Collection Service Agreement - Town of Windsor

Town of Windsor Dated: May 11, 2017

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COLLECTION SERVICE AGREEMENT 4

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Executed Between the 6

Town of Windsor 7

and 8

GreenWaste Recovery, Inc. 9

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This ____ day of ______ 2017 13

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TABLE OF CONTENTS 17

Collection Service Agreement 18

COLLECTION SERVICE AGREEMENT .................................................................... 1 19

ARTICLE 1. DEFINITIONS ........................................................................................ 8 20

ARTICLE 2. TERM OF AGREEMENT ..................................................................... 17 21

ARTICLE 3. SERVICES PROVIDED BY THE CONTRACTOR ............................... 17 22

ARTICLE 4. BILLING, SERVICE RECIPIENT RATES AND CONTRACTOR 23

PAYMENTS TO TOWN ............................................................................................ 28 24

ARTICLE 5. DIVERSION REQUIREMENTS ........................................................... 32 25

ARTICLE 6. SERVICE UNITS ................................................................................. 35 26

ARTICLE 7. SFD COLLECTION SERVICES ........................................................... 35 27

ARTICLE 8. MFD COLLECTION SERVICES .......................................................... 37 28

ARTICLE 9. COMMERCIAL COLLECTION SERVICES .......................................... 37 29

ARTICLE 10. TOWN COLLECTION SERVICES ..................................................... 38 30

ARTICLE 11. COLLECTION ROUTES .................................................................... 44 31

ARTICLE 12. COLLECTION EQUIPMENT .............................................................. 44 32

ARTICLE 13. CUSTOMER SERVICE PROGRAM .................................................. 47 33

ARTICLE 14. EDUCATION AND OUTREACH SERVICES...................................... 48 34

ARTICLE 15. EMERGENCY SERVICE PROVISIONS ............................................ 51 35

ARTICLE 16. RECORD KEEPING & REPORTING REQUIREMENTS ................... 51 36

ARTICLE 17. NONDISCRIMINATION ..................................................................... 55 37

ARTICLE 18. SERVICE INQUIRIES AND COMPLAINTS ....................................... 55 38

ARTICLE 19. QUALITY OF PERFORMANCE OF CONTRACTOR ......................... 56 39

ARTICLE 20. PERFORMANCE REVIEW ................................................................ 61 40

ARTICLE 21. PERFORMANCE BOND .................................................................... 63 41

ARTICLE 22. INSURANCE ...................................................................................... 63 42

ARTICLE 23. INDEMNIFICATION ........................................................................... 66 43

ARTICLE 24. DEFAULT OF CONTRACT ................................................................ 69 44

ARTICLE 25. LEGAL REPRESENTATION .............................................................. 74 45


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ARTICLE 26. FINANCIAL INTEREST ..................................................................... 74 46

ARTICLE 27. CONTRACTOR'S PERSONNEL ....................................................... 74 47

ARTICLE 28. EXEMPT WASTE .............................................................................. 75 48

ARTICLE 29. INDEPENDENT CONTRACTOR ....................................................... 75 49

ARTICLE 30. LAWS TO GOVERN .......................................................................... 75 50

ARTICLE 31. CONSENT TO JURISDICTION ......................................................... 75 51

ARTICLE 32. ASSIGNMENT ................................................................................... 76 52

ARTICLE 33. COMPLIANCE WITH LAWS .............................................................. 77 53

ARTICLE 34. PERMITS AND LICENSES ................................................................ 77 54

ARTICLE 35. OWNERSHIP OF WRITTEN MATERIALS......................................... 78 55

ARTICLE 36. WAIVER ............................................................................................. 78 56

ARTICLE 37. PROHIBITION AGAINST GIFTS........................................................ 78 57

ARTICLE 38. POINT OF CONTACT ........................................................................ 78 58

ARTICLE 39. CONFLICT OF INTEREST ................................................................ 78 59

ARTICLE 40. NOTICES ........................................................................................... 78 60

ARTICLE 41. TRANSITION TO NEXT CONTRACTOR ........................................... 79 61

ARTICLE 42. CONTRACTOR’S RECORDS............................................................ 79 62

ARTICLE 43. ENTIRE AGREEMENT ...................................................................... 80 63

ARTICLE 44. SEVERABILITY ................................................................................. 80 64

ARTICLE 45. RIGHT TO REQUIRE PERFORMANCE ............................................ 80 65

ARTICLE 46. ALL PRIOR AGREEMENTS SUPERSEDED ..................................... 81 66

ARTICLE 47. HEADINGS ........................................................................................ 81 67

ARTICLE 48. EXHIBITS .......................................................................................... 81 68

ARTICLE 50. EFFECTIVE DATE ............................................................................. 83 69

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EXHIBIT 1 Service Recipient Rates 71

EXHIBIT 2 Rate Adjustment Methodology 72

EXHIBIT 3 Detailed Rate Review Methodology 73

EXHIBIT 4 Town Service Units 74

EXHIBIT 5 Designated Facilities 75

EXHIBIT 6 Approved Subcontractors 76


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EXHIBIT 7 Town-Sponsored Events 77

EXHIBIT 8 Transition Plan 78

EXHIBIT 9 Education and Outreach Program Plan 79

EXHIBIT 10 Diversion Plan 80

EXHIBIT 11 Customer Service Program Plan 81

EXHIBIT 12 Collection Service Operations Plan 82

EXHIBIT 13 Street Sweeping Operations Plan 83

EXHIBIT 14 Vehicle Specifications 84

EXHIBIT 15 Container Specifications 85

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TOWN OF WINDSOR 88

This Collection Service Agreement (“Agreement”) made and entered into this __th day of ___, 89

2017, (“Effective Date”) by and between the Town of Windsor, State of California, hereinafter 90

referred to as "TOWN" and GreenWaste Recovery Inc. hereinafter referred to as 91

"CONTRACTOR". 92

RECITALS 93

WHEREAS; the Legislature of the State of California, by enactment of the California Integrated 94

Waste Management Act of 1989 (“Act”) and subsequent additions and amendments (codified at 95

California Public Resources Code Section 40000 et seq.), has declared that it is in the public 96

interest to authorize and require local agencies to make adequate provisions for Solid Waste 97

Collection within their jurisdiction; and, 98

WHEREAS; the State of California has found and declared that the amount of Solid Waste 99

generated in California, coupled with diminishing landfill space and potential adverse 100

environmental impacts from landfilling and the need to conserve natural resources, have created 101

an urgent need for State and local agencies to enact and implement an aggressive integrated 102

waste management program. The State has, through enactment of the Act, directed the 103

responsible State agency, and all local agencies, to promote disposal site diversion and to 104

maximize the use of feasible Solid Waste reduction, re-use, recycling, and composting options in 105

order to reduce the amount of Solid Waste that must be disposed of in disposal sites; and, 106

WHEREAS; pursuant to California Public Resources Code Section 40059(a) as may be amended 107

from time to time, the TOWN has determined that the public health, safety, and well-being require 108

that an exclusive right be awarded to a qualified CONTRACTOR to provide for the collection of 109

Garbage, Recyclable Material, and Organic Waste, except for collection of materials excluded in 110

the TOWN’S Municipal Code, and other services related to meeting the California Integrated 111

Waste Management Act (“Act”) of 50% diversion requirement, the State’s (“CalRecycle”) 50% 112

diversion requirement and 75% diversion goal by 2020 and other requirements of the Act, AB 113

341, AB 1826 and other local, State and federal requirements; and, 114

WHEREAS; the TOWN further declares its intent to regulate and set the maximum rates 115

CONTRACTOR will charge Service Recipients for the collection, transportation, processing, 116

recycling, composting, and/or disposal of Garbage, Recyclable Material, and Organic Waste; and 117

WHEREAS; the Town Council has determined through a competitive procurement process for 118

Collection Services that CONTRACTOR, by demonstrated experience, reputation and capacity, 119

is qualified to provide for the collection of Solid Waste, Recyclable Material, and Organic Waste 120

within the corporate limits of the TOWN, the transportation of such material to permitted places 121

for processing, recycling, composting and/or disposal; and Town Council desires that 122

CONTRACTOR be engaged to perform such services on the basis set forth in this Agreement; 123

and 124

WHEREAS; the CONTRACTOR, through its proposal to the TOWN, has proposed and 125

represented that it has the ability and capacity to provide for the collection of Garbage, Recyclable 126

Material, and Organic Waste within the corporate limits of the TOWN; the transportation of such 127

material to permitted places for processing, recycling, composting and/or disposal; and the 128

processing of materials; and 129

WHEREAS, this Agreement has been developed by and is satisfactory to the TOWN and the 130

CONTRACTOR, 131


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Now, therefore, in consideration of the mutual covenants, conditions and consideration contained 132

herein, the TOWN and CONTRACTOR hereby agree as hereinafter set forth: 133

ARTICLE 1. Definitions 134

For the purpose of this Collection Service Agreement, hereinafter referred to as "Agreement", the 135

definitions contained in this Article shall apply unless otherwise specifically stated. If a word or 136

phrase is not defined in this Article, the definition of such word or phrase as contained in the 137

TOWN Municipal Code shall control. When not inconsistent with the context, words used in the 138

present tense include the future, words in the plural include the singular, and words in the singular 139

include the plural. Use of the masculine gender shall include the feminine gender. 140

1.01 AB 341. Chapter 476 of the California Public Resources Code that requires 141

businesses generating more than four (4) cubic yards of Solid Waste and all multifamily residential 142

properties to subscribe to a recycling program. 143

1.02 AB 939. The California Integrated Waste Management Act (California Public 144

Resources Code Sections 40000 et al.) redefined solid waste management in an effort to reduce 145

the volume and toxicity of solid waste that is landfilled and incinerated by requiring local 146

governments to prepare and implement plans to improve the management of waste resources. 147

1.03 AB 1826. Chapter 727 of the California Public Resources Code that requires 148

businesses and multifamily residential properties generating a certain amount of Organic Waste, 149

dependent on varying implementation dates, to subscribe to an organics program. 150

1.04 Agreement. The written document and all amendments thereto, between the TOWN 151

and the CONTRACTOR, governing the provision of Collection Services as provided herein. 152

1.05 Agreement Year. Each twelve (12) month period from October 1st to September 153

30th, beginning October 1, 2017. 154

1.06 Alternative Daily Cover (ADC). Disposal Facility cover material, other than Organic 155

Waste and at least six (6) inches of earthen material, placed on the surface of the active face of 156

the refuse fill area at the end of each operating day to control vectors, fires, odor, blowing litter 157

and scavenging, as defined in Section 20164 of the California Code of Regulations. 158

1.07 Applicable Laws. For purposes of this Agreement, Applicable Laws includes without 159

limitation, AB 341, AB 939, AB 1594, AB 1826, SB 1016 and all amendments and related 160

subsequent legislation. 161

1.08 Bin. May be used to refer to a Garbage Bin, Organics Bin or Recycling Bin. 162

1.09 Biohazardous or Biomedical Waste. Any waste which may cause disease or 163

reasonably be suspected of harboring pathogenic organisms; including waste resulting from the 164

operation of medical clinics, hospitals, and other facilities processing wastes which may consist 165

of, but not limited to, human and animal parts, contaminated bandages, pathological specimens, 166

hypodermic needles, sharps, contaminated clothing and surgical gloves. 167

1.10 Brown Goods. Electronic equipment such as stereos, televisions, VCR’s, Personal 168

Data Assistants (PDAs), telephones, and other similar items not containing cathode ray tubes 169

(CRTs). 170

1.11 CalRecycle. California's Department of Resources Recycling and Recovery 171

(CalRecycle) administers and provides oversight for all of California’s state-managed waste 172

handling and recycling programs. 173


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1.12 Cart. May be used to refer to a Garbage Cart, Organics Cart or Recycling Cart. 174

1.13 Change in Law. Any change in (or any new) laws, ordinances, rules, regulations, 175

orders, judgments, decrees, interpretations, decisions or permit requirements, of or by any 176

federal, state or local governmental entity (collectively, “Applicable Laws”), applicable on or after 177

the Effective Date. 178

1.14 Collection Services. The process whereby Garbage, Recyclable Materials and 179

Organic Waste from a Service Recipient are collected, delivered, and/or transported to a 180

permitted facility. 181

1.15 Commercial Collection Service. Commercial Garbage Collection Service, 182

Commercial Recycling Collection Service and Commercial Organics Collection Service. 183

1.16 Commercial Garbage Collection Service. The collection of Garbage, by the 184

CONTRACTOR, from Commercial Service Units in the Service Area, and the delivery of that 185

Garbage to a Disposal Facility. 186

1.17 Commercial Organics Collection Service. The collection of Organic Waste, by the 187

CONTRACTOR, from Commercial Service Units in the Service Area, the delivery of that Organic 188

Waste to an Organics Processing Facility and the processing and marketing of that Organic 189

Waste. 190

1.18 Commercial Recycling Collection Service. The collection of Recyclable Material, by 191

the CONTRACTOR, from Commercial Service Units in the Service Area, the delivery of that 192

Recyclable Material to a Materials Recovery Facility and the processing and marketing of that 193

Recyclable Material. 194

1.19 Commercial Service Unit. Any combination of retail, professional, wholesale and 195

industrial facilities, place of business and other commercial enterprises in the Service Area 196

utilizing a common Garbage, Recycling or Organics Cart or Bin for the accumulation and set-out 197

of Solid Waste. 198

1.20 Commercial Waste. Garbage, Organic Waste and Recyclable Material generated 199

by and at a Commercial Service Unit. 200

1.21 Compactor. Any Roll-off Container or Bin which has a compaction mechanism, 201

whether stationary or mobile. 202

1.22 Composting. The controlled biological decomposition of Organic Waste into a 203

specific mixture of decayed organic matter meeting the definition of “compost” in Public 204

Resources Code Section 40116. 205

1.23 Construction and Demolition (C&D) Debris. Commonly used or discarded materials 206

removed from construction, remodeling, repair, demolition, or renovation operations on any 207

pavement, house, commercial building, or other structure, or from landscaping. Such materials 208

include, but are not limited to, dirt, sand, rock, gravel, bricks, plaster, gypsum wallboard, 209

aluminum, glass, asphalt material, plastic pipe, roofing material, carpeting, concrete, wood, 210

masonry, rocks, trees, remnants of new materials, including paper, plastic, carpet scraps, wood 211

scraps, scrap metal, building materials, packaging and rubble resulting from construction, 212

remodeling, renovation, repair and demolition operations on pavements, houses, commercial 213

buildings and other structures. With the exception of soil, dirt, concrete and asphalt, Construction 214

and Demolition Debris does not include Exempt Waste 215


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1.24 Consumer Price Index (CPI). The index published by the U.S. Department of Labor, 216

Bureau of Labor Statistics, Series Id: CUURA422SA0, Not Seasonally Adjusted, All Items, All 217

Urban Consumers (CPI-U) for San Francisco-Oakland-San Jose, California. 218

1.25 Container. A Cart, Bin, Roll-off Container, Indoor Food Waste Container, or Indoor 219

Food Waste Pail provided by the CONTRACTOR to Service Recipients for collection of Garbage, 220

Recyclable Material, Organic Waste, or Large Items. 221

1.26 CONTRACTOR. GreenWaste Recovery, Inc. 222

1.27 CONTRACTOR Payments to TOWN. Payments made by CONTRACTOR to TOWN 223

as listed in Article 4. 224

1.28 County. Sonoma County, California 225

1.29 Curb Mile. The distance of one mile along one side of a street as measured by 226

TOWN along the centerline of the street. Distances along Median Islands are not considered 227

Curb Miles. 228

1.30 Curb Sweeping. A complete sweep of all curbs and Median Islands on all publicly 229

maintained TOWN Streets. 230

1.31 Customer. A Service Recipient receiving Collection Service. 231

1.32 Detailed Rate Review. The review and adjustment of Service Recipient Rates in 232

accordance with the methodology specified in Exhibit 3. 233

1.33 Disposal. The management of solid waste through landfilling or transformation at 234

permitted solid waste facilities. 235

1.34 Disposal Facility. The Sonoma County Landfill/Transfer System owned by Sonoma 236

County for the disposal of Garbage, Processing Residue, and other materials as appropriate. 237

1.35 Diversion. Diversion shall be calculated as the tons of materials collected by 238

CONTRACTOR from the provision of Collection Services in the TOWN that are delivered to the 239

Materials Recovery Facility, Organic Waste Processing Facility, or any other processing facility 240

approved by TOWN, or that are otherwise handled in a manner that counts as diversion under 241

applicable CalRecycle regulations (in each case, net of all residue from processing), divided by 242

the total tons of materials collected in the Service Area by CONTRACTOR from the provision of 243

Collection Services in each calendar year. The annual diversion rate shall not include Solid Waste 244

resulting from Temporary Debris Box and Roll-off Collection Service. 245

1.36 Dwelling Unit. Any individual living unit in a single family dwelling (“SFD”) or multi-246

family dwelling (“MFD”) structure or building intended for, or capable of being utilized for, 247

residential living other than a hotel or motel. 248

1.37 Education and Outreach Program. The services to be provided by the 249

CONTRACTOR for the public education and outreach of Solid Waste services, Diversion and 250

sustainability related programs, and other information, as appropriate, as outlined in Exhibit 9. 251

1.38 Effective Date. The date this Agreement is executed. 252

1.39 Electronic Waste (E-Waste). Discarded electronics equipment such as cell phones, 253

computers, monitors, televisions, and other items containing cathode ray tubes (CRTs). 254

1.40 Exempt Waste. Biohazardous or Biomedical Waste, Hazardous Waste, Sludge, soil 255

and dirt, concrete, asphalt, automobiles, automobile parts, boats, boat parts, boat trailers, internal 256

combustion engines, lead-acid batteries, any matter or materials which are not acceptable for 257


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disposal at a solid waste landfill as defined in the Act and those wastes under the control of the 258

Nuclear Regulatory Commission. 259

1.41 Food Waste. Food scraps and trimmings and other putrescible waste that result from 260

food production, preparation, cooking, storage, consumption or handling. Food Waste includes 261

but is not limited to: meat, fish and dairy waste, fruit and vegetable waste and grain waste. Food 262

Waste does not include Exempt Waste. 263

1.42 Franchise Fee. The payment made by CONTRACTOR to TOWN for the privilege of 264

providing exclusive Collection Services. 265

1.43 Garbage. All putrescible and non-putrescible solid, semi-solid and associated liquid 266

waste, as defined in California Public Resources Code Section 40191. Garbage does not include 267

Recyclable Material, Organic Waste, Large Items, or Exempt Waste. 268

1.44 Garbage Bin. A metal or plastic container, with a capacity of one (1) cubic yard up 269

to ten (10) cubic yards, designed or intended to be mechanically dumped into a loader packer 270

type garbage truck that is approved for such purpose by the TOWN. Garbage Bins may also 271

include Compactors that are owned by the SFD, MFD, or Commercial Service Unit wherein the 272

SFD, MFD or Commercial Collection Service occurs. 273

1.45 Garbage Cart. A heavy plastic receptacle with a rated capacity of at least twenty 274

(20) gallons and not more than ninety-six (96) gallons, having a hinged tight-fitting lid and wheels, 275

that is approved by the Town Representative for use by Service Recipients for Collection Services 276

under this Agreement. 277

1.46 Gift. Shall be defined as set forth in California Government Code Section 82028 and 278

the regulations of the Fair Political Practices Commission at 2 C.C.R Sec 18940 et seq. as may 279

be amended from time to time. 280

1.47 Gross Revenue. All revenue amounts collected by CONTRACTOR for the provision 281

of Collection Services pursuant to this Agreement, calculated in accordance with Generally 282

Accepted Accounting Procedures (GAAP). The term Gross Revenue, for purposes of this 283

Agreement, does not include any revenues generated from the sale of Recyclable Material or 284

Organic Waste, or other receipts from state and local government accounts (e.g. grants, cash 285

awards and rebates) resulting from the performance of this Agreement. 286

1.48 Hazardous Waste. Any material which is defined, regulated or listed as “hazardous”, 287

“toxic”, a “pollutant”, or words of similar import waste under California or United States law or any 288

regulations promulgated pursuant to such law, as such state or federal law or regulations may be 289

amended from time to time; and “designated waste” as defined in California Water Code Section 290

13173. 291

1.49 Household Hazardous Waste (HHW). Any Hazardous Waste generated at an SFD 292

or MFD Service Unit or Town Service Unit for household use which, because of their quantity, 293

concentration, or physical, chemical, or infectious characteristics, may pose a substantial known 294

or potential hazard to human health or the environment when improperly treated, disposed, or 295

otherwise managed. HHW includes cell phones and PDAs; used motor oil; used oil filters; cooking 296

oil; compact fluorescent light bulbs contained in a sealed plastic bag; cleaning products, 297

pesticides, herbicides, insecticides, painting supplies, automotive products, solvents, strippers, 298

adhesives, auto batteries, Electronic Waste and Universal Waste. 299

1.50 Indoor Food Waste Container. A 10-64-gallon receptacle for Source Separated Food 300

Waste for use by Commercial and Town Service Recipients for Organics Collection Services 301



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1.51 Indoor Food Waste Pail. A 1-2-gallon receptacle for Source Separated Food Waste 303

for use by Single Family Dwelling (“SFD”) and Multi-Family Dwelling (“MFD”) Service Recipients 304

for Organics Collection Services under this Agreement. 305

1.52 Large Items. Those materials including furniture; area and floor rugs; mattresses; 306

White Goods; Brown Goods; E-Waste; U-Waste; clothing; tires without rims; Organic Waste that 307

does not properly fit in the Service Recipients Organics Cart or Bin; or some combination of such 308

items in a container the dimensions of which container does not exceed four feet by four feet by 309

two feet (4’x4’x2’) and weighing no more than sixty (60) pounds, which are attributed to the normal 310

activities of a Single Family Dwelling (“SFD”), Multi-Family Dwelling (“MFD”), or Town Service 311

Unit. Large Items must be generated by and at the SFD, Multi-Family Dwelling (“MFD”) or Town 312

Service Unit wherein the Large Items are collected. Large Items do not include items herein 313

defined as Exempt Waste. 314

1.53 Master Operating Agreement (MOA). The Agreement For Operation of The Central 315

Landfill and County Transfer Stations Between County of Sonoma and Republic Services of 316

Sonoma County, Inc., including Exhibit I Agreement For Operations of Sonoma County Transfer 317

Stations and Materials Recovery Facility Between The Ratto Group of Companies, Inc. and 318

Republic Services of Sonoma County, Inc. 319

1.54 Material Change in Law. A Change in Law that to the Solid Waste industry (including, 320

for the avoidance of doubt and without limitation, changes to the California Integrated Waste 321

Management Act (CIWMA), changes to CalRecycle regulations, or changes to other Applicable 322

Laws relating specifically to any aspect of “Solid Waste handling,” “Solid Waste disposal” or “Solid 323

Waste facilities,” as such terms are defined by CalRecycle). 324

1.55 Materials Recovery Facility (“MRF”). Any facility, selected by the CONTRACTOR, 325

designed, operated, and legally permitted for the purpose of receiving, sorting, processing, 326

storing, or preparing Recyclable Material for sale. 327

1.56 Median Island. A dividing area, normally at curb height, between opposing directions 328

of traffic. 329

1.57 Mixed Use Dwelling. A building or structure that blends Single Family Dwelling 330

(“SFD”), Multi-Family Dwelling (“MFD”), commercial, cultural, institutional, or industrial uses and 331

utilizes a common Garbage Bin or Garbage Cart for the accumulation and collection of Solid 332

Waste. 333

1.58 Multi-Family Dwelling (“MFD”) Collection Service. MFD Garbage Collection Service, 334

MFD Recycling Collection Service, MFD Organics Collection Service, and MFD Large Item 335

Collection Service. 336

1.59 Multi-Family Dwelling (“MFD”) Garbage Collection Service. The collection of 337

Garbage, by the CONTRACTOR, from MFD Service Units in the Service Area and the delivery of 338

that Garbage to a Disposal Facility. 339

1.60 Multi-Family Dwelling (“MFD”) Large Item Collection Service. The periodic on-call 340

collection of Large Items, by the CONTRACTOR, from MFD Service Units in the Service Area 341

and the delivery of those Large Items to a Disposal Facility, Materials Recovery Facility, Organics 342

Processing Facility or such other facility as may be appropriate under the terms of this Agreement. 343

1.61 Multi-Family Dwelling (“MFD”) Organics Collection Service. The collection of Organic 344

Waste, by the CONTRACTOR, from MFD Service Units in the Service Area, the delivery of that 345

Organic Waste to an Organics Processing Facility and the processing and marketing of that 346

Organic Waste. 347


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1.62 Multi-Family Dwelling (“MFD”) Recycling Collection Service. The collection of 348

Recyclable Material, by the CONTRACTOR, from MFD Service Units in the Service Area, the 349

delivery of that Recyclable Material to a Materials Recovery Facility and the processing and 350

marketing of that Recyclable Material. 351

1.63 Multi-Family Dwelling (“MFD”) Service Unit. Any combination of Dwelling Units in the 352

Service Area utilizing a common Garbage, Recycling or Organics Bin or Cart for the accumulation 353

and set-out of Solid Waste. 354

1.64 Non-Collection Notice. A form developed and used by the CONTRACTOR, as 355

approved by the TOWN, to notify Service Recipients of the reason for non-collection of materials 356

set out by the Service Recipient for collection by CONTRACTOR pursuant to this Agreement. 357

1.65 Organics Bin. A metal or plastic container, with a capacity of one (1) cubic yard up 358

to and including four (4) cubic yards, designed or intended to be mechanically dumped into a 359

loader packer type truck, that is approved for such purpose by the TOWN. 360

1.66 Organics Cart. A heavy plastic receptacle with a rated capacity of at least thirty-two 361

(32) gallons and not more than ninety-six (96) gallons, having a hinged tight-fitting lid, and wheels, 362



1.67 Organic Waste. Those materials which are capable of being composted and which 365

would otherwise be processed as Recyclable Material or disposed of as Garbage. Organic Waste 366

includes any vegetative matter resulting from normal yard and landscaping maintenance that is 367

not more than three (3) feet in its longest dimension or six (6) inches in diameter and fits in the 368

Organics Cart utilized by the Service Recipient. Organic Waste includes plant debris, such as 369

palm, yucca and cactus, grass clippings, leaves, pruning, weeds, branches, brush, holiday trees, 370

and other forms of vegetative waste. Organic Waste also includes Food Waste, Stable Matter, 371

and food packaging items such as pizza boxes, paper towels, waxed cardboard and food 372

contaminated paper products. Organic Waste does not include items herein defined as Exempt 373

Waste. 374

1.68 Organics Processing Facility. Any facility selected by the CONTRACTOR that is 375

designed, operated and legally permitted for the purpose of receiving and processing Organic 376

Waste as listed in Exhibit 5. 377

1.69 Permitted Facility. A facility for which there exists a Facilities Permit issued by the 378

local enforcement agency and concurred in by the California Integrated Waste Management 379

Board, or which is permitted under the regulatory scheme of another state. 380

1.70 Processing Residue. Those materials that are a result of Recyclable Material or 381

Organic Waste processing, such as from the operations at a Material Recovery Facility (MRF) or 382

Organics Processing Facility that cannot be diverted from landfill disposal, known as residual. 383

1.71 Recyclable Material. Those materials that are capable of being recycled and which 384

would otherwise be processed as Organic Waste or disposed of as Garbage. Recyclable Material 385

includes Newspaper (including inserts, coupons, and store advertisements); Mixed paper 386

(including office paper, computer paper, magazines, junk mail, catalogs, brown paper bags, brown 387

paper, paperboard, paper egg cartons, telephone books, grocery bags, colored paper, 388

construction paper, envelopes, legal pad backings, shoe boxes, cereal, and other similar food 389

boxes, paper towels, paper with plastic coating, paper contaminated with food, wax paper, foil-390

line paper, Tyvex non-tearing paper envelopes); Shredded paper (must be bagged); Plastic bags 391

(must be bagged; used for dry cleaning, groceries, newspapers); Milk and juice cartons; 392


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Corrugated cardboard; Chipboard; Glass containers of any color (including brown, clear, and 393

green glass bottles and jars); Aluminum (including beverage containers and small pieces of scrap 394

metal); Steel, tin, and bi-metal cans; Mixed plastics, including bottles, jars, tubs and containers, 395

all types and colors, Plastics 1-7; Bottles including containers made of HDPE, LDPE, or PET; 396

Used motor oil (Collected in used oil recovery kits outside of Recyclable Material Cart); Used oil 397

filters (Collected in used oil recovery kits outside of Recyclable Material Cart); Used household 398

batteries (Collected in a sealed, reusable clear zipper type bag outside of Recyclable Material 399

Cart); Polyethylene film plastics (including bags for dry cleaning, groceries, produce and bread, 400

bubble wrap, newspapers, and other stretchable plastic films); Aseptic packaging; Candles; CDs 401

& DVDs; Rigid plastics; Empty aerosol cans; Scrap aluminum foil and pans; Scrap metal less than 402

40 lbs; Small kitchen appliances less than 40 lbs. (i.e., toasters, microwaves, non-Freon 403

containing appliances); Waxed Cardboard (subject to market conditions); and those materials 404

added by the CONTRACTOR from time to time. 405

1.72 Additional Source Separated Recyclable Materials. In addition to the Recyclable 406

Materials as listed in 1.71 above, additional Recyclable Material that are accepted if they are 407

collected separately from the Recycling Cart or Bin includes: Styrofoam; Textiles; Tires; Vinyl 408

(only from Armstrong-approved facilities, large quantities and subject to market conditions); 409

Water-based paint (in a tightly sealed original can). 410

1.73 Recycling Bin. A plastic or metal container, with a capacity of one (1) cubic yard up 411

to and including eight (8) cubic yards, designed or intended to be mechanically dumped into a 412

loader packer type recycling truck that is approved for such purpose by the TOWN and is 413

appropriately labeled as a Recycling Bin. 414

1.74 Recycling Cart. A heavy plastic receptacle with a rated capacity of at least thirty-two 415

(32) gallons and not more than ninety-six (96) gallons, having a hinged tight-fitting lid, and wheels, 416



1.75 Refuse Rate Index (“RRI”). The Refuse Rate Index is a tool used to calculate the 419

Service Recipient Rate increase or decrease. The calculations are based on six (6) factors: 420

Labor, Diesel Fuel, Compressed Natural Gas (“CNG”) Fuel, Vehicle Replacement, Vehicle 421

Maintenance, and All Other (insurance, taxes, office expenses, utilities, etc.). 422

1.76 Residential Waste. Garbage, Recyclable Material, Organic Waste and Large Items 423

resulting from the normal activities of a Single Family Dwelling (“SFD”) Service Unit or Multi-424

Family Dwelling (“MFD). Residential Waste must be generated by and at the Single Family 425

Dwelling (“SFD”) or Multi-Family Dwelling (“MFD) Service Unit wherein the Residential Waste is 426

collected and does not include items defined herein as Exempt Waste. 427

1.77 Roll-off Container. A metal container that is normally loaded onto a motor vehicle 428

and transported to an appropriate facility. 429

1.78 SB 1016. The State of California Solid Waste Per Capita Disposal Measurement 430

Act. 431

1.79 Service Area. That area within the corporate limits of the Town of Windsor, California. 432

1.80 Service Recipient. SFD, MFD, Commercial or Town Service Unit receiving Collection 433

Services. 434

1.81 Service Recipient Rate. The dollar amount charged by CONTRACTOR to Service 435

Recipients to receive Collection Services. 436


Page 15 of 244

1.82 Service Unit. Single Family Dwelling (“SFD”) Service Units, Multi-Family Dwelling 437

(“MFD”) Service Units, Town Service Units, and Commercial Service Units. 438

1.83 Single Family Dwelling (“SFD”) Collection Service. SFD Garbage Collection Service, 439

SFD Recycling Collection Service, SFD Organics Collection Service, and SFD Large Item 440

Collection Service. 441

1.84 Single Family Dwelling (“SFD”) Garbage Collection Service. The collection of 442

Garbage, by the CONTRACTOR, from SFD Service Units in the Service Area and the delivery of 443

that Garbage to a Disposal Facility. 444

1.85 Single Family Dwelling (“SFD”) Large Item Collection Service. The periodic on-call 445

collection of Large Items, by the CONTRACTOR, from SFD Service Units in the Service Area and 446

the delivery of those Large Items to a Disposal Facility, Materials Recovery Facility, Organics 447

Processing Facility or such other facility as may be appropriate under the terms of this Agreement. 448

SFD Large Item Collection Service does not include the collection of Large Items through the use 449

of Roll-off Containers. 450

1.86 Single Family Dwelling (“SFD”) Organics Collection Service. The collection of 451

Organic Waste, by the CONTRACTOR, from SFD Service Units in the Service Area, the delivery 452

of that Residential Organic Waste to an Organics Processing Facility and the processing and 453

marketing of that Organic Waste. 454

1.87 Single Family Dwelling (“SFD”) Recycling Collection Service. The collection of 455

Recyclable Material, by the CONTRACTOR, from SFD Service Units in the Service Area, the 456

delivery of that Recyclable Material to a Materials Recovery Facility and the processing and 457

marketing of that Recyclable Material. 458

1.88 Single Family Dwelling (“SFD”) Service Unit. Any Dwelling Unit in the Service Area 459

utilizing a Garbage, Recycling or Organics Cart, or any combination of Dwelling Units sharing 460

Garbage Carts, for the accumulation and set out of Solid Waste. 461

1.89 Sharps. Sharps include needles, scalpels, blades, broken medical glass, broken 462

capillary tubes, and ends of dental wires. 463

1.90 Sludge. The accumulated solids, residues, and precipitates generated as a result of 464

waste treatment or processing, including wastewater treatment, water supply treatment, or 465

operation of an air pollution control facility, and mixed liquids and solids pumped from septic tanks, 466

grease traps, privies, or similar disposal appurtenances or any other such waste having similar 467

characteristics or effects. 468

1.91 Solid Waste. Garbage, Recyclable Material and Organic Waste resulting from the 469

normal activities of a Service Unit. Solid Waste must be generated by and at the Service Unit 470

wherein the Solid Waste is collected and does not include items defined herein as Exempt Waste. 471

1.92 Sonoma County Landfill/Transfer System. The landfill and transfer facilities owned 472

by Sonoma County and operated by Republic Services, Inc. that are used for transfer and disposal 473

of Garbage and/or Processing Residue, and/or the transfer of Organic Waste. 474

1.93 Source Separated. The segregation of Recyclable Material from Garbage and 475

Organic Waste, or the segregation of Organic Waste from Garbage and Recyclable Material by 476

the Service Recipient for the purpose of diversion from disposal. 477

1.94 Sonoma County Waste Management Agency (SCWMA). The Sonoma County 478

Waste Management Agency is a joint powers authority whose mission is to implement waste 479

diversion programs as required by State law. 480


Page 16 of 244

1.95 Stable Matter. Manure and other waste matter normally accumulated and stables or 481

in livestock or poultry enclosures. 482

1.96 Street Sweeping Service. The sweeping of streets in the TOWN and the 483

transportation of Sweep Waste for transfer and processing for recovery or disposal. 484

1.97 Sweep Waste. The accumulated waste materials generated as a result of performing 485

Street Sweeping Services. Sweep Waste includes, but is not limited to deposits of loose dirt, 486

rocks, glass, cans, leaves, sticks, papers, Organic Waste residue or any like materials that can 487

be removed by Street Sweeping operations. 488

1.98 Sweeper Route. A daily path or itinerary followed by a sweeper that has been clearly 489

divided into an a.m. and p.m. section. 490

1.99 Temporary Debris Box and Roll-off Collection Service. Collection utilizing 10 - 40 491

cubic yard containers provided to Service Units for the temporary collection of Solid Waste, 492

including Construction and Debris Materials, by a person or company that holds a valid non-493

exclusive Temporary Debris Box and Roll-off Collection franchise agreement as issued by TOWN 494

for the delivery of that material to a permitted facility. Temporary Debris Box and Roll-off 495

Collection Service does not include collection of Solid Waste generated from the normal, on-going 496

activities of a Service Unit as part of this Agreement. 497

1.100 TOWN. The Town of Windsor, California. 498

1.101 Town Enforcement Clean-up Service. The collection of Garbage, Organic Waste, 499

and Recyclable Material by the CONTRACTOR resulting from written or verbal requests from the 500

TOWN for temporary clean-up of Garbage, Organic Waste, Recyclable Material or Large Items. 501

Such service shall include the provision of Roll-off Containers by the CONTRACTOR. 502

1.102 Town Collection Service. Town Garbage Collection Service, Town Recycling 503

Collection Service, Town Organics Collection Service, Town Enforcement Clean-up Service, and 504

Town-sponsored Event Service. 505

1.103 Town Garbage Collection Service. The collection of Garbage, by the 506

CONTRACTOR, from Town Service Units in the Service Area and the delivery of that Garbage to 507

a Disposal Facility. 508

1.104 Town Large Item Collection Service. The periodic on-call collection of Large 509

Items, by the CONTRACTOR, from Town Service Units in the Service Area and the delivery of 510

those Large Items to a Disposal Facility, Materials Recovery Facility, Organics Processing Facility 511

or such other facility as may be appropriate under the terms of this Agreement. Town Large Item 512

Collection Service does not include the collection of Large Items through the use of Roll-off 513

Containers. 514

1.105 Town Organics Collection Service. The collection of Organic Waste by the 515

CONTRACTOR from Town Service Units in the Service Area, the delivery of that Residential 516

Organic Waste to a Organics Processing Facility and the processing and marketing of those 517

Organic Wastes. 518

1.106 Town Recycling Collection Service. The collection of Recyclable Material, by the 519

CONTRACTOR, from Town Service Units in the Service Area and the delivery of those 520

Recyclable Material to a Materials Recovery Facility. 521

1.107 Town Representative. That person, or his or her designee, designated by the 522

TOWN to administer and monitor the provisions of this Agreement. 523


Page 17 of 244

1.108 Town-sponsored Event Service. The services provided by the CONTRACTOR at 524

Town-sponsored Events, including providing containers for Garbage, Recyclable Material, 525

Organic Waste and other materials, and providing portable toilets, as appropriate. 526

1.109 Town Temporary Debris Box and Roll-off Service. The provision of Roll-off 527

Containers at the Town Service Centers for the accumulation of Garbage, Organic Waste and 528

Recyclable Material and the collection and disposal of those materials and such other Large Items 529

as may be directed by the TOWN. 530

1.110 Town Service Unit. Those TOWN properties or locations as set forth in Exhibit 4, 531

“Town Service Units”, which is attached to and included in this Agreement. 532

1.111 Town Street. Public streets within the TOWN, as designated by the Town 533

Representative. Town Streets include large arterials, major collectors, and residential streets 534

throughout the TOWN. 535

1.112 Town Waste. Garbage, Recyclable Material, Organic Waste and Large Items 536

resulting from the normal activities of a Town Service Unit. Town Waste must be generated by 537

and at the Town Service Unit wherein the Town Waste is collected and does not include items 538

defined herein as Exempt Waste. 539

1.113 Town Garbage Collection Service. The collection of Garbage by the 540

CONTRACTOR, from Town Service Units in the Service Area, and the delivery of that Garbage 541

to a Disposal Facility. 542

1.114 Travel Mile. A one-mile distance traveled along a street when no actual sweeping 543

occurs, (e.g., distance between CONTRACTOR’S service yard and the individual routes, and the 544

distance to and from the dumpsite). 545

1.115 Universal Waste (U-Waste). Televisions, computer monitors, consumer 546

electronics with circuit boards, fluorescent lamps, cathode ray tubes, non-empty aerosol cans, 547

instruments and switches that contain mercury, and dry cell batteries containing cadmium copper, 548

or mercury. 549

1.116 Waste Delivery Agreement (“WDA”). The agreement between the Town and 550

Republic Services of Sonoma County dated October 23, 2014. 551

1.117 White Goods. Discarded refrigerators, ranges, water heaters, freezers, and other 552

similar household appliances. 553

1.118 Work Day. Any day, Monday through Saturday that is not a holiday as set forth in 554

Section 3.14 of this Agreement unless otherwise specified. 555

ARTICLE 2. Term of Agreement 556

2.01 Term. The term of this Agreement shall be for a ten (10) year period beginning 557

October 1, 2017 and terminating on September 30, 2027. 558

ARTICLE 3. Services Provided by the Contractor 559

3.02 Grant of Exclusive Right. Except as provided in Section 3.03, CONTRACTOR is 560

hereby granted the exclusive right to collect, transport, recycle, process and dispose of Garbage, 561

Recyclable Material, Organic Waste and Large Items within the Service Area, including without 562

limitation all such material generated or accumulated at all SFD Service Units, MFD Service Units, 563


Page 18 of 244

Commercial Service Units and Town Service Units in the Service Area. No other Garbage, 564

Organics, or Recycling Collection Services shall be exclusive to CONTRACTOR. 565

3.03 Collection Service. 566

3.03.1 Frequency of Service. Each service shall be provided at least once every 567

week on a scheduled route basis. However, in those instances where the scheduled collection 568

day falls on a holiday as set forth in Section 3.14 herein, the collection day may be adjusted in a 569

manner agreed to between the Service Recipient and the CONTRACTOR as long as service is 570

received a minimum of one (1) time per week. The size of the Bin or Cart and the frequency 571

(above the minimum) of collection shall be determined between the Service Recipient and the 572

CONTRACTOR. However, size and frequency shall be sufficient to provide that no Garbage or 573

Recyclable Material or Organic Waste need be placed outside the Bin or Cart on a regular basis. 574

3.03.2 Accessibility. CONTRACTOR shall collect all Garbage Carts and Bins, 575

Recycling Carts and Bins, and Organics Carts and Bins that are not blocked and are readily 576

accessible to the CONTRACTOR’s and collection vehicles and not blocked. 577

3.03.2.1 The CONTRACTOR shall provide “push services” as 578

necessary during the provision of MFD and Commercial Collection Services. Push services shall 579

include, but not be limited to, dismounting from the collection vehicle, moving the Garbage Carts 580

or Bins, Recycling Carts or Bins or Organics Carts or Bins from their storage location for collection 581

and returning to their storage location. 582

3.03.2.2 The CONTRACTOR will notify the Town Representative 583

daily, by phone and e-mail, of all situations that prevent or hinder collection from any MFD or 584

Commercial Service Unit, unless otherwise directed by TOWN. 585

3.03.2.3 Non-Collection. The CONTRACTOR shall not be required 586

to collect any Garbage or Recyclable Material or Organic Waste that are not placed in a Bin or 587

Cart unless such Garbage or Recyclable Material or Organic Waste is outside the Bin or Cart as 588

a result of overflow and only if the Service Recipient and CONTRACTOR have made prior 589

arrangements to collect such overflow. 590

3.03.3 Garbage, Recyclable Material and Organic Waste Overflow. 591

3.03.3.1 CONTRACTOR is not required to collect Garbage, 592

Recyclable Material or Organic Waste in excess of the capacity of SFD, MFD or Commercial 593

Service Recipient’s Cart or Bin. CONTRACTOR shall collect Garbage, Recyclable Material, or 594

Organic Waste in excess of the capacity of SFD, MFD or Commercial Service Recipient’s Cart or 595

Bin, including materials that are outside Service Recipient’s Cart or Bin, only if the Service 596

Recipient has made prior arrangements to do so, and may assess an overflow fee to collect said 597

Garbage, Recyclable Material or Organic Waste that is in excess of the Cart or Bin capacity or if 598

such materials are outside of the Cart or Bin. Collection of excess Garbage, Recyclable Material 599

or Organic Waste will be charged as set forth in Exhibit 1. Charges will appear on the Service 600

Recipient’s next billing statement submitted to the Service Recipient. 601

3.03.3.2 In the event of non-collection, CONTRACTOR shall affix to 602

the Bin or Cart a Non-Collection Notice explaining why collection was not made. CONTRACTOR 603

shall maintain copies of the Non-Collection Notices for five (5) years from the date that the Non-604

Collection Notice was given to Service Recipient. 605

3.03.3.3 Service Recipients receiving SFD, MFD or Commercial 606

services will be notified of collection overflow by letter if Service Recipient did not make prior 607


Page 19 of 244

arrangements. The letter, with digital photograph, shall be promptly forwarded to the Service 608

Recipient after collection. 609

3.03.3.4 On the second overflow incident, the Service Recipient will 610

receive a warning, along with a picture, and a CONTRACTOR representative will contact the 611

Service Recipient to ensure that Service Recipient has the appropriate level of service. 612

3.03.3.5 On the third and every incident thereafter, charges for 613

excess Garbage, Recyclable Material and Organic Waste will be charged as set forth in Exhibit 614

1. 615

3.04 Exceptions to Agreement: 616

3.04.1 Recyclable Material, Organic Waste or Large Items Source Separated by 617

the Service Recipient, which the Service Recipient sells, or donates to youth, civic or charitable 618

organizations; Garbage, Recyclable Material, Organic Waste or Large Items, which is removed 619

from any SFD Service Unit, MFD Service Unit, Commercial Service Unit, or Town Service Unit 620

and which is transported personally by the Service Recipient and delivered directly to a MRF, 621

Organics Processing or Disposal Facility; 622

3.04.2 Beverage containers delivered by the Service Recipient for Recycling 623

under the California Beverage Container Recycling Litter Reduction Act, Section 14500, et seq.; 624

