors in customer service records found during route audits. Processing Failure to submit Marketing Plans for Recyclable Materials, Organics, Construction and Demolition Debris, and bulky items. Failure to submit certification of end use for Recyclable Materials, Organics, and Construction and Demolition Debris. Stockpiling of processed materials beyond the time allowed in Attachment E. Recyclable Materials - one year Organics - two years Construction and Demolition Debris - two years Bulky items - two weeks Failure to recycle seventy-five percent (75%) of Construction and Demolition Debris per Attachment E.C.2.c. $250 per day for each day report is overdue $250 per day for each day inaccurate information is not corrected by Contractor $200 for each ten errors in excess of ten errors per route $500 per material type, per day $500 per material type, per day $500 per material type, per day . $200 per box delivered to C&D processing facility during review year. Prohibited use of materials per Attachment E.0 $10,000 per day Miscellaneous E~ent of Non-Performance Dispos’al of Recyclable Materials, Yard Trimmings, Organics, or Construction and Demolition Debris without written City approval or as permitted in Attachment E. Use of unauthorized facilities (Delivery of Recyclable Materials, Yard Trimmings, Organics, or Construction and Demolition Debris to a facility other than that designated in Agreement or approved in writing by City) AcceptaMe Performance Leve~ (Allowed events per Fiscal Year) 0 Liquidated Damage Amount $175 per Ton Disposed $175 per Ton Delivered to unauthorized facilities E N E FUELING PERMIT NO. This Fueling Permit ("Permit") is issued by the CITY OF PALO ALTO, a California municipal corporation ("City") no GREEN WASTE OF PALO ALTO, a 3oint venture ("Customer"). SECTION I.The term of this Permit shall be .90 days ("Initial Term"),commencing on the date of its issuance by the City. The nerm shall be automatically renewed for successive three-month nerms, commencing on the first day of the month immediately following the Initial Term, unless and until this Permit is terminated for convenience upon ninety (90) days’ prior written notice or terminated for cause upon 24 hours’ notice. For the purposes hereof, the City’s city manager or its designee is expressly authorized to terminate =his Permit on behalf of the City, and any default hereunder shall be a ground for termination for cause. SECTION 2. The City will furnish compressed natural mas CNG) fuel to the Customer, subject to its availability and priority of use by the City} at such times and dates, in such amounts, and in accordance with the terms and conditions of this permlt and applicable snatutes, laws, ordinances, resolutions., schedules, rates and regulations. The City will be responsible for paying the cost of all fuel dispensed into Custom6r vehicles, including applicable fuel taxes. If the City’s fueling facility is closed for a period of more than 24 hours (excluding Sunday) requiring Customer to fuel its vehicles an another facility, the City shall reimburse Customer for the cost of al! fuel dispensed into Customer vehicles at the alternate facility and any applicable fuel taxes, on a temporary basis at market rates, sub3ect to receipt of invoices from the alternate facility. Nothing in this Permit shal! be construed to require the City no furnish any available excess CNG fuel to any public, governmental, or non-governmental agency, and the City expressly reserves the right at any time no cease the provision of CNG fuel to any person. SECTION 3. The City grants no the Customer a non-exclusive, revocable permit and license to enter and re-enter the City Municipal Services Cenner ("MSC") premises locaned an 3201 East Bayshore Road, Palo Alto, County of Santa Clara, and operane its motor vehicles expressly identified as "Authorized Monor Vehicles" in Exhibit "’A", for the sole purpose of fueling and refueling such motor vehicles at the City’s CNG fueling facility ("Facility") between the hours of i0:00 a.m. and 2:00 p.m., Monday through Saturday, but excluding any day on which 081006 jb 0130375 permisslon co enter is temporarily suspended by the City’s fleet manager,The City is not required to give advance notice to the Customer of the closure of the MSCo In the event the City suspends access to the MSC without providing at least three (3) days advance notice to the Customer and Customer cannot readily access a commercially reasonable alternative source of CNG, Customer shall not be liable for any resulting failure to perform or delay in performance under the Aareement for Solid Waste Recyclable Materials, Organlcs Materials and Yard Trimmings Collection and Processing Services between the City of Palo Alto and GreenWaste of Palo Alto, commencing on July i, 2009 ("Agreement") and such failure shall not constitute a default under the Agreement° SECTION 4o The Customer, acting by and through its employees-motor vehicle operators, shall fuel its motor vehicles in accordance with the City’s written instructions for the fueling of CNG-fueled motor vehicles, as such instructions are set forth in Exhibit "B" NO PERSON SHALL BE PERMITTED BY THE CUSTOMER TO REMAIN IN THE MOTOR VEHICLE OF THE CUSTOMER DURING THE FUELING OF SUCH VEHICLE, AND A FAILURE TO COMPLY WITH THIS PROVISION SHALL CONSTITUTE A DEFAULT UNDER THIS PERMIT° Each employee-motor vehicle operator of the Customer shall execute a certification of instruction in the form of Exhibit B before a motor vehicle operated by such employee-motor vehicle operator may be fueled at the Facili<y. The initiation of CNG fuelinm of such motor vehicles shall be accomplished by the use of (i) card key ("key"), magnetic card ("card"), or wireless control device ("device") per motor vehicle, up to a maximum of i0 key, cards, or .devices° The City will be responsible for paying the cost of the initial set of key, cards or devices. The Customer agrees to be responsible for the safe keeping of the keys, cards and devices and agree-s to pay. for the safe keeping of the keys, cards and devices and agrees to pay for the destruction, loss or theft of the keys, cards and devices and the cost of their replacements. Only those employee-motor vehicle operators who execute certifications of instructions shall be permitted by the Customer to use the keys, cards and devices and the Customer shall execute a Certification of Customer in the form of Exhibit C ±n accordance with this provAsion. A failure co comply with this prov!sion shall constitute a default under this Permit. Notice of the destruction, loss or theft of any key, card or device shall be given by the Customer to the City’s fleet manager as soon as reasonably possible following the discovery of the destruction, loss or theft by any reasonable means, includina telephone, facsimile or electronic mail. A failure to 081006 jb 0130375 provide such norlce shall constitute a default Permit. under this SECTION 5. The City’s flee~ manaaer or his deslgnees will furnish CNG fueling training materials to the Customer’s employee-motor vehicle operators at the MSC at such times and dates as may be established, in writing, by the City’s fleet manager. Nothing contained in this Permit shall be construed <o limit the right of the City’s fleet manager ro refuse <o fuel a Customer vehicle if the employee-motor vehicle operator of the vehicle is not in possession of a valid certification of instruction or has not applied for a certification of ins<ructiono SECTION 6.All notices, communications or transmittals required under <his Permit (excepting the notice of destruction, loss or theft in section 4) shall be made, in writing, shall be delivered through the United States certified mail, return receipt requested, by documented personal delivery, by documented overnight courier service delivery or by receipted facsimile, and shall be addressed to the following addresses, or such other address as a parry may deslgnate, in writing, zo the other party in like manner: To Ci[y:Director of Public Works 250 Hamilton Avenue Palo Alto, CA 94301 Tel: (650) 329-2325 Fax: (650) 329-2299 To Customer:Attention: General Manager GreenWaste of Palo Alto 1500 Be<get Drive San Jose, CA 95112 Tel: (408) 283-4804 Fax: (408) 287-3108 SECTION 7. This Permit is personal to the Customer and shall not be assigned or rransferred by the Customer without the prior written consent of the City. SECTION 8. The Customer, at its sole cost and expense, shall obtain and maintain in full force during the term of this Permit the types of mnsurance coverage that may be reasonably required by the City’s risk manager, including, with out limitation, commercial General liability insurance and 081006jb 0130375 automobile liability insurance, each in amounts of not less than Sl,@@O, O00. With the exception of workers’ compensation and employer’s liability, the insurance coverage and endorsements reflected in any certificate of insurance shall name the City as an additional insured concerning the Customer’s fueling activities under this Permit° The certificates will contain an endorsement stating that the insurance is primary coverage and will not be canceled or altered by the insurer exceptafter filing with the City’s city clerk thirty (30) days’ prior written notice of such cancellation or alteration, and shal! be furnished to the City’s fleet manager before CNG fueling of the Customer’s motor vehicles may occur° All insurance coverage required hereunder will be provided through carriers with Best’s Key Rating Guide rating of A: VII or higher which are admitted to transact insurance business in the State of California° Notwithstanding the policies of insurance, the Customer will be obligated for the full and tota! amount of any damage, injury, or loss caused by, directly or indirectly, or arising as a result of the Customer’s fueling activity, including such damage,injury,or loss arising after the Permit is terminated or the term has expired. The Cfty .shall not be obligated to take ouz insurance on the Customer’s personal property or the personal property of any person performing labor or services or supplying materials or equipment to the Customer° The Customer may provide and the City may accept proof of self-insurance retention by the Customer. SECTION 9° The Customer by executing this Permit certifies that it is aware of the provisions of the Labor Code of the Stare of California which require every .employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that Code, and certifies that it will comply with such provisions, as applicable, before commencing fueling activities under the authority of this Permit. SECTION 1O. The Customer agrees to accept all risks, including risk of loss, related to the operation and CNG fueling of the Customer’s motor vehicles at the Facility, agrees to pay for all costs of cleaning up,~ transporting, storing, and disposing of any hazardous materials or waste spilled at the Facility by the motor vehicle operations of the Customer’s employees, and agrees to protect, indemnify, defend and hold harmless the City, its Council members, officers, employees and agents from any and all demands, claims, or liability of any nature, including death of or injury to any person, property damage or any other loss, caused by or arising out of the OglO06 jb 0130375 C~s~omer’s or i~s off£cers~ agents’, subcontractors’ or employees’ negligent acts, errors, or omissions, or willful misconduct or conduct for which applicable law may impose strict liability on the Customer in the performance of or the failure ro perform its obliaations under this Permit, under the Comprehensive Environmental Response,Compensation and Liability Act, the Resource Conservation and Recovery Act, the Toxic Substances Control Act, <he Carpenter-Presley-Tanner Hazardous Substance Account Act, the Hazardous Waste Control Law, the Safe Drinking Water and Toxic Enforcement Act, and under any other local, stare or federal law, stature, ordinance, rule or regulation, excepting only such damage, death or injury caused by the sole negligence of or willful misconduct by the City. SECTION iio Nothing contained in this Permit, nor any act of the City, shall be interpreted or construed as creating the relationship of third parry beneficiary, limited or general partnership, joint venture, employer or employee, or principal and agent between the City and the Customer or its agents, employees or contractors° The Customer shall at all times be deemed an independent contractor and shall be wholly responsible for the manner in which its employees-motor vehicle operators observe the agreements, covenants, terms and conditions imposed on ir by this Permit° The Customer agrees ro be solely responsible for its own acts and those of its officers, parrners, employees, agenzs, contractors, subcontractors and representatives° SECTION 12o Neither the failure nor the delay on the part of the City ro exercise any right, power, or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power, or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, power, or privilege. Any of the requirements of this Permit may be expressly waived by the City, in writing, but .no waiver by the City of any requirement of this Permit shall, or shall be deemed to, extend to or affect any other provision of <his Permit. SECTION 13. Any amendment to this Permit shall be binding upon the parties, provided such amendment is set forth writing signed by the parties. The City’s city manager or its designee is authorized to execute any amendments to this Permit, and confer any consents or approvals that may be provided by the City. 081006 jb 0130375 SECTION 14. Any provislon of this Permit which is characterized as a covenant or a condition shall be deemed both a covenant and a condition. If any provision of this Permit shall be determined by a court of competent jurisdiction to be invalid, illegal, void, or unenforceable in any respect, the validity of all other provisions herein shall remain in full force and effect. SECTION 150 This Permit shall be deemed a contract made under the laws of the State of California, and for the purposes hereof shall be governed and construed by and in accordance with the laws of the -State of California. All exhibits referred <o in this Permit and any addenda, appendices, attachments, and schedules which may, from time ro time, be referred to in any duly executed amendment hereto are by such reference mncorporated in this Permit and shall be deemed to be parr hereof.This Permit may be executed in any number of counterparts, each of which shall be an original, but all of which together shall constitute one and the same instrument° SECTION 16. In the event that suit is brought by either party, the parties agree that trial of such action shall be vested exclusively in the stare court of California in the City of San Jose, County of Santa Clara, or ~n the United Stares District Court for the Northern D’istrict of California in the // // // / / // // // // // // 081006 jb 0130375 City of San Jose° The prevailing party in any action brought to enforce the terms of <his Permit or arislng out of this Permit may recover its reasonable costs and arzorneys’ fees expended in conneczion with such an action from the other party. DATED: CITY OF PALO ALTO City Manager The <erms and conditions 6f this Fueling Permit have been reviewed and understood by the Customer. I represent and warrant that, as the duly appointed representative of the Customer, I, on the behalf of the Customer, hereby signify full acceptance of the terms and conditions of this Fueling Permit° GREEN WASTE OF PALO ALTO ATTACHMENTS: EXHIBIT "A": AUTHORIZED MOTOR VEHICLES EXHIBIT "B": CERTIFICATION OF INSTRUCTION EXHIBIT "C": CERTIFICATION OF CUSTOMER 081006 jb 0130375 EXHIBIT A Authorized Motor Vehicles 06 MACK! LEACH CNG 06 MACK/ LEACH CNG 06 MACK/ LEACH CNG 06 MACK] LEACH CNG 06 MACK] LEACH CNG 06 MACN] LEACH CNG As~e~ ID # 630774~75 630772-73 603550-52 603563-64 603566-67 603568°69 26423O 263994 263995 263996 263997 0lt725 O11726 10183 10184 10185 10186 081006 jb 0130375 EXHIBIT B CERTIFICATION OF INSTRUCTION A certification of instruction shall be completed by each individual who may fuel a compressed natural gas-powered motor vehicle of the Customer au the City of Palo Alto’s Municipal Services Center compressed natural gas fueling facility. Each individual will receive CNG fueling materials, including written materials, a video and a live demonstration about the proper use of the City’s CNG fueling facility, and will sign and date this form uo certify they have received and revlewed the materials. The City has no obligation ~o fuel a motor vehicle of the Customer until this Certification of Instruction is duly executed. HOW TO SAFELY FUEL COMPRESSED NATURAL GAS-POWERED VEHICLES No person shall be permitted by the Customer to remain in the motor vehicle while such motor vehicle is being fueled. No smoking or open flame shall be allowed within 50 feet of the fueling station. 3o Compressed natural gas cylindersf which are not in compliance with DOTor ANSI/AGA NGV2 requirementsr shall not be fueled. 4.The motor vehicle must be shut off. 5o The hand brake or emergency brake of the motor vehicle must be set. 6.Remove the protective cap on the vehicle fueling receptacle, if applicable. 7°Remove th~ fueling device from the dispenser. 8,Inspect the fueling hose and connector prior to making the connection. 9, Make connection and ensure the connector is locked in place. i0.-Open the fueling valve on the fueling device. ii. Shut off the fueling valve on the fueling device after the fuel flow stops registering on the dispenser. 12. Disconnect the fueling device and return to the dispenser holder. I HEREBY CERTIFY THAT I HAVE RECEIVED AND REVIEWED MATERIALS ABOUT PROPERLY FUELING COMPRESSED~INATURAL GAS-POWERED VEHICLES AS OUTLINED ABOVE ./~ Oa~e~2tion 5;-/~erat~r’ s Signature Operator’ s N~e (Print) 081006 jb 0130375 EXHIBIT C CERTIFICATION OF CUSTOMER I HEREBY CERTIFY ON THE BEHALF OF THE CUSTOMER THAT THE CUSTOMER WILL NO,T PERMIT ANY NONCERTIFIED INDIVIDUAL TO USE THE CITYrS CARD KEY (S), MAGNETIC CARD (S) AND WIRELESS CONTROL DEVICE (S) FOR FUELING COMPRESSED NATURAL GAS-POWERED VEHICLES. 081006 jb 0130375 10 ATTACHMENT D GENG ROAD LEASE. A.GREEMENT LEASE AGREEMENT BETWEEN CITY OF PALO ALTO AND GREENWASTE OF PALO ALTO TABLE OF CONTENTS LEASE PROVISIONS 1.PREMISES ........................................................................................................................1 2.TERM .................................................................................................................................2 3.RENT .................................................................................................................................3 4.SECURITY DEPOSIT .....................................................................................................4 5.USE OF PROPERTY .......................................................................................................4 6.HAZARDOUS MATERIALS ..........................................................................................5 7.UTILITIES AND OPERATING EXPENSES ................................................................7 8.TAXES ...............................................................................................................................7 9.MAINTENANCE ..............................................................................................................8 10.CONSTRUCTION BY LESSEE .....................................................................................9 11.ALTERATIONS BY LESSEE .......................................................................................10 12.HOLD HARMLESS/INDEMNIFICATION ................................................................10 13.DAMAGE, DESTRUCTION AND TERMINATION .................................................11 14.SIGNS ...............................................................................................................................12 15.ASSIGNMENT AND SUBLETTING ...........................................................................12 16.DEFAULTS; REMEDIES ..............................................................................................12 17.INTEREST ON PAST-DUE OBLIGATIONS .............................................................14 18.HOLDING OVER ...........................................................................................................14 19.CITY’S ACCESS ............................................................................................................14 20.INSURANCE ...................................................................................................................15 21.RESERVATION OF AVIGATIONAL EASEMENT .................................................15 22.EMINENT DOMAIN .....................................................................................................15 23.POST-ACQUISITION TENANCY ...............................................................................16 24.DISPUTE RESOLUTION .............................................................................................16 25.NON-LIABILITY OF OFFICIALS AND EMPLOYEES OF THE CITY .........., ....17 26.NON-DISCRIMINATION .............................................................................................17 27.INDEPENDENT CONTRACTOR ................................................................................17 28.CONFLICT OF INTEREST ..........................................................................................17 29.MEMORANDUM OF LEASE ......................................................................................17 