3.04.3 Removal of materials from a Service Unit by a contractor as an incidental 625

part of gardening, landscaping, tree trimming, cleaning, maintenance, construction or similar 626

service offered by that contractor rather than as a hauling service, provided that the hauling is 627

performed by the contractor itself and not a subcontracted hauling company; 628

3.04.4 Large Items removed from a Service Unit by a property management or 629

maintenance company as an incidental part of the total clean-up or maintenance service offered 630

by the company rather than as a hauling service, where no Roll-off Containers are used for the 631

collection and transportation of such Large Items; 632

3.04.5 Hazardous Waste and other Exempt Waste regardless of its source; and 633

3.04.6 Secure document shredding. 634

3.05 Scope of Agreement. CONTRACTOR acknowledges and agrees that TOWN may 635

permit other persons besides CONTRACTOR to collect any and all types of materials excluded 636

from the scope of this Agreement, as set forth above, without seeking or obtaining approval of 637

CONTRACTOR. If CONTRACTOR can produce evidence that other persons are servicing 638

collection containers or are collecting Garbage, Recyclable Material and/or Organic Waste in a 639

manner that is not consistent with TOWN’s Code or this Agreement, it shall report the location, 640

the name and phone number of the person or company to TOWN along with CONTRACTOR’S 641

evidence of the violation of the exclusiveness of this Agreement, and CONTRACTOR shall assist 642

TOWN to enforce TOWN’s Code and this Agreement. CONTRACTOR may remove illegally 643

placed containers in public right-of-ways, alleys, or streets. 644

3.05.1 The scope of this Agreement shall be interpreted to be consistent with 645

applicable law, now and during the term of the Agreement. If future judicial interpretations of 646

current law or new laws, regulations, or judicial interpretations limit the ability of TOWN to lawfully 647

provide for the scope of services as specifically set forth herein, CONTRACTOR agrees that the 648

scope of the Agreement will be limited to those services and materials which may be lawfully 649

provided and that TOWN shall not be responsible for any lost profits or losses claimed by 650

CONTRACTOR to arise out of limitations of the scope of the Agreement set forth herein. 651


Page 20 of 244

Notwithstanding the foregoing, nothing in this paragraph shall be deemed to limit Section 4.05 of 652

this Agreement. 653

3.06 Commingling of Garbage, Recyclable Material or Organic Waste. Except 654

contaminated loads, CONTRACTOR shall not at any time commingle Garbage with Source 655

Separated Organic Waste or with Source Separated Recyclable Material, or commingle Source 656

Separated Organic Waste with Source Separated Recyclable Material collected pursuant to this 657

Agreement without the express prior written authorization of the Town Representative. Such 658

approval by the TOWN will not be unreasonably withheld. 659

3.07 Commingling of Materials Collected Outside of Town. CONTRACTOR shall not at 660

any time commingle any Residential, Commercial or Town Garbage, Recyclable Material, or 661

Organic Waste collected pursuant to this Agreement, with any other material collected by 662

CONTRACTOR inside or outside the TOWN without the express prior written authorization of the 663

Town Representative. 664

3.08 Contamination. CONTRACTOR shall only be required to collect Recyclable Material 665

if they have been Source Separated by the Service Recipient from Garbage and Organic Waste, 666

and shall only be required to collect Organic Waste if it has been Source Separated by the Service 667

Recipient from Garbage and Recyclable Material. If, by visual inspection, Recyclable Material are 668

commingled with ten percent (10%) by volume of Garbage or Organic Waste, or if, by visual 669

inspection, Organic Waste is commingled with three percent (3%) by volume of Garbage or 670

Recyclable Material, then CONTRACTOR may take the following steps: 671

3.08.1 Contamination Occurrences Per Calendar Year. CONTRACTOR shall 672

collect the contaminated Cart or Bin at no charge to Service Recipient for the first (1) and second 673

(2) occurrence and provide a notice for each occurrence that contains instructions on the proper 674

procedures for setting out Recyclable Material or Organic Waste. On the third (3) and fourth (4) 675

occurrence, the CONTRACTOR shall collect the contaminated Cart or Bin and provide the 676

contamination fee which may be assessed on such occurrences, as set forth in Exhibit 1. On the 677

fifth (5) occurrence, the CONTRACTOR, after notifying Service Recipient, shall remove the 678

Recycling or Organics Cart or Bin, as applicable, and discontinue providing the Recycling or 679

Organics Collection Services for a period not to exceed one (1) year. CONTRACTOR shall notify 680

TOWN within five (5) Work Days of removal of Recycling or Organics Carts or Bins for excessive 681

contamination. 682

3.08.2 Service Re-start. After one (1) year, or a shorter time-period if agreed 683

upon amongst CONTRACTOR, Service Recipient and Town Representative, the Service 684

Recipient may request CONTRACTOR to reinstate the discontinued Collection Service, and 685

CONTRACTOR may charge a container re-delivery fee for restarting Collection Service as 686

specified in Exhibit 1. 687

3.09 Service Standards. CONTRACTOR shall perform all Collection Services under this 688

Agreement in a thorough and professional manner. Collection Services described in this 689

Agreement shall be performed regardless of weather conditions or difficulty of collection. 690

3.10 Hours and Days of Collection. 691

3.10.1 SFD and MFD Collection Services shall be provided, commencing no 692

earlier than 7:00 a.m. and terminating no later than 6:00 p.m., in accordance with the Town Code, 693

Monday through Friday with no service on Saturday (except for holiday service as set forth in 694

Section 3.14 of this Agreement in which case normal collection hours may be utilized) or Sunday. 695

The hours, days, or both of collection may be extended due to extraordinary circumstances or 696

conditions with the prior written consent of the Town Representative. 697


Page 21 of 244

3.10.2 Commercial and Town Collection Service shall be provided, commencing 698

no earlier than 6:00 a.m., and terminating no later than 6:00 p.m., Monday through Saturday. The 699

hours, days, or both of collection may be extended due to extraordinary circumstances or 700

conditions with the prior written consent of the Town Representative. 701

3.10.3 In the event that Commercial Service Units are within 100 feet of SFD 702

Service Units, or if the TOWN or the CONTRACTOR receives repeated noise complaints without 703

resolution, the hours of collection for Commercial Collection Services shall be the same as SFD 704

Collection Services. 705

3.10.4 The TOWN may direct CONTRACTOR to reduce the collection hours in 706

areas around schools to 3:00 p.m. and in high traffic areas during peak commute hours. When 707

the TOWN is conducting road overlay or slurry projects, the TOWN reserves the right to 708

temporarily redirect or restrict CONTRACTOR from collection in the affected areas or temporarily 709

change the collection hours if needed. The hours of collection may be extended due to 710

extraordinary circumstances or conditions with the prior written consent of the Town 711

Representative. 712

3.11 Manner of Collection. The CONTRACTOR shall provide Collection Service with as 713

little disturbance as possible and shall leave any Cart or Bin in an upright position at the same 714

point it was collected without obstructing alleys, roadways, driveways, sidewalks or mailboxes. 715

3.12 Containers – Carts, Bins and Indoor Food Waste Pails/Containers. 716

3.12.1 All Carts and Bins shall be color coded in the following ways: black or grey 717

for Garbage, blue for Recyclable Material and green for Organic Waste. Carts and Bins shall 718

have non-removable instructions for proper usage and images of the material type to be accepted 719

in each collection Cart and Bin. The Carts shall contain all writing in both English and Spanish 720

languages. 721

3.12.2 Carts. Carts used for SFD, MFD, Commercial or Town Collection 722

Services are new at the start of Collection Service. Newly purchased Carts introduced into service 723

by CONTRACTOR during the term of this Agreement are to be hot-stamped, embossed, or 724

laminated, with a unique identification number. Carts are to be labeled with the type of materials 725

to be collected (i.e., Garbage, Organic Waste, Recyclable Material). Permanent adhesive stickers 726

may be used as a decal for such labeling, however if the decal fails at any point during the term 727

of this Agreement, CONTRACTOR shall be required to replace the carts with acceptable labeling. 728

Labeling of such Carts shall be on the lids and include CONTRACTOR’S phone number. Labeling 729

and graphics on such newly purchased Carts (if different from those commonly used by 730

CONTRACTOR) shall be approved by TOWN. 731

3.12.3 Bins. Bins used for SFD, MFD, Commercial or Town Collection Services 732

are new at the start of Collection Services. Bins are to be painted, embossed, or hot stamped 733

with a unique identification number, and be labeled with the type of materials to be collected (i.e., 734

Garbage, Organic Waste, Recyclable Material) and instructions provided for proper usage at the 735

time of delivery to a new account or upon request of the Service Recipient. CONTRACTOR’S 736

phone number shall be included as part of Bin labeling. Labeling and graphics of the Bins (if 737

different from those commonly used by CONTRACTOR) shall be approved by TOWN. 738


Page 22 of 244

3.12.4 Indoor Food Waste Pails/Containers. Indoor Food Waste 739

Pails/Containers for Commercial and Town Collection Service are to be new at the start of service. 740

Newly purchased Indoor Food Waste Pails/Containers are to be hot-stamped, embossed, or 741

laminated, with a unique identification number, and labeled with the type of materials to be 742

collected, and instructions provided for proper usage at the time of delivery to a new account or 743

upon request of the Service Recipient. Labeling of such shall be on the lids and include 744

CONTRACTOR’S phone number. Labeling and graphics on such newly purchased Indoor Food 745

Waste Pail/Container (if different from those commonly used by CONTRACTOR) shall be 746

approved by TOWN. 747

3.12.5 Roll-off Containers. Roll-off Containers may be pre-owned or new, 748

provided they are properly marked with Contractor’s name and phone number as part of Roll-off 749

Container labeling and in good working order. TOWN retains the right to inspect any such pre-750

owned Roll-off Container and direct CONTRACTOR to replace or repair such a pre-owned Roll-751

off Container if it is not properly marked or is not in good working order. 752

3.12.6 Purchase and Distribution of Carts and Bins. The CONTRACTOR shall 753

be responsible for the purchase and distribution of fully assembled and functional Carts and Bins 754

to Service Units in the Service Area. CONTRACTOR shall also distribute Carts and Bins to new 755

Service Units that are added to CONTRACTOR’S Service Area during the term of this Agreement. 756

The distribution shall be completed within three (3) Work Days of receipt of notification from the 757

Town or Service Unit or prior to the Service Recipient’s first scheduled day of collection of Solid 758

Waste, so long as the Service Recipient has made the request to CONTRACTOR no fewer than 759

24-hours in advance of their first scheduled day of collection, whichever is sooner. Carts and Bins 760

are to be cleaned prior to distribution to a Service Unit. 761

3.12.7 Replacement of Carts and Bins. CONTRACTOR’S employees shall take 762

care to prevent damage to Carts or Bins by unnecessary rough treatment. However, any Cart or 763

Bin damaged by the CONTRACTOR shall be replaced by the CONTRACTOR, at the 764

CONTRACTOR'S expense, within one (1) Work Day at no cost or inconvenience to the Service 765

Recipient. Replacement Carts and Bins are to be cleaned and/or sanitized prior to distribution to 766

a Service Unit. 767

3.12.7.1 Upon notification to the CONTRACTOR by the TOWN or a 768

Service Recipient that the Service Recipient’s Cart(s) or Bin(s) have been stolen or damaged 769

beyond repair through no fault of the CONTRACTOR, the CONTRACTOR shall deliver a 770

replacement Cart(s) or Bin(s) to such Service Recipient within one (1) Work Day. The 771

CONTRACTOR shall maintain records documenting all Cart and Bin replacements occurring on 772

a monthly basis. 773

3.12.7.2 Where such Cart or Bin is lost, stolen or damaged beyond 774

repair through no fault of the CONTRACTOR, each SFD Service Unit, MFD Service Unit, 775

Commercial Service Unit and Town Service Unit shall be entitled to the replacement of one (1) 776

lost, destroyed, or stolen Cart or Bin, one (1) lost, destroyed, or stolen Recycling Cart or Bin, and 777

one (1) lost, destroyed, or stolen Organics Cart or Bin during the life of this Agreement at no cost 778

to the Service Recipient. 779

3.12.7.3 Where such Bin or Cart replacement occurs through no fault 780

of the CONTRACTOR, CONTRACTOR shall be compensated for the cost of those replacements 781

in excess of the requirements set forth above in accordance with the “Cart or Bin Exchange” 782

Service Recipient Rate, as appropriate, as initially set by the TOWN or as may be adjusted by the 783

TOWN as provided under the terms of this Agreement. 784


Page 23 of 244

3.12.8 Repair of Carts and Bins. CONTRACTOR shall be responsible for repair 785

of Cart or Bin to include but not be limited to, hinged lids, wheels and axles. The CONTRACTOR 786

shall repair the Cart or Bin or if necessary, remove the Cart or Bin for repairs and deliver a 787

replacement Cart or Bin to the Service Recipient within one (1) Work Day. 788

3.12.9 Cart or Bin Exchange. Upon notification to the CONTRACTOR by the 789

TOWN or a Service Recipient that a change in the size or number of Cart(s) or Bin(s) is required, 790

the CONTRACTOR shall deliver such Cart(s) or Bin(s) to such Service Recipient within one (1) 791

Work Day. 792

3.12.9.1 Each SFD Service Unit shall be entitled to receive one (1) 793

free Garbage Cart exchange, one (1) free Recycling Cart exchange and one (1) free Organics 794

Cart exchange per Agreement Year during the term of this Agreement. Carts are to be cleaned 795

and/or sanitized prior to exchanging and distribution to a Service Unit. 796

3.12.9.2 Each MFD Service Unit shall be entitled to receive one (1) 797

free Garbage Cart or Bin exchange, and one (1) free Recycling Cart or Bin exchange per 798

Agreement Year during the term of this Agreement. Carts and Bins are to be cleaned and/or 799

sanitized prior to exchanging and distribution to a Service Unit. 800

3.12.9.3 The CONTRACTOR shall be compensated for the cost of 801

exchanges in excess of one (1) per Agreement Year, in accordance with the “Cart or Bin 802

Exchange” service rate as set forth in Exhibit 1 which is attached to and included in this 803

Agreement or as may be adjusted under the terms of this Agreement. 804

3.12.10 Ownership of Carts. Ownership of Carts shall rest with the 805

CONTRACTOR, except that ownership of Carts in the possession of a Service Recipient at the 806

end of this Agreement shall rest with the TOWN. At its sole discretion, TOWN may elect not to 807

exercise its rights with regards to this Article and in such case the Carts shall remain the property 808

of the CONTRACTOR upon termination of this Agreement. In either event, CONTRACTOR shall 809

be responsible for removing all Carts in service from the Service Area and reusing or recycling 810

such Carts. 811

3.12.11 Ownership of Bins. Ownership of Bins distributed by the CONTRACTOR 812

shall rest with the CONTRACTOR except in the case of the termination of the Agreement prior to 813

the expiration of the term or due to the default of the CONTRACTOR as set forth in Article 24 of 814

this Agreement. Under such circumstances, the TOWN shall have the right to take possession 815

of the Bins and shall retain such possession until satisfactory arrangements can be made to 816

provide Collection Services using other equipment. Such time of possession shall not be limited 817

and regardless of the time of possession there shall be no monies owing to the CONTRACTOR 818

from the TOWN for the use of the equipment. Upon the receipt of written notice from the TOWN, 819

CONTRACTOR shall submit to the Town Representative an inventory of Bins, including their 820

locations. 821

3.12.12 Ownership of Roll-off Containers. Ownership of Roll-off Containers 822

distributed by the CONTRACTOR shall rest with the CONTRACTOR except in the case of the 823

termination of the Agreement prior to the expiration of the initial term due to the default of the 824

CONTRACTOR. Under such circumstances, the TOWN shall have the right to take possession 825

of the containers and shall retain such possession until satisfactory arrangements can be made 826

to provide Collection Services using other equipment. Such time of possession shall not be limited 827

and regardless of the time of possession there shall be no monies owing to the CONTRACTOR 828

from the TOWN for the use of the equipment. Upon the receipt of written notice from the TOWN, 829


Page 24 of 244

CONTRACTOR shall submit to the Town Representative an inventory of containers, including 830

their locations. 831

3.12.13 Annual Inspection and Cleaning. Once each Agreement Year, at no 832

charge to the Service Recipient, CONTRACTOR shall inspect all Garbage, Recycling, and 833

Organics Carts and Bins at the Service Unit, at the request of the Service Recipient, and shall 834

replace those Carts and Bins needing cleaning with clean Carts and Bins and remove the dirty 835

Carts and Bins for cleaning. An annual inspection and cleaning schedule will be provided to the 836

TOWN sixty (60) days prior to inspections, listing the Service Recipient, Service Unit Dwelling 837

Unit, Cart and Bin type and size. The CONTRACTOR will adhere to the proposed schedule 838

allowing the TOWN to audit Service Unit for compliance. 839

3.12.14 Indoor Food Waste Container. If requested by the Service Recipient, 840

CONTRACTOR shall provide Commercial and Town Service Units receiving Commercial or Town 841

Organics Collection Service with a container for indoor storage of Food Waste prior to placing the 842

waste in the outdoor Organics Cart or Bin. Indoor Food Waste Containers will be distributed at 843

the Service Recipient’s request, and the specific volumetric size and amount of Containers will be 844

determined between Service Recipient and CONTRACTOR. At the request of the Service 845

Recipient and provided that the facility designated by the CONTRACTOR approves the use of 846

plastic bags, CONTRACTOR shall allow the use of plastic bags by the Service Recipient for the 847

containment of the Food Waste and shall collect the plastic bags as part of the Commercial or 848

Town Organics Collection Service provided under the terms of this Agreement. 849

3.12.15 Indoor Food Waste Pail. If requested by the Service Recipient, 850

CONTRACTOR shall provide SFD and MFD Service Units receiving SFD or MFD Organics 851

Collection Service with a pail for indoor storage of Food Waste prior to placing the waste in the 852

outdoor Organics Cart or Bin. Indoor Food Waste Pails will be distributed at the Service 853

Recipient’s request. At the request of the Service Recipient and provided that the facility 854

designated by the CONTRACTOR approves the use of plastic bags, CONTRACTOR shall allow 855

the use of plastic bags by the Service Recipient for the containment of the Food Waste and shall 856

collect the plastic bags as part of the SFD and MFD Collection Service provided under the terms 857

of this Agreement. 858

3.13 Labor and Equipment. CONTRACTOR shall provide and maintain all labor, 859

equipment, tools, facilities, and personnel supervision required for the performance of 860

CONTRACTOR’S obligations under this Agreement. CONTRACTOR shall at all times have 861

sufficient backup equipment and labor to fulfill CONTRACTOR’S obligations under this 862

Agreement. No compensation for CONTRACTOR’S services or for CONTRACTOR’S supply of 863

labor, equipment, tools, facilities or supervision shall be provided or paid to CONTRACTOR by 864

TOWN or by any Service Recipient except as expressly provided by this Agreement. 865

3.14 Inspections. The TOWN shall have the right to inspect the CONTRACTOR’S 866

facilities or collection vehicles and their contents at any time while operating inside or outside the 867

TOWN. 868

3.15 Holiday Service. The TOWN designates January 1st, Independence Day, Labor 869

Day, Thanksgiving Day, and December 25th as legal holidays as dates of non-collection for 870

Collection Services. In any week in which one of these holidays falls on a Work Day, SFD 871

Collection Services for the holiday and each Work Day thereafter will be delayed one Work Day 872

for the remainder of the week with normally scheduled Friday Collection Services being performed 873

on Saturday. MFD, Commercial and Town Collection Services shall be adjusted as agreed 874

between the CONTRACTOR and the Service Recipient but must meet the minimum frequency 875

requirement of one (1) time per week. 876


Page 25 of 244

3.16 Disposal and Processing. 877

3.16.1 Compliance with Permits. CONTRACTOR shall not knowingly deliver 878

materials collected under this Agreement to facilities that do not comply in all material aspects 879

with the Department of Resources Recycling and Recovery regulations under Title 14, Division 7, 880

Chapter 3, Minimum Standards for Solid Waste Handling and Disposal. CONTRACTOR must use 881

reasonable efforts to assure that all Disposal, Transfer, and Processing Facilities to which 882

CONTRACTOR delivers material under this Agreement are legally permitted to receive material 883

collected under this Agreement. Failure to comply with this provision may result in CONTRACTOR 884

being in default under this Agreement. 885

3.16.2 Permits and Approvals. CONTRACTOR shall, upon written request from 886

TOWN, arrange for the facilities owned by CONTRACTOR or an affiliate of CONTRACTOR to 887

which CONTRACTOR delivers material under this Agreement to provide copies of facility permits, 888

notices of violations, inspection areas or concerns, or administrative action to correct deficiencies 889

related to the operation, but only to the extent the foregoing are material and reasonably related 890

to the services provided under this Agreement. For other facilities selected by CONTRACTOR to 891

which CONTRACTOR delivers material under this Agreement, if CONTRACTOR becomes aware 892

of any material permit violations by such facilities that are reasonably related to the services 893

provided under this Agreement, CONTRACTOR shall notify TOWN of the same. Failure to 894

provide facility information may result in CONTRACTOR being in default under this Agreement. 895

3.16.3 Prior Agreement for Disposal. CONTRACTOR acknowledges that TOWN 896

has contracted for disposal of Garbage and Processing Residue with Sonoma County, and with 897

Republic Services of Sonoma County. CONTRACTOR agrees to abide by the terms and 898

conditions applicable to haulers using the Sonoma County Landfill/Transfer System as set forth 899

in the Agreements with Sonoma County and Republic Services of Sonoma County. 900

CONTRACTOR will be required to enter into any agreements as may be required by Sonoma 901

County or Republic Services of Sonoma County guaranteeing that CONTRACTOR shall deliver 902

all disposal tonnages, including an equivalent tonnage of Processing Residue from processing, 903

to the Disposal Facility. 904

3.16.4 Disposal Facility. Except as set forth below, all Garbage Collected as a 905

result of performing Collection Services, and Processing Residue shall be transported to, and 906

disposed of, at the Disposal Facility. In the event the Disposal Facility is closed on a Work Day, 907

or is not able to accept Garbage, the CONTRACTOR shall transport and dispose of the Garbage 908

at such other legally permitted Disposal Facility as is approved by TOWN. Failure to comply with 909

this provision shall result in the levy of liquidated damages as specified in Article 19 of this 910

Agreement and may result in the CONTRACTOR being in default under this Agreement. 911

3.16.5 Material Recovery Facility. All Recyclable Material collected as a result 912

of performing Recycling Collection Services shall be delivered to a legally permitted Material 913

Recovery Facility (MRF) as listed in Exhibit 5. In the event the MRF is closed on a Work Day, or 914

in not able to accept Recyclable Material, the CONTRACTOR shall transport and deliver the 915

Recyclable Material to such other legally permitted MRF as is approved by TOWN. Failure to 916

comply with this provision shall result in the levy of liquidated damages as specified in Article 19 917

of this Agreement and will result in the CONTRACTOR being in default under this Agreement. 918

CONTRACTOR shall ensure that all Recyclable Material collected pursuant to this Agreement, 919

except Processing Residue, is diverted from the Disposal Facility in accordance with AB 939, AB 920

341 and subsequent legislation and regulations. CONTRACTOR may also deliver Recyclable 921

Material collected as a result of performing Recycling Collection Services to a transfer station 922

prior to delivery to a legally permitted MRF. 923


Page 26 of 244

3.16.6 Organics Processing Facility. CONTRACTOR shall deliver all collected 924

Organic Waste to a legally permitted Organics Processing Facility as listed in Exhibit 5. In the 925

event the facility is closed on a Work Day, or is not able to accept Organic Waste, the 926

CONTRACTOR shall transport and deliver the Organic Waste to such other legally permitted 927

facility as is approved by TOWN. CONTRACTOR shall ensure that all Organic Waste collected 928

pursuant to this Agreement, except Processing Residue, is diverted from the Disposal Facility in 929

accordance with AB 939, AB 1826 and subsequent legislation and regulations. 930

3.16.6.1 Large Item Processing and Disposal. CONTRACTOR shall 931

not dispose of Large Items unless the Large Items cannot be reused or recycled. 932

3.16.6.1.1. TOWN Direction of Large Items. TOWN reserves the right 933

to direct CONTRACTOR to take Large Items collected pursuant to this Agreement to a designated 934

site(s) for the purpose of permitting persons who will reuse or recycle such Large Items to obtain 935

the Large Items at no cost. CONTRACTOR shall have no obligation to dispose of the Large Items 936

or Large Item residue remaining at the directed site(s) after recycler(s) have removed reusable or 937

recyclable Large Items. 938

3.16.6.1.2. Large Items Containing Freon. In the event CONTRACTOR 939

Collects Large Items that contain Freon, CONTRACTOR shall handle such Large Items in a 940

manner such that the Large Items are not subject to regulation as Hazardous Waste under 941

applicable state and federal laws or regulations. 942

3.17 Spillage and Litter. The CONTRACTOR shall not litter Service Units in the process 943

of providing Collection Services or while its collection vehicle(s) are on the road. The 944

CONTRACTOR shall transport all materials collected under the terms of this Agreement in such 945

a manner as to prevent the spilling or blowing of such materials from the CONTRACTOR'S 946

collection vehicle(s). The CONTRACTOR shall exercise all reasonable care and diligence in 947

providing Collection Services so as to prevent spilling or dropping Solid Waste and shall 948

immediately, at the time of occurrence, clean up such spilled or dropped materials. 949

3.17.1 The CONTRACTOR shall not be responsible for cleaning up unsanitary 950

conditions caused by the carelessness of the Service Recipient; however, the CONTRACTOR 951

shall clean up any material or residue that are spilled or scattered by the CONTRACTOR or its 952

employees. 953

3.17.2 Equipment oil, hydraulic fluids, spilled paint, or any other liquid or debris 954

resulting from the CONTRACTOR’S operations, collection vehicles or equipment repair shall be 955

covered immediately with an absorptive material and removed from the street surface. When 956

necessary, CONTRACTOR shall apply a suitable cleaning agent to the street surface to provide 957

adequate cleaning. To facilitate such clean-up, CONTRACTOR’S collection vehicles shall at all 958

times carry sufficient quantities of petroleum absorbent materials along with a broom and shovel. 959

3.17.3 The above paragraphs notwithstanding, CONTRACTOR shall clean up 960

any spillage, litter, equipment oil, hydraulic fluids, spilled paint, or any other liquid or debris caused 961

by CONTRACTOR within two (2) hours upon notice from the TOWN. 962

3.17.4 In the event where damage to Town Streets is caused by a hydraulic oil 963

spill, CONTRACTOR shall be responsible for all repairs to return the street to the same condition 964

prior to the spill. CONTRACTOR shall also be responsible for all clean-up activities related to the 965

spill. Repairs and clean-up shall be performed in a manner satisfactory to the Town 966

Representative and at no cost to the TOWN or Service Recipient. 967

3.17.5 Ownership of Materials. 968


Page 27 of 244

Ownership of Garbage, Recyclable Material, and Organic Waste shall pass to CONTRACTOR at 969

such time as the Service Recipient has deposited such materials and set out such material for 970

collection by the CONTRACTOR and provided to the CONTRACTOR, in a Bin, Cart, Roll-off 971

Container, or container approved by the Town used for Town-sponsored Event the 972

CONTRACTOR shall have the exclusive right to the collection, ownership, and possession 973

thereof. 974

3.18 Hazardous Waste. 975

3.18.1 Under no circumstances shall CONTRACTOR’S employees knowingly 976

collect Hazardous Waste, or remove unsafe or poorly containerized Hazardous Waste, from a 977

collection container. If CONTRACTOR determines that material placed in any container for 978

collection is Hazardous Waste, or other material that may not legally be accepted at the Disposal 979

Facility or one of the processing facilities, or presents a hazard to CONTRACTOR'S employees, 980

the CONTRACTOR shall have the right to refuse to accept such material. The Service Recipient 981

shall be contacted by the CONTRACTOR and requested to arrange for proper Disposal Service. 982

If the Service Recipient cannot be reached immediately, the CONTRACTOR shall, before leaving 983

the Service Unit, leave a Non-Collection Notice, which indicates the reason for refusing to collect 984

the material. 985

3.18.2 If Hazardous Waste is found in a collection container that poses an 986

imminent danger to people or property, the CONTRACTOR shall immediately notify the Windsor 987

Police Department. The CONTRACTOR shall immediately notify the TOWN Representative of 988

any Hazardous Waste that has been identified. 989

3.18.3 If Hazardous Waste is identified at the time of delivery to the Disposal 990

Facility, or one of the processing facilities and the Service Recipient cannot be identified, 991

CONTRACTOR shall be solely responsible for handling and arranging transport and disposition 992

of the Hazardous Waste. 993

3.19 Regulations and Record Keeping. CONTRACTOR shall comply with emergency 994

notification procedures required by applicable laws and regulatory requirements. All records 995

required by regulations shall be maintained at the CONTRACTOR’S facility. These records shall 996

include waste manifests, waste inventories, waste characterization records, inspection records, 997

incident reports, and training records. 998

3.20 Notification of Accidents. CONTRACTOR shall notify Town Representative of 999

any accidents occurring within the Service Area that involves CONTRACTOR’s vehicles, 1000

employees or equipment that results in any personal or property damage. Such notification shall 1001

be made within two (2) hours of occurrence to Town Representative either in-person or via phone 1002

call. Voicemails, text messages, emails are not acceptable means of notification. 1003

3.21 Transition. CONTRACTOR understands and agrees that the time between the 1004

formal Agreement signing and October 1, 2017 is intended to provide the CONTRACTOR with 1005

ample and sufficient time to, among other things, order equipment, prepare necessary routing 1006

schedules and route maps, obtain any permits and licenses, establish/build facilities, and begin 1007

the public awareness campaign as part of the CONTRACTOR’S transition program as specified 1008

in Exhibit 8 which is attached to and included in this Agreement. CONTRACTOR shall be 1009

responsible for the provision of all Collection Services beginning October 1, 2017. 1010


Page 28 of 244

ARTICLE 4. Billing, Service Recipient Rates and 1011

CONTRACTOR Payments to TOWN 1012

4.01 Contractor Billing. CONTRACTOR shall be responsible for the billing and 1013

collection of payments for all Collection Services. Notwithstanding the preceding provision, the 1014

CONTRACTOR shall not bill for Town Collection Services or Town-sponsored Events. 1015

CONTRACTOR shall charge Service Recipients a maximum amount not to exceed the Service 1016

Recipient Rates as attached in Exhibit 1 to this Agreement and as may be adjusted under the 1017

terms of this Agreement. 1018

4.01.1 Billing Frequency 1019

4.01.1.1 SFD Service Units. CONTRACTOR shall produce an 1020

invoice for SFD Service Units, in a form and format that is approved by the Town Representative, 1021

for services to be received under this Agreement in advance no less than four (4) times up to six 1022

(6) times per Agreement Year. The specific frequency of SFD Service Unit invoices will be agreed 1023

upon between TOWN and CONTRACTOR (i.e. two (2) or three (3) month billing cycle). 1024

CONTRACTOR’S invoice shall be remitted to the Service Recipient no later than the tenth (10) 1025

day of the month proceeding the period for which service is being billed. 1026

4.01.1.2 MFD and Commercial Service Units. CONTRACTOR shall 1027

produce an invoice, in a form and format that is approved by the Town Representative, for 1028

services rendered under this Agreement on a monthly basis for services performed during the 1029

prior month. CONTRACTOR’S invoice shall be remitted to the Service Recipient no later than 1030

the tenth (10) day of the following month for the period for which service is being billed. 1031

4.01.2 Partial Month Service. If, during a month, a Service Unit is added to or 1032

deleted from CONTRACTOR’S Service Area, the CONTRACTOR’S billing shall be pro-rated 1033

based on the weekly service rate (the weekly service rate shall be the service rate established in 1034

Exhibit 1 divided by the number of actual weeks in the month that collection service was provided 1035

to the Service Unit). 1036

4.01.2.1 Delinquent Service Accounts. The CONTRACTOR shall 1037

report to the Town Representative, on a monthly basis, all SFD Service Recipients who have 1038

received Collection Service and whose account is over ninety (90) days past due, and all MFD 1039

and Commercial Service Recipients whose account is over forty-five (45) days past due. The 1040

CONTRACTOR may take such action as is legally available to collect or cause collection of such 1041

past due amounts, including ceasing the provision of Collection Services to any Service Unit due 1042

to non-payment. 1043

4.01.3 Invoice Method. CONTRACTOR will make available to the Service 1044

Recipient an option and means to receive CONTRACTOR invoices by mail (hardcopy invoices) 1045

or email (electronic invoices). The CONTRACTOR will bi-annually advertise invoice method to 1046

all Service Recipients. 1047

4.01.4 Payment Methods. CONTRACTOR shall provide the means for Service 1048

Recipients to pay bills in person, over the phone or online with the following payment methods: 1049

cash, checks, e-check, credit cards, CONTRACTOR website, online payment systems or 1050

automatic withdrawal from Service Recipient bank account. Online payment methods shall be 1051

password protected, PCI Compliant, and comply with state and federal law protecting the privacy 1052

of Service Recipient credit information. At TOWN’s request, CONTRACTOR shall provide 1053

evidence of such security certifications and advise TOWN of CONTRACTOR’S security measures 1054

implemented for on-line payment. 1055


Page 29 of 244

4.01.5 Billing Inserts. TOWN may provide educational and other material 1056

provided by the Town or a third party to CONTRACTOR for inclusion in the invoices provided by 1057

CONTRACTOR to Service Recipients for Collection Services, Town partnerships, Town programs 1058

or Town-sponsored Events up to one (1) time per Agreement Year. CONTRACTOR shall not 1059

charge TOWN for the inclusion of additional educational or other materials in the invoices. 1060

4.02 Service Recipient Rate Elements. Service Recipient Rates shall consist of some 1061

combination of the following elements: a Collection Element, a Disposal Element, an Organic 1062

Waste Processing Element, a Franchise Fee Element, and such other elements as may be added 1063

by the TOWN during the term of this Agreement. 1064

4.03 TOWN Approval of CONTRACTOR Rate Application. On or before August 31, 1065

2018, and annually thereafter during the term of this Agreement, the TOWN Representative shall 1066

notify CONTRACTOR of the RRI adjustments to the affected Service Recipient Rates to take 1067

place on the subsequent October 1st. 1068

4.04 Adjustments to Service Recipient Rates Using the Refuse Rate Index (RRI). 1069

4.04.1 Adjustments to Collection Elements. Beginning on October 1, 2018, and 1070

annually thereafter during the term of this Agreement, the Collection Elements of the Service 1071

Recipient Rates set forth in Article 4 shall be adjusted by the RRI adjustment set forth below. In 1072

any year that the calculation of the RRI results in a negative number, there shall be no adjustment 1073

of the Collection Elements. Instead, the negative RRI number shall be added to the result of the 1074

subsequent years RRI calculation and the result shall be the RRI adjustment for that subsequent 1075

year. 1076

4.04.1.1 RRI Adjustment Calculation. The RRI adjustment shall be 1077

the sum of the weighted percentage change in the annual average of each RRI index number 1078

between the base year, which shall be the prior preceding year ending December 31st, and the 1079

preceding year ending December 31st as contained in the most recent release of the source 1080

documents listed in Exhibit 2, (“REFUSE RATE INDEX”) which is attached to and included in this 1081

Agreement. Therefore, the first Collection Element rate adjustment effective October 1, 2018 will 1082

be based on the percentage changes between the annual average of the RRI indices from 1083

January 1, 2016 to December 1, 2016 and the annual average of the RRI indices from January 1084

1, 2017 to December 1, 2017. The RRI shall be calculated using the RRI methodology included 1085

in Exhibit 2. 1086

4.04.2 Adjustments to Disposal Elements. The Disposal Elements of the Service 1087

Recipient Rates will be adjusted at the same time as the RRI adjustment to Collection Elements 1088

described in Section 4.04.1 above. The percentage change to the Disposal Elements shall be 1089

calculated as the percentage change between the per-ton tip fee charged at the Disposal Facility 1090

on the prior October 1st and the tip fee that will be effective on the upcoming October 1st rate 1091

adjustment date. 1092

4.04.3 Adjustments to Recyclable Material Processing Element. The Recyclable 1093

Material Processing Element of the Service Recipient Rates will be adjusted at the same time as 1094

the RRI adjustment to Collection Elements described in 4.04.1. The method for calculating the 1095

percentage change to the Recyclable Material Processing Element shall be calculated based on 1096

the annual average of the RRI indices from January 1, 2016 to December 1, 2016 and the annual 1097

average of the RRI indices from January 1, 2017 to December 1, 2017 and annually from January 1098

1 to December 1 thereafter. 1099

4.04.4 Adjustments to Recyclable Material Revenue Element. The Recyclable 1100

Material Revenue Element of the Service Recipient Rates will be adjusted at the same time as 1101


Page 30 of 244

the RRI adjustment to Collection Elements described in 4.04.1 The method for calculating the 1102

percentage change to the Recyclable Material Revenue Element shall be calculated based on 1103

the average annual percentage change in the Official Board Markets (OBM) Index from January 1104

1, 2016 to December 1, 2016 and the annual average of the OBM Index from January 1, 2017 to 1105

December 1, 2017 and annually from January 1 to December 1 thereafter. 1106

4.04.5 Adjustments to Organic Waste Processing Element. The Organic Waste 1107

Processing Elements of the Service Recipient Rates will be adjusted at the same time as the RRI 1108

adjustment to Collection Elements described in 4.04.1 above. The method for calculating the 1109

percentage change to the Organic Waste Processing Elements will depend on the facility used 1110

by CONTRACTOR, specifically: 1111

(a) If CONTRACTOR utilizes the SCWMA’s contracted Organics Processing Facility, 1112

the percentage change shall be calculated as the percentage change between the per-1113

ton tip fee charged at that facility on the prior October 1st and the tip fee that will be effective 1114

on the upcoming October 1st rate adjustment date; or 1115

(b) If CONTRACTOR utilizes any other facility, the percentage change will be 1116

calculated as the percentage change in the annual average of the Consumer Price Index 1117

(CPI) between the base year, which shall be the prior preceding year ending December 1118

31st, and the preceding year ending December 31st. For example, the first Organic Waste 1119

Processing Element rate adjustment effective October 1, 2018 would be based on the 1120

percentage changes between the annual average CPI value from January 1, 2016 to 1121

December 1, 2016 and the annual average CPI value from January 1, 2017 to December 1122

1, 2017. 1123

4.04.6 Adjustments to Franchise Fee Element. The Franchise Fee Elements of 1124

the Service Recipient Rates will be adjusted at the same time as the RRI adjustment to Collection 1125

Elements described in 4.04.1 above. The Franchise Fee Elements of the Service Recipient Rates 1126

shall be adjusted so as to always equal the percentage of total Service Recipient Rates as 1127

described in Section 4.07.1. 1128

4.04.7 Rounding. Annual adjustments shall be made only in units of one cent 1129

($0.01). Fractions of less than one cent ($0.01) shall not be considered in making adjustments. 1130

RRI and CPI indices shall be truncated at four (4) decimal places for the adjustment calculations. 1131

4.04.8 RRI Application and Financial Information. On or before July 1, 2018, and 1132

annually thereafter during the term of this Agreement, CONTRACTOR shall deliver to TOWN 1133

financial information for the specific services performed under this Agreement for the preceding 1134

Agreement Year. Such financial information shall be in the format as set forth in Exhibit 2, or as 1135

may be further revised by TOWN from time to time. If CONTRACTOR fails to submit the financial 1136

information in the required format by July 1st, it is agreed that CONTRACTOR shall be deemed to 1137

have waived the RRI rate adjustment for that year. CONTRACTOR’S failure to provide the 1138

financial information shall not preclude TOWN from applying the RRI using the prior year’s 1139

financial data, or pro forma data if no prior year financial data is available, if that application would 1140

result in a negative RRI. 1141

4.04.8.1 If CONTRACTOR’S failure to submit the financial 1142

information required under Section 4.04.7 is the result of extraordinary or unusual circumstances 1143

as demonstrated by CONTRACTOR to the satisfaction of the Town Representative, TOWN, at its 1144

sole discretion, may consider the request for the annual RRI rate adjustment. 1145

4.04.8.2 As of August 31, 2018, and annually thereafter during the 1146

term of this Agreement, the Town Representative shall notify CONTRACTOR whether or not the 1147


Page 31 of 244

RRI adjustment application were approved by TOWN and the affected service rates to take place 1148

on the subsequent October 1st. 1149

4.04.8.3 Reimbursement for RRI Rate Adjustment. CONTRACTOR 1150

shall reimburse the TOWN for all reasonable and customary costs associated with the TOWN’s 1151

review of CONTRACTOR’s RRI rate application. 1152

4.05 Adjustments Due to Material Change in Law. 1153

4.05.1 If a Material Change in Law occurs after the date hereof, then TOWN and 1154

CONTRACTOR shall negotiate in good faith a reasonable and appropriate adjustment to Service 1155

Recipient Rates sufficient to offset CONTRACTOR’s increased allowable costs of operation or 1156

reduced Gross Revenue resulting from the Material Change in Law. 1157

4.05.2 As an exception to the preceding Section 4.05.1, CONTRACTOR shall not 1158

be entitled to an adjustment in Service Recipient Rates with respect to the first Fifty Thousand 1159

Dollars ($50,000) in increased costs or decreased revenues incurred by CONTRACTOR resulting 1160

from the Material Change in Law. 1161

4.05.3 The Parties may review and agree on the amount of any Service Recipient 1162

Rate adjustment pursuant to this Section 4.05 without a Detailed Rate Review. CONTRACTOR 1163

shall bear the burden of justifying to TOWN any adjustment due to a Material Change in Law and 1164

shall bear its own costs of preparing its request for an adjustment and supporting documentation. 1165

TOWN may request from CONTRACTOR such further information as it reasonably deems 1166

necessary to fully evaluate CONTRACTOR’S request and make its determination whether 1167

CONTRACTOR has satisfied its burden, which determination shall not be unreasonably withheld. 1168

4.05.4 TOWN shall notify CONTRACTOR of its determination within ninety (90) 1169

calendar days of receipt of the written request and all other additional information reasonably 1170

requested by TOWN. Any such change will be implemented on the following October 1st, or within 1171

any other time frame agreed upon between TOWN and CONTRACTOR. CONTRACTOR’s rate 1172

application to adjust Service Recipient Rates shall be approved by the Town Council and 1173

memorialized in a written amendment to this Agreement. 1174

4.06 Detailed Rate Reviews. A Detailed Rate Review may be conducted if requested 1175

by TOWN. If requested by TOWN, the Detailed Rate Review will be conducted in place of the 1176

upcoming scheduled RRI rate adjustment effective October 1st (as described in Section 4.04 1177

above), and shall be conducted in accordance with the specifications of Exhibit 3. The Detailed 1178

Rate Review must be completed by the July 31st preceding the October 1st rate adjustment date. 1179

If a Detailed Rate Review is to be conducted, CONTRACTOR shall make an advance payment 1180

to TOWN to compensate TOWN for the cost of its rate consultant. Such payment shall be treated 1181

as an allowable cost in such Detailed Rate Review. 1182

4.06.1 TOWN Support and Services. In the event of a Detailed Rate Review, the 1183

costs of TOWN services provided by CONTRACTOR will be allowable expenses. TOWN services 1184

are described in additional detail in Article 10, Exhibit 4, and Exhibit 13. 1185

4.07 CONTRACTOR’S Payments to TOWN. CONTRACTOR shall make payment 1186

to the TOWN of a Franchise Fee, and such other fees as may be specified in this Section 4.07. 1187

Payment to the TOWN shall be due, on the fifteenth (15th) day of the month following the month 1188

the revenues are collected. Each such payment shall be accompanied by an accounting, which 1189

sets forth CONTRACTOR’S gross revenues collected during the preceding month. 1190

4.07.1 Franchise Fee. The Franchise Fee shall be a percentage of 1191

CONTRACTOR’S gross revenue collected each month under the terms of this Agreement. Gross 1192


Page 32 of 244

revenue shall specifically include revenue received by the CONTRACTOR from any entity, 1193

including Federal, State, County or other local facilities within the Service Area for the provision 1194

of Collection Services by the CONTRACTOR. However, revenue received by the CONTRACTOR 1195

from the sale of Recyclable Materials and from related California Redemption Value (CRV) 1196

payments shall not be considered as gross revenues for purpose of the calculation of Franchise 1197

Fees. The Franchise Fee percentage shall be ten percent (10%) unless otherwise adjusted by 1198

the TOWN. 1199

4.07.2 Proposal Development Fee. Within thirty (30) days after the Collection 1200

Agreement is executed, CONTRACTOR shall submit proposal development fees to the TOWN in 1201

the amount of Two Hundred Twenty-Five Thousand Dollars ($225,000.00) representing 1202

reimbursement for the cost of procurement and transition assistance. 1203

4.07.3 AB 939 Program/Agreement Management Fee. CONTRACTOR shall pay 1204

TOWN an amount equal to Seventy-Five Thousand ($75,000.00) no later than October 1, 2017, 1205

and annually thereafter no later than October 1st during the term of the Agreement. Starting on 1206

October 1, 2018, the AB 939 Program/Agreement Management Fee will be adjusted in an equal 1207

amount as the percent change in Service Recipient Rate. 1208

4.07.4 Use of Non-Sonoma County Landfill/Transfer System. If the event that 1209

CONTRACTOR does not utilize the Sonoma County Landfill/Transfer System for the transfer and 1210

transport of Organic Waste collected under the terms of this Agreement, CONTRACTOR shall 1211

pay any and all fees imposed by Sonoma County or the SCWMA levied against the Town or 1212

Contractor for such non-use of the Sonoma County Landfill/Transfer System for Organic Waste 1213

transfer and transport. Any and all payments due by CONTRACTOR shall be paid within thirty 1214

(30) days of receipt of written notice by the TOWN. 1215

4.07.5 No acceptance by TOWN of any payment shall be construed as an accord 1216

that the amount is in-fact the correct amount, nor shall such acceptance of payment be construed 1217

as a release of any claim TOWN may have against CONTRACTOR for any additional sums 1218

payable under the provisions of this Agreement. All amounts paid shall be subject to independent 1219

financial audit and recompilation by TOWN. If, after the financial audit, such recompilation 1220

indicates an underpayment CONTRACTOR shall pay to TOWN the amount of the underpayment 1221

and shall reimburse TOWN for all reasonable costs and expenses incurred in connection with the 1222

audit and recompilation within ten (10) Work Days of receipt of written notice from TOWN that 1223

such is the case. If, after audit, such recompilation indicates an overpayment, TOWN shall notify 1224

CONTRACTOR in writing of the amount of the overpayment, less costs and expenses incurred in 1225

connection with the audit and recompilation. CONTRACTOR may offset the amounts next due 1226

following receipt of such notice by the amount specified therein. 1227

4.07.6 Reimbursement for Detailed Rate Review and/or RRI Rate Application. 1228

CONTRACTOR shall reimburse the TOWN for all costs associated with the TOWN’s review of 1229

CONTRACTOR’s Detailed Rate Review and/or RRI rate application within thirty (30) days of 1230

TOWN submitting invoice or request to CONTRACTOR. 1231

4.07.7 Liquidated Damages. CONTRACTOR shall make payment to TOWN for 1232

any assessed liquidated damages as specified in Article 19. 1233

ARTICLE 5. Diversion Requirements 1234

5.01 CONTRACTOR’S Diversion Requirement. CONTRACTOR shall fully implement 1235

the Diversion Plan listed in Exhibit 10. Beginning calendar year 2018 and during each remaining 1236

calendar year throughout the term of this Agreement, CONTRACTOR shall divert a minimum of 1237


Page 33 of 244

fifty percent (50%) of the Solid Waste it collects pursuant to this Agreement (such 50% 1238

requirement, identified as CONTRACTOR’s “diversion requirement”). In addition, CONTRACTOR 1239

shall assist TOWN in reaching CalRecycle’s 75% diversion goal by December 31, 2020. 1240

5.01.1 For calendar years 2018 and onwards, if CONTRACTOR does not meet 1241

the fifty percent (50%) minimum diversion requirement, then, at TOWN’s option, the Town may 1242

take any or all of the following actions: (a) TOWN may assess liquidated damages in accordance 1243

with Article 19, (b) CONTRACTOR shall implement additional diversion program(s) at no cost to 1244

TOWN or rate payers (such program(s) to be proposed by CONTRACTOR and approved by 1245

TOWN, such approval not to be unreasonably withheld), (c) TOWN may deny any adjustments to 1246

Service Recipient Rates as otherwise allowable under Article 4, and/or (d) if the minimum 1247

diversion requirements are not met for two (2) consecutive years, CONTRACTOR shall be 1248

deemed to be in default of this Agreement and Town may terminate CONTRACTOR’s services in 1249

accordance with Article 24. 1250

5.01.2 For purposes of determining if CONTRACTOR achieves 1251

CONTRACTOR’S diversion requirement, TOWN and CONTRACTOR agree that the annual 1252

diversion rate will be calculated using the following formula: “The tons of materials collected by 1253

CONTRACTOR from the provision of Collection Services in TOWN that are delivered to the 1254

Materials Recovery Facility, Organic Waste Processing Facility, or any other processing facility 1255

approved by TOWN, or that are otherwise handled in a manner that counts as diversion under 1256

applicable CalRecycle regulations (in each case, net of all residue from processing), divided by 1257

the total tons of materials collected in the Service Area by CONTRACTOR from the provision of 1258

Collection Services in each calendar year.” The annual diversion rate shall not include Solid 1259

Waste resulting from Temporary Debris Box and Roll-off Collection Service. 1260

5.01.3 As part of the Quarterly Reports submitted in accordance with Section 1261

16.02.1, CONTRACTOR shall provide documentation acceptable to TOWN in its sole discretion 1262

stating and supporting each calendar quarter's diversion rate. Diversion from other sources other 1263

than CONTRACTOR'S collection and diversion efforts shall not be counted as diversion achieved 1264

by CONTRACTOR. 1265

5.02 End Uses for Organic Waste. CONTRACTOR shall divert Organic Waste materials 1266

collected through Organics Collection, Holiday Tree Collection, and Large Item Collection, from 1267

disposal. CONTRACTOR must provide or arrange for end uses for such Organic Waste that 1268

provides diversion credits for TOWN according to regulations established by CalRecycle. 1269

5.03 Prohibited Use of Alternative Daily Cover (ADC). CONTRACTOR may not utilize 1270

Organic Waste as Alternative Daily Cover (ADC). 1271

5.04 Changes in the Market Conditions for Recyclable Material. Upon notice to and prior 1272

approval by TOWN, CONTRACTOR may deem additional materials or groups of materials to be 1273

Recyclable Material if they become capable of recycling at CONTRACTOR’s facilities in or near 1274

the Service Area. CONTRACTOR reserves the right, upon written notice to and prior written 1275

approval by TOWN, to discontinue acceptance of any category of Recyclable Material as a result 1276

of market conditions related to such materials. With regard to the preceding two sentences, 1277

TOWN’s approval shall not be unreasonably withheld. Such TOWN approval for reducing the type 1278

of Recyclable Material discontinued shall not exceed twelve (12) months. Discontinued 1279

acceptance of Recyclable Material pursuant to this Section 5.04 shall not relieve CONTRACTOR 1280

of CONTRACTOR’S Diversion Requirement set forth in Section 5.01 of this Agreement. 1281

5.05 Warranties and Representations. CONTRACTOR warrants and represents that it 1282

is aware of and familiar with TOWN’s waste stream, and that it has the ability to and will provide 1283


Page 34 of 244

the programs and services required to be provided by it hereunder, with a view to facilitating 1284

TOWN’s meeting or exceeding the diversion requirements as set forth in CONTACTOR’S 1285

Diversion Guarantee. CONTRACTOR further warrants that it understands the diversion 1286

requirements of the Applicable Laws, (including, without limitation, amounts of Solid Waste to be 1287

diverted, time frames for diversion, and any other requirements governing this Agreement in 1288

accordance with AB 341, AB 939, AB 1594, AB 1826, SB 1016 and all amendments and related 1289

subsequent legislation), and that it shall provide such programs and services without imposing 1290

any costs or fees other than those set forth in Exhibit 1 (as adjusted), unless new programs are 1291

required by the State or TOWN which are not called out herein, in which case Service Recipient 1292

Rates may be adjusted in accordance with this Agreement. The programs identified herein are 1293

minimum requirements that must be met, and CONTRACTOR may (but is not required to) 1294

implement other programs that may be necessary to achieve the foregoing. 1295

5.06 Mutual Cooperation. TOWN shall cooperate in good faith, so long as there is no 1296

additional cost to TOWN, with CONTRACTOR in CONTRACTOR’s efforts to meet TOWN’S 1297

diversion and other compliance requirements imposed by AB 939 and other such Applicable 1298

Laws, and to meet the diversion requirements of this Agreement and the State. In this regard, 1299

TOWN’S obligations shall include, without limitation, making such petitions and applications as 1300

may be reasonably requested by CONTRACTOR for time extensions in meeting State diversion 1301

goals, or other exceptions from the terms of such Applicable Laws, and authorizing such changes 1302

to CONTRACTOR’S Recycling or Solid Waste programs as may be reasonably requested by 1303

CONTRACTOR for CONTRACTOR to satisfy diversion requirements. 1304

5.07 Waste Reduction and Program Implementation. CONTRACTOR shall be 1305

responsible for providing data and information as reasonably requested by TOWN regarding its 1306

programs and services hereunder, for purposes including but not limited to TOWN’S preparation 1307

of reports and other information as may be required by any agency, including specifically, the 1308

State of California, in order to comply with AB 939 and other such Applicable Laws. 1309

5.08 Compliance with Law. CONTRACTOR agrees that it will carry out its obligations 1310

under this Agreement in a manner consistent with Applicable Laws including specifically AB 939, 1311

AB 341, AB 1594 and AB 1826 and all amendments thereto. 1312

5.09 Solid Waste Generation/Characterization Studies. CONTRACTOR acknowledges 1313

that TOWN must perform Solid Waste generation and disposal characterization studies 1314

periodically to comply with the requirements of the Applicable Laws, including AB 939. 1315

CONTRACTOR agrees to participate and cooperate with TOWN and its agents to accomplish 1316

such studies, as reasonably requested by TOWN, provided that such participation and 1317

cooperation can be accomplished at no additional cost to CONTRACTOR and without 1318

substantially interfering with CONTRACTOR’s operations. 1319

5.10 Implementation of Additional Diversion Services. If TOWN determines that 1320

CONTRACTOR has not fulfilled its diversion requirements set forth in this Agreement, TOWN 1321

may require CONTRACTOR to implement additional diversion programs with no additional 1322

compensation for CONTRACTOR or adjustments to the Service Recipient Rates. 1323

5.11 Pilot Programs. Pilot programs and innovative services may entail new collection 1324

methods and use of new or alternative Solid Waste processing and disposal technologies are 1325

included among the types of changes which TOWN may direct. Any changes under this Section 1326

5.11 shall be treated as TOWN-directed changes under Section 24.09. 1327

5.12 Failure to Meet Minimum Requirements. CONTRACTOR’S failure to meet the 1328

minimum diversion requirements set forth in Article 5 may result in or all of the following: (a) the 1329


Page 35 of 244

imposition of liquidated damages, (b) implementation of new programs by CONTRACTOR without 1330

additional compensation, (c) denial of increases to Service Recipient Rates, and (d) termination 1331

of this Agreement. In determining whether or not to terminate the Agreement, the TOWN will 1332

consider the good faith efforts put forth by CONTRACTOR to meet the minimum diversion 1333

requirements. This consideration will include the methods and level of effort of CONTRACTOR to 1334

fully implement the public education and diversion plans attached to and included in this 1335

Agreement as provided in Exhibit 8 and Exhibit 9, respectively. 1336

ARTICLE 18. Service Units 1337

18.04 Service Units. Service Units shall include all the following categories of which are 1338

in the Service Area as of October 1, 2017, and all such Service Area which may be added to the 1339

Service Area by means of annexation, new construction, or as otherwise set forth in this 1340

Agreement during term of this Agreement: 1341

18.04.1 SFD Service Units 1342

18.04.2 MFD Service Units 1343

18.04.3 Commercial Service Units 1344

18.04.4 Town Service Units 1345

18.04.4.1 Any question as to whether a Service Area falls within one of 1346

these categories shall be determined by the Town Representative and the determination of the 1347

Town Representative shall be final. 1348

18.05 Service Unit Changes. The TOWN and CONTRACTOR acknowledge that during 1349

the term of this Agreement it may be necessary or desirable to add or delete Service Units for 1350

which CONTRACTOR will provide Collection Services. 1351

18.05.1 Additions and Deletions. CONTRACTOR shall provide services 1352

described in this Agreement to new Service Units within five (5) Work Days of receipt of notice 1353

from the TOWN or new Service Unit to begin such service. 1354

18.06 Annexation. If during the life of the Agreement, additional territory is acquired by 1355

the TOWN through annexation, CONTRACTOR agrees to provide Collection Services in such 1356

annexed area in accordance with the provisions and service rates set forth in this Agreement. 1357

Such Collection Services shall begin within five (5) Work Days of receipt of written notice from the 1358

TOWN. CONTRACTOR shall not begin Collection Service without written authorization from the 1359

TOWN. 1360

18.07 Route Map Update. CONTRACTOR shall revise the Service Unit route maps to 1361

show the addition of Service Units added due to annexation and shall provide such revised maps 1362

to the Town Representative as requested. 1363

ARTICLE 19. SFD Collection Services 1364

19.04 SFD Collection Services. These services shall be governed by the following terms 1365

and conditions: 1366

19.04.1 Conditions of Service. CONTRACTOR shall provide SFD Collection 1367

Service to all SFD Service Units in the Service Area whose Garbage is properly containerized in 1368

Garbage Carts, Recyclable Material is properly containerized in Recycling Carts, except as set 1369

forth in Section 7.05; and Organic Waste is properly containerized in Organics Carts except as 1370


Page 36 of 244

set forth in Section 7.04 and Section 7.05; where the Garbage, Recycling and Organics Carts 1371

have been placed within three (3) feet of the curb, swale, paved surface of the public roadway, 1372

closest accessible roadway, or other such location agreed to by CONTRACTOR and Service 1373

Recipient, which will provide safe and efficient accessibility to CONTRACTOR'S collection crew 1374

and collection vehicle. CONTRACTOR shall be compensated for the cost of SFD Collection 1375

Services in accordance with the Service Recipient Rates as set forth in Exhibit 1 as may be 1376

adjusted under the terms of this Agreement. 1377

19.05 Walk-up Service. 1378

19.05.1 Required Due to Disabilities. Notwithstanding any term or definition set 1379

forth in this Agreement, CONTRACTOR shall provide Walk-us Services collection of Garbage, 1380

Recyclable Material, and Organic Waste to a SFD Service Unit if all adult Service Recipients 1381

residing therein have disabilities that prevent them from setting their Garbage, Recycling or 1382

Organics Cart at the curb for collection and if a request for Walk-up Service has been made to 1383

CONTRACTOR in writing of any SFD Service Units requiring Walk-up Service, along with the 1384

date such service is to begin. No additional monies shall be due to the CONTRACTOR for the 1385

provision of required Service. 1386

19.06 On Request as Additional Service. Notwithstanding any term or definition set forth 1387

in this Agreement, CONTRACTOR shall provide Walk-up Service collection of Garbage, 1388

Recyclable Material, and Organic Waste to SFD Service Units on request of the SFD Service 1389

Recipient as an additional service. CONTRACTOR shall be entitled to additional compensation 1390

for requested Walk-up Services in accordance with the Service Recipient Rates as set in Exhibit 1391

1 as may be adjusted under the terms of this Agreement 1392

19.06.1 Collection Day. CONTRACTOR shall provide Walk-up Service 1393

collection Service on the same Work Day that curbside collection would otherwise be provided to 1394

the SFD Service Unit. 1395

19.07 Holiday Tree Collection. 1396

19.07.1 Holiday Tree Curbside. CONTRACTOR shall collect Holiday Trees from 1397

all SFD Service Units as part of the Organics Collection Services. 1398

19.07.2 Holiday Tree Drop-off Sites. CONTRACTOR shall provide two (2) 1399

different locations, determined by the TOWN, for SFD Service Recipients to drop-off Holiday 1400

Trees. The CONTRACTOR shall collect the Holiday Trees from the drop-off sites on a daily basis. 1401

CONTRACTOR shall provide this service beginning on the first Work Day after December 25 until 1402

February 1st, Monday through Sunday, 24 hours per day. 1403

19.07.3 Contaminated Holiday Trees. Holiday Trees that are flocked or contain 1404

tinsel or other decorations may be delivered to the Disposal Facility at the discretion of 1405

CONTRACTOR. If CONTRACTOR does not collect a contaminated Holiday Tree, 1406

CONTRACTOR is to notify the Service Recipient of the non-collection. 1407

19.08 Large Item Collection Service. This service will be governed by the following terms 1408


19.08.1 Conditions of Service. At no charge, CONTRACTOR shall provide two 1410

(2) Large Item Collection Service pick-ups of up to four (4) cubic yards of Large Item material per 1411

collection, per calendar year to all SFD Service Units in the Service Area whose Large Items have 1412

been placed within three (3) feet of the curb, swale, paved surface of the public roadway, closest 1413

accessible roadway, or other such location agreed to by CONTRACTOR and Service Recipient, 1414

which will provide safe and efficient accessibility to CONTRACTOR’S collection crew and vehicle. 1415


Page 37 of 244

CONTRACTOR shall be compensated for the cost of collecting Large Items in excess of four (4) 1416

cubic yards, or for conducting additional Large Items Collections in excess of two (2) per calendar 1417

year in accordance with the “Large Item Collection” service rates in accordance with the Service 1418

Recipient Rates as set in Exhibit 1 as may be adjusted under the terms of this Agreement 1419

19.08.2 Frequency of Service. Large Item Collection Service shall be provided 1420

within five (5) Work Days of receipt of the request. 1421

19.09 Used Motor Oil and Motor Oil Filter Collection Services. CONTRACTOR shall 1422

provide curbside collection of used motor oil and motor oil filters as part of CONTRACTOR’S 1423

regularly scheduled SFD Recycling Collection Service, at no charge to the SFD Service Recipient. 1424

19.09.1 CONTRACTOR shall provide SFD Service Recipients upon request 1425

with used motor oil containers and heavy-duty zip-lock bags for used motor oil filters. Service 1426

Recipients will be allowed to recycle up to two (2) gallons of used motor oil each week using this 1427

service. Used motor oil must be properly containerized and bagged in accordance with 1428

CONTRACTOR’s instructions and set out next to the Garbage Cart. Used motor oil must be 1429

recycled and/or lawfully disposed. 1430

ARTICLE 20. MFD Collection Services 1431

20.04 MFD Collection Services. These services shall be governed by the following 1432

terms and conditions: 1433

20.04.1 Conditions of Service. CONTRACTOR shall provide Garbage, 1434

Recyclable Material, and Organic Waste Collection Service to all MFD Service Units in the Service 1435

Area whose Garbage, Recyclable Material and Organic Waste are properly containerized in Bins 1436

or Carts as appropriate where the Bins and Carts are accessible as set forth in Section 3.02.2. 1437

CONTRACTOR shall be compensated for the cost of MFD Collection Services in accordance with 1438

the Service Recipient Rates as set in Exhibit 1 as may be adjusted under the terms of this 1439

Agreement. 1440

20.05 Large Item Collection Service. This service will be governed by the following terms 1441


20.05.1 Conditions of Service. CONTRACTOR shall provide two (2) Large Item 1443

Collection Service pick-ups to with an equivalent amount of up to half (0.5) cubic yards per MFD 1444

Service Unit per collection, per calendar year. This service is to be arranged by the property 1445

manager of the MFD Service Unit. CONTRACTOR shall be compensated for the cost of collecting 1446

Large Items in accordance with the “Large Item Collection” service accordance with the Service 1447

Recipient Rates as set in Exhibit 1 as may be adjusted under the terms of this Agreement. 1448

20.06 Holiday Tree Collection. CONTRACTOR shall provide Holiday Tree Collection to 1449

MFD Service Recipients in a manner to be arranged by the property manager and 1450

CONTRACTOR. 1451

ARTICLE 21. Commercial Collection Services 1452

21.04 Commercial Collection Services. These services shall be governed by the 1453

following terms and conditions: 1454

21.04.1 Conditions of Service. CONTRACTOR shall provide Garbage, 1455

Recyclable Materials and Organic Waste Collection Services to all Commercial Service Units in 1456

the Service Area whose Garbage and Recyclable Material and Organic Waste are properly 1457


Page 38 of 244

containerized in Bins or Carts as appropriate, where the Bins and Carts are accessible as set 1458

forth in Section 3.02.2. CONTRACTOR shall be compensated for the cost of Commercial 1459

Collection Services in accordance with the Service Recipient Rates as set forth in Exhibit 1, as 1460

may be adjusted under the terms of this Agreement. 1461

21.05 Dry Commercial Mixed Waste Program. In accordance with Section 2.3 of the 1462

Waste Delivery Agreement, CONTRACTOR may provide collection and processing of dry 1463

commercial mixed waste in accordance with Service Recipient Rates as set forth in Exhibit 1, as 1464

may be adjusted under the terms of this Agreement. 1465

21.06 Commercial Food Waste Program. In accordance with Section 2.3 of the Waste 1466

Delivery Agreement, CONTRACTOR shall provide food waste Collection Services to Commercial 1467

Service Recipients in accordance with Service Recipient Rates as set forth in Exhibit 1 as may 1468

be adjusted under the terms of this Agreement. 1469

ARTICLE 22. Town Collection Services 1470

22.04 Town Collection Services. These services shall be governed by the following 1471

terms and conditions 1472

22.04.1 Conditions of Service. CONTRACTOR shall provide Garbage, Recyclable 1473

Material, and Organic Waste Collection Service to all Town Service Units as set forth in Exhibit 1474

4, including Town buildings and facilities, and the Windsor Fire Department and Windsor Unified 1475

School District, where the Containers are accessible as set forth in Section 3.02.2. 1476

22.04.2 CONTRACTOR shall provide collection, transporting and disposal or 1477

processing service to public Garbage, Recycling, or Organics Bins, Carts or Containers in place 1478

or placed by the TOWN, or as designated by the TOWN on sidewalks, at bus stops, in parks, the 1479

Town Green/downtown area, and other TOWN properties during the term of this Agreement. 1480

Frequency of collection may be designated by the TOWN, but not to exceed six (6) times per 1481

week per container. CONTRACTOR shall provide this service at no additional cost to TOWN. 1482

22.05 Town Enforcement Clean-Up Services. 1483

22.05.1 CONTRACTOR shall, in response to the request of the Town 1484

Representative, within twenty-four (24) hours provide for temporary clean-up services in the 1485

Service Area. CONTRACTOR shall collect, transport and deliver the materials to the Disposal 1486

Facility, the Materials Recovery Facility, Organics Processing Facility or such other facility as is 1487

appropriate for the disposition of the materials and as approved by the Town Representative. 1488

22.05.2 CONTRACTOR may provide Town Enforcement Clean-up Services 1489

utilizing a Bin, Cart, Roll-off Container, or no Container. 1490

22.05.3 Each Agreement Year, CONTRACTOR shall, at no charge to the TOWN, 1491

provide for a maximum of one thousand (1,000) cubic yards of collection from TOWN 1492

Enforcement Clean-up Services. CONTRACTOR shall be entitled to charge the TOWN for 1493

amounts that exceed one thousand (1,000) cubic yards per Agreement Year in accordance with 1494

the Service Recipient Rates as set forth in Exhibit 1 as may be adjusted under the terms of this 1495

Agreement. If CONTRACTOR receives reimbursement or credit by Sonoma County or Republic 1496

Services of Sonoma County for disposal of materials collected as part of Town Enforcement 1497

Clean-up Services, the amount of such reimbursement or credit shall be reported to the Town 1498

within thirty (30) days of reimbursement or credit. 1499


Page 39 of 244

22.05.4 Abandoned Waste Illegal Dumping. CONTRACTOR shall direct its 1500

collection vehicle drivers to note: 1501

22.05.4.1 (i) the addresses of any Service Area at which the driver 1502

observes that Garbage, Recyclable Material, and/or Organics Waste is accumulating; and 1503

22.05.4.2 (ii) the address, or other location description, at which 1504

Garbage, Recyclable Material, and/or Organics Waste has been dumped in an apparently 1505

unauthorized manner. CONTRACTOR shall deliver the address or description to TOWN within 1506

three (3) Work Days of such observation. 1507

22.06 Town-sponsored Events Service. CONTRACTOR shall provide Garbage, 1508

Recycling and Organics containers at TOWN-sponsored Events, as requested by TOWN. Such 1509

services shall be provided in such a manner that all Solid Waste needs of the event are assessed 1510

for adequate and proper collection services based on the assumed event attendance and event 1511

type by CONTRACTOR in advance of the event at no cost of any kind to the TOWN. Current 1512

events are set forth on Exhibit 7, which is attached to and included in this Agreement. 1513

22.07 Large Item Collection Service. CONTRACTOR shall be responsible for collecting 1514

Large Items, including E-Waste and U-Waste, from Town Services Units on an on-call basis. 1515

22.08 Bulk Wood Chips for TOWN. CONTRACTOR shall make available to TOWN bulk 1516

wood chips as allocated and made available by the SCWMA for use in TOWN parks and facility 1517

landscaping up to four (4) times per calendar year. TOWN will notify CONTRACTOR as to the 1518

TOWN’S needs for delivery of wood chips throughout the Agreement Year. CONTRACTOR shall 1519

deliver wood chips upon request of TOWN at no additional cost to TOWN. If TOWN does not 1520

take delivery of wood chips made available by CONTRACTOR within thirty (30) days of the end 1521

of the Agreement Year, CONTRACTOR’S obligation to deliver wood chips for said Agreement 1522

Year shall be deemed to be satisfied. 1523

22.09 Street Sweeping Services 1524

22.09.1 Beginning October 1, 2017, and continuing until the expiration or 1525

termination of this Agreement, CONTRACTOR shall provide Street Sweeping Services in 1526

accordance with the terms and conditions of this Agreement. 1527

22.09.2 Transition. CONTRACTOR understands and agrees that the time 1528

between the Effective Date and October 1, 2017, is intended to provide CONTRACTOR with 1529

sufficient time to, among other things, order equipment, prepare necessary routing, implement 1530

changes in the Street Sweeping Service program, obtain permits and licenses, establish/build 1531

facilities, begin the public awareness program as part of CONTRACTOR’S transition program, 1532

and integrate other program changes as specified in this Agreement. CONTRACTOR shall be 1533

responsible for the provision of all Street Sweeping Service beginning October 1, 2017. 1534

22.09.3 Manner of Service. CONTRACTOR shall provide a complete sweep of all 1535

Curb Miles on all publicly maintained Town Streets. Within any Curb Mile, CONTRACTOR shall 1536

be responsible for sweeping all curbs including Median Islands and the corners from any cross 1537

street intersecting the subject street. CONTRACTOR shall obey all laws governing the operation 1538

of the sweepers on a public street, and shall perform its operations so that sweepers are 1539

traversing their routes in the normal direction of traffic. 1540

22.09.4 Water. CONTRACTOR shall obtain water services from the appropriate 1541

water utility for the water necessary in the street sweeping operation, and the cost of the water 1542

shall be borne by CONTRACTOR. 1543


Page 40 of 244

22.09.5 The proper volume and pressure shall be supplied by the sweeper at all 1544

times for adequate dust control during the sweeping operation. 1545

22.09.6 CONTRACTOR shall use reclaimed or recycled water due to increased 1546

availability of reclaimed water when possible. 1547

22.09.7 Sweeper Speed. CONTRACTOR shall operate the sweepers at a speed 1548

of not more than six (6) miles per hour when sweeping or when the sweeper brooms are down, 1549

unless CONTRACTOR can demonstrate that the sweeper can operate efficiently and safely at a 1550

higher speed. TOWN will use industry standards, Environmental Protection Agency information, 1551

and the sweeper manufacturer's recommendation on the speed of sweepers when considering 1552

speeds greater than six (6) miles per hour. 1553

22.09.8 Width of Sweeper Path. CONTRACTOR shall sweep a path, with all 1554

brooms down, with a width of not less than eight (8) feet unless parked vehicles, structures, or 1555

other objects prohibit the safe sweeping of this path width. The path shall begin at the face of the 1556

curb, and include the flow line of the gutter. Unless blocked by parked cars, Garbage Carts, 1557

Recycling Carts, or Organics Carts the face of the curb and gutter shall always be included within 1558

the sweeper path. On those residential streets with no curb, the width of the sweeper path shall 1559

be not less than eight (8) feet measured from the edge of the pavement toward the center of the 1560

street. 1561

22.09.9 Street Sweeping Frequency. 1562

22.09.9.1 Residential Streets. CONTRACTOR shall provide Street 1563

Sweeping Service for each Curb Mile of residential streets in the Town once every other week on 1564

a scheduled route basis. However, in those instances where the scheduled Street Sweeping 1565

Service day falls on a holiday, as designated in Section 3.14, CONTRACTOR shall adjust the 1566

route schedule as set forth in Section 3.09. 1567

22.09.9.2 Commercial Streets. CONTRACTOR shall provide Street 1568

Sweeping Service for each Curb Mile of commercial streets in the Town once per week on a 1569

scheduled route basis. However, in those instances where the scheduled Street Sweeping 1570

Service day falls on a holiday, CONTRACTOR shall adjust the route schedule as set forth in 1571

Section 3.09. 1572

22.09.10 Street Sweeping Hours of Service. 1573

22.09.10.1 Residential Streets. CONTRACTOR shall provide Street 1574

Sweeping Service on residential streets commencing no earlier than 9:00 a.m. and terminating 1575

no later than 4:00 p.m. Monday-Friday. Street Sweeping Service operates five days per week. 1576

The hours, days, or both of service may be extended due to extraordinary circumstances or 1577

conditions with the prior written consent of the TOWN Representative. Sweeping in residential 1578

areas shall be coordinated with Collection Services to ensure that sweeping occurs after collection 1579

of all Carts has been completed on a specific street. 1580

22.09.10.2 Commercial Streets. CONTRACTOR shall provide Street 1581

Sweeping Service on commercial streets commencing no earlier than 9:00 a.m. and terminating 1582

no later than 4:00 p.m. Monday-Friday. Street Sweeping Service operates five days per week. 1583

The hours, days, or both of service may be extended due to extraordinary circumstances or 1584

conditions with the prior verbal consent of the Town Representative. 1585

22.09.10.3 Street Sweeping in the downtown area or other areas as 1586

designated by the TOWN may commence no earlier than 7:00 a.m. and terminate no later than 1587


Page 41 of 244

4:00 p.m. Monday-Friday. TOWN may restrict the Street Sweeping hours in the downtown area 1588

or other areas where noise or traffic negatively affects the surrounding neighborhoods. 1589

22.09.10.4 Designated collector, arterial streets and TOWN facilities 1590

may be swept on Saturdays between the hours of 8:00 a.m. and 12:00 noon upon approval of the 1591

TOWN. 1592

22.09.10.5 With prior written approval by the TOWN Representative, 1593

CONTRACTOR may use TOWN facilities to place Roll-off Containers to dump or transfer Sweep 1594

Waste collected during street sweeping operations. 1595

22.09.11 Street Changes. TOWN and CONTRACTOR acknowledge that during 1596

the term of this Agreement it may be necessary or desirable to add or delete Town Streets for 1597

which CONTRACTOR will provide Street Sweeping Service. TOWN will provide notification of 1598

changes to CONTRACTOR through CONTRACTOR’s Customer Service Program which may 1599

cause the Town Representative to order a street or an area to be bypassed temporarily include 1600

the following: 1601

Construction or development on or along a street. 1602

Pavement maintenance activities, including the chip seal program or the slurry seal 1603

program. 1604

Inclement weather when running water is in the gutter or street such that sweeping is 1605

ineffective. 1606

Special sweeping on alternative schedule. 1607

Consistent non-compliance of citizens to remove parked cars during sweep days. 1608

Other legitimate reasons that make sweeping impractical as determined by the Town 1609

Representative. 1610

22.09.12 Street Additions. As new streets are constructed and accepted by 1611

TOWN, TOWN may, at TOWN’S sole option, designate such streets as part of the Service Area 1612

for the purposes of Street Sweeping Service. If the Town Representative designates such streets 1613

as part of the Service Area CONTRACTOR shall provide Street Sweeping Service on such streets 1614

under the terms and conditions of this Agreement within fifteen (15) Work Days of receipt of written 1615

notice from the Town Representative to begin service. 1616

22.09.13 Street Deletions. TOWN may require some Town Streets to be 1617

temporarily or permanently removed from the list of scheduled streets for which CONTRACTOR 1618

provides Street Sweeping Service under this Agreement. CONTRACTOR shall immediately 1619

cease providing Street Sweeping Service to any Town Street upon receipt of written notice from 1620

the Town Representative to stop such service. When a Town Street has been temporarily 1621

removed from the list of scheduled streets, CONTRACTOR shall resume Street Sweeping Service 1622

on such street in the next regularly scheduled cycle following the receipt of written notice from the 1623

Town Representative to resume service. 1624

22.09.14 Revised Maps. CONTRACTOR shall revise the Street Sweeping 1625

Service route maps to show the addition or deletion of Town Streets as provided above and shall 1626

provide such revised maps to the Town Representative within ninety (90) days from receipt of 1627

written notice. The maps shall be provided in a format that can be posted to the TOWN website. 1628

22.09.15 Temporary Changes in Sweeping Schedule. In the event that the Town 1629

Representative notifies CONTRACTOR not to sweep on a temporary basis, CONTRACTOR shall 1630


Page 42 of 244

not be paid for the equivalent Curb Miles and no liquidated damages will be assessed for failure 1631

to sweep such streets. The Town Representative shall notify CONTRACTOR of the temporary 1632

suspension of service at least one (1) day prior to the scheduled sweep, except that in the case 1633

where the reason for not performing service is because of inclement weather, the Town 1634

Representative may notify CONTRACTOR at any time. 1635

22.09.16 Parking Restrictions. The TOWN will provide written notice to 1636

CONTRACTOR of any streets when permit parking may impact scheduled Street Sweeping 1637

Service. CONTRACTOR may be required to adjust sweeping schedule to sweep prior to the 1638

permit parking restrictions. 1639

22.09.17 Adverse Weather Conditions. Because of varying rain conditions 1640

throughout the TOWN, CONTRACTOR may verbally request permission from the Town 1641

Representative to cancel sweeping during heavy and persistent rainstorms within the Service 1642

Area. CONTRACTOR may cancel sweeping only with the prior consent of the Town 1643


22.09.18 Hazardous Waste. CONTRACTOR shall not be required to remove any 1645

Hazardous Waste from the street surface. If in the course of performing Street Sweeping 1646

Services, any suspected Hazardous Wastes are encountered, CONTRACTOR shall immediately 1647

report the location to the Windsor Police Department or any other responsible agency and to the 1648


22.09.19 Disposal of Sweep Waste. CONTRACTOR shall transport and deliver to 1650

the Disposal Facility all Sweep Waste collected as a result of performing Street Sweeping 1651

Services. In the event the Disposal Facility is closed on a Work Day or is otherwise unable to 1652

accept the Sweep Waste for disposal, CONTRACTOR shall transport and dispose of the Sweep 1653

Waste at such other legally permitted Disposal Facility as approved by the Town Representative. 1654

22.09.20 Spillage. During hauling, all Sweep Waste shall be contained, covered 1655

or enclosed so that leaking, spilling and blowing of the Sweep Waste is prevented. 1656

CONTRACTOR shall be responsible for the immediate clean-up of any spillage caused by 1657

CONTRACTOR. 1658

22.10 Equipment. 1659

22.10.1 General Provisions. All Street Sweeping Service equipment used by 1660

CONTRACTOR in the performance of services under this Agreement shall be of a high quality 1661

and of the vacuum type. The collection vehicles shall be designed and operated so as to prevent 1662

collected materials from escaping from the collection vehicles. Hoppers shall be closed on top 1663

and on all sides with screening material to prevent collected materials from leaking, blowing or 1664

falling from the collection vehicles. 1665

22.10.2 Clean Air Collection Vehicles. During the term of this Agreement, to the 1666

extent required by law, CONTRACTOR shall provide its Street Sweeping vehicles to be in full 1667

compliance with local, State and federal clean air requirements that were adopted or proposed to 1668

be adopted, including, but not limited to, the California Air Resources Board Heavy Duty Engine 1669

Standards as currently proposed to be contained in CCR Title 13, Section 2020 et seq.; the 1670

Federal EPA’s Highway Diesel Fuel Sulfur regulations and any other applicable air pollution 1671

control laws. 1672

22.10.3 Vehicle Noise Level. All Street Sweeping operations shall be conducted 1673

as quietly as possible and must comply with U.S. EPA noise emission regulations, currently 1674


Page 43 of 244

codified at 40 CFR Part 205, and other applicable State, County and Town noise control 1675

regulations. 1676

22.10.4 Reserve Equipment. CONTRACTOR shall have available to it, at all 1677

times, reserve collection and Street Sweeping Service equipment which can be put into service 1678

and operation within one (1) hour of any breakdown. Such reserve equipment shall correspond 1679

in size and capacity to the equipment used by CONTRACTOR to perform CONTRACTOR’S 1680

duties under this Agreement. 1681

22.11 Street Sweeping Service Routes. On or before July 1, 2017, TOWN shall provide 1682

CONTRACTOR with a Street Sweeping database for use in developing routes and maps. 1683

CONTRACTOR shall develop the routes and maps using this data. 1684

22.11.1 Not less than forty-five (45) days prior to commencement of Street 1685

Sweeping Services, CONTRACTOR shall submit to the Town Representative, Service Area maps 1686

precisely defining the Sweeper Routes for review and approval by the Town Representative. The 1687

route maps shall include the days of the month sweeping shall occur, the sweeping schedules in 1688

adjacent areas, the portions of the TOWN to be swept, the start and finish of each route, the 1689

location of each dumpsite, and any special needs such as early starts, and late finishes. 1690

22.11.2 The Town Representative may provide written comments on the 1691

preliminary maps to CONTRACTOR no later than ten (10) Work Days after receipt of the maps 1692

from CONTRACTOR. CONTRACTOR shall revise the maps to reflect such comments and return 1693

them to the Town Representative within ten (10) Work Days after receipt of the Town 1694

Representative’s comments for TOWN corroboration. 1695

22.11.3 Upon approval by the Town Representative of the final Sweeper Route 1696

maps, CONTRACTOR shall develop and maintain the Sweeping Routes on a computerized 1697

mapping system that is compatible with TOWN’S mapping system to the extent possible. Street 1698

Sweeping maps provided to the TOWN shall be in a format that is suitable for posting to the 1699

TOWN website. 1700

22.11.4 Changes in maps due to addition and deletion of certain TOWN Streets 1701

shall be provided by TOWN, and CONTRACTOR shall update the maps in CONTRACTOR’S 1702

system every month. Such changes shall also be reflected in CONTRACTOR’S printed route 1703

maps. 1704

22.12 Service Route Changes. CONTRACTOR shall submit to the Town 1705

Representative, in writing, any proposed route change (including maps thereof) not less than 1706

forty-five (45) calendar days prior to the proposed date of implementation. 1707

22.12.1 The Town Representative may provide written comments to 1708

CONTRACTOR on such proposed change no later than ten (10) Work Days after receipt of the 1709

proposal from CONTRACTOR, and CONTRACTOR shall revise the routes to reflect such 1710

comments and return them to the Town Representative within ten (10) Work Days of receipt of 1711

such comments, for TOWN corroboration. 1712

22.12.2 CONTRACTOR shall not implement any route changes without the prior 1713

written approval of the Town Representative. If the approved route change will change the day 1714

on which Street Sweeping Service will occur, CONTRACTOR shall notify the affected Service 1715

Recipients of route changes not less than thirty (30) Work Days before the proposed date of 1716

implementation in a manner approved by the Town Representative. 1717

22.13 Other Town Sweep Service. If during the term of this Agreement, circumstances 1718

exist that require work associated with the Street Sweeping Service program that is not 1719


Page 44 of 244

specifically provided for in this Agreement, the Town Representative may require CONTRACTOR 1720

to perform such other associated work (“OAW”). 1721

22.13.1 When CONTRACTOR performs OAW, the labor, materials, and 1722

equipment used in the performance of such work shall be subject to the prior written approval of 1723

the Town Representative. 1724

22.13.2 Examples of OAW that CONTRACTOR may be required to perform 1725

include: performance of special sweeps, flood clean-up, street sanitation for parades and 1726

celebrations, TOWN requested clean-up services, and any contingency where sweeper and 1727

supporting sweeper equipment could assist in a particular instance. 1728

22.14 Street Sweeping Quality of Work. The standards of performance which 1729

CONTRACTOR is obligated to meet are those good street sweeping practices which leave the 1730

service area in a debris and dirt free condition. 1731

22.15 Liquidated Damages. In the event CONTRACTOR fails to perform the services set 1732

forth in this Agreement, TOWN may assess liquidated damages against CONTRACTOR and may 1733

deduct such charge from any monies due or which may become due to CONTRACTOR in 1734

accordance with the provisions of Article 19 of this Agreement. 1735

ARTICLE 23. Collection Routes 1736

23.04 Collection Routes. Ninety (90) days prior to commencement of Collection 1737

Services, CONTRACTOR shall provide the TOWN with maps precisely defining collection routes, 1738

the days and the times at which collection shall regularly commence. To the extent possible, 1739

CONTRACTOR will provide the map data in a GIS format that is compatible with the format used 1740

by the TOWN. 1741

23.05 Subsequent Collection Route Changes. CONTRACTOR shall submit to the 1742

TOWN, in writing, any proposed route change (including maps thereof) not less than sixty (60) 1743

calendar days prior to the proposed date of implementation. To the extent possible, 1744

CONTRACTOR will provide the map data in a GIS format that is compatible with the format used 1745

by the TOWN. 1746

23.05.1 CONTRACTOR shall not implement any route changes without the 1747

prior review and written approval of the Town Representative. If the route change will change the 1748

collection day for a Service Recipient, CONTRACTOR shall notify those Service Recipients in 1749

writing of route changes not less than thirty (30) days prior to the proposed date of implementation. 1750

23.05.2 Collection Route Audits. The TOWN reserves the right to conduct 1751

audits of CONTRACTOR’S collection routes. CONTRACTOR shall cooperate with the TOWN 1752

in connection therewith, including permitting TOWN employees or agents, designated by the 1753

Town Representative, to ride in the collection vehicles in order to conduct the audits. 1754

23.05.3 CONTRACTOR shall have no responsibility or liability for the salary, 1755

wages, benefits or worker compensation claims of any person designated by the Town 1756

Representative to conduct such audits. 1757

ARTICLE 24. Collection Equipment 1758

24.04 Equipment Specifications. 1759

24.04.1 General Provisions. All equipment used by CONTRACTOR in the 1760

performance of services under this Agreement shall be of a high quality. 1761


Page 45 of 244

24.04.1.1 The collection vehicles shall be designed and operated so 1762

as to prevent collected materials from escaping from the collection vehicles. Hoppers shall be 1763

closed on top and on all sides with screening material to prevent collected materials from leaking, 1764

blowing or falling from the collection vehicles. 1765

24.04.1.2 All collection vehicles and containers shall be watertight and 1766

shall be operated so that liquids do not spill during collection or in transit. 1767

24.04.2 Clean Air Collection Vehicles. During the term of this Agreement, to 1768

the extent required by law, CONTRACTOR’S collection vehicles shall be in full compliance with 1769

local, State and federal clean air requirements including, but not limited to, the California Air 1770

Resources Board Heavy Duty Engine Standards as currently proposed to be contained in CCR 1771

Title 13, Section 2020 et seq.; the Federal EPA’s Highway Diesel Fuel Sulfur regulations and any 1772

other applicable air pollution control laws. 1773

24.04.3 Collection Vehicle Classification. At the start of this Collection Service 1774

Agreement, all collection vehicles used for collection of Carts or Bins, and all Street Sweeping 1775

vehicles utilized by CONTRACTOR pursuant to this Agreement may be pre-owned or new 1776

classification. 1777

24.04.3.1 Collection vehicles used for Cart collection shall be fully-1778

automated except where such service is not feasible because of topographic or other physical 1779

factors. 1780

24.04.3.2 Where fully-automated Collection Service is not feasible, 1781

CONTRACTOR shall consult with the Town Representative regarding the Collection Service 1782

equipment to be utilized. CONTRACTOR shall use front-end loader or roll-off loaders for Bin and 1783

Roll-off containers. 1784

24.04.4 Large Items. Collection vehicles used for collection of Large Items shall 1785

not use compactor mechanisms or mechanical handling equipment that may damage reusable 1786

goods or release Freon or other gases from pressurized appliances. 1787

24.04.5 Safety Markings. All collection vehicles and equipment used by 1788

CONTRACTOR shall have appropriate safety markings including, but not limited to, highway 1789

lighting, flashing and warning lights, clearance lights, and warning flags. All such safety markings 1790

shall be subject to the approval of the TOWN and shall be in accordance with the requirements 1791

of the California Vehicle Code, as may be amended from time to time. 1792

24.04.6 Collection Vehicle Signage and Painting. Collection vehicles, except 1793

reserve equipment used on a temporary basis, shall be painted and numbered consecutively 1794

without repetition and shall have CONTRACTOR'S name, CONTRACTOR’S customer service 1795

telephone number, and the number of the collection vehicle painted in letters of contrasting color, 1796

at least three (3) inches high, on each side and the rear of each collection vehicle. 1797

24.04.6.1 No advertising shall be permitted other than the name of 1798

CONTRACTOR except promotional advertisement of the Recyclable Material, Organics 1799

programs, and/or other programs approved by TOWN. 1800

24.04.6.2 CONTRACTOR shall repaint all collection vehicles 1801

(including collection vehicles striping) during the term of this Agreement on a frequency as 1802

necessary to maintain a positive public image as reasonably determined by the Town 1803



Page 46 of 244

24.04.7 Collection Vehicle Noise Level. All Collection Service and Street 1805

Sweeping operations shall be conducted as quietly as possible and must comply with U.S. EPA 1806

noise emission regulations, currently codified at 40 CFR Part 205, and other applicable State, 1807

County and Town noise control regulations. 1808

24.04.8 In the event of an on-route breakdown, CONTRACTOR may utilize a 1809

temporary backup vehicle without the prior written consent of the Town Representative, but must 1810

verbally inform the Town Representative of any such on-route breakdown and timeframe for the 1811

use of a temporary collection vehicle. 1812

24.05 Collection Vehicle Registration, Licensing and Inspection. On or before October 1813

1, 2017 and annually thereafter during the term of this Agreement, CONTRACTOR shall submit 1814

documentation to the Town Representative to verify that each of CONTRACTOR’S Collection 1815

Service and Street Sweeping collection vehicles is in compliance with all registration, licensing 1816

and inspection requirements of the California Highway Patrol, the California Department of Motor 1817

Vehicles, and any other applicable laws or regulations. 1818

24.05.1 CONTRACTOR shall not use any vehicle to perform Collection 1819

Services that is not in compliance with applicable registration, licensing and inspection 1820

requirements. 1821

24.06 Equipment Maintenance. CONTRACTOR shall maintain collection equipment in 1822

a clean condition and in good repair at all times. 1823

24.06.1 All parts and systems of the collection equipment shall operate properly 1824

and be maintained in a condition satisfactory to TOWN. 1825

24.06.2 CONTRACTOR shall wash all collection vehicles as necessary to 1826

maintain equipment in clean condition and good repair. 1827

24.07 Maintenance Log. CONTRACTOR shall maintain a maintenance log for all 1828

collection vehicles. The log shall at all times be accessible to TOWN by physical inspection upon 1829

request of Town Representative, and shall show, at a minimum, each collection vehicle’s 1830