30.ESTOPPEL CERTIFICATE .........................................................................................17 31.LIENS ..............................................................................................................................18 32.VACATING .....................................................................................................................18 33.ABANDONMENT ..........................................................................................................18 34.NOTICES ........................................................................................................................18 35.TIME ................................................................................................................................19 36.AMENDMENTS .............................................................................................................19 37.SIGNING AUTHORITY ................................................................................................19 38.CAPTIONS ......................................................................................................................19 39.SURRENDER OF LEASE NOT MERGER ................................................................19 40.INTEGRATED DOCUMENT .......................................................................................19 41.WAIVER ..........................................................................................................................19 42.INTERPRETATIONS ....................................................................................................20 43.SEVERABILITY CLAUSE .............................................................................~ .............20 44.GOVERNING LAW .......................................................................................................20 45.VENUE .............................................................................................................................20 46.COMPLIANCE WITH LAWS ......................................................................................20 47.BROKERS..: ....................................................................................................................20 48.ATTACHMENTS TO LEASE ......................................................................................20 EXHIBITS A DESCRIPTION OF SUBJECT PROPERTY ..................................................................23 B INVENTORY OF FIXTURES ...........................................................................................24 C STANDARD INSURANCE REQUIREMENTS ..............................................................25 ii LEASE AGREEMENT BETWEEN CITY OF PALO ALTO AND GREENWASTE OF PALO ALTO This lease agreement (herein "Lease") is made and entered into this day of ,2008, by and between the City of Palo Alto, a California chartered municipal corporation (herein "City") and GreenWaste of Palo Alto, a California joint venture (herein "Lessee"). City and Lessee may be referred to individually as a "Party" or collectively as the "Parties" or the "Parties to this Lease." The City Manager serves as Contract Administrator for this Lease on behalf of the City Council. RECITALS Co D° These recitals are a substantive portion of this Lease. In February 2008, City solicited bids for a new solid waste recycling and processing agreement, and on October 20, 2008, City Council authorized the City Manager to enter into a contract with Lessee for services to begin in July 2009 (Refuse Contract). Lessee desires to use a 0.9-acre non-park portion of the 1.9-acre City-owned property located at 2000 Geng Road for the purpose of housing its administrative offices and cart storage in relation to Lessee’s refuse collection and processing activities. City and Lessee mutually desire to enter into this Lease to permit Lessee use of said property as described above. E. This Lease is a companion document to the Refuse Contract. Now, therefore, in consideration of these recitals and the following covenants, terms, and conditions, Lessee and City mutually agree as follows: LEASE PROVISIONS PREMISES & FACILITIES. 1.1 Premises. City hereby leases to Lessee, certain real property located in the City of Palo Alto, County of Santa Clara, State of California, commonly known as a portion of the City- owned property located at 2000 Geng Road, Palo Alto and more particularly described in Exhibit A attached hereto and incorporated herein by reference (herein "Property" or "Premises"). The Property consists of approximately a 0.9-acre portion of the 1.9 acre parcel at 2000 Geng Road, Palo Alto, except for the Inventory of Fixtures set forth in Exhibit B attached hereto and incorporated herein by reference. Unless otherwise specifically provided, provided, Lessee accepts the Property "as-is" on the date of delivery of this Lease. 1.2 Facilities to be furnished by City. City shall furnish the following facilities for Lessee’s use: (a) (b) (c) (d) One (1) 40’ x 42’ steel garage building on concrete slab with basic wiring. One (1) 24’ x 65’ steel office building on a concrete slab with basic wiring, plumbing, and interior partitions. One (1) 12’ x 40’ storage building on a concrete slab. One (1) 25’ x 30’ steel work shop building on concrete slab with 15’ x 15’ wash slab attached. o (e)Paved and fenced yard area as shown on map attached marked "Exhibit A." (f)One 20’ x 40’ locker and meeting room on concrete slab. 1.3 Facilities to be Furnished by Lessee. Lessee shall supply all operating equipment, furniture, fixtures and related items necessary to the conduct of its business, maintenance of its equipment, and property upkeep of the area and buildings. Such facilities may be removed by Lessee upon termination of this Lease. TERM. 2.1 Original Term. The term of this Lease shall be foreight (8) years, commencing on July 1, 2009 ("Delivery Date"), ending on June 30, 2017, and will coincide with the term of the Refuse Contract. Lessee shall, at the expiration of the term of this lease, or upon its earlier termination, surrender the Property in as good condition as it is at the date of commencement of this lease. The Parties expect reasonable wear and tear. 2.2 Option to Extend. Provided Lessee is not in default hereunder, either at the time of exercise or at the time the extended Term commences, Lessee shall have the option to extend the initial Term of this Lease to coincide with the term of any renewal or extension of the Refuse Contract ("Option Period") with the same terms, covenants and conditions provided herein, except that upon such renewal the Base Rent due hereunder shall be adjusted pursuant to Paragraph 3.2. Lessee shall exercise its option by giving City written notice ("Option Notice") at least sixty (60) days but not more than one hundred twenty (120) days prior to the expiration of the initial Term of this Lease. 2.3 Earls, Termination by City. This Lease shall terminate upon the termination of the Refuse Contract for any reason. If City in its sole discretion determines that it requires the Property for any public purpose, City may terminate this Lease upon one hundred twenty (120) days written notice. RENT. 3.1 Base Rent. The rent to be paid by Lessee shall be in the amount of $12,150 per month without deduction or offset. Rent shall be payable on the first day of each and every month commencing on the Delivery Date, at a place (or places) as may be designated in writing from time to time by City. 3.2 Annual Increase for years 2 through 5. Commencing on July 1, 2010, during the first five years of the Term of this Lease,, the Base Rent shall be increased annually in proportion to the change in the Consumer Price Index (CPI) beginning on the anniversary date of this Lease and effective each year thereafter throughout the Term. The sum shall be adjusted annually resulting in a compound rate of increase. 3.3 Adiusted Base Rent: Effective July 1, 2014, the base rent shall be adjusted to the current market value of the Property as determined by an appraiser to be selected by the City, but in no case shall the base rent be less than the base rent.at the time of the appraisal. Thereafter, commencing on July 1, 2015 the Base Rent shall be increased annually in proportion to the change in the CPI beginning on the anniversary date of this Lease and effective each year thereafter throughout the Term. The sum shall be adjusted annually resulting in a compound rate of increase. 3.4 CPI Adiustment. Lease payments are to be adjusted at the beginning of each year based on the Consumer Price Index, All Urban Consumers, San Francisco-Oakland-San Jose Metropolitan Area compiled and published by the U.S. Department of Labor, Bureau of Labor Statistics..As of June, 2008, the CPI-U was 225i181.The index for the quarter ending just prior to this lease date is established as the base index. Percentage and adjustments to the original lease payments shall be as indicated by percentage changes in said index. 3.5 Late Charge. Lessee acknowledges late payment of rent will cause City to incur costs not contemplated by this Lease, the exact amount of such costs being extremely difficult and impracticable to fix. Such costs include, without limitation, processing, accounting and late charges that may be amposed on City. Therefore, if City does not receive any installment of rent due from Lessee within ten (10) days after the date such rent is due, Lessee shall pay to City an additional sum of five percent (5%) of the overdue rent as a late charge. The parties agree this late charge represents a fair and reasonable estimate of the costs City will incur by reason of late payment by Lessee. Acceptance of any late charge shall not constitute a waiver of Lessee’ s default with respect to the overdue amount, nor prevent City from exercising any of the other rights and remedies available to City. 3.6 Rent Pa’~’ment Procedures. Lessee’s obligation to pay rent shall commence upon the commencement of this Lease. If the term commences or terminates on a date other than the first of any month, monthly rent for the first and last month of this Lease shall be prorated based on a 30-day month. Rent payments shall be delivered to City’s Revenue Collections Division,250 Hamilton Avenue, PO Box 10250, Palo Alto, CA 94303. The designated o ° place of payment may be changed at any time by City upon ten (10) days’ written notice to Lessee. Lessee specifically agrees that acceptance of any late or incorrect rentals submitted by Lessee shall not constitute an acquiescence or waiver by City and shall not prevent City from enforcing Section 3.3 (Late Charge) or any other remedy provided in this Lease. Acceptance of rent shall not constitute approval of any unauthorized sublease or use, nor constitute a waiver of any non-monetary breach. Payments shall be effective upon receipt. City may apply any payment received from Lessee at any time against any obligation due and owing by Lessee under this Lease, regardless of any statement appearing on or referred to in any remittance from Lessee or any prior application of such payments. 