CONTRACTOR assigned identification number, date purchased or initial lease, dates of 1831

performance of routine maintenance, dates of performance of any additional maintenance, and 1832

description of additional maintenance performed. 1833

24.07.1 Equipment Inventory. On or before October 1, 2017 and annually 1834

thereafter during the term of this Agreement, CONTRACTOR shall provide to TOWN an inventory 1835

of Collection Services and Street Sweeping collection vehicles and major equipment used by 1836

CONTRACTOR for collection or transportation and performance of services under this 1837

Agreement. 1838

24.07.1.1 The inventory shall indicate each collection vehicle by 1839

CONTRACTOR assigned identification number, DMV license number, the age of the chassis and 1840

body, type of fuel used, the type and capacity of each vehicle, the number of collection vehicles 1841

by type, the date of acquisition, the decibel rating and the maintenance status. 1842

24.07.1.2 CONTRACTOR shall submit to the Town Representative, 1843

either by e-mail, an updated inventory annually to the TOWN or more often at the request of the 1844


24.07.2 Reserve Equipment. CONTRACTOR shall have available to it, at all 1846

times, reserve collection equipment which can be put into service and operation within one (1) 1847


Page 47 of 244

hour of any breakdown. Such reserve equipment shall correspond in size and capacity to the 1848

equipment used by CONTRACTOR to perform the contractual duties. 1849

ARTICLE 25. Customer Service Program 1850

25.01 Customer Service Program. CONTRACTOR shall develop, implement, and 1851

maintain a Customer Service Program to ensure that all services provided under this Agreement 1852

are provided at high quality and in accordance with CONTRACTOR’S Customer Service Program 1853

Plan attached as Exhibit 11 of this Agreement. 1854

25.01.1 CONTRACTOR’S Customer Service Plan may be revised from time to 1855

time, at CONTRACTOR’S discretion, provided that any amendments to the Plan shall be 1856

approved by the Town Representative. Approval of any amendments by Town Representative 1857

shall not be unreasonably withheld. 1858

25.02 CONTRACTOR’S Office. CONTRACTOR shall maintain an office in Sonoma 1859

County that provides walk-in and telephone access using a local number to Service Recipients, 1860

residents and businesses of the Town and is staffed by trained and experienced Customer 1861

Service Representatives (CSRs). 1862

25.02.1 Such office shall be equipped with sufficient telephones and the 1863

number of incoming phone lines that all Collection Service related calls received during normal 1864

business hours are answered within five (5) rings. 1865

25.02.2 Such office shall have responsible persons in charge during collection 1866

hours and shall be open during normal business hours, 8:00 a.m. to 5:00 p.m. on regularly 1867

scheduled Work Days (Monday through Friday) and when SFD holiday service is scheduled to 1868

be provided on Saturdays. 1869

25.02.3 CONTRACTOR shall provide either a telephone answering service, 1870

mechanical voicemail device, or email to receive Service Recipient inquiries during those times 1871

when the office is closed. Inquiries, calls and voicemail received after normal business hours 1872

shall be addressed the next Work Day morning. 1873

25.02.4 CONTRACTOR shall also provide a physical location within Sonoma 1874

County that Service Recipients may pay bills, obtain service information, and/or change, start, or 1875

stop Collection Services. Such location shall be assessable to Service Recipients during normal 1876

Work Days. 1877

25.03 Emergency Contact. CONTRACTOR shall provide the Town Representative with 1878

an emergency phone number where CONTRACTOR can be reached outside of the required 1879

office hours within a two (2) hour response time. 1880

25.04 Multilingual/TDD Service. CONTRACTOR shall at all times maintain the capability 1881

of responding to telephone calls in English and Spanish. 1882

25.05 Service Recipient Calls. During office hours, CONTRACTOR shall maintain 1883

a telephone answering system capable of accepting at least ten (10) incoming calls at one (1) 1884

time. CONTRACTOR shall record all calls including any inquiries, service requests and 1885

complaints into a customer service log. 1886

25.05.1 Response to Calls. All incoming calls will be answered within five (5) 1887

rings. Any call “on-hold” in excess of one and one half (1.5) minutes shall have the option to 1888

remain “on-hold” or to be switched to a message center where Service Recipient can leave a 1889

message. 1890


Page 48 of 244

25.05.1.1 CONTRACTOR’S CSR’s shall return all Service Recipient 1891

calls left before 3:00 p.m., all “call backs” shall be attempted a minimum of one time prior to 6:00 1892

p.m. on the day of the call. 1893

25.05.1.2 For messages left after 3:00 p.m., all “call backs” shall be 1894

attempted a minimum of one (1) time prior to noon the next Work Day. 1895

25.05.1.3 CONTRACTOR shall make a minimum of three (3) attempts 1896

within twenty-four (24) hours of the receipt of the call. 1897

25.06 Website. CONTRACTOR shall develop and maintain a website dedicated to 1898

services provided in TOWN that is accessible by the public. 1899

25.06.1 The web site shall include answers to frequently asked questions, rates 1900

for Collection Services, listing and description of Garbage, Recyclable Material and Organic 1901

Waste, Collection Service schedules and maps, customer service phone numbers, and other 1902

related topics. 1903

25.06.2 CONTRACTOR shall arrange for TOWN’S website to include an e-mail 1904

link to CONTRACTOR and a link to CONTRACTOR’S website. 1905

25.06.3 CONTRACTOR’S website shall provide the public the ability to e-mail 1906

complaints to CONTRACTOR and request services or service changes. 1907

25.06.4 CONTRACTOR’S website shall also promote reuse and recycling, and 1908

shall present graphics and statistics illustrating the Town’s progress toward becoming a more 1909

sustainable community, other TOWN environmental programs, and other materials as requested 1910

by TOWN. 1911

25.06.5 TOWN shall review and approve any changes to CONTRACTOR’S 1912

current website. (Note: Subject to modification based on selected Contractor’s proposal) 1913

ARTICLE 26. Education and Outreach Services 1914

26.01 Education and Outreach Program Services. CONTRACTOR, at its own expense, 1915

each Agreement Year shall prepare, submit and implement an annual Education and Outreach 1916

Program. 1917

26.01.1 The proposed action plan must be submitted annually for TOWN 1918

approval no later than October 1st for the next Agreement Year. 1919

26.01.2 The action plan must include a minimum of four (4) campaigns per year, 1920

designed to increase diversion and resident participation. 1921

26.01.2.1 Campaigns should target certain Recyclable Material or 1922

“problem” areas of the CONTRACTOR’S Service Area where improvements can be maximized. 1923

26.01.2.2 Campaigns may include the development of education and 1924

outreach materials, Town-specific website language and social media platforms, involvement at 1925

Town-sponsored Events, and other strategies to assist the TOWN in meeting its diversion 1926

strategies. 1927

26.01.2.3 Targets of outreach should be based on local trends and 1928

recycling patterns based on information obtained by both the Town Representative and 1929

CONTRACTOR staff. 1930


Page 49 of 244

26.01.2.4 CONTRACTOR shall provide space in CONTRACTOR’S 1931

public outreach materials, such as mailers, flyers and newsletters, for the TOWN to include 1932

announcements, community information, articles, and photographs. Newsletters and written 1933

outreach materials must be submitted in draft form to Town Representative for approval prior to 1934

printing and distribution. Outreach efforts must be provided in the Spanish language upon request 1935

of TOWN. 1936

26.01.3 Annual Collection Service Notice. Each Agreement Year from October 1937

1st to September 30th during the term of this Agreement, the CONTRACTOR shall publish and 1938

distribute separate notices to Service Recipients. 1939

26.01.3.1 Based on the category of Service Recipient receiving the 1940

notice, it shall contain at a minimum: definitions of the materials to be collected; procedures for 1941

setting out the materials; maps of the Service Area indicating the day that Garbage Collection 1942

Services, Large Items Collection Service, Recycling Collection Service, and Organics Collection 1943

Service will be provided; and the TOWN customer service phone number. 1944

26.01.3.2 The notice shall be provided in English, and other languages 1945

as directed by the TOWN, and shall be distributed by CONTRACTOR no later than October 1, 1946

2017 during the first year of the Agreement, and no later than October 1st annually thereafter. 1947

26.02 School Recycling Program. CONTRACTOR shall, at its own expensive, develop 1948

and maintain a school recycling program as part of the Education and Outreach Program for all 1949

public schools within the Town Service Area. 1950

26.02.1 The school recycling program shall include, but is not limited to, 1951

creating and distributing education and outreach materials, participation in school assemblies, 1952

right-sizing outdoor containers, providing indoor container roll-out services, sponsorship or 1953

environmentally related field trips, worm composting activities, internships and other strategies to 1954

assist the TOWN in meeting its diversion goals. CONTRACTOR shall reach out and offer similar 1955

services to any K-12 private schools within the Service Area. 1956

26.03 Diversion Coordinator. CONTRACTOR shall, at its own expense, provide for a 1957

part-time Diversion Coordinator dedicated to providing support for recycling and sustainability 1958

programs, including performing commercial waste audits and outreach and support to commercial 1959

and multi-family accounts. 1960

26.03.1 The position will be a minimum of thirty (30) hours per week for the first 1961

three (3) Agreement Years and twenty (20) hours per week for the remainder of the Agreement 1962

term. The Diversion Coordinator may be shared jointly with other Towns/Cities. 1963

26.03.2 CONTRACTOR may use subcontractors to perform some or all the 1964

duties normally assigned to the Diversion Coordinator. 1965

26.03.3 The Diversion Coordinator will meet with key TOWN staff on a not less 1966

than quarterly basis to review performance on diversion programs. 1967

26.03.4 The Diversion Coordinator will advise appropriate personnel within a 1968

business on methods and recommendations to increase participation in Recycling and Organics 1969

Collection programs and decrease participation in Garbage Collection programs; 1970

26.03.4.1 Provide recommendations on container sizes to maximize 1971

diversion, and the potential cost savings if a business takes recommended actions to increase 1972

diversion; 1973


Page 50 of 244

26.03.4.2 Educate and train staff and janitors on best practices for 1974

recycling, waste reduction and availability and use of Indoor Containers for Organic Waste and 1975

outdoor Recycling Bins and Carts and Organics Bins and Carts; 1976

26.03.4.3 Educate personnel on how to maximize diversion; and 1977

provide educational materials, posters, labels, and memos. Town Representative may provide 1978

feedback to CONTRACTOR on effectiveness of Diversion Coordinator. Diversion outreach shall 1979

be arranged for in the Spanish language upon TOWN request. 1980

26.03.4.4 By September 1, 2017, and by each successive 1981

September 1st during the term of this Agreement, CONTRACTOR shall provide the TOWN with 1982

the name and contact information of the Diversion Coordinator. 1983

26.03.4.5 TOWN shall provide one hundred eighty (180) days of 1984

written notice to CONTRACTOR prior to redirecting Education and Outreach Program Services 1985

and/or the Diversion Coordinator position to a vendor or third-party contractor of the TOWN’s 1986

choice in the event that the TOWN determines CONTRACTOR’s Education and Outreach 1987

Program and/or Diversion Coordinator is not effective at performing and providing the services 1988

described in Article 14. 1989

26.04 Additional Programs and Services. CONTRACTOR shall provide additional 1990

services and programs as requested by TOWN at a price to be mutually agreed upon with written 1991

approval between CONTRACTOR and the Town Representative. In the event CONTRACTOR 1992

and the Town Representative cannot reach a mutually agreed upon price for the requested 1993

service or program, TOWN shall have the right to procure the service of other vendors or 1994

contractors to provide the requested service. 1995

26.05 News Media Relations. CONTRACTOR shall notify the Town Representative by 1996

Email or phone of all requests for news media interviews related to the Collection Services 1997

program within twenty-four (24) hours of CONTRACTOR’S receipt of the request. 1998

26.05.1 Before responding to any inquiries involving controversial issues or any 1999

issues likely to affect participation or Service Recipient perception of services, CONTRACTOR 2000

will discuss CONTRACTOR’S proposed response with the Town Representative. 2001

26.05.2 Copies of draft news releases, advertisements to the members of the 2002

community or Service Recipients, or proposed trade journal articles shall be submitted to TOWN 2003

for prior review and approval at least five (5) Work Days in advance of release, except where 2004

CONTRACTOR is required by any law or regulation to submit materials to any regulatory agency 2005

in a shorter period of time, in which case CONTRACTOR shall submit such materials to TOWN 2006

simultaneously with CONTRACTOR’S submittal to such regulatory agency. 2007

26.05.3 Copies of articles resulting from media interviews or news releases 2008

shall be provided to the TOWN within five (5) Work Days after publication. 2009

26.05.4 This Section 14.05 shall apply to CONTRACTOR, CONTRACTOR’s 2010

affiliates, parent companies and other companies or legal entities that may provide media 2011

relations as listed in this Section 14.05. 2012

26.06 Coordination with SCWMA Outreach Programs. CONTRACTOR shall coordinate 2013

its outreach efforts with those being provided by the SCWMA. This includes specific duties 2014

conducted by the Diversion Coordinator as well as diversion reports as required in Article 16 of 2015

this Agreement. 2016


Page 51 of 244

ARTICLE 27. Emergency Service Provisions 2017

27.01 Emergency Services. In the event of a tornado, major storm, earthquake, fire, 2018

natural disaster, or other such event, the Town Representative may grant CONTRACTOR a 2019

variance from regular routes and schedules. 2020

27.01.1 As soon as practicable after such event, CONTRACTOR shall advise 2021

the Town Representative when it is anticipated that normal routes and schedules can be resumed. 2022

The Town Representative shall make an effort through the local news media to inform the public 2023

when regular services may be resumed. 2024

27.01.2 The clean-up from some events may require that CONTRACTOR hire 2025

additional equipment, employ additional personnel, or work existing personnel on overtime hours 2026

to clean debris resulting from the event. 2027

27.01.3 CONTRACTOR shall receive additional compensation, above the 2028

normal compensation contained in this Agreement, to cover the costs of such rental equipment, 2029

additional personnel, overtime hours and other documented expenses based on the rates set 2030

forth in Exhibit 1 to this Agreement, provided the CONTRACTOR has first secured written 2031

authorization and approval from the TOWN through the Town Representative. 2032

ARTICLE 28. Record Keeping & Reporting Requirements 2033

28.01 Record Keeping. 2034

28.01.1 Accounting Records. CONTRACTOR shall maintain full, complete 2035

and separate financial, statistical and accounting records pertaining to cash, billing, and 2036

provisions of all Collection Services provided under this Agreement, prepared on an accrual basis 2037

in accordance with generally accepted accounting principles. 2038

28.01.1.1 Such records shall be subject to audit and inspection by 2039

TOWN with prior written notice. 2040

28.01.1.2 Gross Revenues derived from provision of the Collection 2041

Services shall be recorded in the accounts of CONTRACTOR. These records shall be separate 2042

from other records maintained by CONTRACTOR for the provision of other services outside the 2043

scope of this Agreement as may be provided by CONTRACTOR. 2044

28.01.1.3 CONTRACTOR shall maintain and preserve all cash, billing 2045

and disposal records for a period of not less than five (5) years following the close of each of 2046

CONTRACTOR'S fiscal years. 2047

28.01.2 Contractor Payments to TOWN. CONTRACTOR shall maintain records 2048

of all payments made to TOWN for all items listed in Section 4.07. 2049

28.01.3 Tonnage Records. CONTRACTOR shall maintain records of the 2050

quantities of: 2051

28.01.3.1 (i) Garbage, Recyclable Material, and Organic Waste 2052

collected, processed, composted, and disposed under the terms of this Agreement, and 2053

28.01.3.2 (ii) Recyclable Material and Organic Waste, by material 2054

type, purchased, sold, donated or given for no compensation, and 2055

28.01.3.3 (iii) Processing Residue disposed. 2056


Page 52 of 244

28.01.4 Records. CONTRACTOR shall maintain all other records reasonably 2057

related to provision of Collection Services, whether or not specified in this Article or elsewhere in 2058

the Agreement. 2059

28.02 Reporting Requirements. Quarterly reports shall be submitted to the Town 2060

Representative no later than fifteen (15) calendar days after the end of the reporting quarter and 2061

annual reports shall be submitted to the Town Representative no later than thirty (30) days after 2062

the end of each preceding calendar year (January through December). 2063

28.02.1 Quarterly and annual reports shall be submitted electronically by email 2064

with phone or voicemail confirmation. Reports shall be submitted in a format mutually agreed 2065

upon between TOWN and CONTRACTOR. 2066

28.02.1.1 Quarterly Reports. Quarterly reports to TOWN shall include: 2067

28.02.1.2 Garbage Data. The number of SFD, MFD, Commercial and 2068

TOWN Service Units, with the number of Garbage Bins, Carts, Roll-off Containers and 2069

Compactors by size and Service Unit type corresponding to each category. 2070

28.02.1.2.1. A listing of the tonnage from all Collection Services, 2071

including Large Item Collection Service, collected, diverted and disposed by CONTRACTOR at 2072

the Disposal Facility for the preceding quarter sorted between SFD, MFD, Commercial and TOWN 2073

Service Units. 2074

28.02.1.2.2. Tonnage allocated from Collection Services 2075

provided to TOWN schools under a separate contract, if any, shall be listed out separately. All 2076

tonnage data should be compared to the corresponding tonnage data from the prior year 2077

comparable period. 2078

28.02.1.3 Recycling Data. The number of gross tons collected by 2079

material type for SFD, MFD, Commercial and TOWN Recycling Collection Service, including 2080

Recyclable Material collected as part of Large Item Collection Service, for the preceding quarter. 2081

28.02.1.3.1. Indicate, by material type (and grade where 2082

appropriate), quarterly total of Recyclable Material processed and sold including facility name and 2083

location, average price received per Ton and total Recycling Revenue received for the quarter. 2084

28.02.1.3.2. Indicate any quantities, by material type, donated or 2085

otherwise disbursed without compensation. 2086

28.02.1.3.3. Indicate quarterly totals and location for Processing 2087

Residue disposed. 2088


provided to TOWN schools under a separate contract, if any, shall be listed separately. All 2090

tonnage data shall be compared to the corresponding tonnage data from the prior year 2091

comparable period. 2092

28.02.1.4 Organic Waste Data. The number of gross tons collected 2093

for SFD, MFD, Commercial and TOWN Organics Collection Service, for the preceding quarter. 2094

28.02.1.4.1. Indicate quarterly totals and location for Processing 2095

Residue disposed. 2096


provided to TOWN schools under a separate contract, if any, shall be listed separately. 2098


Page 53 of 244

28.02.1.4.3. All tonnage data shall be compared to the 2099

corresponding tonnage data from the prior year comparable period. 2100

28.02.1.5 Diversion Rate. CONTRACTOR shall provide 2101

documentation acceptable to TOWN in its sole discretion stating and supporting the calendar 2102

quarter's diversion rate, as calculated in accordance with the provisions of Article 5. 2103

28.02.1.6 Education and Outreach Program Activities. 2104

CONTRACTOR shall report on all public education and information activities undertaken during 2105

the period, including distribution of bill inserts, collection notification tags, community information 2106

and events, school visits, tours and other activities related to the provision of Collection Services. 2107

28.02.1.6.1. This report shall discuss the impact of these 2108

activities on Recycling and Organic Waste program participation and provide details of events 2109

and activities planned for the next period. 2110

28.02.1.7 AB 341 and 1826 Compliance Data. CONTRACTOR shall 2111

report the total number of Commercial and/or MFD Service Units serviced and the number of 2112

containers, container sizes and frequency of collection for Garbage, Recyclable Material and 2113

Organic Waste for each of Commercial and/or MFD Service Unit. 2114

28.02.1.8 Processing and Marketing Data. CONTRACTOR shall 2115

report Recycling and Organic Waste processing and marketing issues or conditions occurring 2116

during the previous quarter (such as participation, setouts, contamination, etc.) and possible 2117

solutions, discussed separately for SFD, MFD, Commercial and TOWN programs. 2118

28.02.1.9 Customer Service Data. CONTRACTOR shall provide a 2119

summary narrative of praises, compliments, and problems encountered with collection and 2120

processing activities and actions taken. 2121

28.02.1.9.1. Indicate type and number of Non-Collection Notices 2122

left at Service Recipient locations; 2123

28.02.1.9.2. A copy of the customer service log, including a 2124

summary of the type and number of complaints and their resolution; and copies of a written record 2125

of all calls related to missed pickups and responses to such calls. 2126

28.02.1.10 Operational Problems and Actions Taken. CONTRACTOR 2127

shall indicate instances of property damage or injury (other than property damage or injury to 2128

CONTRACTOR’s property or personnel), significant changes and/or challenges in operations, 2129

and market factors. 2130

28.02.1.11 Overweight Collection Vehicles. CONTRACTOR shall 2131

report each instance of overweight collection vehicles by date, type of collection vehicle, type of 2132

material collected, collection vehicle legal weight, and actual weight of collection vehicle at 2133

scale/gate house at time of delivery of Solid Waste. 2134

28.02.1.12 Service Recipient Base Data. CONTRACTOR shall provide 2135

Service Recipient base data consisting of the number of SFD, MFD, and Commercial Service 2136

Units billed, and Town Collection Services sorted by service type, container size, number of 2137

containers, and frequency of collection. 2138

28.02.1.13 Summary of Historical and Proposed Activities. 2139

CONTRACTOR shall provide a narrative of activities undertaken during the month and those 2140

planned or proposed corresponding to action plan for the upcoming quarter. 2141


Page 54 of 244

28.02.1.14 Summary of Contractor Payments to TOWN. 2142

CONTRACTOR shall report all payments made to TOWN as specified in Section 4.07 for the 2143

reporting period, and CONTRACTOR’S Gross Revenues delineated by SFD, MFD, Commercial, 2144

and TOWN Collection Service for the reporting period. 2145

28.02.2 Annual Reports. The annual report submitted to TOWN shall include 2146

all quarterly reports in Section 16.02.1 summarized by quarter and averaged for the calendar 2147

year. For all annual reports beginning with the report for calendar year 2018, CONTRACTOR 2148

shall also include a historical comparison of the last calendar year and the average of all calendar 2149

years. 2150

28.02.2.1 Gross Revenues and Franchise Fees. CONTRACTOR 2151

shall provide a summary of the prior year’s Gross Revenues and Franchise Fees paid broken 2152

down by SFD, MFD and Commercial Service Units. 2153

28.02.2.2 Account Data. CONTRACTOR shall provide account data 2154

for SFD, MFD, Commercial Service Units and Town Service Units including the total number of 2155

accounts serviced, and the number of accounts, account names and addresses of collection 2156

locations per each service category. 2157

28.02.2.3 Equipment Inventory. CONTRACTOR shall provide an 2158

updated complete inventory of collection and major processing equipment including stationary, 2159

rolling stock and collection containers by type and size. 2160

28.02.2.4 Container Cleanings, Replacements and Exchanges. 2161

CONTRACTOR shall provide an accounting of the number of Carts, Bins and Roll-off Containers 2162

that were cleaned, replaced or exchanged during the year, and an accounting of the number of 2163

Kitchen Food Waste Pails that were delivered to SFD and MFD Service Recipients during the 2164

year. 2165

28.02.2.5 Town-sponsored Events. CONTRACTOR shall provide a 2166

summary of each Town-sponsored event activity including; the name and date of the event, the 2167

tonnage collected, diverted and disposed of by material type, and other services provided. 2168

CONTRACTOR shall also provide information regarding the logistics of the event and suggestions 2169

for improving future events. 2170

28.02.2.6 Education and Outreach Program Activities. 2171

CONTRACTOR shall report on public education and outreach program activities undertaken 2172

during the year, including distribution of newsletters, billing inserts, other notices, collection 2173

notification tags, community information and events, tours and other activities related to the 2174

provision of services. 2175

28.02.2.7 Donated Services. CONTRACTOR shall provide a listing of 2176

any services beyond the scope of this Agreement that were donated to TOWN or Service 2177

Recipients. 2178

28.02.2.8 Street Sweeping Summary. CONTRACTOR shall provide a 2179

summary of the curb miles swept, total tonnage disposed, recycled or composted, and the 2180

estimated amount of water used in the street sweeping vehicles. 2181

28.02.2.9 Summary of Historical and Proposed Activities. 2182

CONTRACTOR shall provide a narrative of activities undertaken during the year and those 2183

planned or proposed for the upcoming year. CONTRACTOR shall provide information describing 2184

if the activity was undertaken in the previous year or not and if not why it was added. For those 2185


Page 55 of 244

activities that are not being continued, CONTRACTOR shall describe the reason the activity has 2186

been discontinued and the activity that is replacing it. 2187

28.03 Additional Reporting. CONTRACTOR shall furnish TOWN with any 2188

additional reports as may reasonably be required, such reports to be prepared within a reasonable 2189

time following the reporting period. In addition, CONTRACTOR shall furnish to TOWN any 2190

information regarding CONTRACTOR’s activities under this Agreement that is needed for TOWN 2191

to prepare its reports to CalRecycle. 2192

28.04 Appearance Before Town Council. At request of Town Representative, with 2193

reasonable notice, CONTRACTOR shall appear at Town Council meetings requested for the 2194

purpose of explaining and presenting periodic service reports, annual reports and/or support of 2195

Service Recipient Rate adjustment requests. 2196

ARTICLE 29. Nondiscrimination 2197

29.01 Nondiscrimination. In the performance of all work and services under this 2198

Agreement, CONTRACTOR shall not discriminate against any person on the basis of such 2199

person’s race, sex, color, national origin, religion, marital status, age, disability or sexual 2200

orientation. CONTRACTOR shall comply with all applicable local, state and federal laws and 2201

regulations regarding nondiscrimination, including those prohibiting discrimination in employment. 2202

ARTICLE 30. Service Inquiries and Complaints 2203

30.01 CONTRACTOR’S Customer Service. All service inquiries and 2204

complaints shall be directed to CONTRACTOR. 2205

30.01.1 A representative of CONTRACTOR shall be available to receive the 2206

complaints during normal business hours. 2207

30.01.2 All service complaints will be handled by CONTRACTOR in a prompt 2208

and efficient manner. In the case of a dispute between CONTRACTOR and a Service Recipient, 2209

the matter will be reviewed and a decision made by the Town Representative. 2210

30.01.3 CONTRACTOR will utilize the Customer Service Log to maintain a 2211

record of all inquiries and complaints in a manner prescribed by the TOWN. 2212

30.01.3.1 For those complaints related to missed collections that are 2213

received by 1:00 p.m. on a Work Day, CONTRACTOR will return to the Service Unit address and 2214

Collect the missed materials before leaving the Service Area for the day. 2215

30.01.3.2 For those complaints related to missed collections that are 2216

received after 1:00 p.m. on a Work Day, CONTRACTOR shall have until the end of the following 2217

Work Day to resolve the complaint. 2218

30.01.3.3 For those complaints related to repair or replacement of 2219

Carts or Bins, the appropriate Articles of this Agreement shall apply. 2220

30.01.4 CONTRACTOR agrees that it is in the best interest of the TOWN that 2221

all Garbage and Recyclable Material be collected on the scheduled collection day. 2222

30.01.4.1 Accordingly, missed collections will normally be collected 2223

as set forth above regardless of the reason that the collection was missed. However, in the event 2224

a Service Recipient requests missed Collection Service more than two (2) times in any 2225


Page 56 of 244

consecutive two (2) month period the Town Representative will work with CONTRACTOR to 2226

determine an appropriate resolution to that situation. 2227

30.01.4.2 In the event CONTRACTOR believes any complaint to be 2228

without merit, CONTRACTOR shall notify the Town Representative, either by Phone or Email. 2229

The Town Representative will investigate all disputed complaints and render a decision. 2230

ARTICLE 31. Quality of Performance of Contractor 2231

31.01 Intent. CONTRACTOR acknowledges and agrees that one of TOWN’S 2232

primary goals in entering into this Agreement is to ensure that the Collection Services are of the 2233

highest caliber, that Service Recipient satisfaction remains at the highest level, that maximum 2234

diversion levels are achieved, and that materials collected are put to the highest and best use to 2235

the extent feasible. 2236

31.02 Service Supervisor. By September 1, 2017, and by each successive 2237

September 1st during the term of this Agreement, CONTRACTOR shall provide the TOWN with 2238

the name and contact information of the supervisor to be in charge of the Collection Service within 2239

the Service Area. 2240

31.02.1 At least thirty (30) calendar days prior to replacing the designated 2241

supervisor, CONTRACTOR shall notify TOWN in writing of the name and qualifications of the new 2242

service supervisor. 2243

31.02.2 CONTRACTOR shall ensure that such replacement is an individual 2244

with like qualifications and experience. The supervisor shall be available to the Town 2245

Representative through the use of telecommunication equipment at all times that CONTRACTOR 2246

is providing Collection Services. 2247

31.02.3 In the event the supervisor is unavailable due to illness or vacation, 2248

CONTRACTOR shall designate an acceptable substitute who shall be available and who has the 2249

authority to act in the same capacity as the supervisor. 2250

31.02.4 The service supervisor shall provide the TOWN with an emergency 2251

phone number where the supervisor can be reached outside of normal business hours. 2252

31.03 Liquidated Damages. TOWN and CONTRACTOR acknowledge that 2253

consistent and reliable Collection Service is of utmost importance to TOWN and that TOWN has 2254

considered and relied on CONTRACTOR'S representations as to its quality of service 2255

commitment in awarding the Agreement to CONTRACTOR. 2256

31.03.1 TOWN and CONTRACTOR recognize that some quantified standards 2257

of performance are necessary and appropriate to ensure consistent and reliable service and 2258

performance AND if CONTRACTOR fails to achieve the performance standards, or fails to submit 2259

required documents in a timely manner, TOWN, and TOWN’S residents and businesses will suffer 2260

damages and that it is and will be impractical and extremely difficult to ascertain and determine 2261

the exact amount of damages. 2262

31.03.2 Without prejudice to TOWN’S right to treat such non-performance as 2263

an event of default under Article 24,TOWN and CONTRACTOR agree that the liquidated 2264

damages amount defined in this Article represents a reasonable estimate of the amount of such 2265

damages considering all of the circumstances existing on the effective date of this Agreement, 2266

including the relationship of the sums to the range of harm to TOWN, Service Recipients and the 2267


Page 57 of 244

community as a whole that reasonably could be anticipated and the anticipation that proof of 2268

actual damages would be costly or impractical. 2269

31.03.3 In placing their initials at the places provided, hereto TOWN and 2270

CONTRACTOR specifically confirms the accuracy of the statements made above and the fact 2271

that TOWN and CONTRACTOR has had ample opportunity to consult with legal counsel and 2272

obtain an explanation of the liquidated damage provisions at the time that the Agreement was 2273

made. 2274

TOWN Initial Here ________ CONTRACTOR Initial Here__________ 2275

CONTRACTOR agrees to pay (as liquidated damages and not as penalty) the following amounts: 2276

LIQUIDATED DAMAGES Amount

1 Item If Not Cured

If Cured Within

5 Work Days

OPERATIONS:

1a Failure to clean up spillage or litter caused from

collection vehicles.

$300.00 per

incident per

location.

Cannot be

cured.

1b

Failure to clean up spillage around Containers

where spillage or litter is caused by

CONTRACTOR.

$300.00 per

incident per

location.

Cannot be

cured.

1c. Failure to collect a missed collection by close of

the next Work Day.

$100.00 per

incident per day. $0

1d

Failure to maintain equipment (Cart, Bin, Roll-off

Container, and other designated containers,

collection vehicle, street sweeper vehicle) in a

clean, safe, and sanitary manner.

$500.00 per


1e.

Failure to complete at least ninety percent (90%)

of each route on the regular scheduled collection

Work Day, or failure to complete at least ninety

percent (90%) of each route on the regular

scheduled Street Sweeping Service Work Day,

notwithstanding acts of God.

$1,000.00 for

each route not

completed.

Cannot be

cured.

1f. Failure to properly sweep a street with the Town.

$50.00 per block

(i.e., a cul-de-sac

or, for any

through street,

the part of the

street between

two consecutive

cross streets).

Cannot be

cured.


Page 58 of 244


1 Item If Not Cured

If Cured Within

5 Work Days

1g.

Commingling in collection vehicles Recyclable

Material with Garbage or Organic Waste; or

Commingling in collection vehicles Organic Waste

with Garbage or Recyclable Material.

$1,000.00 per

incident.

Cannot be

cured.

1h. Commingling in collection vehicles Solid Waste

collected inside and outside the Town of Windsor.

$1,000.00 per

incident.

Cannot be

cured.

1i. Failure to comply with State and Federal vehicle

weight limitations.

$500.00 per

incident after ten

(10) occurrences

per Agreement

Year.

Cannot be

cured.

1j. Failure to meet vehicle noise requirements. $250.00 per


1k.

Failure to repair damage to Service Recipient

property caused by CONTRACTOR or its

personnel.

$500.00 per

incident per

location. $0

1l.

Failure to repair damage to TOWN property or

Town Streets directly caused by CONTRACTOR

or its personnel.

$500.00 per

incident and the

actual reasonable

cost of repair to

TOWN’s

satisfaction – no

cost to TOWN.

$0

2. CUSTOMER SERVICE:

2a. Failure to respond to each complaint within the

time set forth in this Agreement.

$100.00 per

incident per

Service

Recipient.

$0

2b. Failure to comply with the collection hours of

operation as required by this Agreement.

$1,000.00 per


2c. Failure to comply with the office hours of

operation as required by this Agreement.

$500.00 per


2d. Failure to have CONTRACTOR personnel in

proper uniform that operates within the Town.

$250.00 per


2e.

Failure to obtain prior approval from the Town

Representative of changes to route collection

days.

$500.00 per



Page 59 of 244


1 Item If Not Cured

If Cured Within

5 Work Days

2f. Failure to repair or replace damaged Containers

within the time required by this Agreement.

$100.00 per


2g. Failure to deliver or exchange Containers within

the time required by this Agreement.

$100.00 per


3. MANAGEMENT:

3a.

Failure to maintain or submit to TOWN all

payments, documents and reports required under

the provisions of this Agreement.

$250.00 per


3b. Failure to submit news media releases for

approval by town, as required in Section 14.05.

$1,000.00 per

incident.

Cannot be

cured.

3c.

Failure to notify Town of changes to Service

Supervisor, Route Supervisor, or Diversion

Coordinator.

$100.00 per


3d.

Failure to have a qualified Service Supervisor,

Route Supervisor, or Diversion Coordinator

employed at all times.

$500.00 per


3e.

Failure to display CONTRACTOR’S name and

customer service phone number on collection

vehicles and/or street sweeping vehicles.

$500.00 per


3f.

Failure to notify Town Representative of accident

to personal or property damage made by

CONTRACTOR within the time required by this

Agreement.

$1,000 per

occurrence.

Cannot be

cured.

3g. Failure to have a vehicle operator properly

licensed that operates within the Town.

$500.00 per


4. FACILITIES:

4a. Failure to deliver Recyclable Material or Organic

Waste to a legally permitted facility.

$1,000.00 per

load per day.

Cannot be

cured.

4b.

Disposal of Recyclable Material or Organic Waste

in the Disposal Facility without first obtaining the

required permission of the TOWN.

$1,000.00 per

load.

Cannot be

cured.


Page 60 of 244


1 Item If Not Cured

If Cured Within

5 Work Days

4c.

Failure to deliver any collected materials to the

Disposal Facility, Materials Recovery Facility, or

Organics Processing Facility, as appropriate,

except as otherwise expressly provided in this

Agreement.

$5,000.00 first

failure

$25,000.00 each

subsequent

failure.

Cannot be

cured.

4d.

Failure to meet the minimum annual diversion

requirement as set for in Article 5.

(1) The current

disposal cost/ton

for each ton

under the

diversion

requirement, or

$10,000.00

whichever is

greater.

(2) Denial of

increases to

Service Recipient

Rates.

(3) If minimum

annual diversion

requirement is not

met within two (2)

consecutive years

the Town may

terminate the

Agreement within

eighteen (18)

months.

Cannot be

cured.

2277

31.04 Procedure for Review of Liquidated Damages. TOWN Representative 2278

may assess liquidated damages pursuant to this Article on a monthly basis. At the end of each 2279

month during the term of this Agreement, the Town Representative shall issue a written notice to 2280

CONTRACTOR (“Notice of Assessment”) of the liquidated damages assessed and the basis for 2281

each assessment. 2282

31.04.1 The assessment shall become final unless, within ten (10) calendar 2283

days of the date of the notice of assessment, CONTRACTOR provides a written request for a 2284

meeting with the TOWN Manager and TOWN Representative to present evidence that the 2285

assessment should not be made. 2286

31.04.2 The TOWN Representative shall schedule a meeting between 2287

CONTRACTOR and the TOWN Manager or the TOWN Manager’s designee as soon as 2288

reasonably possible after receipt of CONTRACTOR’S request for same. 2289


Page 61 of 244

31.04.3 The TOWN Manager or the TOWN Manager’s designee shall review 2290

CONTRACTOR’S evidence and render a decision sustaining or reversing the liquidated damages 2291

as soon as reasonably possible after the meeting. Written notice of the decision shall be provided 2292

to CONTRACTOR. 2293

31.04.4 In the event CONTRACTOR does not submit a written request for a 2294

meeting within ten (10) calendar days of the date of the Notice of Assessment, the TOWN 2295

Representative’s determination shall be final and CONTRACTOR shall submit payment to TOWN 2296

no later than that tenth (10th) day. 2297

31.04.4.1 If monies are owed to CONTRACTOR, TOWN with 2298

notification to CONTRACTOR, TOWN will deduct the liquidated damages from amounts 2299

otherwise due to CONTRACTOR. 2300

31.04.5 TOWN’S assessment or collection of liquidated damages shall not 2301

prevent TOWN from exercising any other right or remedy, including the right to terminate this 2302

Agreement, for CONTRACTOR’S failure to perform the work and services in the manner set forth 2303

in this Agreement. 2304

ARTICLE 32. Performance Review 2305

32.01 Selection and Cost. TOWN may conduct two (2) performance reviews (“reviews”) 2306

of CONTRACTOR’S performance, at any time during the term of this Agreement. For each 2307

performance review, CONTRACTOR will be responsible for a maximum cost of Sixty Thousand 2308

Dollars ($60,000.00) for each Performance Review and escalated annually by the percentage of 2309

annual rate increase. CONTRACTOR will reimburse TOWN thirty (30) days from TOWN 2310

submitting invoice or request to CONTRACTOR for reimbursement 2311

32.01.1 The reviews will be performed by a qualified firm under contract to 2312

TOWN. TOWN shall have the final responsibility for the selection of the firm but may seek and 2313

accept comments and recommendations from CONTRACTOR. 2314

32.02 Purpose. The reviews shall be designed to verify that Service Recipient billing 2315

rates have been properly calculated and that they correspond to the level of service received by 2316

the Service Recipient; verify that Franchise Fees and other fees required under this Agreement 2317

have been properly calculated and paid to TOWN; verify CONTRACTOR’S compliance with the 2318

reporting requirements and performance standards of the Collection Service Agreement; and 2319

verify the diversion percentages reported by CONTRACTOR. 2320

32.02.1 The TOWN (or its designated consultant) may utilize a variety of 2321

methods in the execution of the performance review, including analysis of relevant documents, 2322

on-site and field observations, and interviews. 2323

32.02.2 TOWN (or its designated consultant) will review and document the 2324

items in the Agreement that require CONTRACTOR to meet specific performance standards, 2325

submit information or reports, perform additional services, or document operating procedures, 2326

that can be objectively evaluated. 2327

32.02.2.1.1. This information will be formatted in a “compliance checklist” 2328

with supporting documentation and findings tracked for each of the identified items. 2329

32.02.2.1.2. The review will specifically include a determination of 2330

CONTRACTOR’s compliance with the diversion requirements of Article 5, and the outreach and 2331

education requirements of Article 14. 2332


Page 62 of 244

32.02.2.1.3. TOWN (or its designated consultant) may also review the 2333

customer service functions and structure utilized by CONTRACTOR. This may include 2334

CONTRACTOR’s protocol for addressing Service Recipient complaints and service interruption 2335

procedures. Complaint logs may be reviewed, along with procedures and systems for tracking 2336

and addressing complaints. On-site and field observations by TOWN (or its designated 2337

consultant) may include, but are not necessarily limited to: 2338

32.02.2.1.4. Interviews and discussions with CONTRACTOR’S 2339

administration and management personnel; 2340

32.02.2.1.5. Interviews and discussions with CONTRACTOR’S financial 2341

and accounting personnel; 2342

32.02.2.1.6. Interviews and discussions with route dispatchers, route 2343

drivers, vehicle maintenance staff, field and service supervisors, and managers; 2344

32.02.2.2 Review and observation of Contractor’s customer service 2345

functions and structure, and vehicle maintenance practices; 2346

32.02.2.3 Review of public education and outreach materials; 2347

32.02.2.4 Review of on-route collection services, including 2348

observation of driver performance and collection productivity and visual inspection of residential 2349

routes before and after collection to evaluate Cart placement and cleanliness of streets; 2350

32.02.2.5 Review of vehicle and equipment maintenance log and 2351

accident or vehicle incident records, if any. 2352

32.03 CONTRACTOR’S Cooperation. CONTRACTOR shall cooperate fully with the 2353

review and provide all requested data, including operational data, financial data and other data 2354

reasonably requested by TOWN within thirty (30) Work Days. 2355

32.04 Additional Performance Reviews. In the event that the Performance Review 2356

concludes that CONTRACTOR is not in compliance with all terms and conditions of this 2357

Agreement and such non-compliance is material, TOWN may conduct an additional Performance 2358

Review to ensure that CONTRACTOR has remedied any such area of non-compliance. 2359

CONTRACTOR shall be responsible for the cost of any such additional Performance Review. 2360

32.05 TOWN Requested Program Review. TOWN reserves the right to require 2361

CONTRACTOR to periodically conduct reviews of the SFD, MFD, and Commercial Garbage, 2362

Recyclable Material, and Organic Waste collection programs. 2363

32.05.1 Prior to the program evaluation review, TOWN and CONTRACTOR 2364

shall meet and discuss the purpose of the review and agree on the method, scope, and data to 2365

be provided by CONTRACTOR. The review can be accomplished at no additional cost to 2366

CONTRACTOR and without interfering with CONTRACTOR’s operations. 2367

32.05.2 Reviews could assess one (1) or more of the following performance 2368

indicators: average volume of Recyclable Material per setout per Service Recipient, average 2369

volume of Organic Waste and/or Food Waste per setout per Service Recipient, participation level, 2370

contamination levels, etc. 2371

32.06 Cooperation with Other Program Reviews. If TOWN wants to collect program data, 2372

perform field work, conduct route audits to investigate Service Recipient participation levels and 2373

setout volumes and/or evaluate and monitor program results related to Garbage, Recyclable 2374

Material and Organic Waste collected in TOWN by CONTRACTOR, CONTRACTOR shall 2375


Page 63 of 244

cooperate with TOWN or its agent(s) as reasonably requested by TOWN, provided that such 2376

cooperation can be accomplished at no additional cost to CONTRACTOR and without interfering 2377

with CONTRACTOR’s operations. 2378

ARTICLE 33. Performance Bond 2379

33.01 Performance Bond. The Agreement must be executed and bond furnished by the 2380

CONTRACTOR within fifteen (15) calendar days of notification to the CONTRACTOR that it is the 2381

successful bidder; otherwise, the bid bond shall be forfeited to the TOWN. 2382

33.01.1 The CONTRACTOR shall furnish to the TOWN, and keep current, a 2383

performance bond in a form that is acceptable to the TOWN, for the faithful performance of this 2384

Agreement and all obligations arising hereunder in an amount of One Million ($1,000,000.00) 2385

dollars during the term of this Agreement. 2386

33.01.2 The performance bond shall be executed by a surety company that is 2387

acceptable to the TOWN; an admitted surety company licensed to do business in the State of 2388

California; has an "A:VII" or better rating by A. M. Best or Standard and Poors; and is included on 2389

the list of surety companies approved by the Treasurer of the United States. 2390

33.02 Letter of Credit. As an alternative to the performance bond required by Section 2391

21.01, at TOWN’S option, CONTRACTOR may deposit with TOWN an irrevocable letter of credit 2392

in an amount as set forth in Section 21.01.1 2393

33.02.1 If allowed, the letter of credit must be issued by an FDIC insured 2394

banking institution chartered to business in the state of California, in the TOWN’S name, and be 2395

callable at the discretion of the TOWN. Nothing in this Article shall, in any way, obligate the TOWN 2396

to accept a letter of credit in lieu of the performance bond. 2397

ARTICLE 34. Insurance 2398

34.01 Insurance Policies. CONTRACTOR shall secure and maintain throughout the term 2399

of this Agreement insurance against claims for injuries to persons or damages to property that 2400

may arise from or in connection with CONTRACTOR’S performance of work or services under 2401

this Agreement. CONTRACTOR’S performance of work or services shall include performance by 2402

CONTRACTOR’S employees, agents, representatives and subcontractors. 2403

34.01.1 Minimum Scope of Insurance. Insurance coverage shall be at least this 2404

broad: 2405

34.01.1.1 Insurance Services Office Form No. G0 0002 or, if approved 2406

by TOWN, its equivalent, covering Comprehensive General Liability and Insurance Services 2407

Office Form No. GL 0404 covering Broad Form Comprehensive General Liability; or Insurance 2408

Services Office Commercial General Liability coverage (“occurrence” form CG 0001). 2409

34.01.1.2 Insurance Services Office Form No.CA 0001covering 2410

Automobile Liability, code 1 “any auto”, or code 2 “owned autos” and endorsement CA 0025. 2411

Coverage shall also include code 8, “hired autos” and code 9 “non-owned autos”. 2412

34.01.2 Workers’ Compensation Insurance as required by the California Labor 2413

Code and Employers Liability Insurance and/or Errors and Omissions. 2414

34.01.3 Hazardous Waste and Environmental Impairment Liability Insurance. 2415

34.01.4 Employee Blanket Fidelity Bond. 2416


Page 64 of 244

34.02 Minimum Limits of Insurance. CONTRACTOR shall maintain insurance limits no 2417

less than: 2418

34.02.1 Comprehensive General Liability: Ten Million Dollars 2419

($10,000,000.00) combined single limit per occurrence for bodily injury, personal injury and 2420

property damage. 2421

34.02.2 Automobile Liability: Ten Million Dollars ($10,000,000.00) combined 2422

single limit per accident for bodily injury and property damage. 2423

34.02.3 Workers’ Compensation and Employers Liability: Workers’ 2424

Compensation limits as required by the California Labor Code and Employers Liability limits of 2425

Three Million Dollars ($3,000,000.00) per accident. 2426

34.02.4 Employee Blanket Fidelity Bond in the amount of Five Hundred 2427

Thousand Dollars ($500,000.00) per employee, covering dishonesty, forgery, alteration, theft, 2428

disappearance, destruction (inside or outside). 2429

34.02.5 Hazardous Waste and Environmental Impairment Liability in the 2430

amount of Three Million Dollars ($3,000,000.00) each occurrence/Ten Million Dollars 2431

($10,000,000.00), policy aggregate covering liability arising from the release of waste materials 2432

and/or irritants, contaminants or pollutants. 2433

34.02.5.1 Such coverage shall, if commercially available without 2434

involvement of TOWN, automatically broaden in its form of coverage to include legislated changes 2435

in the definition of waste material and/or irritants, contaminants or pollutants. 2436

34.02.5.2 This policy shall stipulate this insurance is primary and no 2437

other insurance carried by TOWN will be called upon to contribute to the loss suffered by the 2438

Contractor hereunder and waive subrogation against the TOWN and other additional insureds. 2439

34.03 Deductibles and Self-Insured Retention. Any deductibles or self-insured retention 2440

must be declared to, and approved by, TOWN. 2441

34.04 Endorsements. The policies are to contain, or be endorsed to contain, the 2442

following provisions: 2443

34.04.1 The TOWN, its officers, employees, agents and volunteers are to be 2444

covered as additional insureds with respect to liability arising out of automobiles owned, leased, 2445

hired or borrowed by or on behalf of CONTRACTOR; products and completed operations of 2446

CONTRACTOR; and with respect to liability arising out of work or operations performed by or on 2447

behalf of the CONTRACTOR including material parts or equipment furnished in connection with 2448

such work or operations; Pollution and/or Asbestos Pollution. 2449

34.04.2 CONTRACTOR’S insurance coverage shall be primary insurance as 2450

respects TOWN, its officers, officials, employees, agents and volunteers. Any insurance or self-2451

insurance maintained by the TOWN, its officers, officials, employees, agents or volunteers shall 2452

be excess of the CONTRACTOR’S insurance and shall not contribute with it. 2453

34.04.3 Each insurance policy required by this clause shall be occurrence-2454

based, or an alternative form as approved by the TOWN and shall be endorsed to state that 2455

coverage shall not be cancelled by the Insurer except after thirty (30) days prior written notice has 2456

been given to the TOWN. 2457


Page 65 of 244

34.04.4 CONTRACTOR’S insurance shall apply separately to each insured 2458

against whom claim is made or suit is brought, except with respect to the limits of the insurer’s 2459

liability. 2460

34.04.5 Automobile Liability policy. The policy shall be endorsed to delete the 2461

Pollution and/or the Asbestos exclusion and add the Motor Carrier act endorsement (MCS-90) TL 2462

1005, TL 1007 and /or other endorsements required by federal or state authorities. 2463

34.04.6 Workers’ Compensation and Employers Liability Coverage. The 2464

insurer shall agree to waive all rights of subrogation against the TOWN, its officers, officials, 2465

employees and volunteers for losses arising from work performed by the Grantee for the TOWN. 2466

34.04.7 All Coverages. Each insurance policy required by this clause shall be 2467

occurrence-based or an alternate form as approved by the TOWN and endorsed to state that 2468

coverage shall not be suspended, voided, cancelled by either party, reduced in coverage or limits 2469

except after thirty (30) days’ prior written notice by certified mail, return receipt requested, has 2470

been given to the TOWN. 2471

34.04.7.1 Any failure to comply with reporting provisions of the policies 2472

shall not affect CONTRACTOR’S obligations to TOWN, its officers, officials, employees, agents 2473

or volunteers. 2474

34.04.7.2 The TOWN, its officers, officials, agents, employees and 2475

volunteers shall be named as additional insureds on all policies. 2476

34.05 Acceptability of Insurers. Insurance is to be placed with insurers with a current 2477

A.M. Best’s rating of no less than A:VII if admitted. If pollution and or Environmental Impairment 2478

and/or errors and omission coverage are not available from an “Admitted” insurer, the coverage 2479

may be written with the TOWN’s permission, by a NON-admitted insurance company. A Non-2480

admitted company should have an A.M. Best’s rating of A:X or higher. 2481

34.06 Verification of Coverage. CONTRACTOR shall furnish TOWN with original 2482

certificates and with amendatory endorsements effecting coverage required by this clause. 2483

34.06.1 The endorsements are to be signed by a person authorized by the 2484

Insurer to bind coverage on its behalf. The endorsements are to be on forms provided by the 2485

Town, unless the insurer will not use the TOWN’s forms. 2486

34.06.2 All endorsements are to be received and approved by the TOWN before 2487

work commences. As an alternative to the TOWN’s forms, CONTRACTOR’s insurer may provide 2488

complete copies of all required insurance policies, including endorsements effecting coverage 2489

required by these specifications. 2490

34.07 Subcontractors. CONTRACTOR shall include all subcontractors as insured under 2491

its policies or shall obtain separate certificates and endorsements for each subcontractor. 2492

34.07.1 Proof of insurance shall be mailed to the following address or any 2493

subsequent address as may be directed in writing by the TOWN. 2494


Page 66 of 244

Kristina Owens 2495

Administrative Operations Manager 2496

9291 Old Redwood Highway, Building 300A 2497

P.O. Box 100 2498

Windsor, CA 95492 2499

2500

34.08 Modification of Insurance Requirements. The insurance requirements provided in 2501

this Agreement may be modified or waived by the TOWN, in writing, upon the request of 2502

CONTRACTOR, if the TOWN determines such modification or waiver is in the best interest of 2503

TOWN considering all relevant factors, including exposure to TOWN. 2504

34.09 Rights of Subrogation. All required insurance policies shall preclude any 2505

underwriter's rights of recovery or subrogation against TOWN with the express intention of the 2506

parties being that the required insurance coverage protects both parties as the primary coverage 2507

for any and all losses covered by the above-described insurance. 2508

34.09.1 CONTRACTOR shall ensure that any companies issuing insurance to 2509

cover the requirements contained in this Agreement agree that they shall have no recourse 2510

against TOWN for payment or assessments in any form on any policy of insurance. The clauses 2511

‘Other Insurance Provisions’ and ‘Insured Duties in the Event of an Occurrence, Claim or Suit’ as 2512

they appear in any policy of insurance in which TOWN is named as an additional insured shall 2513

not apply to TOWN. 2514

ARTICLE 35. Indemnification 2515

35.01 Indemnification. CONTRACTOR shall defend, with counsel reasonably 2516

acceptable to TOWN, indemnify and hold harmless, to the fullest extent allowed by law, TOWN, 2517

its officers, officials, employees, volunteers, agents and assignees (collectively, “Indemnitees”), 2518

from and against any and all loss, liability, penalties, forfeitures, claims, demands, actions, 2519

proceedings or suits, in law or in equity, of every kind and description, (including, but not limited 2520

to, injury to and death of any person and damage to property, or for contribution or indemnity 2521

claimed by third parties) (collectively, “Loss”) arising or resulting from: 2522

35.01.1 (i) the operation of CONTRACTOR, its agents, employees, and/or 2523

subcontractors, in exercising the privileges granted to it by this Agreement; 2524

35.01.2 (ii) the failure of CONTRACTOR, its agents, employees, and/or 2525

subcontractors to comply in all respects with the provisions and requirements of this Agreement, 2526

applicable laws, ordinances and regulations, and/or applicable permits and licenses; and 2527

35.01.3 (iii) the acts of CONTRACTOR, its agents, employees, and/or 2528

subcontractors in performing services under this Agreement for which strict liability is imposed by 2529

law. The foregoing indemnity shall apply regardless of whether such Loss is also caused in part 2530

by any of the Indemnitees’ negligence. 2531

35.01.4 The Loss indemnifiable under the foregoing indemnity may include, but 2532

is not limited to, Loss arising out of or resulting from the following: 2533

35.01.4.1 Personal injury (including, but not limited to, bodily injury, 2534

emotional injury or distress, sickness, or disease) or death to persons, including, but not limited 2535

to, any employees or agents of CONTRACTOR, TOWN, or any subcontractor, or damage to 2536

property of anyone, caused or alleged to be caused in whole or in part by any negligent act or 2537


Page 67 of 244

omission of CONTRACTOR, or anyone directly or indirectly employed by CONTRACTOR, or 2538

anyone for whose acts CONTRACTOR may be liable; 2539

35.01.4.2 Penalties threatened, sought, or imposed on or against 2540

TOWN by reason of the violation by CONTRACTOR of any law, order, citation, rule, regulation, 2541

standard, ordinance, or statute; 2542

35.01.4.3 Alleged infringement of any intellectual property rights which 2543

may be brought arising out of CONTRACTOR's work; 2544

35.01.4.4 Claims and liens for labor performed or materials used or 2545

furnished to be used on the job by CONTRACTOR, including all incidental or consequential 2546

damages from such claims or liens; 2547

35.01.4.5 CONTRACTOR's failure to fulfill any of the covenants set 2548

forth in the Agreement; 2549

35.01.4.6 Failure of CONTRACTOR to comply with the provisions of 2550

the Agreement relating to insurance; and, 2551

35.01.4.7 Any violation or infraction by CONTRACTOR of any law, 2552

order, citation, rule, regulation, standard, ordinance, or statute in any way relating to the 2553

occupational, health, or safety of employees. 2554

The indemnities set forth in this Section shall not be limited by the insurance requirements 2555 set forth in the Agreement. 2556

CONTRACTOR's indemnification of Indemnitees will not include indemnification for Loss 2557

which arise as the result of the active negligence of Indemnitees, or the sole negligence or willful 2558

misconduct of Indemnitees. 2559

35.01.5 CONTRACTOR’s obligation to defend, hold harmless, and indemnify 2560

shall not be excused because of CONTRACTOR’s inability to evaluate liability or because 2561

CONTRACTOR evaluates liability and determines that CONTRACTOR is not liable to the 2562

claimant. CONTRACTOR must respond within thirty (30) days to the tender of a claim for defense 2563

and indemnity by TOWN, unless this time has been extended by TOWN. 2564

35.01.6 If CONTRACTOR fails to accept or reject a tender of defense and 2565

indemnity within thirty (30) days, in addition to any other remedy authorized by law, TOWN may 2566

retain so much of the money due CONTRACTOR by virtue of this Agreement as shall reasonably 2567

be considered necessary by TOWN, to cover all anticipated costs of the claim until final disposition 2568

has been made on the claim or suit for damages, or until CONTRACTOR accepts or rejects the 2569

tender of defense, whichever occurs first. 2570

35.01.7 With respect to third party claims against CONTRACTOR indemnifiable 2571

under Section 23.01, CONTRACTOR waives any and all rights of any type to express or implied 2572

indemnity against the Indemnitees. 2573

35.02 Hazardous Substances Indemnification. CONTRACTOR shall indemnify, defend 2574

with counsel reasonably acceptable to the TOWN, and hold harmless the Indemnitees from and 2575

against all claims, damages (including but not limited to special, consequential, natural resources 2576

and punitive damages), injuries, hazardous materials response, remediation and removal costs, 2577

losses, demands, liens, liabilities, causes of action, suits, legal or administrative proceedings, 2578

interest, fines, charges, penalties, attorney’s fees for the adverse party and expenses (including 2579

but not limited to attorney’s and expert witness fees and costs incurred in connection with 2580

defending against any of the foregoing or enforcing this indemnity) of any kind whatsoever paid, 2581


Page 68 of 244

incurred or suffered by, or asserted against TOWN or its officers, officials, employees, agents, 2582

assigns, or successors (collectively, “Claims”) arising from or attributable to any repair, clean-up 2583

or detoxification, or preparation and implementation of any removal, remedial, response, closure 2584

or other plan (regardless of whether undertaken due to governmental action) concerning any 2585

Hazardous Waste released, threatened to be released, or spilled by CONTRACTOR under this 2586

Agreement, or disposed of by CONTRACTOR under this Agreement at any facility owned by 2587

CONTRACTOR or any of its affiliates. The foregoing indemnity is intended to operate as an 2588

agreement pursuant to Section 107(e) of CERCLA, 42 U.S.C. Section 9607(c) and California 2589

Health and Safety Code Section 25364, to defend, hold harmless and indemnify the TOWN from 2590

liability. 2591

35.03 CalRecycle Diversion Goals. Notwithstanding any Liquidated Damages as may be 2592

assessed by TOWN under Article 19 for CONTRACTOR’S failure to meet its Diversion 2593

Requirements as specified in Article 5, CONTRACTOR agrees to indemnify, hold harmless, and 2594

defend TOWN, with counsel selected by CONTRACTOR and reasonably acceptable to TOWN, 2595

from and against all fines or penalties imposed by the California Department of Resources 2596

Recycling and Recovery (“CalRecycle”) due to TOWN’s failure to meet the mandated diversion 2597

goals specified in California Public Resources Code Section 41780 (and as may be as amended 2598

from time to time) with respect to the materials collected by CONTRACTOR, if and to the extent 2599

the failure to meet such goals results from the failure of CONTRACTOR to perform its obligations 2600

under this Agreement. . 2601

35.04 Proposition 218 Indemnification. CONTRACTOR shall defend, with counsel 2602

reasonably acceptable to the TOWN, indemnify and hold harmless TOWN from and against all 2603

claims, actual damages (including, but not limited to, special and consequential damages), natural 2604

resources damages, punitive damages, injuries, costs, response, remediation and removal costs, 2605

losses, demands, debts, liens, liabilities, causes of action, suits, legal or administrative 2606

proceedings, interest, fines, charges, penalties and expenses (including, but not limited to, 2607

reasonable attorney’s fees and expert witness fees and costs) (collectively, “Damages”) arising 2608

out of or resulting from third-party claims alleging that the TOWN’s rate-setting process violated 2609

Proposition 218, but only if and to the extent such claims: 2610

35.04.1 (i) Allege that CONTRACTOR’S direct operational cost of providing 2611

Collection Services under this Agreement (as distinct from any fees, costs or similar expenses 2612

payable to TOWN or third parties hereunder) constitutes a violation of Proposition 218, and 2613

35.04.2 (ii) Result from CONTRACTOR’s provision of materially incorrect 2614

information to TOWN, and consistent with California Public Resources Code Section 40059.2. 2615

35.04.3 TOWN shall fully cooperate with CONTRACTOR at no cost or 2616

expenses to CONTRACTOR in defending such alleged violations. 2617

35.04.4 TOWN shall indemnify and hold CONTRACTOR harmless from and 2618

against any and all damages to the extent those damages arise out of or result from a 2619

determination or third-party-claim that the violation of Proposition 218 resulted from fees, costs or 2620

similar expenses that are payable to TOWN or third parties hereunder (as distinct from the direct 2621

operational cost of providing Collection Services) and are included in rates or any rate increase 2622

hereunder. 2623

35.05 Consideration. It is specifically understood and agreed that the consideration 2624

inuring to CONTRACTOR for the execution of this Agreement consists of the promises, payments, 2625

covenants, rights and responsibilities contained in this Agreement. 2626


Page 69 of 244

35.06 Obligation. The execution of this Agreement by CONTRACTOR shall obligate 2627

CONTRACTOR to comply with the foregoing indemnification provisions; however, the collateral 2628

obligation of providing insurance must also be fully complied with as set forth in Article 22 above. 2629

35.07 Damage by CONTRACTOR. If CONTRACTOR’S employees or subcontractors 2630

cause any damage or loss to TOWN property, including but not limited to TOWN Streets or curbs, 2631

other than as a result of ordinary wear and tear, then CONTRACTOR shall repair such property 2632

to the reasonable satisfaction of TOWN, at CONTRACTOR’s sole cost and expense. 2633

35.07.1 If CONTRACTOR fails to do so within a reasonable period after TOWN 2634

notifies CONTRACTOR of the damage or loss, then TOWN may affect the repair, and 2635

CONTRACTOR shall reimburse TOWN for TOWN reasonable cost of repairing such damage or 2636

loss. Such reimbursement is not in derogation of any right of TOWN to be indemnified by 2637

CONTRACTOR for any such damage or loss. 2638

35.08 CERCLA Indemnification.. To the fullest extent allowed by law, CONTRACTOR 2639

shall indemnify, defend with counsel reasonably acceptable to the TOWN, and hold harmless 2640

TOWN and its officers, officials, employees and agents (collectively, “Indemnitees”) from and 2641

against any and all claims, actual damages (including, but not limited to, special and 2642

consequential damages), natural resources damages, punitive damages, injuries, costs, 2643

response, remediation and removal costs, losses, demands, debts, liens, liabilities, causes of 2644

action, suits, legal or administrative proceedings, interest, fines, charges, penalties and expenses 2645

(including, but not limited to, reasonable attorneys’ fees and expert witness fees and costs) 2646

(collectively, “Liability”) arising out of or in connection with third-party claims alleging that TOWN’s 2647

award of the Franchise to CONTRACTOR and execution of this Agreement violated the California 2648

Environmental Quality Act (“CEQA”) and/or its implementing regulations. 2649

35.08.1 CONTRACTOR waives any and all rights of any type to express or 2650

implied indemnity against the Indemnitees. 2651

35.08.2 The defense and indemnification obligations of this Agreement are 2652

undertaken in addition to, and shall not in any way be limited by, the insurance obligations 2653

contained in this Agreement. If any term or portion of this Section 23.08 is held to be invalid, 2654

illegal, or otherwise unenforceable by a court of competent jurisdiction, said Section shall be 2655

interpreted to provide the broadest indemnity permitted by law. 2656

35.08.3 CONTRACTOR’s obligations to indemnify and defend Indemnitees are 2657

binding on its successors and assigns and shall survive the termination or completion of this 2658

Agreement for the fullest extent and duration allowed by law 2659

ARTICLE 36. Default of Contract 2660

25.01 Termination. TOWN may terminate this Agreement by giving CONTRACTOR 2661

thirty (30) calendar days advance written notice upon the happening of any one of the following 2662

events. The termination right in this Section is in addition to the termination rights provided for 2663

elsewhere. 2664

25.01.1 CONTRACTOR takes the benefit of any present or future insolvency 2665

statute, or makes a general assignment for the benefit of creditors, or files a voluntary petition in 2666

bankruptcy (court) or a petition or answer seeking an arrangement for its reorganization or the 2667

readjustment of its indebtedness under the Federal bankruptcy laws or under any other law or 2668

statute of the United States or any state thereof, or consents to the appointment of a receiver, 2669

trustee or liquidator of all or substantially all of its property; or 2670


Page 70 of 244

25.01.2 By order or decree of a Court, CONTRACTOR is adjudged bankrupt or 2671

an order has been made approving a petition filed by any of its creditors or by any of the 2672

stockholders of CONTRACTOR, seeking its reorganization or the readjustment of its 2673

indebtedness under the Federal bankruptcy laws or under any law or statute of the United States 2674

or of any state thereof, and such judgment or order is not stayed or vacated within sixty (60) 2675

calendar days after the entry thereof; or 2676

25.01.3 By, or pursuant to, or under the authority of any legislative act, 2677

resolution or rule or any order or decree of any Court or governmental board, agency or officer 2678

having jurisdiction, a receiver, trustee or liquidator takes possession or control of all or 2679

substantially all of the property of CONTRACTOR, and such possession or control continues in 2680

effect for a period of sixty (60) calendar days; or 2681

25.01.4 CONTRACTOR defaults, by failing or refusing to pay in a timely manner 2682

the liquidated damages or other monies due TOWN and said default is not cured within thirty (30) 2683

calendar days of receipt of written notice by TOWN to do so; or 2684

25.01.5 CONTRACTOR defaults, by failing or refusing to perform or observe its 2685

obligations under this Agreement, and said default is not remedied within thirty (30) calendar days 2686

of receipt of written notice by TOWN to do so. 2687

25.01.5.1 If by reason of the nature of such default, the same cannot 2688

be remedied within thirty (30) calendar days following receipt by CONTRACTOR of written 2689

demand from TOWN to do so, then the cure period shall be extended for such additional period 2690

as is reasonably required to cure the default, provided that CONTRACTOR commences the 2691

remedy of such default within said thirty (30) calendar days following such written notice, and 2692

having so commenced thereafter continues with diligence the curing thereof. 2693

25.01.5.2 In any dispute concerning failure to commence remedying a 2694

default or diligence in pursuing a cure, CONTRACTOR shall have the burden of proof to 2695

demonstrate (a) that the default cannot be cured within thirty (30) calendar days, and (b) that it is 2696

proceeding with diligence to cure said default, and such default will be cured within a reasonable 2697

period of time. 2698

25.02 Temporary Possession of CONTRACTOR’s Equipment. Notwithstanding anything 2699

contained herein to the contrary, if CONTRACTOR fails to provide Collection Services for a period 2700

of three (3) consecutive Work Days, on the fourth (4th) Work Day TOWN may take possession of 2701

CONTRACTOR'S equipment, Service Recipient accounts and service records, and other property 2702

used in providing Collection Services under this Agreement in order to provide interim Collection 2703

Services until such time as CONTRACTOR is again able to perform Collection Services pursuant 2704

to this Agreement. 2705

25.02.1 If CONTRACTOR is unable for any reason or cause to resume 2706

performance of Collection Service at the end of thirty (30) consecutive calendar days of 2707

nonperformance of Collection Services, then this Agreement may be terminated by TOWN upon 2708

written notice to CONTRACTOR, and TOWN may retain possession of such equipment, records 2709

and other property used in providing Collection Services on an interim basis until TOWN has 2710

made other suitable arrangements for the provision of Collection Services, which may include 2711

award of an agreement to another contractor. 2712

25.02.2 Notwithstanding any other provision in this Agreement to the contrary, 2713

TOWN’s right to take interim possession of, or make use of, any of CONTRACTOR’s equipment, 2714

including, without limitation, vehicles, Carts, Bins and containers, shall not allow TOWN to assign 2715

ownership of such vehicles, Carts, Bins and containers to another contractor, and TOWN 2716


Page 71 of 244

acknowledges that CONTRACTOR’S lender has a security interest in such equipment. In 2717

addition, notwithstanding any other provision of this Agreement to the contrary, TOWN’s right to 2718

take possession of such equipment, records and other property shall be limited to one hundred 2719

eighty (180) days after the effective date of termination of this Agreement. After such time, such 2720

assets shall be returned to CONTRACTOR or, if TOWN and CONTRACTOR mutually agree, 2721

TOWN shall pay a reasonable monthly rent to CONTRACTOR for TOWN’s use of the equipment. 2722

25.02.3 In the event that this Agreement is terminated, CONTRACTOR shall 2723

furnish TOWN with immediate access to all of its business records related to its Service Recipient 2724

and billing accounts for Collection Services. 2725

25.03 Violations. Notwithstanding the foregoing and as supplemental and additional 2726

means of termination of this Agreement under this Article, in the event that CONTRACTOR'S 2727

record of performance shows that CONTRACTOR has frequently, regularly or repetitively 2728

defaulted in providing Collection Services, and, after written default notices from TOWN, has not 2729

timely cured such defaults within the applicable cure periods set forth in Section 24.01.5, TOWN 2730

in its sole discretion may determine that CONTRACTOR is a "habitual violator", in which case 2731

CONTRACTOR shall be deemed to have waived the right to any further notice or grace period to 2732

correct any subsequent default. 2733

25.03.1 TOWN shall thereupon issue CONTRACTOR a final warning citing the 2734

circumstances for such determination, and any single default by CONTRACTOR of whatever 2735

nature, subsequent to CONTRACTOR’s receipt of such warning, shall be grounds for immediate 2736

termination of the Agreement. 2737

25.03.2 In the event of any such subsequent default, TOWN may terminate this 2738

Agreement upon giving of final written notice to CONTRACTOR, such termination to be effective 2739

upon the date specified in TOWN written notice to CONTRACTOR, and all contractual fees due 2740

hereunder plus any and all charges and interest shall be payable to said date, and 2741

CONTRACTOR shall have no further rights hereunder. 2742

25.03.3 Immediately upon the specified date in such final notice 2743

CONTRACTOR shall proceed to cease any further performance under this Agreement. 2744

25.04 Termination Date. In the event of the aforesaid events specified above, and except 2745

as otherwise provided in said subsections, termination shall be effective upon the date specified 2746

in TOWN’s written notice to CONTRACTOR and upon said date this Agreement shall be deemed 2747

immediately terminated, and TOWN shall have the right to call the performance bond and shall 2748

be free to negotiate with other contractors for the operation of the herein specified services. 2749

25.05 Immediate Termination. TOWN may terminate this Agreement immediately upon 2750

written notice to CONTRACTOR in the event CONTRACTOR fails to provide and maintain the 2751

performance bond as required by this Agreement, or if CONTRACTOR fails to obtain or maintain 2752

insurance policies endorsements as required by this Agreement, or if CONTRACTOR offers or 2753

gives any gift to any elected official, appointed officer or employee of TOWN, or any relative or 2754

spouse of such elected official, appointed officer or employee. 2755

25.05.1 For purposes of this Section, “gift” shall be defined as set forth in 2756

California Government Code Section 82028 and the regulations of the Fair Political Practices 2757

Commission at 2 C.C.R Sec 18940 et seq. as may be amended from time to time. 2758

25.06 Termination Cumulative. TOWN’s right to terminate this Agreement is cumulative 2759

to any other rights and remedies provided by law or by this Agreement. 2760


Page 72 of 244

25.07 Force Majeure. Notwithstanding any other provision of this Agreement to the 2761

contrary, TOWN and CONTRACTOR shall be excused from performing its obligations hereunder 2762

in the event it is prevented from so performing by reason of any acts of God, such as landslides, 2763

lightning, fires, storms, floods, pestilence, freezing, and earthquakes; explosions, power outages, 2764

sabotage, civil disturbances, acts of a public enemy, wars, blockades, riots, or other industrial 2765

disturbances, eminent domain, condemnation or other taking, or other events of a similar nature, 2766

not caused or maintained by such party, which event is not reasonably within the control of the 2767

party claiming the excuse from its obligations due to such event, to the extent such event has a 2768

significant and material adverse effect on the ability of the party to perform its obligations 2769

thereunder. 2770

25.07.1 Force Majeure shall not include fuel shortages, strikes, work stoppage 2771

or slowdown, sickout, lockout, picketing or other concerted job action conducted by 2772

CONTRACTOR’S employees or directed at CONTRACTOR or any of its subcontractors. 2773

25.07.2 Force Majeure shall include a Change in Law to the extent such 2774

Change in Law prohibits a party's performance hereunder. Notwithstanding the foregoing: 2775

25.07.2.1 (i) no failure of performance by any subcontractor of 2776

CONTRACTOR shall be a Force Majeure unless such failure was itself caused by a Force 2777

Majeure; 2778

25.07.2.2 (ii) except as provided herein, no event which merely 2779

increases CONTRACTOR'S cost of performance shall be a Force Majeure; and 2780

25.07.2.3 (iii) no event, the effects of which could have been 2781

prevented by reasonable precautions, including compliance with agreements and applicable laws, 2782

shall be a Force Majeure. 2783

36.01 Agreement Modifications and Changes in Law. TOWN and CONTRACTOR 2784

understand and agree that the California Legislature has the authority to make comprehensive 2785

changes in Solid Waste Management legislation and that these and other changes in law in the 2786

future which mandate certain actions or programs for counties or municipalities may require 2787

changes or modifications in some of the terms, conditions or obligations under this Agreement. 2788

36.01.1 CONTRACTOR agrees that the terms and provisions of the TOWN 2789

Code, as it now exists or as it may be amended in the future, shall apply to all of the provisions of 2790

this Agreement and the Service Recipients of CONTRACTOR located within the Service Area. 2791

36.01.2 In the event any future Change in Law, modifications to TOWN Code, 2792

or directed changes by TOWN materially alters the obligations of CONTRACTOR, then the 2793

affected compensation as established under this Agreement shall be adjusted. Nothing contained 2794

in this Agreement shall require any party to perform any act or function contrary to law. 2795

36.01.3 TOWN and CONTRACTOR agree to enter into good faith negotiations 2796

regarding modifications to this Agreement which may be required in order to implement changes 2797

in the interest of the public welfare or due to Change in Law. 2798

36.01.4 When such modifications are made to this Agreement, TOWN and 2799

CONTRACTOR shall negotiate in good faith, a reasonable and appropriate compensation 2800

adjustment for any increase or decrease in the services or other obligations required of 2801

CONTRACTOR due to any modification in the Agreement under this Article. TOWN and 2802

CONTRACTOR shall not unreasonably withhold agreement to such compensation adjustment. 2803


Page 73 of 244

36.01.5 Compensation Adjustments. In the event of a Material Change in Law, 2804

CONTRACTOR shall provide TOWN with a written rate increase request for additional 2805

compensation to CONTRACTOR arising from the Material Change in Law. If the proposed rate 2806

increase exceeds fifty thousand dollars ($50,000) and TOWN does not agree with such rate 2807

increase, then either party, in addition to negotiating with the other party, may submit the matter 2808

to non-Binding mediation. 2809

36.02 TOWN-Directed Changes. TOWN may direct CONTRACTOR to perform 2810

additional services (including new diversion programs, additional public education activities, etc.), 2811

eliminate programs, or modify the manner in which it performs existing services. 2812

36.02.1 Changes in the minimum diversion requirement set forth in Article 5 of 2813

this Agreement, direction of SFD , MFD, Commercial or Town Waste to a Disposal Facility other 2814

than that originally selected by the TOWN, direction of Recyclable Material or Organics to a 2815

processing facility other than that selected by the CONTRACTOR, pilot programs and innovative 2816

services, which may entail new Collection methods, targeted routing, different kinds of services, 2817

different types of collection vehicles, and/or new requirements for Service Recipients are included 2818

among the kinds of changes which TOWN may direct. 2819

36.02.2 CONTRACTOR shall be entitled to an adjustment in its compensation 2820

for providing such additional or modified services but not for the preparation of its proposal to 2821

perform such services. 2822

36.03 Service Proposal. Within thirty (30) calendar days of receipt of a request for a 2823

service change from the TOWN, CONTRACTOR shall submit a proposal to provide such service. 2824

At a minimum, the proposal shall contain a complete description of the following: 2825

36.03.1 Methodology to be employed (equipment, manpower, etc.). 2826

36.03.2 Equipment to be utilized (vehicle number, types, capacity, age, etc.). 2827

36.03.3 Labor requirements (number of employees by classification). 2828

36.03.4 Type of Carts or Bins to be utilized. 2829

36.03.5 Provision for program publicity, education, and marketing. 2830

36.03.6 Three (3) year projection of the financial results of the program's 2831

operations in an operating statement format including documentation of the key assumptions 2832

underlying the projections and the support for those assumptions, giving full effect to the savings 2833

or costs to existing services. 2834

36.04 CONTRACTOR acknowledges and agrees that TOWN may permit other 2835

contractors or companies besides CONTRACTOR to provide additional Collection Services and 2836

such other services not otherwise contemplated if CONTRACTOR and TOWN cannot agree on 2837

terms and conditions, including compensation adjustments, of such services in one hundred 2838

twenty (120) calendar days from the date when TOWN first requests a proposal from 2839

CONTRACTOR to perform such services. 2840

36.05 Monitoring and Evaluation. If TOWN requests, CONTRACTOR shall meet with 2841

the TOWN to describe the progress of each new program and other service issues. 2842

36.05.1 If applicable, CONTRACTOR shall document the results of the new 2843

programs on a monthly basis, including at a minimum the tonnage diverted by material type, the 2844

end use or processor of the diverted materials and the cost per ton for transporting and processing 2845


Page 74 of 244

each type of material and other such information requested by CONTRACTOR and/or TOWN 2846

necessary to evaluate the performance of each program. 2847

36.05.2 At each meeting, TOWN and CONTRACTOR shall have the 2848

opportunity to discuss revisions to the program. TOWN shall have the right to terminate a 2849

program if, in its sole discretion, CONTRACTOR is not cost effectively achieving the program’s 2850

goals and objectives. 2851

36.05.2.1 Prior to such termination, TOWN shall meet and confer with 2852

CONTRACTOR for a period of up to ninety (90) calendar days to resolve TOWN’S concerns. 2853

36.05.2.2 Thereafter, e TOWN may utilize a third party to perform 2854

these services if TOWN reasonably believes the third party can improve on CONTRACTOR’S 2855

performance and/or cost. Notwithstanding these changes, CONTRACTOR shall continue the 2856

program during the ninety (90) day period and, thereafter, until the third party takes over the 2857

program. 2858

ARTICLE 37. Legal Representation 2859

37.01 Acknowledgement. It is acknowledged that each party was, or had the opportunity 2860

to be, represented by counsel in the preparation of and contributed equally to the terms and 2861

conditions of this Agreement and, accordingly, the rule that a contract or Agreement shall be 2862

interpreted strictly against the party preparing the same shall not apply herein due to the joint 2863

contributions of both parties. 2864

ARTICLE 38. Financial Interest 2865

38.01 Representation. CONTRACTOR warrants and represents that no elected official, 2866

officer, agent or employee of TOWN has a financial interest, directly or indirectly, in this 2867

Agreement the compensation to be paid under it and, further, that no TOWN employee who acts 2868

in the TOWN as a “purchasing agent” as defined in the appropriate Section of California Statutes, 2869

nor any elected or appointed officer of the TOWN, nor any spouse or child of such purchasing 2870

agent, employee or elected or appointed officer, is a partner, officer, director or proprietor of the 2871

CONTRACTOR and, further, that no such TOWN employee, purchasing agent, TOWN elected or 2872

appointed officer, or the spouse or child of any of them, alone or in combination, has a material 2873

interest in the CONTRACTOR. Material interest means direct or indirect ownership of more than 2874

five percent (5%) of the total assets or capital stock of the CONTRACTOR. 2875

ARTICLE 39. Contractor's Personnel 2876

39.01 Personnel Requirements. CONTRACTOR shall employ and assign qualified 2877

personnel to perform all services set forth herein. CONTRACTOR shall be responsible for 2878

ensuring that its employees comply with all applicable laws and regulations and meet all federal, 2879

state and local requirements related to their employment and position. 2880

39.01.1 TOWN may request the transfer of any employee of the 2881

CONTRACTOR who materially violates any provision hereof, or who is wanton, negligent, or 2882

discourteous in the performance of his duties. 2883

39.01.2 CONTRACTOR’S field operations personnel shall be required to wear 2884

a clean uniform shirt bearing CONTRACTOR’S name. 2885


Page 75 of 244

39.01.2.1 CONTRACTOR’S employees, who normally come into 2886

direct contact with the public, including drivers, shall bear some means of individual photographic 2887

identification such as a name tag or identification card. 2888

39.01.3 Each driver of a collection vehicle shall at all times carry a valid 2889

California driver's license and all other required licenses for the type of collection vehicle that is 2890

being operated. 2891

39.01.4 Each driver of a collection vehicle shall at all times comply with all 2892

applicable state and federal laws, regulations and requirements. 2893

39.01.5 CONTRACTOR’S employees, officers, and agents shall at no time be 2894

allowed to identify themselves or in any way represent themselves as being employees of the 2895

TOWN. 2896

39.01.6 CONTRACTOR'S name and the Customer Service telephone number 2897

shall be properly displayed on all collection vehicles. 2898

ARTICLE 40. Exempt Waste 2899

40.01 CONTRACTOR shall not be required to collect or dispose of Exempt Waste, but 2900

may offer such services. All such collection and disposal of Exempt Waste is not regulated under 2901

this Agreement, but if provided by CONTRACTOR shall be in strict compliance with all federal, 2902

state and local laws and regulations. 2903

ARTICLE 41. Independent Contractor 2904

41.01 In the performance of services pursuant to this Agreement, CONTRACTOR shall 2905

be an independent contractor and not an officer, agent, servant or employee of TOWN. 2906

CONTRACTOR shall have exclusive control of the details of the services and work performed 2907

and over all persons performing such services and work. CONTRACTOR shall be solely 2908

responsible for the acts and omissions of its officers, agents, employees, contractors and 2909

subcontractors, if any. 2910

41.01.1 Neither CONTRACTOR nor its officers, employees, agents, contractors 2911

or subcontractors shall obtain any right to retirement benefits, Workers Compensation benefits, 2912

or any other benefits which accrue to TOWN employees and CONTRACTOR expressly waives 2913

any claim it may have or acquire to such benefits. 2914

ARTICLE 42. Laws to Govern 2915

42.01 The law of the State of California shall govern the rights, obligations, duties and 2916

liabilities of TOWN and CONTRACTOR under this Agreement and shall govern the interpretation 2917

of this Agreement. 2918

ARTICLE 43. Consent to Jurisdiction 2919

43.01 The parties agree that any litigation between TOWN and CONTRACTOR 2920

concerning or arising out of this Agreement shall be filed and maintained exclusively in the 2921

Superior Court of Sonoma County, State of California, or in the United States District Court for 2922

the Northern District of California to the fullest extent permissible by law. Each party consents to 2923

service of process in any manner authorized by California law. 2924


Page 76 of 244

ARTICLE 44. Assignment 2925

44.01 No assignment of this Agreement or any right occurring under this Agreement shall 2926

be made in whole or in part by CONTRACTOR without the express written consent of the TOWN. 2927

44.01.1 The TOWN shall have full discretion to approve or deny, with or without 2928

cause, any proposed or actual assignment by CONTRACTOR. 2929

44.01.2 Any assignment of this Agreement made by CONTRACTOR without 2930

the express written consent of the TOWN shall be null and void and shall be grounds for the 2931

TOWN to declare a default of this Agreement and immediately terminate this Agreement by giving 2932

written notice to CONTRACTOR, and upon the date of such notice this Agreement shall be 2933

deemed immediately terminated, and upon such termination all liability of the TOWN under this 2934

Agreement to the CONTRACTOR shall cease, and the TOWN shall have the right to call the 2935

performance bond and shall be free to negotiate with other contractors, CONTRACTOR, or any 2936

other person or company for the service which is the subject of this Agreement. In the event of 2937

any assignment, the assignee shall fully assume all the liabilities of CONTRACTOR. 2938

44.01.3 In the event that the Town agrees to assignment of this Agreement to 2939

a qualified service provider, CONTRACTOR shall make payment to the TOWN in an amount as 2940

follows: 2941

44.01.3.1 One Million Dollars ($1,000,000.00) if assignment is 2942

between made between the Effective Date and September 30, 2022; 2943

44.01.3.2 Eight Hundred Thousand Dollars ($800,000.00) if 2944

assignment is made between October 1, 2022 and September 30, 2023; 2945

44.01.3.3 Five Hundred Fifty Thousand Dollars ($550,000.00) if 2946

assignment is made between October 1, 2023 and September 30, 2024; 2947

44.01.3.4 Four Hundred Thousand Dollars ($300,000.00) if 2948

assignment is made between October 1, 2024 and September 30, 2025; and 2949

44.01.3.5 One Hundred Thousand Dollars ($100,000.00) is 2950

assignment is made between October 1, 2025 and September 30, 2027. 2951

44.01.3.6 Payment will be made within thirty (30) days of TOWN’S 2952

consent to assignment, and if full payment is not made then any such assignment shall be null 2953

and void. 2954

44.02 The use of a subcontractor to perform services under this Agreement shall not 2955

constitute delegation of CONTRACTOR’S duties provided that CONTRACTOR has received prior 2956

written authorization from the TOWN Representative to subcontract such services and the TOWN 2957

Representative has approved a subcontractor who will perform such services. 2958

44.02.1 CONTRACTOR shall be responsible for directing the work of 2959

CONTRACTOR’S subcontractors and any compensation due or payable to CONTRACTOR’S 2960

subcontractor shall be the sole responsibility of CONTRACTOR. 2961

44.02.2 The TOWN Representative shall have the right to require the removal 2962

of any approved subcontractor for reasonable cause. The subcontractors listed in Exhibit 6 to 2963

this Agreement are hereby approved by the TOWN. 2964

44.03 For purposes of this Article when used in reference to CONTRACTOR, 2965

"assignment" shall include, but not be limited to: 2966


Page 77 of 244

44.03.1 (i) a sale, exchange or other transfer of at least fifty-one percent (51%) 2967

of CONTRACTOR'S assets dedicated to service under this Agreement to a third party; 2968

44.03.2 (ii) a sale, exchange or other transfer of outstanding common stock of 2969

CONTRACTOR to a third party provided said sale, exchange or transfer results in a change of 2970

control of CONTRACTOR (with control being defined as ownership of more than fifty percent 2971

(50%) of CONTRACTOR’S voting securities); 2972

44.03.3 (iii) any dissolution, reorganization, consolidation, merger, re-2973

capitalization, stock issuance or re-issuance, voting trust, pooling agreement, escrow 2974

arrangement, liquidation, subcontracting or lease-back payments, or other transaction which 2975

results in a change of control of CONTRACTOR; 2976

44.03.4 (iv) any assignment by operation of law, including insolvency or 2977

bankruptcy, making assignment for the benefit of creditors, writ of attachment for an execution 2978

being levied against this Agreement, appointment of a receiver taking possession of 2979

CONTRACTOR'S property, or transfer occurring in the event of a probate proceeding; and 2980

44.03.5 (v) any combination of the foregoing (whether or not in related or 2981

contemporaneous transactions) which has the effect of any such transfer or change of control of 2982

CONTRACTOR. 2983

44.04 CONTRACTOR acknowledges that this Agreement involves rendering a vital 2984

service to TOWN'S residents and businesses, and that TOWN has selected CONTRACTOR to 2985

perform the services specified herein based on: 2986

44.04.1 (i) Contractor's experience, skill and reputation for conducting its Solid 2987

Waste management operations in a safe, effective and responsible fashion, at all times in keeping 2988

with applicable environmental laws, regulations and best Solid Waste management practices, and 2989

44.04.2 (ii) CONTRACTOR'S financial resources to maintain the required 2990

equipment and to support its indemnity obligations to TOWN under this Agreement. TOWN has 2991

relied on each of these factors, among others, in choosing CONTRACTOR to perform the services 2992

to be rendered by CONTRACTOR under this Agreement. 2993

ARTICLE 45. Compliance with Laws 2994

45.01 In the performance of this Agreement, CONTRACTOR shall comply with all 2995

applicable laws, regulations, ordinances and codes of the federal, state and local governments, 2996

including without limitation the Municipal Code of the Town of Windsor. 2997

45.02 TOWN shall provide written notice to CONTRACTOR of any planned amendment 2998

to the TOWN Code that would substantially affect the performance of CONTRACTOR’S services 2999

pursuant to this Agreement. Such notice shall be provided at least thirty (30) calendar days prior 3000

to the Town Council’s approval of such an amendment. 3001

ARTICLE 46. Permits and Licenses 3002

46.01 CONTRACTOR shall obtain, at its own expense, all permits and licenses required 3003

by law or ordinance and maintain same in full force and effect throughout the term of this 3004

Agreement. 3005

46.01.1 CONTRACTOR shall provide proof of such permits, licenses or 3006

approvals and shall demonstrate compliance with the terms and conditions of such permits, 3007

licenses and approvals upon the request of the TOWN Representative. 3008


Page 78 of 244

ARTICLE 47. Ownership of Written Materials 3009

47.01 All reports, documents, brochures, public education materials, and other written, 3010

printed, electronic or photographic materials developed by TOWN or CONTRACTOR in 3011

connection with the services to be performed under this Agreement, whether developed directly 3012

or indirectly by TOWN or CONTRACTOR shall be and shall remain the property of TOWN without 3013

limitation or restrictions on the use of such materials by TOWN. 3014

47.01.1 CONTRACTOR shall not use such materials in connection with any 3015

project not connected with this Agreement without the prior written consent of the TOWN 3016

Representative. This Article does not apply to ideas or concepts described in such materials and 3017

does not apply to the format of such materials. 3018

ARTICLE 48. Waiver 3019

48.01 Waiver by TOWN or CONTRACTOR of any breach for violation of any term 3020

covenant or condition of this Agreement shall not be deemed to be a waiver of any other term, 3021

covenant or condition or any subsequent breach or violation of the same or of any other term, 3022

covenant or condition. 3023

48.01.1 The subsequent acceptance by TOWN of any fee, tax, or any other 3024

monies which may become due from CONTRACTOR to TOWN shall not be deemed to be a 3025

waiver by TOWN of any breach for violation of any term, covenant or condition of this Agreement. 3026

ARTICLE 49. Prohibition Against Gifts 3027

49.01 CONTRACTOR represents that CONTRACTOR is familiar with TOWN’S 3028

prohibition against the acceptance of any gift by a TOWN officer or designated employee. 3029