3.7 Partial Payment. The receipt by City of a partial payment of any amount due to City endorsed as payment in full will be deemed to be a partial payment only. City may accept and deposit said check without prejudice to its right to recover the balance. Any endorsements or statements on the check or any letter accompanying the check shall not be deemed an accord and/or satisfaction. Lessee’s obligation (without prior notice or demands) to pay rent and all other amounts due hereunder shall be absolute and unconditional, and not subject to any abatement, set off, defense, recoupment or reduction, SECURITY DEPOSIT. 4.1 Security Deposit. The performance bond posted in connection with the related collection and recycling agreement referenced in Recital B shall cover and insure performance of Lessee’s obligations set forth in this Lease and no further Security Deposit shall be required by Lessee. USE OF PROPERTY. 5.1 Required Uses. Throughout the term of this Lease, Lessee shall use the Premises for the following uses, services and activities for Lessor’s refuse collection business solely in connection with the Refuse Contract("Required Uses"): (a) (b) Operations and administrative offices; Customer service 5.2 Permitted Uses. In addition to the Required Uses, Lessee may also use the Premises for the following uses: minimal Cart, bin and drop box storage and other related uses to be approved in writing by the Director of Public Works. Premises may not be used for any other purposes without City’s prior written consent, which consent may be withheld in the sole and absolute discretion of the City. 5.3 Prohibited Uses. Lessee shall not use Premises for any purpose not expressly permitted hereunder. Lessee shall not create, cause, maintain or permit any nuisance or waste in, on, or about the Premises, or permit or allow the Premises to be used for any unlawful or immoral purpose. Lessee shall not do or permit to be done anything in any manner which unreasonably disturbs the users of the City Property or the occupants of neighboring property. property. Specifically, and without limiting the above, Lessee agrees not to cause any unreasonable odor, noise, vibration, power emission, or other item to emanate from the Premises. Lessee will not use Property in a manner that increases the risk of fire, cost of fire insurance or improvements thereon. No unreasonable sign or placard shall be painted, inscribedor placed in or on said Property; and no tree or shrub thereon shall be destroyed or removed or other waste committed of said Property. Lessee, at its expense, shall keep the Property in as good condition as it was at the beginning of the terms hereof, except damage occasioned by ordinary wear and tear, and except damage to the roof, sidewalks and underground plumbing, which is not the fault of Lessee. 5.4 Condition, Use of Premises. City makes no warranty or representation of any kind concerning the condition of the Premises, or the fitness of the Premises for the use intended by Lessee, and hereby disclaims any personal knowledge with respect thereto, it being expressly understood by the parties that Lessee has personally inspected the Premises, knows its condition, finds it fit for Lessee’s intended use, accepts it as is, and has ascertained that it can be used exclusively for the.limited purposes specified in Section 5,1. HAZARDOUS MATERIALS. 6.1. Compliance with Laws. Lessee shall not cause or permit any Hazardous Material (as defined below) to be brought upon, kept or used in or about the Premises or Project by Lessee, its agents, employees, contractors or invitees. 6.2 Termination of Lease. City shali have the fight to terminate the Lease inCity’ s sole and absolute discretion in the event that: (i) any anticipated use of the Premises by Lessee involves the generation or storage, use, treatment, disposal, or release of Hazardous Material in a manner or for a purpose prohibited, by any governmental agency, authority, or Hazardous Materials Laws; (ii) Lessee has been required by any lender or governmental authority to take remedial action in connection with Hazardous Material contaminating the Premises, if the contamination resulted from Lessee’ s action or use of the Premises; or (iii) Lessee is subject to an enforcement order issued by any governmental authority in connection with the release, use, disposal, or storage of a Hazardous Material on the Premises. 6.3 Assignment and Subletting. It shall not be unreasonable for City to withhold its consent to an assignment or subletting to such proposed assignee or sublessee if: (i)any anticipated use of the Premises by any proposed assignee or sublessee involves the generation or storage, use, treatment, disposal, or release of Hazardous Material in a manner or for any purpose; (ii) the proposed assignee or sublessee has been required by any prior landlord, lender, or governmental authority to take remedial action in connection with Hazardous Material contaminating a property, if the contamination resulted from such party’ s action or use of the property in question; or, (iii) the proposed assignee or sublessee is subject to an enforcement order issued by any governmental authority in connection with the release, use, disposal or storage of a Hazardous Material. 5 6.4 Hazardous Materials Defined. The term "Hazardous Material (s)" ,shall mean any toxic or hazardous substance, material or waste or any pollutant or contaminant, or infectious or radioactive material, including but not limited to, those substances, materials, or wastes regulated now or in the future under any of the following statutes or regulations and any and all of those substances included within the definitions of "hazardous substances," "hazardous waste," "hazardous chemical substance or mixture," "imminently hazardous chemical substance or mixture," "toxic substances," "hazardous air pollutant," "toxic pollutant" or "solid waste" in the (a) CERCLA or Superfund as amended by SARA, 42 U.S.C. Sec. 9601 et seq., (b) RCRA, 42 U.S.C. Sec. 6901 et seq., (c) CWA., 33 U.S.C. Sec. 1251 et seq., (d) CAA, 42 U.S.C. 78401 et seq., (e) TSCA, 15 U.S.C. Sec. 2601 et seq., (f) The Refuse Act of 1899, 33 U.S.C. Sec. 407, (g) OSHA, 29 U.S.C. 651 et seq. (h) Hazardous Materials Transportation Act, 49 U.S.C. Sec. 1801 et seq., (i) USDOT Table (40 CFR Part 302 and amendments) or the EPA Table (40 CFR Part 302 and amendments), (.j) California Superfund, Cal. Health & Safety Code Sec. 25300 et seq., (k) Cal. Hazardous Waste Control Act, Cal. Health & Safety Code Section 25100 et seq., (1) Porter-Cologne Act, Cal. Water Code Sec..13000 et seq., (m) Hazardous Waste Disposal Land Use Law, Cal. Health & Safety Code Sec. 25220 et seq., (n) Proposition 65, Cal. Health and Safety Code Sec. 25249.5 et seq., (o) Hazardous Substances Underground Storage Tank Law, Cal. Health & Safety Code Sec. 25280 et seq., (p) California Hazardous Substance Act, Cal. Health & Safety Code Sec. 28740 et seq., (q) Air Resources Law, Cal. Health & Safety Code Sec. 39000 et seq., (r) Hazardous Materials Release Response Plans and Inventory, Cal. Health & Safety Code Secs. 25500-25541, (s) TCPA, Cal. Health and Safety Code Secs. 25208 et seq., and (t) regulations promulgated pursuant to said laws or any replacement thereof, or as similar terms are defined in the federal, state and local laws, statutes, regulations, orders or rules. Hazardous Materials shall also mean any and all other substances, materials, and wastes which are, or in the future become, regulated under applicable local, state or federal law for the protection of health or the environment, or which are classified as hazardous or toxic substances, materials or wastes, pollutants or contaminants, as defined, listed or regulated by any federal, state or local law, regulation or order or by common law decision, including without limitation: (i) trichloroethylene, tetracholoethylene, perchloroethylene and other chlorinated solvents; (ii) asbestos, (iii)polychlorinated biphenyls; (iv) flammable explosives; (v) urea formaldehyde; and, (vi) radioactive materials and waste. 6.5 Hazardous Materials Indemnity. Lessee shall indemnify, defend (by. counsel reasonably acceptable to City), protect, and hold Landlord harmless from and against any and all claims, liabilities, penalties, forfeitures, losses, and/or expenses, including without limitation, diminution in value of the Premises, damages for the loss or restriction on use of the rentable or usable space or of any amenity of the Premises, damages arising from any adverse impact or marketing of the Premises and sums paid in settlement of claims, response costs, cleanup costs, site assessment costs, attorneys’ fees, consultant and expert fees, judgments, administrative rulings or orders, fines, costs of death of or injury to any person, or damage to any property whatsoever (including, without limitation, groundwater, sewer systems, and atmosphere), arising from, caused, or resulting during the Lease Term, in whole or in part, directly or indirectly, by the presence or discharge in, on, under, or about the Premises by Lessee, Lessee’s agents, employees, licensees, or invitees or at Lessee’s direction, of 6 Hazardous Material, or by Lessee’s failure to comply with any Hazardous Materials Law, whether knowingly or by strict liability. For purposes of the indemnity provided herein, any acts or omissions of Lessee or its employees, agents, customers, sub lessees, assignees, contractors, or subcontractors of Lessee (whether or not they are negligent, intentional, willful or unlawful) sliall be strictly attributable to Lessee. Lessee’s indemnification obligations shall include, without limitation, and whether foreseeable or unforeseeable, all costs of any required or necessary Hazardous Materials management plan, investigation, repairs, cleanup or detoxification or decontamination of the Premises, and the presence and implementation of any closure, remedial action or other required plans, and shall survive the expiration of or early termination of the Lease Term. Notwithstanding the above, nothing in this section shall be construed to require Lessee to indemnify the City from Claims arising from the negligence or willful misconduct of City or any claims relating to Hazardous Materials deposited on site before the effective date of this Lease. 