CONTRACTOR shall not offer any TOWN officer or designated employee any gifts prohibited by 3030

the TOWN. 3031

ARTICLE 50. Point of Contact 3032

50.01 The day-to-day dealings between the CONTRACTOR and the TOWN shall be 3033

between the CONTRACTOR and the TOWN Representative. 3034

ARTICLE 51. Conflict of Interest 3035

51.01 CONTRACTOR shall comply with TOWN requirements for disclosure of potential 3036

Conflict of Interest as required by the California Fair Political Practices Commission and such 3037

other applicable State or local laws or regulations, and will file all required disclosure statements 3038

in a timely manner and as required by law or regulation. 3039

ARTICLE 52. Notices 3040

52.01 Except as provided herein, whenever either CONTRACTOR or TOWN desires to 3041

give notice to the other, it must be given by written notice addressed to the CONTRACTOR or 3042

TOWN, for whom it is intended, at the place last specified and to the place for giving of notice in 3043

compliance with the provisions of this paragraph. For the present, the parties designate the 3044

following as the respective persons and places for giving of notice: 3045

As to the TOWN: 3046


Page 79 of 244

Kristina Owens 3047

Administrative Operations Manager 3048

9291 Old Redwood Highway, Building 300A 3049

In-writing: P.O. Box 100 3050

Windsor, CA 95492 3051

Phone: (707) 838-5355 3052

E-mail: [email protected] 3053

As to the CONTRACTOR: 3054

Frank Weigel 3055

GreenWaste Recovery, Inc 3056

1500 Berger Drive 3057

San Jose, CA 95112 3058

Phone: (408) 938-4902 3059

Fax: (408) 287-3108 3060

E-Mail: [email protected] 3061

52.02 Notices shall be effective when received at the mailing address or by email as 3062

specified above. Changes in the respective addresses to which such notice is to be directed may 3063

be made by written notice. Correspondence received after 4:30 p.m. or on weekends or holidays, 3064

will be deemed received on the next day that the TOWN is open for business. The original of 3065

items that are transmitted by facsimile equipment must also be mailed as required herein. 3066

52.03 Notice by TOWN to CONTRACTOR of a collection or other Service Recipient 3067

problem or complaint may be given to CONTRACTOR orally by telephone at CONTRACTOR’S 3068

local office with confirmation sent as required above by the end of the Work Day. 3069

ARTICLE 53. Transition to Next Contractor 3070

53.01 In the event CONTRACTOR is not awarded an Agreement to continue to provide 3071

Collection Services following the expiration or early termination of this Agreement, 3072

CONTRACTOR shall cooperate fully with TOWN and any subsequent contractors to assure a 3073

smooth transition of services described in this Agreement. 3074

53.01.1 Such cooperation shall include but not be limited to transfer of computer 3075

data, files and tapes; providing routing information, route maps, vehicle fleet information, and list 3076

of Service Recipients; providing a complete inventory of all Carts and Bins; providing adequate 3077

labor and equipment to complete performance of all Collection Services required under this 3078

Agreement; taking all actions necessary to transfer ownership of Carts and Bins, as appropriate, 3079

to TOWN; including transporting such containers to a location designated by the Town 3080

Representative; coordinating collection of materials set out in new containers if new containers 3081

are provided for a subsequent Agreement and providing other reports and data required by this 3082

Agreement. 3083

ARTICLE 54. Contractor’s Records 3084

54.01 CONTRACTOR shall maintain any and all letters, books of account, invoices, 3085

vouchers, canceled checks, and other records or documents evidencing or relating to charges for 3086

services or expenditures and disbursements charged to Service Recipients for a minimum period 3087


Page 80 of 244

of five (5) years, or for any longer period required by law, from the date of final payment to 3088

CONTRACTOR pursuant to this Agreement. 3089

54.02 CONTRACTOR shall maintain all documents and records which demonstrate 3090

performance under this Agreement for a minimum period of five (5) years, or for any longer period 3091

required by law, from the date of termination or completion of this Agreement. 3092

54.03 Any records or documents required to be maintained pursuant to this Agreement 3093

shall be made available for inspection or audit, at any time during regular business hours, upon 3094

written request by the Town Representative, the Town Attorney, Town Auditor, Town Manager, 3095

or a designated representative of any of these officers. 3096

54.04 Copies of such documents shall be provided to TOWN for inspection at the TOWN 3097

offices when it is practical to do so. Otherwise, unless an alternative site is mutually agreed upon, 3098

the records shall be available at CONTRACTOR’S address indicated for receipt of notices in this 3099

Agreement. 3100

54.05 Where TOWN has reason to believe that such records or documents may be lost 3101

or discarded due to the dissolution, disbandment or termination of CONTRACTOR’S business, 3102

TOWN may, by written request or demand of any of the above named officers, require that 3103

custody of the records be given to TOWN and that the records and documents be maintained in 3104

Town Hall. Access to such records and documents shall be granted to any party authorized by 3105

CONTRACTOR, CONTRACTOR’S representatives, or CONTRACTOR’S successor-in-interest. 3106

ARTICLE 55. Entire Agreement 3107

55.01 This Agreement and the Exhibits attached hereto constitute the entire Agreement 3108

and understanding between the parties hereto, and it shall not be considered modified, altered, 3109

changed or amended in any respect unless in writing and signed by the parties hereto. 3110

55.02 Agreement Actions. Whenever action and/or approval by Town is required under 3111

this AGREEMENT, the Town Manager or his or her designee may act on and/or approve such 3112

matter unless specifically provided otherwise, or unless the Town Manager determines in his or 3113

her discretion that such action or approval requires referral to the Town Council for consideration. 3114

ARTICLE 56. Severability 3115

56.01 If any provision of this Agreement or the application of it to any person or situation 3116

shall to any extent be held invalid or unenforceable, the remainder of this Agreement and the 3117

application of such provisions to persons or situations other than those as to which it shall have 3118

been held invalid or unenforceable, shall not be affected, shall continue in full force and effect, 3119

and shall be enforced to the fullest extent permitted by law. 3120

ARTICLE 57. Right to Require Performance 3121

57.01 The failure of the TOWN at any time to require performance by CONTRACTOR of 3122

any provision hereof shall in no way affect the right of the TOWN thereafter to enforce same. Nor 3123

shall waiver by the TOWN of any breach of any provision hereof be taken or held to be a waiver 3124

of any succeeding breach of such provision or as a waiver of any provision itself. 3125


Page 81 of 244

ARTICLE 58. All Prior Agreements Superseded 3126

58.01 This document incorporates and includes all prior negotiations, correspondence, 3127

conversations, Agreements, contracts and understandings applicable to the matters contained in 3128

this Agreement and the parties hereto agree that there are no commitments, Agreements, 3129

contracts or understandings concerning the subject matter of this Agreement that are not 3130

contained in this document. Accordingly, it is agreed that no deviation from the terms of this 3131

Agreement shall be predicated upon any prior representations, Agreements or contracts, whether 3132

oral or written. 3133

ARTICLE 59. Headings 3134

59.01 Headings in this document are for convenience of reference only and are not to be 3135

considered in any interpretation of this Agreement. 3136

ARTICLE 60. Exhibits 3137

60.01 Each Exhibit referred to in this Agreement forms an essential part of this 3138

Agreement. Each such Exhibit is a part of this Agreement and each is incorporated by this 3139

reference. 3140

ARTICLE 61. Representations and Warranties of 3141

CONTRACTOR 3142

The CONTRACTOR, by acceptance of this Agreement, represents and warrants the conditions 3143 presented in the Article. 3144

61.01 Corporate Status. CONTRACTOR is a California duly organized, validly 3145 existing and in good standing under the laws of the State of California State. It is qualified to 3146 transact business in the State and has the power to own its properties and to carry on its business 3147 as now owned and operated and as required by this Agreement. 3148

61.02 Corporate Authorization. CONTRACTOR has the authority to enter this 3149 Agreement and perform its obligations under this Agreement. The Board of Directors of 3150 CONTRACTOR (or the shareholders, if necessary) has taken all actions required by law, its 3151 articles of incorporation, its bylaws, or otherwise, to authorize the execution of this Agreement. 3152

61.02.1 The person signing this Agreement on behalf of CONTRACTOR 3153 represents and warrants that they have the authority to do. 3154

61.02.2 This Agreement constitutes the legal, valid, and binding obligation of 3155 the CONTRACTOR. 3156

61.03 Agreement Will Not Cause Breach. To the best of CONTRACTOR’S knowledge 3157 after responsible investigation, the execution or delivery of this Agreement or the performance by 3158 CONTRACTOR of its obligations hereunder does not conflict with, violate, or result in a beach: 3159

61.03.1 (i) of any law or governmental regulation applicable to CONTRACTOR; 3160 or 3161


Page 82 of 244

61.03.2 (ii) any term or condition of any judgment, order, decree, of any court, 3162 administrative agency or other governmental authority, or any Agreement or instrument to which 3163 CONTRACTOR is a party or by which CONTRACTOR or any of its properties or assets are bound, 3164 or constitutes a default thereunder. 3165

61.04 No Litigation. To the best of CONTRACTOR’S knowledge after responsible 3166 investigation, there is no action, suit, proceeding or investigation, at law or in equity, before or by 3167 any court or governmental authority, commission, board, agency or instrumentality decided, 3168 pending or threatened against CONTRACTOR wherein an unfavorable decision, ruling or finding, 3169 in any single case or in the aggregate would: 3170

61.04.1 Materially adversely affect the performance by CONTRACTOR of its 3171 obligations hereunder; 3172

61.04.2 Adversely affect the validity or enforceability of this Agreement; or 3173

61.04.3 Have a material adverse effect on the financial conditions of 3174 CONTRACTOR, or any surety or entity guaranteeing CONTRACTOR’S performance under this 3175 Agreement. 3176

61.05 No Adverse Judicial Decisions. To the best of CONTRACTOR’S knowledge 3177 after responsible investigation, there is no judicial decision that would prohibit this Agreement or 3178 subject this Agreement to legal challenge. 3179

61.06 No Legal Prohibition. To the best of CONTRACTOR’S knowledge after 3180 reasonable investigation, there is no Applicable Law in effect on the date CONTRACTOR signed 3181 this Agreement that would prohibit CONTRACTOR’S performance of its obligations under this 3182 Agreement and the transactions contemplated hereby. 3183

61.07 CONTRACTORS Statements. CONTRACTOR’S proposal and other 3184 supplemental information submitted to the Town, which the Town has relied on in awarding and 3185 entering this Agreement, do not: 3186

61.07.1 (i) contain any untrue statement of a material fact, or 3187

61.07.2 (ii) omit to state a material fact that is necessary in order to make the 3188 statements made, in light of the circumstances in which they were made, not misleading. 3189

61.08 CONTRACTOR’S Investigation. CONTRACTOR has made an independent 3190 investigation (satisfactory to it) of the conditions and circumstances surrounding the Agreement 3191 and the work to be performed hereunder. 3192

61.08.1 CONTRACTOR has taken such matters into consideration in entering 3193 this Agreement to provide services in exchange for the compensation provided for under the terms 3194 of this Agreement. 3195

61.09 Ability to Perform. CONTRACTOR possesses the business, professional, and 3196 technical expertise to collect, transport, and process the Garbage, Recyclable Material, Organic 3197 Waste, and Large Items generated in the TOWN, and to provide Street Sweeping Services. 3198


Page 83 of 244

61.09.1 CONTRACTOR possesses the ability to secure equipment, facility(ies), 3199 and employee resources required to perform its obligations under this Agreement. 3200

61.10 Recognizing Labor Rights. CONTRACTOR recognizes, and agrees to continue to 3201 recognize, the right of its employees to peacefully organize and to file a valid petition seeking a 3202 lawful election conducted by the National Labor Relations Board. Such secret ballot election 3203 would determine if a majority of the subject employees want a labor organization to be their 3204 exclusive representative in collective bargaining with the CONTRACTOR. 3205

61.10.1 CONTRACTOR agrees to engage in good faith negotiations with any 3206 current and duly elected labor organization of the subject employees, and to meet at reasonable 3207 times to discuss wages, hours and other terms and conditions of employment. CONTRACTOR 3208 also represents that during negotiations with such duly elected labor organization, if necessary, it 3209 would support the use of a federal mediator and a reasonable cooling off period, if requested in 3210 writing by either party. 3211

ARTICLE 62. Effective Date 3212

This Agreement shall become effective at such time as it is properly executed by the TOWN and 3213

the CONTRACTOR and the CONTRACTOR shall begin Collection Services, as covered herein, 3214

as of October 1, 2017. 3215

IN WITNESS WHEREOF, the TOWN and the CONTRACTOR have executed this Agreement on 3216

the day and year first written above. 3217

3218


Page 84 of 244

3219

TOWN OF WINDSOR GreenWaste Recovery, Inc. 3220 3221 3222 ____________________ _________ _____________________ ________ 3223

Linda Kelley Date Frank C Weigel Date 3224 Town Manager Secretary / Chief Operating Officer 3225

3226

3227 _____________________ _________ 3228

Camille Kazarian Date 3229 Assistant Town Manager 3230

3231

3232 ______________________ _________ 3233

Name Date 3234 Administrative Services Director 3235

3236 3237 3238 The foregoing Agreement has been reviewed and approval is recommended: 3239

3240 3241 3242

Resolution No. - ____________________ 3243 Approved by Town Council 3244 3245

3246

3247

Approved as to Form: 3248 3249 ______________________ _________ 3250

Robin Donoghue Date 3251 Town Attorney 3252

3253 3254

3255

3256


Page 85 of 244

Exhibit 1a

SFD Service Recipient Rates

October1, 2017 - September 30, 2018

SFD CART COLLECTION

Facility Name Rate

Disposal/Transfer Facility Sonoma County

Landfill/Transfer System $130.57

Per Ton Processed Organic Waste (Yard Trimmings & Food Waste)

Sonoma County Landfill/Transfer System

$76.16

Per Ton Processing/Sale of Recyclable Material

GreenWaste Recovery MRF ($10.00)

A. SFD CART COLLECTION SERVICE (WEEKLY GARBAGE, RECYCLABLE MATERIAL AND ORGANIC WASTE COLLECTION)

Monthly Service Recipient Rate – CURBSIDE Collection

20 Gal 32 Gal 64 Gal 96 Gal

Collection Element $9.23 $10.11 $18.27 $26.72

Disposal Element $5.06 $7.78 $11.32 $14.57

Organic Waste Processing Element $3.22 $3.22 $3.22

Recyclable Material Processing/Expense Element

($0.41) ($0.41) ($0.41)

Franchise Fee Element (10% of Total Rate) $1.90 $2.30 $3.60 $4.90

Total Curbside Service Recipient Rate $19.00 $23.00 $36.00 $49.00

Monthly Service Recipient Rate – ON-PREMISE (additional service by Service Recipient request)

20 Gal 32 Gal 64 Gal 96 Gal

Collection Element $25.00

Disposal Element $5.06 $7.78 $11.32 $14.57

Organic Waste Processing Element $3.22 $3.22 $3.22 $3.22

Recyclable Material Processing/Sales Element ($0.41) ($0.41) ($0.41) ($0.41)

Franchise Fee Element (10% of Total Rate) $6.43 $1.18 $1.57 $1.93

Total On-Prenmise Service Recipient Rate $64.30 $11.77 $15.70 $19.31


Page 86 of 244

Exhibit 1a

SFD Service Recipient Rates

October1, 2017 - September 30, 2018

SFD CART COLLECTION

B. SFD ADDITIONAL SERVICES – AT SERVICE RECIPIENT REQUEST (including 10% Franchise Fee)

Curbside or On-Premise Collection 20 Gal 32 Gal 64 Gal 96 Gal

Additional Curbside Garbage Cart (each cart) $19.00 $22.00 $25.00 $28.00

Additional On-Premises Garbage Cart (each cart)

$29.00 $32.00 $35.00 $38.00

Additional On-Premises Recycling Cart (each cart)

N/A $5.00 $5.00 $5.00

Additional Curbside Organics Cart (each cart) $4.00 $5.00 $7.00 $9.00

Additional On-Premises Organics Cart (each cart)

N/A $8.00 $10.00 $12.00

Additional Cart Exchange or Replacement (each additional cart/occurrence) $35.00 /

occurrence

C. SFD ADDITIONAL SERVICES (including 10% Franchise Fee)

Additional or Excess SFD On-Call Large Item Collection Service:

Additional Large Item collection, beyond two (2) included pick-ups per year

$45.00 /each add. collection

Excess Large Item collection, beyond 4 cubic yards per collections

$75.00 /CY

3257

3258


Page 87 of 244

Exhibit 1b

MFD Service Recipient Rates

October 1, 2017 – September 30, 2018

A. MFD Garbage Collection

Facility Name Rate

Disposal/ Residual Cost Per Ton


$130.57

Container Size Collection Frequency

32 Gallon Cart

1X Week 2X Week 3X Week 4X Week 5X Week 6X Week

Collection Element

$30.25 $57.48 $91.96 $124.15 $142.77 $164.19

Disposal Element $6.49 $12.99 $19.48 $25.97 $32.46 $38.96

Franchise Fee Element

$4.08 $7.83 $12.38 $16.68 $19.47 $22.57

Total Rate $40.82 $78.30 $123.82 $166.80 $194.70 $225.72

64 Gallon Cart


Collection Element

$43.56 $78.41 $125.46 $169.36 $194.77 $223.98



$6.20 $11.43 $18.01 $24.25 $28.43 $33.03

Total Rate $61.98 $114.28 $180.13 $242.50 $284.31 $330.34

96 Gallon Cart


Collection Element

$58.05 $110.35 $160.01 $216.02 $259.22 $311.06


Franchise Fee Element)

$8.44 $16.25 $23.76 $31.98 $38.77 $46.53

Total Rate $84.44 $162.50 $237.62 $319.80 $387.74 $465.29

1 CY Bin 1X Week 2X Week 3X Week 4X Week 5X Week 6X Week

Collection Element

$151.25 $257.13 $354.84 $425.80 $574.83 $718.53


Franchise Fee Element)

$21.05 $37.06 $52.16 $64.29 $85.09 $105.30

Total Rate $210.49 $370.57 $521.58 $642.86 $850.88 $1,052.98


Page 88 of 244

Exhibit 1b




1.5 CY Bin 1X Week 2X Week 3X Week 4X Week 5X Week 6X Week

Collection Element

$197.23 $335.29 $462.70 $555.25 $749.57 $936.97



$28.28 $49.99 $70.51 $87.16 $115.11 $142.30

Total Rate $282.80 $499.86 $705.07 $871.56 $1,151.12 $1,423.00


Collection Element

$237.16 $391.31 $567.40 $794.37 $992.96 $1,092.26



$34.84 $60.45 $88.51 $122.21 $152.76 $172.28

Total Rate $348.38 $604.53 $885.06 $1,222.11 $1,527.64 $1,722.84


Collection Element

$315.81 $521.09 $729.52 $911.90 $1,139.88 $1,345.06



$47.82 $83.36 $119.25 $152.24 $190.31 $225.83

Total Rate $478.21 $833.60 $1,192.50 $1,522.44 $1,903.07 $2,258.34


Collection Element

$327.91 $606.64 $861.42 $1,119.84 $1,399.81 $1,609.77



$53.41 $101.35 $146.64 $192.32 $240.40 $280.71

Total Rate $534.09 $1,013.52 $1,466.36 $1,923.23 $2,404.04 $2,807.08


Collection Element

$339.30 $698.78 $1,048.17 $1,362.61 $1,662.39 $1,994.86

Disposal Element $229.15 $458.30 $687.45 $916.60 $1,145.75 $1,374.90


$63.16 $128.56 $192.85 $253.25 $312.02 $374.42


Page 89 of 244

Exhibit 1b




Total Rate $631.61 $1,285.64 $1,928.47 $2,532.46 $3,120.16 $3,744.18

10 CY Roll-off


Collection Element

$250.00 $250.00 $250.00 $250.00 $250.00 $250.00

20 CY Roll-off


Collection Element

$250.00 $250.00 $250.00 $250.00 $250.00 $250.00

30 CY Roll-off


Collection Element

$290.00 $290.00 $290.00 $290.00 $290.00 $290.00

40 CY Roll-off


Collection Element

$290.00 $290.00 $290.00 $290.00 $290.00 $290.00

Compactor 1X Week 2X Week 3X Week 4X Week 5X Week 6X Week

Collection Element

$325.00 $325.00 $325.00 $325.00 $325.00 $325.00

All 10, 20, 30, 40 CY boxes and compactors are pull rates only; total cost will be based on actual disposal and/or organic waste processing costs. The Service Recipient rate will be the total cost for the collection, processing and disposal and franchise fee.

3259

3260


Page 90 of 244

Exhibit 1c



C. MFD Recyclable Material Collection

Name of Facility GreenWaste Recovery MRF

Per Ton Processing/Sale of Recyclable Material ($10.00)


32 Gallon Cart 1X Week 2X Week 3X Week 4X Week 5X Week 6X Week

Collection Element $6.25 $11.88 $19.00 $25.65 $29.50 $33.92

Recyclable Material Processing/Sales Element

($0.22) ($0.44) ($0.66) ($0.88) ($1.11) ($1.33)

Franchise Fee Element $0.67 $1.27 $2.04 $2.75 $3.15 $3.62

Total Rate $6.70 $12.71 $20.38 $27.52 $31.54 $36.21




($0.42) ($0.83) ($1.25) ($1.66) ($2.08) ($2.50)

Franchise Fee Element (10% of total rate)

$0.95 $1.71 $2.74 $3.70 $4.24 $4.86

Total Rate $9.53 $17.08 $27.41 $37.03 $42.40 $48.64




($0.61) ($1.22) ($1.83) ($2.44) ($3.06) ($3.67)


Total Rate $12.66 $23.98 $34.70 $46.88 $56.11 $67.33




($1.30) ($2.60) ($3.90) ($5.20) ($6.50) ($7.80)


Total Rate $33.28 $56.14 $77.12 $91.98 $124.74 $156.29




($1.95) ($3.90) ($5.85) ($7.80) ($9.75) ($11.70)


Total Rate $43.11 $72.64 $99.72 $118.80 $161.24 $202.10




($2.60) ($5.20) ($7.80) ($10.40) ($13.00) ($15.60)


Total Rate $51.56 $84.06 $121.59 $170.81 $213.51 $233.41


Page 91 of 244

Exhibit 1c



C. MFD Recyclable Material Collection




($3.90) ($7.80) ($11.70) ($15.60) ($19.50) ($23.40)


Total Rate $68.17 $110.96 $154.48 $192.01 $239.90 $282.78




($5.20) ($10.40) ($15.60) ($20.80) ($26.00) ($31.20)


Total Rate $69.50 $127.71 $180.42 $233.97 $292.47 $334.89




($7.80) ($15.60) ($23.40) ($31.20) ($39.00) ($46.80)


Total Rate $83.00 $143.09 $214.62 $278.14 $338.30 $405.96

10 CY Roll-off 1X Week 2X Week 3X Week 4X Week 5X Week 6X Week











3261 3262 3263


Page 92 of 244

Exhibit 1d



A. MFD Organics Collection

Facility Name Rate

Per Ton Processed Organic Waste (Green Waste & Food Waste)

Sonoma County Landfill/Transfer System $130.57






Total Rate $24.68 $47.70 $74.71 $100.47 $118.73 $138.54





Total Rate $39.09 $73.38 $114.39 $153.67 $182.76 $213.93





Total Rate $54.16 $105.12 $154.63 $207.66 $253.62 $304.34





Total Rate $130.49 $236.47 $336.96 $423.20 $552.47 $678.79





Total Rate $179.39 $326.19 $467.11 $588.82 $766.61 $940.59





Total Rate $224.97 $404.20 $595.52 $814.87 $1,018.59 $1,167.59


Page 93 of 244

Exhibit 1d



A. MFD Organics Collection





Total Rate $315.46 $570.00 $826.30 $1,068.22 $1,335.29 $1,589.78



Disposal Element $169.74 $339.48 $509.22 $678.96 $848.71 $1,018.45


Total Rate $369.27 $711.43 $1,040.41 $1,371.40 $1,714.26 $2,018.54



Disposal Element $254.61 $509.22 $763.83 $1,018.45 $1,273.06 $1,527.67


Total Rate $502.90 $950.80 $1,426.20 $1,882.37 $2,330.42 $2,796.51












3264 3265 3266


Page 94 of 244

Exhibit 1e



D. MFD ADDITIONAL SERVICES – AT SERVICE RECIPIENT REQUEST (includes 10% franchise fee)

Push Rates 0-25 feet 26-49 feet 50-75 feet 76-100 feet 101+ feet

No Charge $25.00 $35.00 $50.00 $75.00

Additional Cart Exchange or Replacement (each additional cart/occurrence)

$35.00 / occurrence

Additional Bin Exchange or Replacement (each additional cart/occurrence)

$35.00 / occurrence

Cart Contamination Charge $25.00 / occurrence

Bin Contamination Charge $45.00 / occurrence

Locking Bin or Cart $25.00 / lock/month

Service Call Back $45.00 /occurrence/ container

Overflow Bin $25.00 / occurrence/ container

E. MFD ADDITIONAL SERVICES (includes 10% franchise fee)

Additional or Excess MFD On-Call Large Item Collection Service:

Excess Large Item collection, beyond 0.5 cubic yards per MFD Service Unit

$50.00 / CY

Additional Large Item collection, beyond two (2) included pick-ups per year

$45.00 /each add. collection

3267 3268


Page 95 of 244

Exhibit 1f

Commercial Service Recipient Rates


A. Commercial Garbage Collection

Facility Name Rate

Disposal/ Residual Cost Per Ton Sonoma County Landfill/Transfer System $130.57






$4.08 $7.83 $12.38 $16.68 $19.47 $22.57

Total Rate $40.82 $78.30 $123.82 $166.80 $194.70 $225.72





$6.20 $11.43 $18.01 $24.25 $28.43 $33.03

Total Rate $61.98 $114.28 $180.13 $242.50 $284.31 $330.34





$8.44 $16.25 $23.76 $31.98 $38.77 $46.53

Total Rate $84.44 $162.50 $237.62 $319.80 $387.74 $465.29





$21.05 $37.06 $52.16 $64.29 $85.09 $105.30

Total Rate $210.49 $370.57 $521.58 $642.86 $850.88 $1,052.98





$28.28 $49.99 $70.51 $87.16 $115.11 $142.30

Total Rate $282.80 $499.86 $705.07 $871.56 $1,151.12 $1,423.00


Collection Element $237.16 $391.31 $567.40 $794.37 $992.96 $1,092.26



$34.84 $60.45 $88.51 $122.21 $152.76 $172.28

Total Rate $348.38 $604.53 $885.06 $1,222.11 $1,527.64 $1,722.84


Page 96 of 244

Exhibit 1f



A. Commercial Garbage Collection


Collection Element $315.81 $521.09 $729.52 $911.90 $1,139.88 $1,345.06



$47.82 $83.36 $119.25 $152.24 $190.31 $225.83

Total Rate $478.21 $833.60 $1,192.50 $1,522.44 $1,903.07 $2,258.34


Collection Element $327.91 $606.64 $861.42 $1,119.84 $1,399.81 $1,609.77



$53.41 $101.35 $146.64 $192.32 $240.40 $280.71

Total Rate $534.09 $1,013.52 $1,466.36 $1,923.23 $2,404.04 $2,807.08


Collection Element $339.30 $698.78 $1,048.17 $1,362.61 $1,662.39 $1,994.86

Disposal Element $229.15 $458.30 $687.45 $916.60 $1,145.75 $1,374.90


$63.16 $128.56 $192.85 $253.25 $312.02 $374.42

Total Rate $631.61 $1,285.64 $1,928.47 $2,532.46 $3,120.16 $3,744.18












3269 3270


Page 97 of 244

Exhibit 1g



C. Commercial Recyclable Material Collection Name of Facility GreenWaste Recovery MRF

Per Ton Processing/Sale of Recyclable Material ($10.00)





($0.22) ($0.44) ($0.66) ($0.88) ($1.11) ($1.33)


Total Rate $6.70 $12.71 $20.38 $27.52 $31.54 $36.21




($0.42) ($0.83) ($1.25) ($1.66) ($2.08) ($2.50)


Total Rate $9.53 $17.08 $27.41 $37.03 $42.40 $48.64




($0.61) ($1.22) ($1.83) ($2.44) ($3.06) ($3.67)


Total Rate $12.66 $23.98 $34.70 $46.88 $56.11 $67.33




($1.30) ($2.60) ($3.90) ($5.20) ($6.50) ($7.80)


Total Rate $33.28 $56.14 $77.12 $91.98 $124.74 $156.29




($1.95) ($3.90) ($5.85) ($7.80) ($9.75) ($11.70)


Total Rate $43.11 $72.64 $99.72 $118.80 $161.24 $202.10




($2.60) ($5.20) ($7.80) ($10.40) ($13.00) ($15.60)


Total Rate $51.56 $84.06 $121.59 $170.81 $213.51 $233.41


Page 98 of 244

Exhibit 1g



C. Commercial Recyclable Material Collection




($3.90) ($7.80) ($11.70) ($15.60) ($19.50) ($23.40)


Total Rate $68.17 $110.96 $154.48 $192.01 $239.90 $282.78




($5.20) ($10.40) ($15.60) ($20.80) ($26.00) ($31.20)


Total Rate $69.50 $127.71 $180.42 $233.97 $292.47 $334.89




($7.80) ($15.60) ($23.40) ($31.20) ($39.00) ($46.80)


Total Rate $83.00 $143.09 $214.62 $278.14 $338.30 $405.96












3271 3272


Page 99 of 244

Exhibit 1h



B. Commercial Organic Waste Collection

Facility Name Rate

Per Ton Processed Organic Waste (Green Waste & Food Waste)


$130.57

Per Ton Processed Organic Waste (Green/Wood Waste)


$76.16




Organic Waste Processing Element

$7.21 $14.43 $21.64 $28.86 $36.07 $43.28


$2.47 $4.77 $7.47 $10.05 $11.87 $13.85

Total Rate $24.68 $47.70 $74.71 $100.47 $118.73 $138.54




$13.58 $27.16 $40.74 $54.32 $67.90 $81.48


$3.91 $7.34 $11.44 $15.37 $18.28 $21.39

Total Rate $39.09 $73.38 $114.39 $153.67 $182.76 $213.93




$19.94 $39.89 $59.83 $79.78 $99.72 $119.67


$5.42 $10.51 $15.46 $20.77 $25.36 $30.43

Total Rate $54.16 $105.12 $154.63 $207.66 $253.62 $304.34




$42.44 $84.87 $127.31 $169.74 $212.18 $254.61


$13.05 $23.65 $33.70 $42.32 $55.25 $67.88

Total Rate $130.49 $236.47 $336.96 $423.20 $552.47 $678.79




$63.65 $127.31 $190.96 $254.61 $318.26 $381.92


$17.94 $32.62 $46.71 $58.88 $76.66 $94.06

Total Rate $179.39 $326.19 $467.11 $588.82 $766.61 $940.59


Page 100 of 244

Exhibit 1h



B. Commercial Organic Waste Collection




$84.87 $169.74 $254.61 $339.48 $424.35 $509.22


$22.50 $40.42 $59.55 $81.49 $101.86 $116.76

Total Rate $224.97 $404.20 $595.52 $814.87 $1,018.59 $1,167.59




$127.31 $254.61 $381.92 $509.22 $636.53 $763.83


$31.55 $57.00 $82.63 $106.82 $133.53 $158.98

Total Rate $315.46 $570.00 $826.30 $1,068.22 $1,335.29 $1,589.78




$169.74 $339.48 $509.22 $678.96 $848.71 $1,018.45


$36.93 $71.14 $104.04 $137.14 $171.43 $201.85

Total Rate $369.27 $711.43 $1,040.41 $1,371.40 $1,714.26 $2,018.54












3273 3274 3275


Page 101 of 244

Exhibit 1i



D. COMMERCIAL ADDITIONAL SERVICES – AT SERVICE RECIPIENT REQUEST (includes 10% franchise fee)

Push Rates

0-25 feet 26-49 feet 50-75 feet 76-100 feet 101+ feet

No Charge

$25.00 $35.00 $50.00 $75.00

Additional Cart Exchange or Replacement (each additional cart/occurrence)

$35.00 / occurrence

Additional Bin Exchange or Replacement (each additional cart/occurrence)

$35.00 $0.00 / occurrence

Cart Contamination Charge $25.00 / occurrence

Bin Contamination Charge $45.00 / occurrence

Locking Bin or Cart $25.00 / lock/month

Service Call Back $45.00 / occurrence/container

Overflow Bin $25.00 / occurrence/container

3276


Page 102 of 244

Exhibit 1j

Emergency Service Rates - Employees

Labor Position Hourly Rate

Driver $75 per hour

Labor Position $50.00 per hour

3277

3278

3279

Exhibit 1k

Emergency Service Rates - Equipment

Equipment Type Make & Model Hourly Rate

(if applicable)

Automated Side Loader Peterbilt 320 $400

Front Loader Peterbilt 320 $400

Flat Bed Peterbilt $200

3280

3281


Page 103 of 244

Exhibit 2

Town of Windsor, CA COLLECTION ELEMENT ADJUSTMENT METHODOLOGY

Refuse Rate Index (RRI) Financial Statement Format

Operating Costs

Labor: List all administrative, officer, operation and maintenance salary accounts.

List payroll tax accounts directly related to the above salary accounts.

Diesel Fuel: List all diesel fuel costs.

CNG Fuel: List all CNG fuel costs.

Vehicle Replacement: List all collection and collection related vehicle depreciation accounts.

List all vehicle lease or rental accounts related to collection or

collection related vehicles.

Vehicle Maintenance: List all collection or collection related vehicle parts accounts.

All Other: List all other expense accounts related to the services provided under this Agreement. This category includes all insurance including general liability, fire, truck damage, extended coverage and employee group medical and life; rent on property, truck licenses and permits; real and personal property taxes; telephone and other utilities; employee uniforms; safety equipment; general yard repairs and maintenance; office supplies; postage; trade association dues and subscription; advertising; employee retirement or profit sharing contributions; and miscellaneous other expenses.


Page 104 of 244

Exhibit 2

Town of Windsor, CA COLLECTION ELEMENT ADJUSTMENT METHODOLOGY

The "Refuse Rate Index" adjustment to the Collection Element of the Service Recipient Rates shall be calculated in the following manner: 1. The expenses of providing Collection Services in the Service Area for the designated

fiscal period shall be prepared in the format set forth in the RRI Financial Statement

Format on the previous page of this Exhibit.

2. The expenses of providing Collection Services in the Service Area shall be broken

down into one of the following six cost categories: Labor; Diesel Fuel; CNG Fuel;

Vehicle Replacement; Vehicle Maintenance and All Other. Each cost category is

assigned a weighted percentage factor on that cost category's proportionate share

of the total of the costs shown for all cost categories.

3. The following indices are used to calculate the adjustment for each cost category.

The percentage change in each index is calculated based on the percentage change

in twelve-month annual averages as set forth in the Agreement.

Cost Category Index Labor: Series ID: cis201s000000000i Service-Producing

Industries

Diesel Fuel: California No 2 Diesel Ultra Low Sulfur (0-15 ppm). Currently provided at the following web address: <http://www.eia.gov/dnav/pet/hist/LeafHandler.ashx? n=pet&s=emd_epd2dxl0_pte_sca_dpg&f=m>

CNG Fuel: PG&E Schedule G-NGV2 – Compressed Gas for Motor Vehicles. Currently provided at the following web address: <http://www.pge.com/nots/rates/tariffs/GRF.SHTML>

Vehicle Replacement: Series ID: pcu336211336211 Truck, bus, car and other vehicles bodies, for sale separately

Vehicle Maintenance: Series ID: pcu3339243339243 Parts and attachments for Industrial work trucks

All Other: Series ID: cuura422Sa0 Not Seasonally Adjusted, All

Items, All Urban Consumers (CPI-U) for San Francisco-

Oakland-San Jose, California.

The percentage weight for each cost category is multiplied by the change in each appropriate index to calculate a weighted percentage for each cost category. The weighted percentage changes for each cost category are added together to calculate the Refuse Rate Index.

3282


Page 105 of 244

3283


Page 106 of 244

3284

Exhibit 3

Town of Windsor, CA Detailed Rate Review Methodology

1. Detailed Rate Review Methodology

In the event that a Detailed Rate Review is requested by TOWN, TOWN shall notify

CONTRACTOR of such request on or before the January 1st preceding the October 1st

for which Service Recipient Rates are to be adjusted. CONTRACTOR shall submit its

rate application on or before February 1st. TOWN shall complete its review (including

any required Town Council approval) and Service Recipient Rates shall be finalized by

July 31st.

The Detailed Rate Review will be based on CONTRACTOR’S rate application, which

shall contain financial statements (together with a management representation letter

as to such statements) for services provided under this Agreement for the most recently

completed fiscal year preceding the given February 1st rate application due date.

As part of its rate application, CONTRACTOR shall assemble and submit its forecasts

of: Service Recipient Rates, revenue given such rates, annual cost of operations, pass-

through costs, and profit, for the year for which Service Recipient Rates are being

adjusted, together with the method used to produce such forecasts, and such

information as is necessary to support the assumptions made with regard to such

forecasts (such as projected population growth or migration, service or operational

changes, projected changes in tonnages, known or reasonably expected cost

increases, etc.). CONTRACTOR shall provide all financial information and supporting

documentation required by this review in a format acceptable to TOWN (or TOWN’s

designated consultant) in a timely manner. CONTRACTOR shall not require TOWN (or

TOWN’s designated consultant) to review any such documents at CONTRACTOR’S

worksite, but shall instead allow for all required information and supporting

documentation to be provided to TOWN (or its designated consultant) via physical mail,

e-mail, or any other delivery method approved by TOWN.

Service Recipient Rates shall be adjusted as part of this Detailed Rate Review so as

to generate sufficient Gross Revenues to CONTRACTOR to cover the sum of the

forecasted annual cost of operations, profit on such forecasted annual cost of

operations, and forecasted Pass-Through Costs, reviewed or calculated as set forth

below.

a. Forecasted annual cost of operations. The forecasted annual cost of operations shall consist of the sum of:

Forecasted labor-related costs

Forecasted vehicle-related costs

Forecasted other costs

Forecasted lease expense

Each of these sums shall be reviewed based on the following:

i. Determination of actual costs. CONTRACTOR’s financial statement will be reviewed to determine CONTRACTOR’s costs for each of the


Page 107 of 244

Exhibit 3


foregoing categories during the fiscal year involved. TOWN will use the financial statements to determine that costs have actually been incurred and have been assigned to the appropriate category.

ii. Adjustment of actual costs. TOWN may adjust the actual costs in two ways: (1) to exclude any non-allowable costs, set out below, and (2) to exclude and/or reduce any costs that were not reasonably and necessarily incurred in the performance of the services or other obligations of CONTRACTOR under this Agreement. All costs incurred by CONTRACTOR in the performance of this Agreement not excluded under the preceding sentence shall be deemed allowable costs. The “other” cost category includes all allowable costs besides labor-related, vehicle-related and lease costs, including without limitation processing and tip fees.

Costs that are deemed non-allowable consist of the following:

i. Corporate and technical services costs in excess of four percent (4%) of Gross Revenues. Corporate and technical services costs consist of the following corporate headquarters costs allocated to CONTRACTOR by CONTRACTOR’s parent: corporate administration, environmental compliance, sustainability, corporate finance, human resources, and information technology.

ii. Promotional, entertainment, and travel expenses in excess of $5,000 per year, unless authorized in advance by TOWN.

iii. Fines or penalties of any nature.

iv. Liquidated damages assessed under Section 19.03 of this Agreement.

v. Federal or state income taxes.

vi. Charitable or political donations.

vii. Attorney's fees and other expenses incurred by CONTRACTOR in any court proceeding in which TOWN and CONTRACTOR are adverse parties, unless CONTRACTOR is the prevailing party in said proceedings.

viii. Attorney's fees and other expenses incurred by CONTRACTOR in any court proceeding in which CONTRACTOR’s own negligence, violation of law or regulation, or other wrongdoing, are in issue and occasions in part the attorney's fees and expenses claimed, provided, however, such attorney's fees will be allowed to the extent CONTRACTOR can demonstrate they were reasonable and necessary and a cost of doing business, and were not the result of any intentional or willful misconduct by CONTRACTOR or its employees; and attorney's fees and expenses incurred by CONTRACTOR in a court proceeding in which the legal theory or statute providing a basis of liability against CONTRACTOR also


Page 108 of 244

Exhibit 3

Town of Windsor, CA Detailed Rate Review Methodology provides for separate strict liability for TOWN arising from the action of its citizens or ratepayers (such as in a CERCLA lawsuit).

ix. Payments to related party entities for products or services (other than lease expense, calculated as provided below), in excess of the fair market value for those products or services. For purposes of this Agreement, related party expenses are those resulting from transactions between CONTRACTOR and another company (companies) that has (have) common ownership or management control.

b. Forecasted Costs. Allowed costs of operations for CONTRACTOR’S prior fiscal year will be used as the starting point to evaluate the forecasted cost for the year for which Service Recipient Rates are being adjusted. The review will evaluate forecasted labor-related costs, vehicle-related costs, other costs, and lease expense (described in additional detail below).

c. Labor-Related Costs. Labor-related costs will be forecasted based on projected head count and the increases provided for in CONTRACTOR’s collective bargaining agreements.

d. Lease Expense. Lease expense will be calculated using the actual purchase price of the asset, the number of years in the useful life of the asset, and the prime interest rate on the date of acquisition, assuming full amortization over the useful life of the asset. The result is the forecasted lease expense for the asset for the rate year. Useful lives are: office equipment 5 years; vehicles 8 years; carts/bins/debris boxes 10 years; buildings and leasehold improvements 20 years. Forecasted lease expense will reflect CONTRACTOR’s procurement schedule in Exhibit 6 as well as other reasonably necessary capital costs.

e. Corporate Costs. The following corporate headquarters costs allocated to CONTRACTOR by CONTRACTOR’s parent shall be allowable costs: insurance, workers compensation, pension costs, health and welfare, and regional charges. Such costs are not included in the corporate and technical services category referred to in (i) above.

f. Pass-Through Costs. Pass-through costs will be included as allowable costs, but will not be subject to the calculation of profit as set forth below. Pass-through costs comprise:

i. All costs for disposal (i.e., landfill), recycling and organic and processing tipping fees; and

ii. All payments to TOWN described in Section 4.07 of this Agreement.

Forecasted pass-through costs shall reflect scheduled increases in

amounts payable to TOWN.


Page 109 of 244

Exhibit 3


g. Profit. Profit or return to CONTRACTOR shall be determined by TOWN applying an operating ratio so as to provide for an adequate rate of return to CONTRACTOR. For purposes of this Agreement, the TOWN-determined operating ratio shall be ninety percent (90%). For purposes of determining the amount of profit, this operating ratio shall be applied to CONTRACTOR’S total forecasted allowable expenses, which shall not include expenses that are identified as non-allowable expenses or as pass-through expenses (as described above). The formula for applying the operating ratio is as follows: operating ratio = (allowable expenses) / (allowable expenses + profit).

Additional Diversion Expense. Without limiting the foregoing, if CONTRACTOR undertakes activities to increase its overall diversion level that are not specifically required to be performed by CONTRACTOR under the strict terms of this Agreement, and such activities are reasonably necessary in order to achieve the a minimum of fifty percent (50%) diversion requirement set forth in Section 5.01, then for purposes of the Detailed Rate Review such activities shall be deemed to be undertaken in the performance of the Agreement, and the costs of such activities shall be deemed to be allowable expenses.

3285

3286


Page 110 of 244

3287

Exhibit 4

Town of Windsor, CA

Town Service Units

The following are the facilities that shall receive free Collection Services.

Facility/Building/Agency/Park Estimated Service Level

1. Town of Windsor

Windsor Regional Library

9291 Old Redwood Hwy,

Building 100

1–3 yard 1x/week garbage

1-3 yard 1x/week recycle

1-95 gallon 1x/week recycle

Huerta Gym

9291 Old Redwood Hwy

Building 200

1-4 yard 2x/week garbage


2 - 95 gallon 1x/week recycle

Police Department


Building 300



2 – 95 gallon 1x/week recycle

Crates in office for paper Administrative Offices,


Building 300

Shared with Police Dept.