6.6 City’s Right to Perform Tests. At any time prior to the expiration of the Lease Term, City shall have the right to enter upon the Premises in order to conduct tests of water and soil. 7.UTILITIES AND OPERATING EXPENSES. Lessee shall fully and promptly pay for all expenses associated with the operation of the Property, including but not limited to the furnishing of gas, water, sewer, electricity, telephone service, garbage pickup and disposal, landscape maintenance, and other public utilities. 8. TAXES. 8.1 Real Property Taxes Defined. The term "real property taxes" as used herein shall mean all taxes, assessments, levies and other charges, general and special, foreseen and unforeseen, now or hereafter amposed by any governmental or quasi-governmental authority or special district having the direct or indirect power to tax or levy assessments, which are levied or assessed against or with respect to~ (i) value, occupancy, use or possession of the Premises and/or the Improvements; (ii) any improvements, fixtures, equipment and other real or personal property of Lessee that are an integral part of the Premises; or, (iii) use of the Premises, Improvements public utilities or energy within the Premises. The term "real property taxes" shall also mean all charges, levies or fees imposed by reason of environmental regulation or other governmental control of the premises and/or the Improvements, new or altered excise, transaction, sales, privilege, assessment, or other taxes or charges now or hereafter imposed upon City as a result of this Lease, and all costs and fees (including attorneys’ fees) incurred by City in contesting any real property taxes and in negotiating with public authorities as to any real property taxes affecting the Premises. If any real property taxes are based upon property or rents unrelated to the Premises and/or the Improvements, then only that part of such tax that is fairly allocable to the Premises and/or the Improvements, as determined by City, on the basis of the assessor’s worksheets or other available information, shall be included within the meaning of the term "real property taxes." 8.2 Payment of Real Property Taxes. The Premises are exempt from real property taxes. Lessee shall not be responsible for any real property taxes on the property. 8.3 Revenue and Taxation Code. Lessee specifically acknowledges it is familiar with section 107.6 of the California Revenue and Taxation Code. Lessee realizes that a possessory interest subject to property taxes may be created, agrees to pay any such tax, and hereby waives any rights Lessee may have under said California Revenue and Taxation Code section 107.6. 8.4 Personal Property Taxes. Lessee shall pay before delinquent, or if requested by City, reimburse City for, any and all taxes, fees, and assessments associated with the Property, the personal property contained in the premises and other taxes, fees, and assessments regarding any activities which take place at the Property. Lessee recognizes and understands in accepting this Lease that its interest therein may be subject to a possible possessory interest tax that City or County may impose on such interest and that such tax payment shall not reduce any rent due City hereunder and any such tax shall be the liability of and be paid by Lessee. MAINTENANCE, 9.1 City and Lessee Responsibilities. Lessee at Lessee’s expense, shall perform all maintenance and repairs, including all painting, and all maintenance of landscaped areas necessary to keep the Premises and all improvements thereto in first-class order, repair, and condition, and shall keep the Premises in a safe, clean, wholesome, and sanitary condition to the reasonable satisfaction of City, and in compliance with all applicable laws, throughout the term of this Lease. In addition, Lessee shall maintain, at Lessee’s expense, all equipment, furnishings-and trade fixtures upon the Premises required for the maintenance and operation of a first-class business of the type to be Conducted pursuant to this Lease. 9.2 Waiver of Civil Code. Lessee expressly waives the benefit of any statute now or hereinafter in effect, including the provisions of sections 1941 and 1942 of the Civil Code of California, which would otherwise afford Lessee thefight to make repairs at City’s expense or to terminate this Lease because of City’s failure to keep Premises in good order, condition and repair. Lessee further agrees that if and when any repairs, alterations, additions or betterments shall be made by Lessee as required by this paragraph, Lessee shall promptly pay for all labor done or materials furnished and shall keep the Premises free and clear of any lien or encumbrance of any kind whatsoever. If Lessee fails to make any repairs or perform any maintenance work for which Lessee is responsible within a reasonable time (as determined by the City Manager in the City Manager’s sole discretion) after demand by the City, City shall have the right, but not the obligation, to make the repairs at Lessee’s expense; within ten (10) days of receipt of a bill, Lessee shall reimburse City for the cost of such repairs, including a fifteen percent (15%) administrative overhead fee. The making of such repairs or 8 performance of maintenance by City shall in no event be construed as a waiver of the duty of Lessee to make repairs or perform maintenance as provided in this Section. 10.CONSTRUCTION BY LESSEE. 10. 1 Minimum Construction. Lessee may in an efficient and workmanlike manner, cause to be designed, constructed, and installed within the Premises, at no cost to City, appropriate improvements to adequately accommodate the services and uses required and permitted by this Lease. Lessee shall prepare the plans and specifications for approval by the City’s Building Division and Planning & Community Development Divisions as required by the Palo Alto Municipal Code. Lessee shall obtain approval of the plans and specifications and shall cause the construction to be completed and the Premises to be open for business by July i, 2009. 10.2 Construction Standards. All design and construction performed by or on behalf of Lessee shall conform to the approved plans, specifications, construction and architectural standards of the City. Once the work is begun,- Lessee shall with reasonable diligence prosecute all construction to completion. All work shall be performed in a good and workmanlike manner, shall substantially comply with any plans and specifications approved by City and shall comply with all applicable governmental permits, laws, ordinances and regulations, and shall meet all other requirements contained in this Lease. 10.3 Cost of Improvements. Lessee shall pay all costs for construction done or caused to be done byLessee on the Premises as permitted or required by this Lease. Lessee shall keep the Premises free and clear of all claims and liens resulting from construction done by or for Lessee. Promptly after completion of construction, Lessee shall provide to the City Manager a statement of the reasonable and actual costs of construction for the initial improvements, which statement shall be certified as to accuracy and signed by Lessee under penalty of perjury. 10.4 Ownership of Improvements. All improvements constructed, erected, or installed upon the Premises must be free and clear of all liens, claims, or liability for labor or material and shall become the property of City, at its election, upon expiration or earlier termination of this lease and upon City’s election, shall remain upon the Premises upon termination of this Lease. Title to all equipment, furniture, furnishings, and trade fixtures placed by Lessee upon the Premises shall remain in Lessee, and replacements, substitutions and modifications thereof may be made by Lessee throughout the term of this Lease. Lessee may remove such fixtures and furnishings upon termination of this Lease if Lessee is not then in default under this Lease, provided that Lessee shall repair to the satisfaction of City any damage to the Premises and improvements caused by such removal and provided that usual and customary lighting, plumbing and heating fixtures shall remain upon the Premises upon termination of this Lease. 10.5 Indemnity for Claims Arising Out of Construction, Lessee shall defend and indemnify City against all claims, liabilities, and losses of any type arising out of work performed on the Premises by Lessee, together with reasonable attorneys’ fees and all costs and expenses reasonably incurred by City in negotiating, settling, defending or otherwise protecting against such claims. 10.6 Assurance of Completion. Prior to commencement of any construction or alteration expected to cost more than $25,000, Lessee shall furnish the City Manager evidence that assures City that sufficient monies will be available to complete the proposed work. The amount of such assurance shall be at least the total estimated construction cost. Evidence of such assurance shall take one of the forms set out below and shall guarantee Lessee’s full and faithful performance of all of the terms, covenants, and conditions of this Lease: Ao Completion Bond; Performance, labor and material bonds, supplied by Lessee’s contractor or contractors, provided the bonds are issued jointly to Lessee and City; Irrevocable letter of credit from a financial institution; or Any combination of the above. All bonds and letters of credit must be issued by a company qualified to do business in the State of California and be acceptable to the City Manager. All bonds and letters of credit shall be in a form acceptable to the City Manager, and shall insure faithful and full observance and performance by Lessee of all of the terms, conditions, covenants, and agreements relating to the construction of improvements or alterations in accordance with this Lease. 10.7 Certificate of Inspection. Upon completion of construction of any building, Lessee shall submit to the City Manager a Certificate of Inspection, verifying that the construction was completed in conformance with Title 20 of the California Code of Regulations for residential construction, or in conformance with Title 24 of the California Code of Regulations for non-residential construction. 10.8 As Built Plans. Lessee shall provide the City Manager with a complete set of reproducible "as built plans" reflecting actual construction within or upon the Premises upon completion of any: (i) new construction; (ii) structural alterations; or, (iii) non-structural alterations costing more than $25,000. 11,ALTERATIONS BY LESSEE Lessee shall not make any alterations or improvements to the Premises without obtaining the prior written consent of the City Manager. Lessee may, at any time and at its sole expense, install and place business fixtures and equipment within the Premises, provided such fixtures and installation have been reviewed and approved by the City Manager. 12.HOLD HARMLESS/INDEMNIFICATION. 10 13. 