2–32 gallon 1x/week recycle

Town Hall


Building 400

1–4 yard 2x/week garbage



3-32 gallon 1x/week recycle 9291 Old Redwood Hwy,

Building 500

Shared with Building 400


Windsor Corporation Yard

8400 Windsor Road

On Call debris boxes and/or bins


Page 111 of 244

Exhibit 4

Town of Windsor, CA

Town Service Units



Public Works Department/

Windsor Corporation Yard

8400 Windsor Road

1–4 yard 2x/week garbage (shops)

1-4 yard 2x/week recycle (shops)

1-3 yard 2x/week garbage (o f f i ce )

1-3 yard 2x/week recycle (office)

1 -3 ya rd 1x /week ga rbage

(wastewater)

1-3 yard 1x/week recycle (wastewater)

1-3 yard 3x/week grit (wastewater)

1-3 yard 3x/week rag (wastewater) 1240 Mitchell Lane 1-20 yard 1x/week cement

1-20 yard 1x/week dirt

Windsor Service Alliance

8987 Windsor Road

1 - 2 yd 1x/week garbage

1 - 3 yd 1x/week recycle

Community Center

901 Adele Drive

1 – 6 yd 1x/week garbage



1 – 95 gallon 1x/week organic

Senior Center

9231 Foxwood Drive

1 - 2yd 1x/week garbage

2 - 95 gallon 1x/week recycle

Windsor River Road 8-32 gallon 3x/week garbage

Downtown Business District 17-32 gallon 3x/week garbage

Town Park Service Level

Eagle Drive Walking Trail 3 – 32 gallon 1x/week garbage

Trione Circle Walking Trail No Service


Page 112 of 244

Exhibit 4

Town of Windsor, CA

Town Service Units



Robbins Park

100 Billington Lane No service

Lakewood Meadows Park

9150 Brooks Road South No Service

Michael Hall Park

431 Jane Drive No Service

Old Vineyard Park No Service

Pleasant Oak Park

302 Sugar Maple Lane No Service

Sutton Park

1030 Robbie Way No Service

Los Robles Park

10860 Rio Ruso Drive No Service

Esposti Park

6000 Old Redwood Hwy No Service

Keiser Park

700 Windsor River Road



Hiram Lewis Park

9680 Brooks Road South No Service

Pueblo Viejo Park

45 Third Street No Service

Acorn Park

7543 12th Hole Drive No Service

R. T. Mitchell Park

7501 12 Hole Drive No Service

Windsor Town Green

701 McClelland Drive 18-32 gallon 3x/week garbage


Page 113 of 244

Exhibit 4

Town of Windsor, CA

Town Service Units



Vintage Oaks Park

1201 Mitchell Lane No Service

Wilson Ranch Soccer Park

7955 Cameron Drive 1-4 yard 1x/week garbage

Starr Creek Park

481 Decanter Circle No Service

Quail Run Park

7765 Foppiano Way No Service

3288

3289


Page 114 of 244

Exhibit 5

Town of Windsor, CA DESIGNATED FACILITIES

Local Corporation Yard

Primary:

Street Address: 879 & 901 Lindberg Lane, Petaluma, CA

Property Owner: GreenWaste Recovery, Inc.

Primary Purpose: Maintenance and Operations Yard, Administrative

Office,Transfer Facility

Secondary Purpose: Call Center, Material Recovery Facility

Customer Call Center

Street Address: 1500 Berger Drive, San Jose, CA 95112


Primary Facility: Customer Call Center

Contingency Facility: Call Center Co-located with Local Corp. Yard (Above)

Recyclable Materials Processing Facility

Street Address: 625 Charles Street, San Jose, CA 95112


Primary Facility: Material Recovery Facility – Recyclable

Materials Processing, Transfer Facility

Permit(s): Solid Waste Facility Permit 43-AN-0019

Special Use Permit SP14-058

Contingency Facility: MRF Constructed at Local Corp. Yard (Above)

Organic Materials Processing Facility

Street Address: 166 Alexander Valley Rd. Healdsburg, CA 95448

Property Owner: Sonoma County Waste Management Agency

Primary Purpose: Yard Waste & Food Waste (Organics) Processing

and/or Transfer

3290

3291


Page 115 of 244

Exhibit 6

Town of Windsor, CA APPROVED SUBCONTRACTORS

Company Name: O&S Trucking, Inc.

Primary Contact: Ms. Hilda Andrade, President

Phone: 408.639.4537

E-mail: [email protected]

Mailing Address: HCA Management Inc.

P.O. Box 10

San Martin, CA 95046

Scope of Work: Transportation of Recyclable Materials

Company Name: MG Trucking LLC

Primary Contact: Mr. Miguel Cardenas, Owner

Phone: 408.261.0502


Mailing Address: MG Trucking LLC

8555 Marcella Ave.

Gilroy, CA 95020

Scope of Work: Transportation of Recyclable Materials

Company Name: GreenWaste Recyclable Materials Transfer

Primary Contact: Mr. Dave Tilton

Phone: 408.938.4943


Mailing Address: 1500 Berger Drive

San Jose, CA 95112

Scope of Work: Transferring Recyclable Materials

Company Name: GreenWaste Material Recovery Facility

Primary Contact: Mr. Ricardo Lopez

Phone: 408.504.6494


Mailing Address: 653 Charles Street

San Jose, CA 95112

Scope of Work: Processing Recyclable Materials

3292

3293

mailto:[email protected]





Page 116 of 244

Exhibit 7

Town of Windsor, CA TOWN-SPONSORED EVENTS

The following are the Town-sponsored Events that shall receive services.

Event/Activity

Farmers Market

Earthday

Cinco de Mayo

Summer Nights on Green Concerts

Kids Movie Series

July 3rd

Holiday Celebration and Tree Lighting

Charlie Brown Holiday Tree Grove

Youth Sports Unit

Event Equipment -

Porta Potty

Equipment - Carts

and Bins

Number of

Event

Days

Service

Dates

Service

Day

Huerta Gym

291 Old Redwood

Highway

4 Recycle Carts / 4

Garbage Carts (total

allotment grows and

reduces over year

per above)

Calendar

Year Weekly

Farmers Market

Windsor Town Green

701 McClelland Drive

2 Standard, 1

ADA, 2 Hand

Washing

36 4/15-12/19 Weekly

Earthday

Windsor Town Green


8 Standard, 2

ADA, 2 Hand

Washing

8 Recycle Carts* / 8

Garbage Carts* 1 4/22-5/6

Between

the 2

events


Page 117 of 244

Exhibit 7

Town of Windsor, CA TOWN-SPONSORED EVENTS

The following are the Town-sponsored Events that shall receive services.

Event/Activity

Cinco de Mayo

Windsor Town Green


same as

Earthday - stay

in place

same as Earthday -

stay in place 1 4/22-5/6

Pre pick-

up

Summer Nights on Green

Concerts

Windsor Town Green


16 Standard, 2

ADA, 2 Hand

Washing

16 Recycle Carts* /

16 Garbage Carts* 13 6/7-9/2 Friday

Kids Movies Series

Windsor Town Green


same as

Summer Nights -

stay in place

same as Summer

Nights - stay in

place

8 6/7-9/2 Wednes

day

July 3rd Keiser Park

700 Windsor River Road

48 Standard, 4

ADA, 6 Hand

Washing

2 x 40 yard Debris

Boxes* 40

Recycle Carts* / 40

Garbage Carts*

1 7/2-7/4 or

7/5

Pre pick-

up

Holiday Celebration and

Tree Lighting

Windsor Town Green

9 Standard, 3

ADA, 3 Hand

Washing

4 Recycle Carts* / 4

Garbage Carts* 1 11/30-12-2

Pre pick-

up

Charlie Brown Holiday

Tree Grove

Windsor Town Green


2 x 40 yard Debris

Boxes* 1 Month

3 Days /

First

weekend

in January

Youth Sports Unit

Windsor Community

Center 901 Adele Drive 1 Standard On-going 6/20-11/4 Weekly

3294

3295 3296 3297


Page 118 of 244

3298

Exhibit 8 Town of Windsor, CA

TRANSITION PLAN

CONTRACTOR has a keen understanding of the intricacies and choreography necessary to

start services in a new area. CONTRACTOR will begin implementation of the new TOWN of

Windsor Collection Services Agreement upon award.

CONTRACTOR believes the TOWN has provided sufficient time to complete all pre-transition

activities, which include: leasing and constructing CONTRACTOR’s local corporation yard and

maintenance facility, ordering and testing new vehicles and containers (or refurbishing

existing vehicles and containers, at the option of the TOWN; please refer to Exhibit 12

Collection Service Operations Plan for details, receiving and distributing equipment,

conducting audits and preparing necessary route sequencing and route maps, completing all

hiring, implementing CONTRACTOR’s training program, and launching diversion programs

through CONTRACTOR’s education and outreach team. A fully detailed transition plan will be

submitted after the execution of the Agreement.

The primary goal of CONTRACTOR’s transition plan, above all else, is to minimize the

potential for service interruptions and inconveniences for customers and the TOWN.

CONTRACTOR’s proposed transition schedule balances optimistic and realistic timelines to

create an accurate estimation of the start and end dates of activities, their expected duration,

their sequencing, and overlap.

Coordination & Collaboration with the TOWN

During the development of the transition plan, CONTRACTOR will work with the TOWN to

determine the appropriate type and level of coordination. CONTRACTOR is dedicated to

maintaining open, proactive, and straightforward communication with the TOWN on all

aspects of the transition plan, including its mutually agreed-upon adaptation. CONTRACTOR

believes that a partnership with the TOWN is necessary in order to efficiently and effectively

transition to a new hauler.

Management & Transition Team

CONTRACTOR ownership is committed to providing all available resources to ensure a

seamless transition. An all-hands-on-deck approach of personnel and expertise will be

deployed, making up the transition team. The transition team will play a prominent role in

orientation, training, and support of new employees. Every person on the transition team will

be available to give immediate attention to any issues or concerns expressed by the TOWN.

All members of the transition team have been selected for their unwavering commitment to a

smooth transition, ability to demonstrate professionalism under pressure, their focus on

proactive communication, and ability to provide impeccable customer service. The transition


Page 119 of 244


TRANSITION PLAN

team is committed to collaborating with the TOWN to ensure needs are being met, while

conforming to the timelines and budget for a successful and smooth transition.

The skills, expertise, and ongoing roles of CONTRACTOR’s Ownership and Key Management

personnel below specifically describes their role during the transition period.

Frank Weigel (Chief Operating Officer). Mr. Weigel will be involved with all aspects of

discussions and negotiations leading up to award of the contract, and will interface with the

equipment manufacturers. Mr. Weigel will also be an available and invaluable resource

regarding facility acquisition and development.

Tracy Adams (Chief Administrative Officer). Mr. Adams will lead the customer database

development, billing and reporting procedures, and will assist with training the Customer

Service team. Mr. Adams will be involved in the integration of CONTRACTOR’s accounting,

customer service, operations, and outreach activities.

Dave Tilton (Chief Financial Officer). Mr. Tilton will be directly involved in the financing of

all equipment acquisitions, and in establishing necessary financial backing and insurance for

the TOWN contract.

Emily Finn (Director of Business Development and Communications) Mrs. Finn will

lead overall transition choreography, oversee public education and outreach program

development and implementation, assist Mr. Weigel throughout contract negotiations and

facility development, and work with operations staff to ensure timelines and milestones are

met.

Sal San Filippo (proposed General Manager). Mr. San Filippo will work directly with Mr.

Weigel in facility development, implementation of collection and street sweeping operations,

and hiring and training of all personnel. Mr. San Filippo will be a direct point of contact for the

TOWN during the transition and throughout the term.

Michael Gross (Director of Sustainability). Mr. Gross will oversee the development,

implementation, and evaluation of short- and long-range sustainable practices. Mr. Gross will

focus on increasing diversion rates, promoting civic engagement, and reducing the carbon

footprint of operations.

Ricardo Lopez (CONTRACTOR MRF Operations Manager). Mr. Lopez will oversee all

contract compliance aspects of the CONTRACTOR Material Recovery Facility (MRF) during

the transition and over the term of the Agreement, including transportation, allocation, and

tracking of all materials processed at the CONTRACTOR MRF.

Joe Lovelace (Environmental Compliance Officer). Mr. Lovelace will work with the

equipment manufacturers, operations, and maintenance teams to ensure vehicles are in

compliance with all regulations prior to service, and will assist Mr. Weigel and Mrs. Finn with


Page 120 of 244


TRANSITION PLAN

facility compliance.

Joshua Dingman (Controller). Mr. Dingman will work directly with Mr. Tilton on the financing

of all equipment acquisitions and in establishing necessary financial backing and insurance

for the TOWN contract.

Barry Cristina (Human Resources Manager). Mr. Cristina will assist operations staff with all

employee recruitment, interviewing, hiring, training, recordkeeping, and employee benefits

management.

Valerie Chavez (Customer Service Manager). Mrs. Chavez will provide internal and external

resources and training opportunities, including software and telephone systems, to all

Customer Service Representatives servicing the TOWN.

Personnel Hiring & Training

CONTRACTOR desires to support the local economy in the TOWN, and recognizes the value

of recruiting local employees. If awarded this contract, CONTRACTOR will make a good-faith

effort to recruit and offer employment to displaced personnel for the positions that require

filling (excluding subcontracted positions). The following are anticipated roles that will need to

be filled:

Operations Manager/Supervisor;

Office Clerk;

Diversion Coordinator;

Drivers (Residential, Commercial, Roll-off, Container Delivery, etc.);

Maintenance Personnel.; and,

Street Sweeper Operators (to be subcontracted).

CONTRACTOR will finalize descriptions and begin the recruitment process for positions not

currently filled. CONTRACTOR is committed to hiring the best people for each available

position, and will recruit experienced employees who are knowledgeable both of the industry

and of the TOWN’s geographic areas. CONTRACTOR has high standards for its employees,

and will require all applicants to demonstrate, through job history, experience and

qualifications indicating they can meet and exceed job performance standards. All

employment offers will be strictly based on CONTRACTOR’s employee selection

requirements, and CONTRACTOR will give preference to bilingual and trilingual employees.

After positions are filled, new employees will complete all the required orientation and training.

The CONTRACTOR timeline for conducting orientation and job-specific training varies by

position, but the training process remains the same. Recruitment for some positions will begin

immediately following execution of the Agreement, and employees will be incrementally added

until reaching a full staff. Orientation and general training on CONTRACTOR company


Page 121 of 244


TRANSITION PLAN

policies, procedures, and employment requirements will be conducted, and employees will be

required to participate in an intensive training program specific to their job duties and

responsibilities. Prior to the commencement of services, CONTRACTOR will ensure all

employees working under the Agreement will have completed all the general and job-specific

trainings.

Company-Wide Employment Training

General orientation and training will occur as employees are hired, and they will be required

to complete all the required administrative paperwork and orientations. No less than one (1)

month prior to the commencement of services, CONTRACTOR will ensure all employees have

completed the required Federal and State paperwork, CONTRACTOR administrative

paperwork, and have participated in employment benefit orientation and enrollment sessions.

All employees will also be provided with, and are required to understand, the CONTRACTOR

Employee Handbook and the following policies:

Drug & Alcohol Policy;

Sexual Harassment Policy;

Injury and Illness Prevention Program;

Emergency Action Plan;

Safety Rules and Discipline Program; and,

Accident and Injury Reporting Program.

All employees will be provided with appropriate sections of the Agreement to ensure they

understand the terms and conditions to which they must adhere in the ongoing performance

of their job duties.

Operations Management and Staff Training

Staff will undergo initial and ongoing trainings to ensure they are well trained on all operational

procedures related to this new Agreement. For the transition period, the CONTRACTOR

training program for operations staff and drivers is comprised of both “off-truck” and “on-truck”

training, as described below:

Off-truck training sessions include, but are not limited to:

Introductions by management & field staff (name, industry experience, etc.)

Environmental stewardship and company principles

Orientation of the corporation yard and facilities

Uniform and safety gear fitting

Shirts, pants, PPE, gloves, rain-gear, etc.

Safety topics

Accident prevention and reporting


Page 122 of 244


TRANSITION PLAN

Commercial driver safe work practices

PPE and hazard communication

Seat belt requirements

Confined spaces

Lockout/tag out requirements and procedures.

On-truck training sessions include, but are not limited to:

Equipment Safety

Pre-trip inspections

Post-trip inspections

Vehicle per-trip inspections

Vehicle out-of-service criteria

Vehicle Equipment

Air brake systems

Brake adjustment

Automated side/front loaders

Vehicle Operation

Backing-up and turning

Practice dumping containers in one place

Navigation with obstacles (trees, next to cars, etc...)

Routing & Vehicle Operation

Route review and selection

Field trial runs with equipment

Field trial runs for routes and sequencing

Identification of collection constraints (narrow roads, trees)

Identification of container set-out location(s)

Public Education & Outreach Staff Training

Approximately three (3) months prior to the date of the commencement of services, the

Diversion Coordinator will complete additional training sessions described below. Those

sessions address the roles, responsibilities and integrated processes of operations, customer

service, and accounting. The Diversion Coordinator will be required to participate in mock

waste assessments and role playing exercises to learn proven techniques to approaching

customers. These exercises will ensure success in enrollment in new recycling and diversion

programs based on industry, size, culture, and other considerations.

An overview of the subjects to be covered in the CONTRACTOR training program for the

Diversion Coordinator is described below:

Programmatic training sessions will include, but are not limited to:


Page 123 of 244


TRANSITION PLAN

Review of the TOWN and contract requirements;

Review of any existing jurisdictional or regional waste characterization studies;

Marketing approaches and incentives available to promote new programs;

Process for identification of the largest waste generating facilities;

Understanding of complimentary sustainability programs;

Use of Tower for tracking and reporting;

Process for initiating service changes with operations and customer service;

Methodology for conducting waste assessments and making recommendations;

Understanding of AB 341 and AB1826; and,

Familiarity with the Sonoma Green Business Program and the requirements for

the management of waste.

Field training sessions will include, but are not limited to:

Layout of the TOWN by density, sector, size and predominant waste stream(s);

Identification of enclosure constraints and strategies for adapting enclosures;

Protocol for conducting and documenting waste assessments;

Tours of the CONTRACTOR MRF and other approved processing and disposal

facilities; and,

Collection vehicle ride-along.

Office & Billing Staff Training

Office and billing staff will undergo trainings to ensure sufficient understanding of all office and

billing procedures related to this new Agreement. Staff will participate in hands-on training for

the use of Tower and the Mitel telephone system. It is imperative that office and billing staff

are well trained on the use and trouble-shooting of these systems to reduce the opportunity

for error. Office and billing staff will be required to review and understand the portions of the

Agreement pertaining to their job duties, and will be expected to quickly access information

on rates and services. Additional trainings may be conducted on an as-needed basis by

CONTRACTOR personnel and/or outside consultants. An overview of the subjects to be

covered in the CONTRACTOR training program for office and billing staff is described below:

Office and billing staff training sessions will include, but are not limited to:

Customer service expectations of CONTRACTOR;

Ability to operate interfaces between Tower and a billing processor;

Use of the Mitel telephone system; and,

Point of sale transactions and cash handling procedures.

Customer Service Training

CONTRACTOR believes that its most critical interactions are with customers. With over 20

years of experience in providing exemplary customer service, CONTRACTOR has designed


Page 124 of 244


TRANSITION PLAN

an extensive and comprehensive training program for the Customer Service team. At the end

of the Customer Service training program, the Customer Service Manager and all Customer

Service Representatives demonstrate proficiency in the use of the software and telephone

systems, understand operational aspects of material collection and processing, and embrace

and embody CONTRACTOR’s core values and beliefs on customer service and employee

satisfaction. For a detailed and comprehensive description of the extensive training program

for the Customer Service team, please refer to Exhibit 11 Customer Program Service Plan.

Operations

Local Corporation Yard and Maintenance Facility

Immediately upon execution of an Agreement, CONTRACTOR will begin development of a

local corporation yard and maintenance facility located at 879 & 901 Lindberg Lane, Petaluma.

This facility will sufficiently accommodate the equipment, vehicles, systems, and staff to

service the TOWN. All required environmental reviews, permits, licenses, and/or other

approvals will be obtained prior to development of the facility.

CONTRACTOR will incorporate the implementation of its existing company-wide

Environmentally Preferable Purchasing Policy (EPPP) to the new corporation and

maintenance yard and, if eligible, Green Business Certification will be sought.

Corporation Yard & Maintenance Facility Development

Shortly after the execution of an Agreement, CONTRACTOR will begin pursuit of all

environmental clearances, approvals, and permits to complete development and installation

of the vehicle and equipment maintenance shop, Recyclable Material transfer area,

restrooms, a container repair area for welding and painting, a kitchen and employee

lunchroom, offices and cubicles, and all infrastructures needed to support communications

and data management.

All improvements to the site, including surface preparation for all staging, parking, and storage

areas and installation of any required storm water Best Management Practices will be

completed. Office furniture, supplies, and additional resources needed to support staff will be

ordered to accommodate the space and ensure the comfort, safety, and productivity of staff.

Toll-free phone number(s) and local phone number(s) will be secured and the phone and

computer systems will be set-up and tested for assurances in performance and use. A

comprehensive radio dispatch system will also be deployed to facilitate rapid communications

between operations and dispatch.

The development and functional operation of the corporation yard and maintenance facility

should be completely operational and ready to support the provision of services to the TOWN

no fewer than two (2) months in advance of the commencement of services.


Page 125 of 244


TRANSITION PLAN

Vehicle and Container Procurement

Immediately following recommendation of award, CONTRACTOR will reserve the production

slot for new containers and new collection vehicles. In CONTRACTOR’s experience, new

containers can take approximately four (4) months for production and receipt, and vehicles

can take approximately six (6) months for production and receipt, but this depends on the

manufacturer. If the TOWN selects the option for new vehicles, and if for some reason these

new vehicles were to be delayed, CONTRACTOR will have an inventory of collection vehicles

from its existing fleet that can be used to service the TOWN until new vehicles become

available.

Confirmation of the production order and authorization to begin the build/assembly of new

containers and vehicles will coincide with the execution of the Agreement and all design

specifications will be finalized and submitted to the manufacturers. All vehicles used to service

the TOWN will be in full compliance with local, regional, State, and federal clean air and safety

requirements and received by CONTRACTOR at least two (2) weeks prior to the

commencement of services. During this time, the remaining details (logos, contact

information, colors, sizing, placement, consecutive non-repeating truck identification numbers

and additional text) will be finalized.

All containers to be used in the TOWN will be received by CONTRACTOR approximately one

(1) month prior to the commencement of services. When starting services in a new area,

CONTRACTOR typically proposes to perform container distribution early and coordinate with

the current hauler to ensure that no customer is left without containers or has more than one

set of containers. Please refer to Exhibit 12 Collection Service Operations Plan for a

description of CONTRACTOR’s container distribution plan.

Route Planning and Development

CONTRACTOR will have all routes finalized for the TOWN approximately 1-2 months prior to

the commencement of service. It is likely that there will be some proposed changes to

commercial routes due to anticipated downsizing of containers and increased recycling

services. For those customers who will experience a collection day change, CONTRACTOR

will conduct outreach to notify these customers of their change in service and when they can

expect to experience this. Outreach will be conducted at least 2 weeks prior to the

commencement of the collection day change via cart/door hangers and/or a phone campaign.

Customer Service Call Center

The Customer Service Call Center for the TOWN of Windsor will be located at

CONTRACTOR’s corporate headquarters in San Jose. The address is 1500 Berger Drive,

San Jose, California 95112. The local corporation yard will provide walk-in access for Service


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TRANSITION PLAN

Recipients to inquire about services and pay their bills.

The CONTRACTOR Customer Service Call Center offers a comprehensive suite of options

for customers to make contact with fully trained and qualified Customer Service

Representatives (CSRs) and discuss service questions or to make inquiries regarding billing

and payments. The Customer Service Call Center will maintain regular business operating

hours of 8:00 AM – 5:00 PM, Monday through Friday, except on approved holidays.

CONTRACTOR will provide local, toll-free telephone number(s) for customers and will always

have available bilingual CSRs who can respond to telephone inquiries in English and Spanish.

There are also a number of CONTRACTOR employees at the corporate office who speak

Vietnamese and Cantonese and who will be available to provide assistance. When the

Customer Service Call Center is closed, a telephone answering service or mechanical device

will be used to receive inquiries from customers and an emergency telephone number will be

available for the TOWN to contact CONTRACTOR when the listed telephone number is not

attended.

During start up, as well as during all peak call periods, CONTRACTOR has established

procedures to allow additional staff to help with the Customer Service queues.

CONTRACTOR’s Mitel phone system enables “flowing” of calls between queues. If any queue

is full after an established waiting period, especially during peak periods, calls will move from

one queue to the next to ensure they are answered as promptly as possible. For example, if

all CSRs are addressing calls at the same time during peak billing periods, the next calls will

flow to the Collections queue, so that a Collections agent will be able to assist the customer.

All employees who may receive calls from an individual queue will undergo full training on

how to respond to inquiries. Calls will always be prioritized to their main queue, with other

agents filling a supporting role as necessary. For additional information on the hiring approach,

staffing levels, and extensive training program for the Customer Service team, refer to Exhibit

11 Customer Service Program Plan.

Billing & Database Set-up

CONTRACTOR will be using the PC Scale Tower system to manage collection operations.

This multifunctional platform allows simultaneous functionality and management of multiple

jurisdictions, tracking and creating reports for each service area, and generating invoices.

Coordination with Previous Hauler

Based on past experience, the single greatest challenge faced in transitioning into a new

service area has been incomplete or incorrect data provided by the previous hauler. It is

critical that the current hauler provides records and data for existing customers and service

levels that are accurate and complete, before transferring data to CONTRACTOR. This

information enables routes to be developed and finalized prior to the transition, so that service


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TRANSITION PLAN

is uninterrupted and billing is accurate.

In order to understand and confirm the accuracy of data available from the previous hauler,

the CONTRACTOR Transition team will work with the current hauler and the TOWN to

organize collection data including:

Billing information;

Premise information;

Site information;

Service levels;

Route lists;

Route sequencing; and,

Any comments specific to a customer or premise (including gate codes, lock service,

and safety hazards).

Knowing the challenges that transitioning to a new hauler presents, CONTRACTOR has

anticipated and allowed sufficient time to thoroughly research and develop accurate customer

data.

For additional information on the set-up and functionality of Tower, please refer to Exhibit 11

Customer Service Program Plan.

Public Education and Outreach

CONTRACTOR will provide accurate information and adequate notification to customers

across all sectors of the TOWN during the transition period and throughout the term of the

Agreement. Communication with customers will inform them of new service offerings and will

assure them that they will experience their usual uninterrupted service. CONTRACTOR will

develop an Education and Outreach Program that outlines the approach and methodology to

conduct initial outreach. The program will also identify the public outreach materials that will

be used for program start-up, and the most appropriate methods of distribution.

CONTRACTOR will coordinate outreach efforts with the TOWN and Sonoma County Waste

Management Authority. Beginning in July 2017, the Diversion Coordinator will meet with key

TOWN staff on a monthly basis to establish the program and review its progress. For a

complete and detailed description of CONTRACTOR’s Education and Outreach Program for

the TOWN, including how customers will select the size and number of carts or bins, and the

specific types of education and outreach activities that will occur, please refer to Exhibit 9

Education and Outreach Program Plan.

Major Components & Tasks of CONTRACTOR’s Transition Plan

Tasks Start Date End Date Assignment Comments


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TRANSITION PLAN

Contract

Negotiations Mar. 2017

F. Weigel

T. Adams

E. Finn

CONTRACTOR will

negotiate in good faith with

the TOWN.

Agreement

Execution May 2017 F. Weigel Estimated execution date.

Operations

Vehicle

Procurement May 2017 Sept. 2017

F. Weigel

S. San Filippo

Secure production slot or

begin refurbishing existing

fleet.

Track production progress

to ensure timely delivery.

Container

Procurement May 2017 Sept. 2017

F. Weigel

S. San Filippo

Reserve production

capacity from vendors and

update quantities.

Container staging,

preparation, painting,

labeling, etc.

Route Planning

& Development May 2017 Sept. 2017

S. San Filippo

Operations

Manager/Supe

rvisor

Finalize routes and train

collection drivers on new

routes, if applicable.

Personnel

Conduct

Outreach to

Drivers &

Existing Staff June

2017

Sept.

2017

T. Adams

B. Cristina

S. San Filippo

Targeted outreach and

recruitment.

Discussions with

prospective employees

Hiring &

Training

New employee hiring &

orientation.

CONTRACTOR policy &

procedures.

Job specific trainings.

Administration


Page 129 of 244


TRANSITION PLAN

Corporation

and

Maintenance

Yard

May 2017 Aug.

2017

F. Weigel

S. San Filippo

Complete new construction

or tenant improvement and

all outside facilities

development.

Order and install new

equipment.

Customer

Service & Call

Center Mar.

2017

Sept.

2017

T. Adams

V. Chavez

Update Tower & Mitel

systems to include TOWN

of Windsor.

Billing &

Database

Setup

Transition previous haulers’

databases.

Develop &

Finalize

Transition Plan

Apr.

2017

June

2017

E. Finn

T. Adams

Develop and finalize

Education and Outreach

Transition Plan and

schedule.

Collateral

Development

July

2017

Sept.

2017

E. Finn

T. Adams

Diversion

Coordinator

Scope and complete

collateral.

Finalize and print all

outreach materials.

Community

Education &

Outreach

July

2017 Sept.

2017 E. Finn

T. Adams

Diversion

Coordinator

Conduct community

outreach, meet with TOWN,

business/industry

associations, homeowner’s

associations, etc.

Website July

2017 Sept.

2017

Update the TOWN’s section

of the CONTRACTOR

website.

3299

3300

3301


Page 130 of 244

Exhibit 9

Town of Windsor, CA EDUCATION AND OUTREACH PLAN

CONTRACTOR is excited about the opportunity to partner with the TOWN of Windsor in

providing exceptional public outreach activities to the TOWN’s residents and businesses.

The proposed Education and Outreach Program is in line with CONTRACTOR’s past

experience in many of the jurisdictions it serves. CONTRACTOR strives to increase

customer participation in recycling and diversion programs through positive behavioral

changes, and believes people do the right thing when provided the information and

resources to be successful. Accordingly, CONTRACTOR has designed its Education and

Outreach Program (Program) for the TOWN by targeting sectors, understanding the most

effective means of distributing information, and specifically tailoring programs based on the

collection programs available.

Education and Outreach Program

CONTRACTOR understands that the Program will require coordination with the TOWN and

Sonoma County Waste Management Agency (SCWMA) throughout the term of the

Agreement. CONTRACTOR believes it is important for the TOWN to be involved in the

Program in order for it to be successful. The Program will inform customers about the

services provided under the Agreement, and communicate the methods and benefits of

source reduction, reuse, recycling, and composting. Public outreach materials will highlight

acceptable material types for each container, inform customers on how to best place

materials in containers and provide set-out instructions to facilitate collection. Education

and outreach will focus specifically on maximizing Program participation and minimizing

contamination of recyclable materials and organic waste. CONTRACTOR will ensure that

excluded waste and its hazards are clearly defined in public outreach materials, and will

educate customers on the proper handling of these materials.

The CONTRACTOR Approach

CONTRACTOR’s approach to ensure a robust and successful Program throughout the term

of the Agreement hinges on the implementation of the initial Public Outreach Transition

Plan and on the development and ongoing implementation of the Annual Plan. During the

transition period, CONTRACTOR will develop and distribute collateral materials, and

conduct outreach informing customers of service changes and new program offerings.

Many of the initial outreach collateral developed will be kept updated and available

throughout the term of the Agreement. Following the commencement of services, ongoing

collateral materials will be developed and distributed to customers through direct mail, bills,

site visits, and community events. Outreach collateral will include timely information such

as the promotion of upcoming events, new and emerging issues, and the ongoing promotion

of recycling and diversion programs. In addition to traditional outreach and educational

activities, CONTRACTOR will also provide technical assistance to multi-family and


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Exhibit 9


commercial customers. This assistance will ensure compliance with AB 341 and/or AB

1826, and will aid in meeting the statewide goal to achieve 75% diversion by or before the

year 2020.

Transition Plan

The launch of CONTRACTOR’s Program will begin well in advance of the commencement

of services, and will ensure adequate notification and accurate information to all customers

across all sectors. Beginning in July 2017, CONTRACTOR’s Diversion Coordinator will

meet with key TOWN staff on a monthly basis to refine the Program and review

implementation progress (TOWN may reduce frequency of meetings beginning July 2019).

CONTRACTOR will utilize multiple media sources that may include print, radio, television

and electronic and social media, to notify customers of the service change and new and

exciting program offerings. Transition and sector-specific collateral materials will be

developed using both direct mail pieces and dissemination during container distribution.

CONTRACTOR will also conduct direct outreach to community groups, business and

industry groups, and homeowner associations as an opportunity to develop communication

networks with groups and individuals that are influential in the community.

Annual Plans

Prior to the service commencement date, and throughout the term of the Agreement,

CONTRACTOR will meet with the TOWN (and SCWMA, as appropriate) to collaboratively

develop an Annual Plan. The Annual Plan will outline the approach and best methodologies

to conduct outreach and identify the public education materials that will be used, including

adaptation and updating previously developed materials. Each Annual Plan will identify the

outreach strategy for each sector, which will include the different methods to increase

Program participation of single-family, multi-family, and commercial customers. The Annual

Plan will also prioritize multi-family and commercial customers for the provision of technical

assistance by CONTRACTOR. Successful methods CONTRACTOR has used to achieve

high participation in recycling and organics collection programs and increase diversion will

be incorporated into each year’s Annual Plan, and will reflect on the previous year’s

successes and challenges. Each Annual Plan will identify program objectives, individual

tasks, public educational materials to be developed, opportunities for expanded

partnerships, and timelines for implementation. Annual Plans will also specify the target

audience, and include upcoming promotions for ongoing and known special events. Input

will be solicited from the TOWN and SCWMA, and each Annual Plan implementation

success will be measured by deadlines and products developed.


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Program Implementation

CONTRACTOR is committed to assisting the TOWN to achieve the State’s 75% recycling

goal locally by 2020. In order for any hauler to meet these diversion goals, a comprehensive

and coordinated public outreach campaign must be launched well in advance of the

commencement of services, and must be sustained throughout the term of the Agreement.

CONTRACTOR has worked diligently to develop the communication channels and data-

sharing infrastructure to ensure the outreach, customer service, and operations teams are

working together to provide services to customers. Each department within CONTRACTOR

has a separate and distinct opportunity to interact with customers. It is through the

coordinated sharing of these interactions that the outreach team can determine the extent

to which programs and outreach methodologies are working, and to identify opportunities

for improvement.

CONTRACTOR’s Program experience and past successes are crucial to increasing and

sustaining the participation of single-family, multi-family, and commercial customers in

source reduction, reuse, recycling, and composting programs. The Program description that

follows focuses on the following activities:

Outreach Collateral Development & Distribution

Transition Collateral Development

Ongoing Public Outreach

Collateral Distribution

Website Development

Social Media

AB 341 and AB 1826 Outreach Activities

Available Languages

Public Outreach Personnel

Diversion Coordinator

School Outreach Program

Recycling Ambassadors

On-Site Activities

Educational Materials

Community Service

Outreach Collateral Development and Distribution

During the transition and throughout the term of the Agreement, CONTRACTOR will provide

up-to-date and accurate information and materials to all customers. CONTRACTOR will

initially develop materials that will be used during the transition, and then will develop

materials that will be designed for use throughout the term of the Agreement.

CONTRACTOR will work with the TOWN to prepare collateral materials specific to the

service offerings of each sector, will maintain thematic branding in all outreach collateral,

will modify and include additional materials as needed, and will allow space for the TOWN

to include announcements, community information, articles, and photographs as


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Exhibit 9


appropriate.

CONTRACTOR will identify the target audience, the purpose, and the messages to be

communicated for each piece of collateral. CONTRACTOR will meet with the TOWN and

SCWMA to ensure coordinated messaging, then begin drafting the content and developing

a graphic mock-up. CONTRACTOR will offer the TOWN an initial opportunity to provide

input on the content and format of the mock-up, and then will make appropriate revisions

based on input and recommendations. The final draft will be provided to the TOWN for a

last round of review prior to printing and distributing collateral materials.

Public outreach materials identified below will be customized for single-family, multi-family,

and commercial customers, as appropriate. The initial collateral pieces developed

specifically for the implementation and announcement of the new program offerings will be

disseminated through direct mail, during container distribution, and/or in person during

outreach and educational events.

CONTRACTOR may provide to the TOWN, upon request, a representative cross-section

of the diverse types of outreach materials currently developed and customized for

distribution to its customers. These materials are distributed based on sector and program

offerings. Examples of available materials include initial program start materials, ongoing

outreach and education materials, and also those materials related to specific sectors

and/or products.

All outreach materials will be:

Thematically branded with consistent color, font, look and feel

Developed and made available in English and in other language(s) deemed

appropriate and necessary

Photo-oriented to appeal to varied language and literacy levels

Available in digital form to minimize printing waste and provide customers easy

access to information

Printed on recycled paper (double-sided as appropriate)

Transition Collateral Development

Well in advance of the service commencement date, CONTRACTOR will have developed

and finalized the initial collateral materials in preparation for distribution. Informing

customers in advance of new and expanded programs is key in helping CONTRACTOR’s

outreach, customer service, and operations teams to complete necessary transition tasks.

CONTRACTOR’s goal is to keep all customers within the TOWN well informed and at ease

with any changes to their service. Below are the collateral pieces that will be developed

specifically for the transition period.


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Exhibit 9


Introductory Mailer. Introductory mailers will be developed and tailored for Single-

Family, Multi-Family, and Commercial customers. These ½-cut sheet postcards will

introduce CONTRACTOR as the new hauler, outline program changes, and provide

other related information deemed appropriate and timely by the TOWN. These

mailers will also indicate new and expanded services, and inform customers of

complimentary “how-to” recycling guides that will be distributed closer to the date of

transition. Introductory mailers will be distributed to all customers approximately two

(2) to three (3) months in advance of the date services commence.

New & Expanded Services Notice. This tri-fold self-mailer will inform customers of

the new and expanded services available, provide an overview of container size and

collection frequency options and include other related information deemed

appropriate and timely by the TOWN. These notices will be mailed to customers

approximately one (1) to two (2) months in advance of the date services commence.

In addition to these collateral pieces designed and distributed specifically for the transition

of the new Agreement, comprehensive recycling guides will also be delivered to customers

prior to the commencement of services. These guides will be provided to new customers

throughout the course of the Agreement and will also be available online.

Single-Family Recycling Guide. Detailed single-family “how-to” recycling guides

will be designed to inform single-family customers of new and expanded services.

These booklets will include a three (3) full page color-coded spread identifying the

list of acceptable materials organized by material type. The booklets will also include

graphic illustrations of proper set-out procedures, acceptability and necessary

preparation of materials for each of their collection carts, details on how to utilize

services available to single-family customers, and will offer other related information

deemed appropriate and timely by the TOWN. These single-family recycling guides

will be updated as necessary, and will include topics such as:

Organic Waste Collection incorporating Food Waste

Holiday Tree Collection

Bulky Item Collection Events

Household Hazardous Waste Disposal

Household Batteries Collection

Used Motor Oil and Oil Filter Recycling

Instructions for Enrolling in Paperless Billing

Drop-off and Pick-up Resources for Donations

Useful Phone Numbers & Other Resources

Multi-Family Recycling Guide. Detailed multi-family “how-to” recycling guides will

be developed to inform multi-family customers of the new and expanded services


Page 135 of 244

Exhibit 9


available. The guides will be designed to notify owners and managers of multi-unit

complexes of opportunities to reduce costs through participation in waste reduction

and recycling and will also be available for multi-family residents. These booklets

will include a three (3) full page color-coded spread identifying the list of acceptable

materials organized by material type, graphic illustrations of proper set-out

procedures, acceptability and necessary preparation of materials for each of their

containers and container types, details on how to utilize services available to multi-

family complexes, and will offer other related information deemed appropriate and

timely by the TOWN. These multi-family recycling guides will be updated as

necessary and include topics such as:

Extra Material Collection

Holiday Tree Collection

Instructions for Enrolling in Paperless Billing (as appropriate)


AB 341 and AB 1826 Requirements

Waste Assessments & Technical Assistance


Commercial Recycling Guide. Detailed commercial “how-to” recycling guides will

be developed to inform commercial customers of the new and expanded services

available. These guides will be designed to notify business owners and facility

operators of opportunities to reduce costs through participation in waste reduction,

recycling and/or organics programs. These booklets will include a three (3) full page

color-coded spread identifying the list of acceptable materials organized by material

type, graphic illustrations of proper set-out procedures, and acceptability and

necessary preparation of materials for all each of their containers and container

types, details on how to utilize services available to businesses, and will offer other

related information deemed appropriate and timely by the TOWN. These

commercial recycling guides will be updated as necessary and include topics such

as:

Extra Material Collection & Debris Box Services

Instructions for Enrolling in Paperless Billing (as appropriate)


AB 341 and AB 1826 Requirements

Waste Assessments & Technical Assistance

Information on the Sonoma Green Business Program



Page 136 of 244

Exhibit 9


Multi-Family and Commercial Poster Sets. Garbage, recyclable materials, and

organic waste poster sets will be developed, providing detailed information on the

materials accepted in each container. An 11”x17” portrait-orientation poster will be

developed for each material stream, and will include representative photos of

acceptable materials on the top half and a detailed list of acceptable materials by

material type in the lower half. Another 8.5”x11” poster will also be developed for

each material stream, and will include only the representative photos and contact

information for additional information. These posters are intended to be placed in

highly trafficked areas of complexes and businesses near the respective collection

container.

Ongoing Public Education & Outreach

As the Program continues post-commencement of services, CONTRACTOR will constantly

seek ways to improve Program effectiveness, making adjustments as necessary to ensure

customer and TOWN needs are met and diversion goals are attained. Messaging will be

coordinated with the TOWN and focused on timely issues to increase overall participation

and achieve diversion.

Collateral materials generated throughout the term of the Agreement will meet or exceed

all TOWN requirements. Drafts and design templates will be provided to the TOWN for

approval prior to production. At a minimum, the following ongoing collateral materials will

be developed and distributed to customers:

Quarterly Newsletter. Quarterly newsletters will be developed and distributed to all

customers as bill inserts or self-mailers and will include general information

applicable to all customer types and sector-specific information as follows:

General Information. This section of the quarterly newsletter will include

information applicable to all customers including special waste handling tips,

special event promotions, seasonal recommendations on recycling and waste

reduction, timely and related announcements, a section designed specifically for

kids with fun-facts, activities and occasional contests, and other related

information deemed appropriate and timely by the TOWN.

Single-family Customers. This section of the quarterly newsletter will include

information specific to the services and program offerings available to single-

family customers. Content may include sector-specific information on recycling

and diversion programs, residential collection services, bulky item pick-ups,

home composting, new program promotions, changes to collection services, and

other related information deemed appropriate and timely by the TOWN.


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Exhibit 9


Multi-family Customers. This section of the quarterly newsletter will include

information specific to the services and program offerings available to multi-

family customers. Content may include sector-specific information on available

recycling and diversion programs (including AB 341 and AB 1826 requirements),

multi-family collection services, new program promotions, changes to collection

services, and other related information deemed appropriate and timely by the

TOWN.

Commercial Customers. This section of the quarterly newsletter will include

information specific to the services and program offerings available to

commercial customers. Information may include sector-specific information on

available recycling and diversion programs (including AB 341 and AB 1826

requirements), new program promotions, commercial collection services, new

program promotions, changes to collection services, and other related

information deemed appropriate and timely by the TOWN.

Seasonal Program Notification. Seasonal notification postcards will be developed

and mailed directly to single-family, multi-family, and/or commercial customers as

needed. At a minimum, these ¼-cut sheet seasonal program notification postcards

will inform customers of Halloween pumpkin collection, holiday tree collection,

spring cleaning, fall leaves, and other seasonal program offerings. Additionally,

notification of seasonal programs may be offered in the form of newspaper

advertising, banners for the TOWN and CONTRACTOR websites, and/or via social

media.

Services & Program Notifications. On an as-needed basis, these ⅓-cut sheet bill

inserts will be developed and included in customer invoices to provide notification

to customers of upcoming and timely information, including rate increases, service

day changes, approved service modifications, materials accepted in recycling and

diversion programs, and other related information deemed appropriate and timely

by the TOWN.

Non-Collection Notices. Non-collection notices (NCNs) will also be developed as

cart and/or door hangers for use by drivers when issues with contamination or

improper set-out are encountered. The top ¾ of these NCNs will include information

on the container and the reason(s) for non-collection and will provide information on

contacting Customer Service. The bottom ¼ of these NCNs will include a perforated

detachable portion for the driver to retain that identifies the premise and the reason

the container was not collected in order for the NCN to be entered into the customer

database and tracked at the end of the route.


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Exhibit 9


Collateral Distribution

Public outreach campaigns are most successful when outreach is conducted regularly to

customers, and when multiple sources are used to distribute information. CONTRACTOR

will utilize different media outlets and direct outreach methods to disseminate information

to single-family, multi-family, and commercial customers. In addition to the specific direct

mailing and container distribution delivery mechanisms previously discussed,

CONTRACTOR may also print limited information directly on invoices. CONTRACTOR will

also distribute outreach materials directly at community events, presentations, and outreach

events. CONTRACTOR will post all collateral materials in Adobe Acrobat PDF format on

its website.

Paperless Billing Customers. Customers who have enrolled in CONTRACTOR’s

paperless billing program will receive all outreach materials digitally. All paperless

billing customers will receive the same outreach materials that have been previously

reviewed and approved by the TOWN, on the same distribution schedule as those

receiving materials via bill inserts and/or direct mailers. Customers enrolled in the

paperless billing program will receive an email with the outreach material either

embedded in the body of the email or provided as an attachment.

Website Development

CONTRACTOR has developed and designed an easily navigable website that maintains

the same look and feel as other outreach collateral. CONTRACTOR has an in-house

outreach team and Graphic Designer who are responsible for the development and

maintenance of the website. Utilizing an in-house team allows CONTRACTOR the flexibility

to make changes as necessary.

CONTRACTOR will develop a section of the CONTRACTOR website dedicated to the

TOWN of Windsor. The TOWN’s section will reflect new and expanded services prior to the

commencement of the Agreement. There will be separate sections designated for

residential and commercial sectors, and each section will include information on new

programs, services, and additional resources available. The TOWN’s section of the

CONTRACTOR website can be tailored to meet the TOWN’s needs. In general, it will be

organized in the following format:

Area Home. Describes the collection services provided to each sector by material

type, explains where each of the materials collected are processed or disposed,

and provides links to upcoming events.

Residential Service. Provides a comprehensive overview of services offered for

residents, including the sizes of containers available by material type, collection


Page 139 of 244

Exhibit 9


services available for extra materials, bulky item pick-ups, holiday trees, e-waste,

used motor oil and oil filters, and household batteries.

Bill Pa. Offers various options for a customer to pay their bill and a link to a

secure online portal where customers can view and/or pay bills, confirm

collection day(s), review and add new services (additional pick-ups, bulky

item collection, etc.)