12.1 Indemnification. To the extent permitted by law, Lessee agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, agents, volunteers, and employees from and against any claim, injury, liability, loss, cost, and/or expense or damage, however same may be caused, including all costs and reasonable attorney’s fees in providing a defense to any claim arising therefrom for which City shall become legally liable arising from Lessee’s negligent, reckless, or wrongful acts, errors, or omissions with respect to or in any way connected with this Lease. Lessee shall give City immediate notice of any claim or liability hereby indemnified against. This indemnity shall be in addition to the Hazardous Materials indemnity contained in this Lease and shall survive shall survive the expiration of or early termination of the Lease Term. 12.2 Waiver of Claims. Lessee waives any claims against City for injury to Lessee’s business or any loss of income therefrom, for damage to Lessee’s property, or for injury or death of any person in or about the Premises or the City Property, from any cause whatsoever, except to the extent caused by City’s negligence or willful misconduct. DAMAGE, DESTRUCTION AND TERMINATION. 13.1. Total Destruction. In the event the Premises or a substantial portion thereof are destroyed by any cause that renders the Premises unfit for the purposes designated in Section 5 (REQUIRED USES OF THE PREMISES), and if the Premises are so badly damaged that they cannot be repaired within ninety (90) days from the date of such damage, either party may terminate this Lease by giving to the other party written notice within ten (10) days of the occurrence of such damage. 13.2. Insured Partial Destruction. tf the Premises are partially destroyed by any cause insurable under fire insurance with a standard extended coverage casualty endorsement and the destroyed portion can be rebuilt or repaired within 90 days from the date of destruction, City shall repair the damage or destruction with reasonable diligence. In such event, this Lease shall remain in full force and effect; however, until the destroyed Premises are repaired, rental (if any) paid by Lessee to city shall be reduced bysuch destruction. However there shall be no rent abatement or offset should the damage or destruction be caused by Lessee, its employees, agents or contractors. 13.3. Non-Insured Partial Destruction. If the Premises are partially destroyed by any cause not insurable by fire insurance with an extended coverage casualty endorsement but the Premises can still be used for the purposes designated in Section 5 (REQUIRED USES OF THE PREMISES), TENANT may, at its option, terminate this Lease unless City commences rebuilding or repair of the destroyed portion of the Premises within 90 days from the date of destruction. However, there shall be no rent abatement or offset should the damage or destruction be caused by Lessee, its employees, agents or contractors. Such termination by Lessee shall be accomplished by giving City written notice of 11 termination not sooner than 90 days nor later than 100 days after the occurrence of such damage or destruction. This Lease shall terminate on the date such notice of termination is given to City. If City accomplishes such repair or if Lessee fails to exercise option to terminate, this Lease shall remain in full force and effect, however, until the destroyed Premises are repaired; rental paid by Lessee to City (if any) shall be reduced in the same proportion that Lessee’s square footage leased is reduced by such destruction. However there shall be no rent abatement or offset should the damage or destruction be caused by. Lessee, its employees, agents or contractors. Glass breakage shall not be deemed a partial destruction within the meaning of this clause. 14. SIGNS. Lessee shall not place, construct, maintain, or allow any signs upon the Premises without prior written consent of City. 15.ASSIGNMENT AND SUBLETTING. 15.1 City’s Consent Required. Lessee shall not assign this lease, nor any interest therein, and shall not sublet or encumber the Property or any part thereof, nor any right or privilege appurtenant thereto, nor allow or permit any other person(s) to occupy or use the Property, or any portion thereof, without the prior written consent of City. This Lease shall be binding upon any permitted assignee or successor of Lessee. Consent by City to one assignment, subletting, occupation or use by another person shall not be deemed to be consent to any subsequent assignment, subletting, occupation or use by another person. No assignment, subletting, or encumbrance by Lessee shall release it from or in any way alter any of Lessee’s obligations under this Lease. Lessee may have the Property delivered to a subsidiary company of Lessee, but such arrangement shall in no.way alter Lessee’s responsibilities hereunder with respect to the Property. Any assignment, subletting, encumbrances, occupation, or use contrary to the provisions of this Lease shall be void and shall constitute breach of this Lease. City may assign any of its rights hereunder without notice to Lessee. 15.2 No Release of Lessee. No subletting or assignment as approved by City shall release Lessee of Lessee’s obligation or alter the primary liability of Lessee to pay the rent and to perform all other obligations by Lessee hereunder. The acceptance of rent by City from any other person shall not be deemed to be a waiver by City of any provision hereof. In the event of default by any assignee of Lessee or any successor of Lessee in the performance of any of the terms hereof, City may proceed directly against Lessee without the necessity of exhausting remedies against said assignee. 16,DEFAULTS ~ REMEDIES. 1;6.1 Defaults, The occurrence of any one or more of the following events shall constitute a material default, or breach of this Lease, by Lessee: 12 16.1.1 Abandonment of the Premises by Lessee as defined by California Civil Code section 1951.3; 16.1.2 Failure by Lessee to make any payment of rent or any other payment required to be made by Lessee hereunder, as provided in this Lease, where such failure shall continue for a period of ten (10) business days after written notice thereof from City to Lessee. In the event City serves Lessee with a Notice to Pay Rent or Quit pursuant to applicable Unlawful Detainer statutes, such Notice to Pay Rent or Quit shall also constitute the notice required by this subparagraph; 16.1.3 Failure by Lessee to observe or perform any of the covenants, conditions or provisions of this Lease in any material respect where such failure shall continue for a period of thirty (30) days after written notice thereof from City to Lessee; provided, however, that if the nature of Lessee’s default is such that more than thirty (30) days are reasonably required for its cure, then Lessee shall not be deemed to be in default if Lessee commenced such cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion; 16.1.4 Making by Lessee of any general arrangement or assignment for the benefit of creditors; Lessee’s becoming a "debtor" as defined in 11 U.S.C. §101 or any successor statute thereto (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); the appointment of a bankruptcy trustee or receiver to take possession of all or substantially all of Lessee’s assets located at or on the Premises or of Lessee’s interest in this Lease where possession is not restored to Lessee within thirty (30) days; or the attachment, execution or other judicial seizure of all or substantially all of Lessee’ s assets located at or on the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. 16.2 Remedies. In the event of any material default or breach by Lessee, City may at any time thereafter, following any notice required by statute, and without, limiting City in the exercise of any right or remedy which City may have by reason of such default or breach: 16.2.1 Terminate Lessee’s right to possession of the Premises by any lawful means, in which case this Lease shall terminate and Lessee shall immediately surrender possession of the Premises and Improvements to City. In such event, City shall be entitled to recover from Lessee all damages incurred by City by reason of Lessee’s default including but not limited to: the cost of recovering possession of the Premises and Improvements; expenses of reletting, including necessary renovation and alteration of the Premises and Improvements; reasonable attorneys’ fees; the worth at the time of the award of the unpaid rent that had been earned at the time of termination of this Lease and the worth at the time of award of the amount by which the unpaid rent for the balance of the term after the time of such award exceeds the amount of such rental loss for the same period that Lessee proves could be reasonably 13 avoided. 16.2.2 Maintain Lessee’s right to possession, in which case this Lease shall continue in effect whether or not Lessee shall have abandoned the Premises. In such event, City shall be entitled to enforce all of City’s rights and remedies under this Lease, including the right to recover rent and other payments as they become due hereunder. 16.2.3 Pursue any other remedy now or hereafter available to City under the laws or judicial decisions of the State of California. City shall have all remedies provided by law and equity. 16.3 No Relief from Forfeiture After Default. Lessee waives all rights of redemption or relief from forfeiture under California Code of Civil Procedure sections 1174 and 1179, and any other present or future law, in the event Lessee is evicted or City otherwise lawfully takes possession of the Premises by reason of any default or breach of this Lease by Lessee. 16.4 Disposition of Abandoned Personal Property. If the Lessee fails to remove any personal property belonging to Lessee from the Premises after forty-five (45) days of the expiration or termination of this Lease, such property shall at the option of City be deemed to have been transferred to City. City shall have the right to remove and to dispose of such property without liability to Lessee or to any person claiming under Lessee, and the City shall have no need to account for such property. 17.INTEREST ON PAST-DUE OBLIGATIONS. Except as expressly provided herein, any amount due City when not paid when due shall bear interest at the lesser of ten percent (10%) per year or the maximum rate then allowable by law from the date due. 18.HOLDING OVER. ff Lessee remains in possession of the Premises or any part thereof after the expiration of the term or option term hereof, such occupancy shall be a tenancy from month to month with all the obligations of this Lease applicable to Lessee and at a monthly rental obligation of two (2) times the Base Rent in effect at the time of expiration. Nothing contained in this Lease shall give to Lessee the right to occupy the Property after the expiration of the term, or upon an earlier termination for breach. 19.CITY’S ACCESS. 19.1 Access for Inspection. City and City’s agents shall have the right to enter the Premises at reasonable times, upon not less than twenty-four (24) hours prior notice to Lessee, for the purpose of inspecting same, showing same to prospective purchasers, lenders or lessees, and making such alterations, repairs, improvements, or additions to the Premises as City may deem necessary. City may at any time place on or about the Premises any ordinary "For Sale" signs and City may at any time during the last one hundred twenty (120) days of the 14 term hereof place on or about the Premises any ordinary "For Lease" signs, all without rebate of rent or liability to Lessee. 19.2 Security Measures. City shall have the fight to require a reasonfible security system, device, operation, or plan be installed and implemented to protect the Premises or the Improvements. Should City, in its sole discretion, require Lessee to install such a security system, Lessee agrees to bear the sole cost and expense of any security system, device, operation or plan and the installation and implementation thereof. Lessee shall obtain City’ s prior approval before installing, implementing or changing any City approved security system, device, operation or plan. 19.3 New Locks. Lessee may install new locks on all exterior doors. Lessee shall advise City of such action and shall provide City with keys to said locks. Lessee shall also deliver to City the old locks with keys. Upon termination, Lessee shall leave new locks that shall become the property of City. 20. INSURANCE. Lessee’s responsibility for the Property begins immediately upon delivery and Lessee, at its sole cost and expense, and at no cost to City, shall purchase and maintain in full force and effect during the entire term of this Lease insurance coverage in amounts and in a form acceptable to City as set forth in Exhibit C attached hereto and incorporated herein by reference. Said policies shall be maintained with respect to Lessee’s employees, if any, and all vehicles operated on the Premises. The policies shall include the required endorsements, certificates of insurance and coverage verifications as described in Exhibit C. 21.RESERVATION OF AVIGATIONAL EASEMENT. City hereby reserves for the use and benefits of the public, a right of avigation over the Premises for the passage of aircraft landing at, taking off, or operating from the adjacent airport operated by the County of Santa Clara. Lessee releases the City from all liability for noise, vibration, and any other related nuisance. 22.EMINENT DOMAIN. 22.1 If all or any part of the Premises (or the building in which the Premises’ are located) is condemned by a public entity in the lawful exercise of its power of eminent domain, this Lease shall cease as to the part condemned. The date of such termination shall be the effective date of possession of the whole or part of the Premises by the condemning public entity. 22.2 If only a part is condemned and the condemnation of that part does not substantially impair the capacity of the remainder to be used for the purposes required by this Lease, Lessee shall continue to be bound by the terms, covenants, and conditions of this Lease. However, the then monthly rent shall be reduced in proportion to the diminution in value of 15 the Premises. If the condemnation of a part of the Premises substantially impairs the capacity of the remainder to be used for the purposes required by this Lease, Lessee may: A. Terminate this Lease and thereby be absolved of obligations under this Lease which have not accrued as of the date of possession by the condemning public entity; or B. Continue to occupy the remaining Premises and thereby continue to be bound by the terms, covenants and conditions of this Lease. ff Lessee elects to continue in possession of the remainder of the Premises, the monthly rent shall be reduced in proportion to the diminution in value of the Premises. C, Lessee shall provide City with written notice advising City ofLessee’s choice within thirty (30) days of possession of the part condemned by the condemning public entity. 22.3 City shall be entitled to and shall receive all compensation related to the condemnation, except that Lessee shall be entitled to: (a) that portion of the compensation which represents the value for the remainder of the Lease term of any Lessee-constructed improvements taken by the condemning public entity, which amount shall not exceed the actual cost of such improvements reduced in proportion to the relationship of the remaining Lease term to the original Lease term, using a straight line approach; and (b) any amount specifically designated as a moving or relocation allowance or as compensation for Lessee’s personal property, Lessee shall have no claim against Landlord for the value of any unexpired term of this Lease. 23.POST-ACQUISITION TENANCY. Lessee hereby acknowledges that Lessee was not an occupant of the Premises at the time the Premises were acquired by City. Lessee further understands and agrees that as a post-acquisition Lessee, Lessee is not eligible and furthermore waives all claims for relocation assistance and benefits under federal, state or local law. 24.DISPUTE RESOLUTION. 24.1 Unless otherwise mutually agreed to, any controversies between Lessee and City regarding the construction or application of this Lease, and claims arising out of this Lease or its breach shall be submitted to mediation within thirty (30) days of the written request of one Party after the service of that request on the other Party. 24.2 The Parties may agree on one mediator. If they cannot agree on one mediator, the Party demanding mediation shall request the Superior Court of Santa Clara County to appoint a mediator. The mediation meeting shall not exceed one day (eight (8) hours). The Parties may agree to extend the time allowed for mediation under this Lease. 16 25. 24.3 The costs of mediation shall be borne by the Parties equally. 24.4 Mediation under this section is a condition precedent to filing an action in any court. In the event of litigation arising out of any dispute related to this Lease, the Parties shall each pay their respective attorney’s fees, expert witness costs and cost of suit, regardless of the outcome of the litigation. NON-LIABILITY OF OFFICIALS AND EMPLOYEES OF THE CITY. No official or employee of City shall be personally liable for any default or liability under this agreement. 26.NON-DISCRIMINATION. Lessee agrees that in the performance of this Lease, it shall not discriminate against any employee or applicant for employment because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight orheight of such person. Lessee agrees to meet all requirements of Palo Alto Municipal Code Section 2.30.510 pertaining to nondiscrimination in employment. 27. INDEPENDENT CONTRACTOR. It is agreed that Lessee shall act and be an independent contractor and not an agent nor employee of City. 28.CONFLICT OF INTEREST. Lessee shall at all times avoid conflict of interest or appearance of conflict of interest in performance of this agreement. Lessee warrants and covenants that no official or employee of City nor any business entity in which any official or employee of City is interested: (1) has been employed or retained to solicit or aid in the procuring of this agreement; or (2) will be employed in the performance of this agreement without the divulgence of such fact to City. In the event that City determines that the employment of any such official, employee or business entity is not compatible with such official’s or employee’s duties as an official or employee of City, Lessee upon request of City shall immediately terminate such employment. Violation of this provision constitutes a serious breach of this Lease and City may terminate this Lease as a result of such violation. 29. MEMORANDUM OF LEASE. Following execution of this Lease, either party, at its sole expense, shall be entitled to record a Memorandum of Lease in the official records of Santa Clara County. Upon termination or expiration of this Lease, Lessee shall execute and record a quitclaim deed as to its. leasehold interest. 30.ESTOPPEL CERTIFICATE. 17 Lessee shall, from time to time, upon at least thirty (30) days prior written notice from City, execute, acknowledge and deliver to City a statement in writing: (i) certifying this Lease is unmodified and in full force and effect, or, if modified, stating the nature of the modification and certifying that the Lease, as modified, is in full force and effect, and the date to which the rental and other charges, if any, have been paid; and, (ii) acknowledging that there are not to Lessee’ s knowledge, any defaults, or stating if any defaults are claimed, any statement may be relied upon by any prospective purchaser or encumbrancer of the City Property. 31. LIENS. Lessee agrees at its sole cost and expense to keep the Property free and clear of any and all claims, levies, liens, encumbrances or attachments. 32. VACATING. Upon termination of the tenancy, Lessee shall completely vacate the Property, including the removal of any and all of its property. Before departure, Lessee shall return keys and personal property listed on the inventory to City in good, clean and sanitary condition, reasonable wear and tear excepted. Lessee shall allow City to inspect the Property to verify the condition of the Property and its contents. 33. ABANDONMENT. Lessee’s absence from the Property for three (3) consecutive days, without prior notice, during which time rent or other charges are delinquent, shall be deemed abandonment of the Property. Such abandonment will be deemed cause for immediate termination without notice. City shall thereupon be authorized to enter and take possession and to remove and dispose of the property of Lessee or its guests without any liability whatsoever to City. 34.NOTICES. All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows: City of Palo Alto Attention: Public Works Director 250 Hamilton Avenue Palo Alto, CA 94301 And to Lessee addressed as follows: Name: Address: GreenWaste of Palo Alto 1500 Berger Drive San Jose, CA 95112 18 Notices may be served upon either party in person, by first class mail, or by certified mail whether or not said mailing is accepted by party. If notice is sent via facsimile, a signed, hard copy of the material shall also be mailed. The workday the facsimile was sent shall control the date notice was deemed given if there is a facsimile machine generated document on the date of transmission. A facsimile transmitted after 1:00 p.m. on a Friday shall be deemed to have been transmitted on the following Monday. These addresses shall be used for service of process. 35. TIME. Time shall be of the essence in this Lease. 36.AMENDMENTS. It is mutually agreed that no oral Leases have been entered into and that no alteration or variation of the terms of this Lease shall be valid unless made in writing and signed by the Parties to this Lease. 37. SIGNING AUTHORITY. If this Lease is not signed by all Lessees named herein, the person actually signing warrants, that he/she has the authority to sign for the others. 38. CAPTIONS. The captions of the various sections, paragraphs and subparagraphs of this Lease are for convenience only and shall not be considered or referred to in resolving questions of interpretation. 39.SURRENDER OF LEASE NOT MERGER. The voluntary or other surrender of this lease by Lessee, or a mutual cancellation thereof, shall not work a merger, and shall, at the option of City, terminate all or any existing subleases or subtenancies, or may, at the option of City, operate as an assignment of any and all such subleases or subtenancies. 40.INTEGRATED DOCUMENT. This Lease, including any exhibits attached hereto, embodies the entire agreement between City and Lessee. No other understanding, agreements, conversations or otherwise, with any officer,, agent or employee of City prior to execution of this Lease shall affect or modify any of the terms or obligations contained in any documents comprising this Lease. Any such verbal agreement shall be considered as unofficial information and in no way binding upon City. All agreements with City are subject to approval of the City Council before City shall be bound thereby. 41. WAIVER. Waiver by City of one or more conditions of performance or any breach of a condition under this !9 Lease shall not be construed as a waiver of any other condition of performance or subsequent breaches. The subsequent acceptance by a Party of theperformance of any obligation or duty by another Party Shall not be deemed to be a waiver of any term or condition of this Lease. The exercise of any remedy, right, option or privilege hereunder by City shall not preclude City from exercising the same or any and all other remedies, rights, options and privileges hereunder and City’s failure to exercise any remedy, right, option or privilege at law or equity, or otherwise which City may have, shall not be construed as a waiver. 42: INTERPRETATIONS. In construing or interpreting this Lease, the word "or" shall not be construed as exclusive and the word "including" shall not be limiting. The Parties agree that this Lease shall be fairly interpreted in accordance with its terms without any strict construction in favor of or against any other Party. 43.SEVERABILITY CLAUSE. If any provision of this Lease is held to be illegal, invalid or unenforceable in full or in part, for any reason, then such provision shall be modified to the minimum extent necessary to make the provision legal, valid and enforceable, and the other provisions of this Lease shall not be affected thereby. 44.GOVERNING LAW. This Lease shall be governed and construed in accordance with the statutes and laws of the State of California. 45. VENUE. In the event that suit shall be brought by any Party to this Lease, the Parties agree that venue shall be exclusively vested in the state courts of the County of Santa Clara. 46. COMPLIANCE WITH LAWS. The Parties hereto shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local governments in the performance of their rights, duties and obligations under this Lease. 47. BROKERS. Each party represents that is has not had dealings with any real estate broker, finder, or other person, with respect to this lease in any manner. Each Party shall hold harmless the other party from all damages resulting from any claims that may be asserted against the other party by any broker, finder, or other person with whom the Indemnifying Party has or purportedly has dealt. 48.ATTACHMENTS TO LEASE. 20 The following exhibits are attached to and made a part of this Agreement: "A" - Description of Subject Property "B" - Inventory of Fixtures "C" - Standard Insurance Requirements 21 IN WITNESS WHEREOF, the parties have executed this Lease the day and year first above written. CITY:TENANT: CITY OF PALO ALTO GREENWASTE OF PALO ALTO, a California joint venture By: City Manager By:Greenwaste Recovery, Inc., a California corporation ATTEST: City Clerk APPROVED AS TO FORM: By: Name: Richard A. Cristina/ By: Title:~~/President ~ "/N~’~: J~sse ~r~igel . S Title: Secretary By:. Senior Asst. City Attorney APPROVED: By:Zanker Road Resource Management, Ltd., a California limited partnership By:Zanker Road Resource Recovery, Inc., a California corporation, its General Partner Director of Administrative Services APPROVED: By: Name: Richard A. Cristina Title: 7sider By:N2e..~u~ay. B. Hall Title: Secretary Director of Public Works 22 LEASE AGREEMENT BY AND BETWEEN CITY OF PALO ALTO, CALIFORNIA AND GREEN WASTE OF PALO ALTO EXHIBIT A DESCRIPTION OF SUBJECT PROPERTY All that certain parcel of land situate in the City of Palo Alto, county o Santa Clara, State of California, more particularly described as follows: BEGINNING at a found ¾" iron pipe at the easterly terminus of the easterly prolongation of the northerly line of that certain 5.9998 Acre parcel as shown on the Record of Survey filed on December 18, 1959 in Book 115 of Maps at page 4, Santa Clara County records; thence North 47° 54’ 00" West, 28.80 feet to the TRUE POINT OF BEGINNING; thence North 79° 54’ 00" West, 145.39 feet; thence North 17° 24’ 43" West, 283.86 feet; thence North 72° 35’ 00" East, 113.84 feet; thence South 22° 57’ 00" East, 184.25 feet; thence South 16° 29’ 54" East, 167.66 feet to the TRUE POINT OF BEGINNING. Lease contains an area of 40,018 square feet (0.919 Ac.), more or less. Lease area is shown on attached plat Exhibit B and made a part hereof. END OF DESCRIPTION This description is based upon a field survey of theexisting lease area for A.P. No. 8-2-1 dated August 26, 1983. APN: 008-02-032 23 LEA SE A GREEMENT BY AND BETWEEN CITY OF PALO ALTO, CALIFORNIA AND GREEN WASTE OF PALO ALTO EXHIBIT B INVENTORY OF FIXTURES Facilities to be furnished by City. (a) (b) (c) City shall furnish the following facilities for Lessee’s use: One (1) 40’ x 42’ steel garage building on concrete slab with basic wiring. One (1) 24’ x 65’ steel office building on a concrete slab with basic wiring, plumbing, and interior partitions. One (1) 12’ x 40’ storage building on a concrete slab. (d) (e) one (1) 25’ x 30’ steel work shop building on concrete slab with 15’ x 15’ wash slab attached. Paved and fenced yard area as shown on map attached marked "Exhibit A." (f) One 20’ x 40’ locker and meeting room on concrete slab. 24 LEASE AGREEMENT BY AND BETWEEN CITY OF PALO ALTO, CALIFORNIA AND GREEN WASTE OF PALO ALTO EXHIBIT C STANDARD INSURANCE REQUIREMENTS Insurance Requirements for Lessee: Lessee shall purchase and maintain the insurance policies set forth below on all of its operations under this Lease at its sole cost and expense. Such policies shall be maintainedfor the full term of this Lease and the related warranty period (if applicable). For purposes of the insurance policies required under this Lease, the term "City" shall include the duly elected or appointed council members, commissioners, officers, agents, employees and volunteers of the City of Palo Alto, California, individually or collectively. Coverages (RL 28.1A) S Minimum Scope of Insurance Coverage shall be at least as broad as: 1) 2) 3) 4) Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance (for lessees with employees). Property insurance against all risks of loss to any tenant improvements or betterments The policy or policies of insurance maintained by Lessee shall provide the following limits and coverages: POLICY (1) Commercial General Liability (2) Automobile Liability Including Owned, Hired and Non-Owned Automobiles MINIMUM LIMITS OF LIABILITY $1,000,000 per each occurrence for bodily injury, personal injury and property damage $1,000,000 Combined Single Limit 25 (3) Workers’ Compensation Employers Liability Statutory $1,000,000 per accident for bodily injury or disease (4) Lessee"s Property Insurance Lessee shall procure and maintain property insurance coverage for: (a) all office furniture, trade fixture, office equipment, merchandise, and all other items of Lessee’s property in, on, at, or about the premises and the building, include property installed by, for, or at the expense of Lessee; (b) all other improvements, betterments, alterations, and additions to the premises. Lessee’s property insurance must fulfill the following requirements: (a) it must be written on the broadest available "all risk" policy form or an equivalent form acceptable City of Palo Alto, including earthquake sprinkler leakage. (b) for no less than ninety percent (90%) of the full replacement cost (new without deduction for depreciation) of the covered items and property; and (c) the amounts of coverage must meet any coinsurance requirements of the policy or policies. (RL 28.2) Deductibles and Self-Insured Retentions Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees and volunteers; or the Lessee shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Insurance shall be in full force and effect commencing on the first day of the term of this Lease. Each insurance policy required by this Lease shall: Be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days’ prior written notice by certified mail, return receipt requested, has been given to the City. Include a waiver of all rights of subrogation against the City and the members of the City Council and elective or appointive officers or employees, and each party shall indemnify the other against any loss or expense including reasonable attorney fees, resulting from the failure to obtain such waiver. o Name the City of Palo Alto as a loss payee on the property policy. 26 o Provide that the City, its officers, officials, employees, agents and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the Lessee; products and completed operations of the Lessee; premises owned, occupied or used by the Lessee; or automobiles owned, leased, hired or borrowed by the Lessee. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. Provide that for any claims related to this Lease, the Lessee’s insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, agents or volunteers shall be excess of the Lessee’s insurance and shall not contribute with it. Provide that any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents or volunteers. Provide that Lessee’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability. Lessee agrees to promptly pay to City as Additional Rent, upon demand, the amount of any increase m the rate of insurance on the Premises or on any other part of Building that results by reason of Lessee’s act(s) or Lessee’s permitting certmn activities to take place. Acceptability of Insurers All insurance policies shall be issued by California-admitted carriers having current A.M. Best’s ratings of no lower than A-:VII. 27