Rate. Provides a link to a downloadable pdf of the current rate schedule for

all residential customers by material type, container size, and collection

frequency. The rate schedule also includes rates for additional services.

Debris Box Rental. Describes debris box services provided by size and

material type, and allows customers to request a quote, as appropriate.

Outreach and Education. Includes downloadable files of all outreach and

educational materials produced and distributed, and provides important

links and contact information for CONTRACTOR and the TOWN.

Contact U. Provides customers with customer service contact information

and an opportunity to submit questions, comments, or concerns to

CONTRACTOR via the website. An e-mail gets sent to Customer Service

that is responded to within one (1) business day.

Commercial Service. Provides information regarding important regulations related

to mandatory recycling for commercial businesses, links to commercial sector

outreach materials, and important contact information.

Services Offered. Includes a comprehensive overview of services for

commercial businesses.

Rates. Provides a link to a downloadable pdf of the current rate schedule

for all commercial customers by material type, container size, and collection

frequency. The rate schedule also includes rates for special services.

Debris Box Rental. Describes debris box services provided by size and

material type, and allows customers to request a quote, as appropriate.

Refuse and Recycling. Provides dimensions of refuse and recycling bins

for commercial businesses to reference and assist in their decision-making.

For additional information and to view other jurisdictional sections of the CONTRACTOR

website, please refer to http://www.greenwaste.com.

AB 341 and AB 1826 Outreach Activities

Throughout CONTRACTOR’s Education and Outreach Program, information will be

disseminated to all multi-family and commercial customers to ensure compliance with AB


Page 140 of 244

Exhibit 9


341 and AB 1826 requirements. Outreach materials for multi-family and commercial

customers will include information on the requirements of AB 341 and AB 1826, which will

notify owners and managers of multi-family complexes and businesses of the regulations

and expanded recycling options with CONTRACTOR as their hauler. Information may be

provided through a variety of media that may include flyers, newsletters, brochures, bill

inserts, site visits, the CONTRACTOR website, and social media.

The CONTRACTOR Diversion Coordinator will also distribute notices and conduct on-site waste audits for all commercial and

multi-family customers at least once per year for the first four (4) years of the Agreement

term. Thereafter, the Diversion Coordinator will conduct waste audits for a minimum of

twenty-five percent (25%) of all commercial and multi-family customers, focusing on those

customers who are experiencing the lowest diversion.

Available Languages

CONTRACTOR will work with the TOWN to determine which languages, other than English,

are appropriate and necessary for residents and businesses who receive collateral

materials. Rather than printing all materials in more than one language, CONTRACTOR’s

approach will be as follows:

Transition collateral. CONTRACTOR can either print transition collateral

(recycle guides, postcards, etc.) in English only with a statement in (the specified

language) indicating a version in (the specified language) is available for

download online or can transition collateral in the appropriate language(s) and

divide the available space as appropriate (front/back, left/right, or top/bottom).

Ongoing collateral to be mailed. CONTRACTOR can either develop the

quarterly newsletters double-sided as English-only or can offer one side for

English and the other side for (the specified language). Because seasonal

postcards cannot be printed double-sided, CONTRACTOR will develop the

postcards in the appropriate language(s) and divide the available space as

appropriate (left/right or top/bottom).

Ongoing collateral to be handed-out. CONTRACTOR will develop the

commercial and multi-family poster sets for print in both English and (the

specified language) and since the posters will be handed out to customers

during technical assistance site visits, the customer can specify the language(s)

desired. All versions developed for print will also be available for download

online.

Public Outreach Personnel


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Exhibit 9



CONTRACTOR will employ one (1) Diversion Coordinator to develop and implement

CONTRACTOR’s Education and Outreach Program for single-family, multi-family, and

commercial customers in the TOWN. The Diversion Coordinator will conduct outreach,

promote waste reduction, recycling and diversion programs, and provide technical

assistance to multi-family and commercial customers throughout the TOWN.

The Diversion Coordinator will devote 100% of his or her time (40 hours per week) to

servicing the TOWN by:

Educating TOWN staff and Service Recipients, as appropriate, regarding AB

341, AB 1826, AB 1594, and other State legislation.

Assisting with AB 341, AB 1826, and AB 1594 implementation including

conducting on-site waste audits and providing written summary reports for

commercial and MFD customers that meet the minimum thresholds triggering

these regulatory requirements, at least once per year for the first four (4) years

of the term (further details of this particular campaign are described in Exhibit

10 Diversion Plan.

Providing oversight to the school outreach program.

Developing and distributing public education and outreach materials.

Coordinating outreach efforts with the Sonoma County Waste Management Agency.

Advising appropriate personnel within a business on integrating new or

expanding existing programs and making recommendations to increase

recycling and decrease the amount of solid waste going to landfill.

Right-sizing containers to maximize diversion at single-family, multi-family, and

commercial premises.

Informing and educating customers on the full range of services offered,

including cart exchange and cleaning, e-waste, u-waste, used motor oil and

filter, and on-call large item, and availability of indoor food waste

pails/containers.

Advising customers on the appropriate levels and types of collection services,

including container sizes and collection frequency, to maximize diversion and

minimize overall service costs.

Meeting regularly with key TOWN staff to review overall program performance,

evaluate the efficacy of outreach and technical assistance efforts, monitor

program participation and refine sector- and/or program-specific messaging to


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Exhibit 9


promote new program adoption, increase participation in on-call large item,

improve methods to monitor contamination, and calibrate customer service

messaging.

Educating customers on how to participate in diversion programs, and minimize

contamination.

Educating and training customer employees and/or janitorial/custodial staff on

best practices for recycling, waste reduction, and availability and use of in-

house recycling containers.

School Outreach Program

CONTRACTOR is committed to educating and investing in future generations in a focused

and purposeful effort, to instill in our greatest resource, our children, the knowledge, tools,

and resources to make environmental sustainability and resource conservation an

ingrained and habitual part of their lives. To inspire environmental stewardship in future

generations, CONTRACTOR’s Program includes a strong environmental education

component, which recognizes the powerful role that schools play in promoting awareness

and fostering an environmental agenda within local communities. Waste reduction and

recycling education can inspire students to become Recycling Ambassadors who will

carry home lessons learned, and eventually become environmentally minded adults with

great influence in their communities.

Recycling Ambassadors

CONTRACTOR has extensive experience working with schools throughout all the various

jurisdictions served and knows students are excited about recycling and understand its

importance. Students are also some of the best messengers for new recycling and diversion

programs and are committed not only participating, but participating with precision and

vigor. In an effort to actively engage students and encourage them to take responsibility for

the waste their school produces, CONTRACTOR proposes to launch its Recycling

Ambassador program for interested schools that subscribe to CONTRACTOR’s services.

In tandem with and supplemental to CONTRACTOR’s onsite technical assistance to the

schools themselves, CONTRACTOR will work with the school’s administrators and

teachers to gauge their level of interest in and support to create a hands-on student-led and

teacher-supported program designed to engage students who will in turn engage other

students. CONTRACTOR will assess the needs of interested schools and their commitment

to helping build a self-sustaining program and provide the seed resources, guidance and

assistance to develop and implement a program that will significantly improve the school’s

overall diversion.


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Exhibit 9


In launching the Recycling Ambassadors program, an adult program leader for each school

must be identified to help launch, monitor and adapt the program as it develops. Whether

the program leader is teacher, an administrator, a parent or a committee, having leadership

within the school has proven critical to program success. Depending on interest,

commitment and available resources, some schools have adopted a fairly minimalist

program, while others have created and grown their own programs. On one end of the

spectrum, some schools have simply designated a student in each classroom as their

Recycling Ambassador for a period of time and the Recycling Ambassadors monitor

materials that are thrown into each container in their classroom and work together to provide

coverage of all containers during lunches, recesses and assemblies, educate and assist

their fellow classmates on what goes where and why. On the other end of the spectrum,

some schools have taken complete ownership of the program and grown a comprehensive

and integrated program to suit their needs, nominations for Recycling Ambassadorship,

launching classroom or grade-based recycling competitions, making presentations to lower

grade levels, developing skits and even identifying better ways to help CONTRACTOR

manage waste on their campus. At the end of each school term, students are invited and

encouraged to provide feedback on the program and make suggestions and

recommendations for program improvements in the future.

On-Site Activities

As part of the CONTRACTOR Education and Outreach Program for the TOWN, the

CONTRACTOR Diversion Coordinator will work with schools subscribing to

CONTRACTOR’s services offer outreach and education opportunities and technical

assistance services to design and implement recycling and diversion programs specifically

tailored for each participating school. Because the services will be tailored to fit the needs

of each participating school, the elements of the program offerings may vary, but generally,

the campaigns will follow this format:

Initial Meeting. The Diversion Coordinator will contact schools subscribing to

CONTRACTOR’s services to set up an initial on-site meeting with the appropriate

school staff. At this meeting, the Coordinator will review current services, identify

the locations of containers by material type, assess the knowledge base of faculty

and staff (including janitorial and kitchen), and discuss CONTRACTOR’s service

offerings.

Waste Audit. After the initial meeting, the Diversion Coordinator will return to

conduct a waste audit, potentially with the assistance of CONTRACTOR Operations

personnel, and estimate the current diversion rate of the school. During this audit,

the Coordinator will invite school staff to participate and/or observe and educate


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Exhibit 9


them on the type of materials he or she finds placed in the incorrect container

(contaminants).

Tailored Program. Once the waste audit is complete and the Coordinator has

estimated the school’s current diversion rate, he or she will tailor a program

specifically for the school that will aim to increase diversion and effectively educate

students, faculty, and other staff. Additionally, the Recycling Ambassador program

will be introduced.

Implement Program. This program will include adjusting the quantity, sizes, and

location of containers, and will include providing educational materials, posters, and

other collateral to assist students and staff in properly placing materials. Over the

course of a mutually agreed upon timeframe, the Diversion Coordinator and school

will implement the program and periodically measure its success through visual

audits

Presentations and Field Trips. The Diversion Coordinator will offer presentations

at school assemblies to promote recycling and composting. Additionally, a

CONTRACTOR recycle truck and driver can provide truck demonstrations during

assemblies for students to view the truck from the driver’s perspective, ask

questions, and learn about the importance of recycling and composting.

CONTRACTOR can also facilitate environmental-related field trips to nearby

businesses, parks, or organizations as deemed appropriate by the school.

Educational Materials

CONTRACTOR has dedicated significant resources to the development of educational

materials geared at younger audiences. CONTRACTOR’s single-family and multi-family

newsletters include a “Green Kids” section with different themes and seasonal activities

related to recycling and waste reduction. The stars of CONTRACTOR’s “Green Kids”

section of its newsletters, and the role-model characters in CONTRACTOR’s 20-page full

size coloring and activity book “Color the Earth Green,” are superhero “Captain

CONTRACTOR” and his sidekick bulldog “Recovery.” The “Color the Earth Green” activity

book includes a two-page educational comic strip and a range of different coloring and

educational activities geared toward children of different age ranges. Upon request,

CONTRACTOR conducts tailored outreach, education, and equipment demonstrations to

K-12 public and private schools and has developed kid-friendly recycling posters using

materials that are often found in classrooms and cafeterias.

CONTRACTOR also participated in the filming of an episode for Curiosity Quest, a family-

oriented, environmentally conscious and upbeat educational program as part of their

“Curiosity Quest Goes Green” series. The episode focused on the CONTRACTOR


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Exhibit 9


Material Recovery Facility (MRF) in San Jose, and explained the processes, operations,

and importance of recycling and diverting resources away from landfills. CONTRACTOR

will provide schools and teachers with copies of the Curiosity Quest video for use in

classrooms upon request, and intends to make the video accessible through the TOWN

portion of the CONTRACTOR website.

Community Service & Engagement

CONTRACTOR firmly believes in being a strong community citizen by becoming an integral

part of and giving back to communities. In addition to focusing on educating and providing

support to the customers and schools through education and outreach programs,

CONTRACTOR also strives to maintain active involvement and offer support to community

groups, youth groups, business associations, and non-profit charitable organizations.

CONTRACTOR staff members participate in numerous community organizations

throughout its service areas, in addition to supporting many charitable causes.

CONTRACTOR will actively pursue opportunities to participate in community and

educational events, including staffing booths and displays, participating in one-time, annual,

and recurring events, and ensuring special events throughout the TOWN are poised to

reduce the amount of waste sent to landfill. As part of its Education and Outreach Program,

CONTRACTOR can offer planning, outreach and/or technical assistance services to

TOWN-sponsored special events.

3302

3303


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Exhibit 10

Town of Windsor, CA DIVERSION PLAN

CONTRACTOR’s Diversion Incentives

CONTRACTOR is a recycling and diversion company specializing in innovative Collection and

processing methods for single-stream recyclables, Organic Waste, and Municipal Solid Waste

in the jurisdictions served. CONTRACTOR does not own or operate any landfills that accept

Garbage, and thus CONTRACTOR’s business model is founded on and grounded in principles

of sustainability. CONTRACTOR accomplishes its goals using a two-pronged approach:

front-end behavioral change and back-end processing. On the front end, CONTRACTOR has

developed and implemented forward-thinking Collection programs to maximize Customer

participation through outreach, education and technical assistance, and adapting its Collection

programs to reflect the evolution of Customer behavior and the abilities and adaptabilities of its

processing facilities. On the back end, CONTRACTOR has designed its processing facilities to

specifically receive the types and compositions of waste delivered under its Collection programs.

It operates its processing facilities to adapt to changing Customer behaviors, the types of

materials received, and established and newly emerging markets. In order to reduce overall

disposal and maximize recovery according to the highest and best use for Recovered and

Recyclable Materials, CONTRACTOR consistently aims to increase diversion through this two-

pronged approach.

CONTRACTOR understands the TOWN has included built-in incentives through the Draft

Agreement to meet diversion requirements, including:

Assessing liquidated damages in an amount equal to the current disposal cost per ton

for each ton under the diversion requirement, or $10,000, whichever is greater.

Requiring CONTRACTOR to implement additional diversion program(s).

Denial of increases to Service Recipient rates for failing to achieve minimum diversion

requirements.

Termination of the Agreement if the minimum annual diversion requirement is not met

within two (2) consecutive years.

For the TOWN, CONTRACTOR is proposing a comprehensive hauling operation and use of the

CONTRACTOR Material Recovery Facility (MRF) to process Recyclable Materials Collected. As

such, CONTRACTOR has an opportunity to focus on both front-end behavioral change and

back-end processing to accomplish these diversion goals. This Sustainability Plan outlines

CONTRACTOR’s overall approach to not only achieving, but exceeding the TOWN’s diversion

goals. CONTRACTOR is committed to achieving a minimum of 50% diversion starting January

1, 2018, and to assisting the TOWN in reaching the State’s 75% recycling goal locally by 2020.

CONTRACTOR’s Diversion Estimates

CONTRACTOR estimates that through the sustainability methodologies described within this

section and throughout its proposal, the diversion rates for hauler-controlled materials will


Page 147 of 244

Exhibit 10


increase from less than 44% in 2015 to at least 50% in Year 1 (including residue disposed after

processing), and increasing to no less than 60% by Year 10. CONTRACTOR understands the

RFP specifically requested a table segregated by Customer type (Single-Family, Multi-Family,

Commercial, and TOWN services) showing total Recyclable Material and Organic Waste tons

Collected and residue disposed by Customer type, showing diversion projections by calendar

year.

Unfortunately, CONTRACTOR’s experience in every jurisdiction where it has taken over service

from another hauler has proven the previous hauler’s tonnages by Customer and material type

were inaccurate. CONTRACTOR believes this tends to be the result of two operational nuances

common in the industry. First, most haulers do not route their Collection vehicles by Customer

and material type, but instead develop Collection routes based on Container and material types

and use allocations to translate those tonnages by Customer type. Second, many haulers who

service multiple jurisdictions in a geographic area tend to cross-route between jurisdictions (even

when this activity is prohibited under their franchise agreement). They then use those allocations,

regardless of their accuracy, in reports back to each specific jurisdiction.

CONTRACTOR is a bit of an anomaly in both regards. First, CONTRACTOR also designs its

Collection routes according to Container and material type, rather than Customer type, in order

to maximize Collection efficiencies and minimize the overall carbon footprint of the Collection

operation. However, CONTRACTOR then uses very specific allocations based on the total

subscribed volume on each route by Customer type and material type to ensure the tonnage of

materials Collected on each route reflects the types. CONTRACTOR regularly audits these

allocations to ensure they are reflective of the total tons Collected by Customer type and material

type in a specific jurisdiction. Second, CONTRACTOR only cross-routes between jurisdictions

when it is specifically authorized (and in some cases desired) in its franchise agreement. Then

and only then will it apply jurisdictional tonnage allocations based on comprehensive audits

conducted to ensure the accuracy of all allocations. Accordingly, CONTRACTOR has prepared

its bid and diversion projections below to reflect routing by Container and material type and its

tried-and-true experience with the amount of waste generated by each Customer type in

relationship to its subscribed volume.

Since the purpose of developing the requested table as part of this Sustainability Plan is for

incorporation into the signed Collection Agreement, it is important to CONTRACTOR that its

diversion commitment is reflective of the TOWN’s actual tonnages by Customer and material

type. As such, CONTRACTOR proposes to use Year 1 tonnages Collected by Customer and

material type to establish a Base Year for its diversion performance standard, while still

guaranteeing the overall diversion commitment to the TOWN as illustrated below. After Year 1,

CONTRACTOR and the TOWN will work together to update the table below to reflect actual

tonnages Collected by Customer and material type and then update the table into the Signed

Collection Service Agreement. This methodology has worked in the other areas CONTRACTOR


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Exhibit 10


services, including the seven (7) jurisdictions CONTRACTOR began serving in 2015, and has

given those jurisdictions great confidence in CONTRACTOR’s numbers as a hauler. Finally, it is

important to note that CONTRACTOR cannot accurately project the growth of the TOWN’s

residents or businesses, or the relative relationship of any growth to the amount and type of

materials Collected by Customer type. Therefore, the estimates below do not include a year-

over-year change in total tonnage Collected.

Annual Diversion Table (Summary)

Base Year (2015)* 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027

Collected 20,100 20,174 20,174 20,174 20,174 20,174 20,174 20,174 20,174 20,174 20,174

Garbage 10,410 9,184 8,908 8,641 8,382 8,172 7,968 7,769 7,598 7,431 7,275

Recycling 4,151 5,151 5,264 5,374 5,480 5,564 5,645 5,725 5,792 5,857 5,918

Organics 5,539 5,839 6,002 6,159 6,312 6,438 6,561 6,680 6,784 6,886 6,981

Residual 969 841 751 769 787 738 751 763 774 785 795

Diverted 43.4% 50.3% 52.1% 53.4% 54.6% 55.8% 56.8% 57.7% 58.5% 59.3% 60.00%

*Base Year Disposal: Assumes 5% Recycling Residue and 10% Organics Residue.

Year-By-Year Diversion Table**

YEAR 1 - YEAR 5 2018 2019 2020 2021 2022

Carts Bins Carts Bins Carts Bins Carts Bins Carts Bins

Total Collected 15,560 4,614 15,560 4,614 15,560 4,614 15,560 4,614 15,560 4,614

Garbage Disposed 6,570 2,614 6,373 2,536 6,182 2,460 5,996 2,386 5,846 2,326

Recycling Processed 3,651 1,500 3,732 1,532 3,810 1,563 3,886 1,594 3,946 1,617

Organics Processed 5,339 500 5,455 546 5,568 591 5,678 635 5,767 670

Residual Disposed*** 716 125 640 110 654 116 666 121 619 118

Diverted by Container 53% 41% 55% 43% 56% 44% 57% 46% 58% 47%

TOTAL DIVERTED 56.78% 57.71% 58.50% 59.27% 60.00%


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Exhibit 10


Year-By-Year Diversion Table (Cont.)**

YEAR 6 - YEAR 10 2023 2024 2025 2026 2027

Carts Bins Carts Bins Carts Bins Carts Bins Carts Bins

Total Collected 15,560 4,614 15,560 4,614 15,560 4,614 15,560 4,614 15,560 4,614

Garbage Disposed 5,700 2,268 5,558 2,211 5,435 2,163 5,316 2,115 5,204 2,071

Recycling Processed 4,005 1,641 4,062 1,663 4,109 1,682 4,156 1,701 4,200 1,718

Organics Processed 5,855 705 5,941 739 6,015 769 6,088 798 6,156 825

Residual Disposed*** 629 122 638 126 646 129 653 132 660 135

Diverted by Container 59% 48% 60% 49% 61% 50% 62% 51% 62% 52%

TOTAL DIVERTED 56.78% 57.71% 58.50% 59.27% 60.00%

**Cart Tonnages: Includes All Cart Services (SFD, MFD, Commercial & TOWN Services);

Bin Tonnages Include All Bin Services (MFD, Commercial & TOWN Services)

***Cart/Bin Disposal: Accounts for Decreasing Residue Disposed Per Ton Processed

GETTING TO 50% DIVERSION:

TASKS & MILESTONES

Ap

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20

17

Ma

y 2

01

7

Ju

ne

20

17

Ju

ly 2

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7

Au

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st

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7

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20

17

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Dec

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017

PE

RS

ON

NE

L

Work w/ Previous Hauler to

Identify Displaced Personnel x x

Conduct Outreach to

Displaced Personnel x x

Hire and Train Diversion

Coordinator x x


Meetings with TOWN Staff x x x x x x

OU

TR

EA

CH

&

ED

UC

AT

IO

N Update Transition Public

Education & Outreach Plan x x


Page 150 of 244

Exhibit 10


Develop Introductory

Mailer x x

Develop SFD, MFD,

and Commercial

Recycling Guides

x x x

Develop New &

Expanded Services

Notice

x x x

Develop Non-Collection

Notice x x

Develop Quarterly

Newsletter Template x x x

Develop TOWN of

Windsor pages on

CONTRACTOR

Website

x x

Generate Mailing Lists

by Sector x x

Conduct Outreach to

Community & Business

Associations

x x x x x x

Distribute Introductory

Mailers x x x

Develop Holiday

Collection Schedule &

Service Mailer

x x x

Distribute New &

Expanded Services

Notice

x x


Page 151 of 244

Exhibit 10


Launch TOWN of

Windsor Page on

CONTRACTOR

Website

x x x

Post Transition

Collateral to Social

Media Networks

x x x

Distribute Holiday

Collection Schedule &

Service Mailer

x x x

Conduct Outreach to

Windsor Unified School

District

x x x

Provide Technical

Assistance to AB 341/

1826 Customers

x x x

Month 0 – Month 3

Material Migration

(July. 1, 2017 - Dec. 31, 2017)

Increase / (Decrease)

Programs Implemented

(Front-End Behavioral Change & Back-End Processing)

Decrease in Garbage Tons

(1,226)

Migration of Recyclable Materials into Recyclables containers.

Migration of source-separated Food Waste into Food Waste containers.

Migration of Food Waste (and food-soiled paper) into Organics Carts.

Increase in Recycling Tons

1,000

Increase in overall Recycling tons collected as a result of greatly expanded list of acceptable Recyclable Materials in all sectors.

Signing up new Multi-family and Commercial customers for Recycling collection program.

Notification and promotion of expanded list of Recyclable Materials accepted in transition materials including two notification postcards.


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Exhibit 10


Distribution of sector-specific Recycle Guides detailing new materials accepted.

Increase in Organics Tons

300

Increase in overall Organics tons collected as a result of expanded Food Waste collection program and new Organics collection program.

Targeted outreach and the provision of technical assistance to high-volume generators of Garbage to garner enrollment in new Food Waste program.

Signing up new Multi-family and Commercial customers for Food Waste collection program.

Notification and promotion of expanded Food Waste collection program and new Organics collection program in transition materials including two notification postcards distributed by mail.

Distribution of Recycle Guides detailing the expanded Food Waste collection program and new Organics collection program using direct outreach and along with container distribution.

∆ in Residue Disposed (128) Decrease in amount of residue remaining after

processing Recyclable Materials at CONTRACTOR MRF.

Year 1 – Year 5

Material Migration

(Jan. 1, 2018 - Dec. 31, 2022)





(1,012)

Continual migration of Recyclable Materials into Recyclables containers.

Continual migration of source-separated Food Waste into Food Waste containers.

Continual migration of Food Waste (and food-soiled paper) into Organics Carts.


413

Continual increase in overall Recycling tons collected as a result of greatly expanded list of acceptable Recyclable Materials in all sectors.

Targeted outreach and technical assistance to Commercial and Multi-family customers to establish and expand Recycling programs for compliance with AB341.

Continued direct technical assistance to Commercial and Multi-family customers


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Exhibit 10


optimizing customer participation and minimizing contamination in Recycling program.

Continued promotion of expanded list of Recyclable Materials and opportunities to decrease contamination through seasonal postcards, quarterly newsletters, social media and events.


599

Continual increase in Organics tons collected as a result expanded Food Waste collection program and Organics collection program.

Continued direct and targeted outreach and technical assistance to Commercial customers to establish and expand Food Waste collection programs for compliance with AB1826.

Continued outreach and promotion of expanded Organics collection program to residential customers.

Continued promotion of Organics programs and opportunities to decrease contamination through seasonal postcards, quarterly newsletters, social media and events.

∆ in Residue Disposed (104)

Continual decrease in the amount of contamination of Recyclable Materials delivered to the CONTRACTOR MRF for processing.

Continual decrease in amount of residue remaining after processing recyclable materials at CONTRACTOR MRF.

Continual decrease in the amount of contamination of Organic Waste delivered for processing.

Year 6 – Year 10

Material Migration

(Jan. 1, 2023 - Dec. 31, 2027)





(693)

Ongoing and incremental migration of Recyclable Materials into Recyclables containers.

Ongoing and incremental migration of source-separated Food Waste into Food Waste containers.

Ongoing and incremental migration of Food Waste (and food-soiled paper) into Organics Carts.


Page 154 of 244

Exhibit 10



272

Ongoing and steady increase in overall Recycling tons collected as a result of greatly expanded list of acceptable Recyclable Materials in all sectors.

Ongoing targeted outreach and technical assistance to Commercial and Multi-family customers to establish and expand Recycling programs for compliance with AB341.

Ongoing direct technical assistance to Commercial and Multi-family customers optimizing customer participation and minimizing contamination in Recycling program.

Ongoing promotion of expanded list of Recyclable Materials and opportunities to decrease contamination through seasonal postcards, quarterly newsletters, social media and events.


421

Ongoing and steady increase in Organics tons collected as a result expanded Food Waste collection program and Organics collection program.

Ongoing direct and targeted outreach and technical assistance to Commercial customers to establish and expand Food Waste collection programs for compliance with AB1826.

Ongoing outreach and promotion of expanded Organics collection program to residential customers.

Ongoing promotion of Organics programs and opportunities to decrease contamination through seasonal postcards, quarterly newsletters, social media and events.

∆ in Residue Disposed 45 Incremental in total tons of residue as a result of

increase in total tons of Recyclable Material and Organic Waste delivered for processing.

Diversion Facilities

Please refer to Exhibit 12 Operations Plan for details about the proposed processing facilities,

which includes the CONTRACTOR Material Recovery Facility (MRF) for Recyclable Materials

processing and marketing and Sonoma County Waste Management Authority

managed/contracted transfer/Organics processing facilities for Organic Waste.


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Exhibit 10


CONTRACTOR is excited about the prospect of potentially expanding its innovative service

offerings into Sonoma County and would welcome the opportunity to construct an innovative

MRF there that is (as appropriate) similar to its MRF in San Jose.

Reaching Diversion Goals

Incentives to Increase Diversion

It is important to note the Annual Diversion Table represents CONTRACTOR’s guaranteed

diversion for hauler-controlled materials under the exclusive franchise. CONTRACTOR’s

diversion commitment exceeds the minimum requirement of the TOWN of 50% by January 1,

2018, and assumes the Collection programs and use of the processing facilities as outlined in

this proposal. While CONTRACTOR can only be expected to guarantee diversion of materials

under the exclusive franchise, CONTRACTOR is committed to help the TOWN meet its diversion

requirement of fifty percent (50%), the CalRecycle diversion goal of seventy-five percent (75%)

by January 1, 2020, and SCWMA’s diversion goal of seventy percent (70%). CONTRACTOR is

confident the diversion goals and requirements for the TOWN can be exceeded with the support

and assistance of the TOWN. Whether through mandatory recycling ordinances, fees for

contamination, and/or technological improvements in material processing, ample opportunities

exist for CONTRACTOR to assist the TOWN in developing programs to move toward Zero

Waste.

Methodologies

CONTRACTOR believes the TOWN’s target diversion rate of 50% and the State’s target

diversion rate of 75% by 2020 can be met through a combination of the following program

features:

Including all food waste and soiled paper fibers in Organic Waste Collection containers.

Targeting Multi-Family and Commercial Customers to increase diversion from these high

waste-producing sectors.

CONTRACTOR’s communication with Customers regarding contamination and

enforcement of contamination fees (also described in Exhibit 12 Collection Service

Operations Plan).

CONTRACTOR’s partnership with the TOWN in executing an extensive and

comprehensive Education & Outreach Program, described in Exhibit 9 Education &

Outreach Program Plan.

CONTRACTOR’s focus on reuse and repurposing of materials Collected under the On-

call, Large Item Collection Service described in Exhibit 12 Collection Service

Operations Plan.


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Exhibit 10


CONTRACTOR’s outstanding recycling successes at the CONTRACTOR MRF,

described in Exhibit 12 Collection Service Operations Plan.

Implementation of a diversion-based rate structure.

Development and adoption of a mandatory Collection ordinance and mandatory recycling

program.

Exploring opportunities to process solid waste to recover materials that are recyclable

and compostable.

What follows are CONTRACTOR’s proposed plans for increasing diversion throughout the

TOWN for the program features listed above that are not already described in other proposal

sections. For details about CONTRACTOR’s Education and Outreach Program, Large Item

Collection Program and diversion operations at the CONTRACTOR MRF, please refer to the

aforementioned proposal sections.

Food Waste Diversion

A large step toward increased diversion has already been taken through the TOWN’s decision

to incorporate all food waste and soiled paper fibers in Organic Waste containers Collected

across Single-Family, Multi-Family, and Commercial sectors, as well as a part of TOWN

Services. Collection of food waste is of particular importance across the Commercial sector,

which will have the greatest impact on diversion. CONTRACTOR will constantly promote

Collection of food waste in its outreach materials, at town-sponsored and special events, and

during the Diversion Coordinator’s on-site waste audits with Commercial and Multi-Family

Customers. The significant environmental benefit of diverting this material will be effectively,

consistently, and frequently communicated to all TOWN residents and businesses.

Targeting High-Volume Producers

Multi-Family and Commercial Customers are considered high-volume producers of waste. As

part of the CONTRACTOR Diversion Coordinator’s role, all Multi-Family and Commercial

Customers will receive an on-site waste audit at least once per year for the first four (4)

Agreement years. The purpose of these audits is to assist with AB 341 and

AB 1826 implementation. The Diversion Coordinator will do the following:

Conduct audits of the existing service containers to assess whether the service is

meeting Customer needs and maximizing opportunities for diversion.

Collaborate with the appropriate contact person or decision-maker to improve the waste

system.


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Exhibit 10


Suggest service changes to maximize waste diversion and fit Customers with the most

appropriate level and types of service based on the characterization of the waste

generated at the site.

Provide posters and stickers that clearly show and describe proper sorting of materials

at the point of generation, before the material is transported to outside containers for

Collection.

Offer training for onsite staff and janitorial/custodial service providers.

Monitor new service to ensure adequate service capacity. Check for any issues with

contamination and further improvements to service.

Utilize feedback from CONTRACTOR drivers to assess continual success of the program.

Customers who participate in waste audits and receive technical assistance from

CONTRACTOR gain a better understanding of their waste stream (knowing what is generated,

how much, and where). They can benchmark current and potential diversion rates and monitor

their own progress. Customers can learn how to reduce their waste management costs, identify

the most cost-effective opportunities for increasing diversion, distinguish between the high- and

low-performing areas of their property, and learn how they can get closer to achieving zero

waste.

CONTRACTOR has implemented new diversion programs at businesses and multi-family

complexes throughout the jurisdictions it serves and has faced some challenges in doing so.

Through practice, solutions to each challenge have been incorporated into CONTRACTOR’s

training program for its outreach personnel. Challenges and solutions include:

Challenge Solution Concern about added labor for onsite and janitorial staff.

CONTRACTOR will work with existing onsite and janitorial staff and/or service providers to review waste management needs, to possibly reduce and/or resize internal receptacles in order to avoid an increase in waste management costs. CONTRACTOR will also train onsite and janitorial staff on the ease of sorting materials.

Concern about odors and insects associated with Organic Waste containers.

CONTRACTOR will explain that the same material has always been thrown away, just in a different Container and often on a less frequent Collection schedule. CONTRACTOR will offer more frequent service and conduct regular outreach to monitor Customer perception and ensure Customer satisfaction with the new services.

Concern about maintaining the Organic Materials Collection program if those onsite are not invested in the program or lose interest in participating.

CONTRACTOR suggests that each site identifies a “champion” who will ensure that the site participates fully.


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Concern about the decision-making

process, which can sometimes be

complex, lengthy, or difficult

communicating with the appropriate

decision-maker.

(i.e., stores with corporate offices)

CONTRACTOR will be diligent and creative in communicating with the Customer at the site level and/or corporate level until the appropriate decision-maker is identified.

CONTRACTOR understands that the current hauler may or may not perform the required

outreach to generators of 4 cubic yards or more per week of Garbage, and that these generators

may or may not have an established Recyclable Materials Collection program by the time

CONTRACTOR commences service in October 2017, as required per AB 341. Similarly,

CONTRACTOR understands that the current hauler may or may not perform the required

outreach to generators of 4 cubic yards or more per week of Organic Materials, and that these

generators may or may not have an established Organic Materials Collection program by the

time CONTRACTOR commences service in October 2017, as required per AB 1826.

CONTRACTOR will identify existing Customers who meet these regulatory thresholds prior to

the commencement of service and ensure those who are supposed to be participating are in fact

participating. For those Customers who are not participating, but should be, CONTRACTOR will

conduct immediate outreach, including technical assistance, to ensure compliance with AB 341

and AB 1826. CONTRACTOR will first target the highest producing Customers who do not

already have established recyclable and/or Organic Waste Collection programs. Eligible

Customers will be contacted and informed of the requirement for establishing Collection

services.

CONTRACTOR will target eligible Customers through auditing of its Customer database and

waste subscription levels. The Diversion Coordinator will contact Customers in descending order

of weekly cubic yards generated of Garbage and Organic Waste. Additionally, CONTRACTOR

drivers will be trained to identify consistently heavy bins, which likely indicate the presence of

Organic materials. Drivers will communicate their findings with CONTRACTOR Customer

Service and the Diversion Coordinator. The Coordinator may be able to establish appropriate

diversion services over the phone, while other Customers may require comprehensive site visits,

audits, and assistance with determining the appropriate service levels and implementing new

Collection programs.

2019 AB 1826 Compliance

Prior to January 2019, in preparation for AB 1826 to change from measuring Organic Waste to

measuring Garbage, CONTRACTOR will start to audit its database for Customers who produce

4 cubic yards or more per week of Garbage. These will be the Customers targeted for the next


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wave of Organic Waste diversion services and are required to comply with AB 1826 beginning

January 1, 2019. CONTRACTOR will target the highest-producing Customers first and will utilize

feedback from drivers who Collect from these Customers on a weekly basis. The Diversion

Coordinator may be able to establish appropriate diversion services over the phone, while other

Customers may require comprehensive site visits, audits, and assistance with determining the

appropriate service levels and implementing new Collection programs.

From the 2015 Customer data provided through the RFP process, CONTRACTOR understands

the following quantity of Customers meet current and future regulatory thresholds for AB 1826:

Multi-Family Customers: Multi-Family Customers with 4 or more cubic yards of Garbage per week in 2015 13

Multi-Family Customers set up with Organic Waste Collection Service in 2015 5

Potential additional Multi-Family Customers to be targeted for establishing Organic Waste Collection Services 8

Commercial Customers Commercial Customers with 4 or more cubic yards of Garbage per week in 2015 85

Commercial Customers set up with Organic Waste Collection Service in 2015 20

Potential additional Commercial Customers to be targeted for establishing Organic Waste Collection Services

65

As a result of public outreach, technical assistance site visits, qualified Customer identification

from drivers, and CONTRACTOR’s audit of Customers producing 4 cubic yards or more per

week of Garbage, CONTRACTOR expects diversion from these sectors to increase by an

estimated 25%-30%.

CONTRACTOR understands the threshold for Customers required to participate in these

programs is the production of 4 cubic yards or more per week and the possibility that this

threshold will decrease to 2 cubic yards or more of Garbage per week on or after January 1,

2020. This is at the discretion of CalRecycle. CONTRACTOR will remain informed of all AB 1826

obligations and will proactively target new Customers well in advance of future regulations.

Customer Incentives to Increase Diversion

CONTRACTOR supports incentives for Customer participation in recycling and diversion

programs. In addition to the incentives and methodologies described above, it is imperative that

strategic, diversion-based rate structures are developed and adopted. Diversion-based rate


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structures have proven highly effective to influence behavioral change, to provide economic

incentives to the waste generators to reduce the amount of waste slated for disposal, and to

minimize the amount of contamination found in containers.

Similarly, with diversion as a top priority, it is imperative that any potential recyclable or

compostable materials are kept out of Garbage containers and placed in the Recyclable Material

and Organic Waste containers. Paradoxically, the contamination of source separated materials

poses challenges in the preservation of material quality and overall acceptance of materials at

the processing facilities. CONTRACTOR has experience in accomplishing both of these

objectives through the development and implementation of programs to incentivize the proper

sorting of materials, the minimization of contamination, and the reduction of waste destined for

landfill.

Minimizing contamination of containers is difficult through an Education and Outreach Program

alone. CONTRACTOR is experienced in inspecting containers for contamination and, if and as

appropriate, imposing contamination fees. As is outlined in the Draft Agreement, CONTRACTOR

will visually inspect containers and look for those in which Recyclable Material is commingled

with more than ten percent (10%) by volume of any combination of Garbage and Organic Waste,

and in which Organic Waste is commingled with more than three percent (3%) by volume of any

combination of Garbage and Recyclable Material. If these instances are observed,

CONTRACTOR drivers will be trained on taking the following steps:

Occurrences 1 and 2: The CONTRACTOR driver will Collect the contaminated

Container at no charge to the Customer and leave a notice for each occurrence

explaining the proper procedures for setting out Recyclable Material and/or Organic

Waste;

Occurrences 3 and 4: The CONTRACTOR driver will Collect the contaminated

Container and leave a notice explaining that a contamination fee may be assessed and

to contact CONTRACTOR Customer Service for details; and,

Occurrence 5: The CONTRACTOR driver will contact Customer Service to inform them

of the continued contamination. A Customer Service Representative will contact the

Customer to notify them that their Container(s) will be removed, and service for that

particular material stream(s) will be discontinued for a maximum of one (1) year. At this

point, the TOWN will be notified of the excessive contamination at this residence or

business.

By enforcing contamination fees, Customers are incentivized to properly sort their waste, and

conversely, are financially discouraged from improperly sorting their waste.

Mandatory Collection & Recycling Programs


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CONTRACTOR believes the implementation of mandatory Collection service can contribute to

reaching target diversion levels. If the TOWN decides to adopt mandatory Collection on or before

October 1, 2017, CONTRACTOR will work diligently to target outreach collateral to these new

Customers and incorporate them into its Collection database. This can provide additional

opportunities for CONTRACTOR to Collect additional tons of Recyclable and Organic materials.

CONTRACTOR also currently operates in jurisdictions that have mandatory recycling

ordinances that have proven to be successful in increasing participation in recycling and

composting programs, which in turn increases diversion and reduces disposal. CONTRACTOR

proposes to work alongside the TOWN to explore the benefits of developing and adopting a

mandatory recycling program. CONTRACTOR has assisted with the development and

implementation of this type of program in other jurisdictions it services, covering both the

residential and commercial sectors. CONTRACTOR has first-hand experience with phased

program design and implementation and would welcome the opportunity to provide feedback

and offer its operational expertise in the development and implementation of a mandatory

recycling program.

Environmental Stewardship

Sustainable MRF Operations

The CONTRACTOR MRF’s stormwater strategy includes a Stormwater Pollution Prevention

Plan, a Spill Prevention Control and Containment Plan, an onsite infiltration system and an

advanced biological wastewater treatment system which Collects and treats all onsite

stormwater not infiltrated into bioswales, prior to being discharged to the San Jose Santa Clara

Regional Wastewater Treatment Facility.

The Stormwater Pollution Prevention plan, administered by the onsite Environmental

Compliance team, ensures regular assessment of the State Water Board’s Best Management

Practices implemented onsite. The Spill Prevention Control and Containment plan addresses

leaks, spills, or other possible onsite contamination of stormwater with daily, weekly, and monthly

inspections.

All onsite stormwater flows into drain inlets equipped with filters which prevent large debris and

sediment from entering the drainage system. Onsite stormwater is then Collected in lift stations

and pumped into storage tanks. Next, the stormwater not infiltrated into bioswales, is metered

out to the advanced biological wastewater treatment system. And finally, after processing,

stormwater is discharged to the San Jose Santa Clara regional Wastewater Treatment Facility.

Highest & Best Use

CONTRACTOR prioritizes its “highest and best use” philosophy in its own business practices

and encourages subcontractors to adopt and implement the same philosophy. Since all


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Recyclable Materials generated in the TOWN are going to be processed at the CONTRACTOR

MRF, CONTRACTOR can ensure that a highest and best use philosophy is strictly enforced. As

an environmentally responsible and sustainable company, CONTRACTOR works to find highest

and best use solutions for the material it processes, donates to reuse centers, and prefers to

market materials domestically. CONTRACTOR gives preference to these markets to reduce the

carbon footprint of shipping commodities internationally, thereby also supporting the local

economy.

Emissions Reduction Plan

CONTRACTOR will reduce fleet emissions by utilizing renewable diesel in Collection vehicles

servicing the TOWN. This is described in Exhibit 12 Collection Service Operations Plan. Also,

vehicle sizes and types have carefully been chosen to maximize Collection efficiency and

minimize environmental impacts. Advanced route optimization will also increase Collection

efficiencies, reducing vehicle passes on city streets, decreasing emissions and mitigating any

potential noise concerns. Management and outreach staff vehicles will be flex-fuel or hybrid light-

duty trucks and passenger cars, which emit fewer GHG emissions and have increased fuel

economy.

Green Business Certification

CONTRACTOR has implemented many sustainable business practices that focus on

environmental stewardship and sustainability. The CONTRACTOR Headquarters in San Jose

and the CONTRACTOR of Palo Alto Office are both Green Business Certified. They display a

commitment to environmentally sound office practices such as using recycled content supplies,

increasing energy efficiency, reducing internal waste, conserving water, and using non-toxic

products.

CONTRACTOR incorporates its green business practices into all offices and facilities it operates,

whether or not those locations are able to become Green Business Certified. The local

corporation yard (location to be determined) CONTRACTOR will utilize for servicing the TOWN

will apply the company’s green business practices from its inception.

Zero Waste Policy

CONTRACTOR enforces zero-waste office policies. All employees are encouraged to follow

these policies and participate in education and training to understand the importance of recycling

and composting. To efficiently and effectively implement CONTRACTOR’s internal recycling

program, the outreach team creates signage, places adequate and appropriate containers

conveniently in all CONTRACTOR buildings, and conducts multi-lingual training for each

department. In addition, the janitorial staff is trained to identify contamination and to maintain


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proper separation of materials, allowing CONTRACTOR to control both the front and back end

of the program. The proposed Diversion Coordinator will be responsible for enforcing this policy

at the local corporation yard.

Environmentally Preferable Purchasing Policy

To ensure the success and efficiency of CONTRACTOR’s Zero Waste Policy, a company-wide

Environmentally Preferable Purchasing Policy (EPPP) is in place. CONTRACTOR has

developed a purchasing list that encourages the purchase of commonly used office, cleaning,

and break-room supplies that contain recycled content. By incorporating environmental

considerations in purchasing, CONTRACTOR is actively reducing the impact of its operations

on the environment, avoiding unnecessary hazards, protecting public health, reducing costs and

liabilities, and helping develop and support markets for environmentally responsible products.

As a secondary benefit, the EPPP assists in energy, water, and material resources savings, and

reduces long-term operating and maintenance costs. The following are key concepts of

CONTRACTOR’s EPPP that have been and will continue to be implemented:

Recycled Content, Recyclable Materials, Waste Reduction & Reuse Offices utilize a minimum of 30% post-consumer recycled content paper products.

Offices have recycling bins for convenient recycling.

Internal waste reduction and reuse protocol(s) are promoted.

Paperless invoicing and bill payment are actively encouraged.

Duplex features on printers and copiers are enabled.

Rechargeable batteries are used.

Reusable and washable utensils and supplies are offered.

Energy Efficient Operations Electronic equipment (computers, copiers, printers, faxes, etc.) are Energy Star

compliant.

Appropriate electronic equipment is turned off at the end of each day.

More efficient off equipment is purchased when the useful life of other equipment has

expired.

Occupancy sensors and task lighting are used for office lighting.

Power saving features are enabled on all office equipment.

Water & Resource Conservation Design, construction, and daily operations are incorporated at CONTRACTOR facilities.

Whenever possible, non-toxic products are used.

Additional Environmentally Sustainable Practices Alternatively fueled Collection vehicles with reduced emissions are used whenever


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possible and economically feasible.

Hybrid/Electric company vehicles are used for CONTRACTOR’s non-Collection fleet.

Routing is specifically designed and recalibrated to increase route efficiencies in order

to reduce vehicle miles traveled.

These environmentally friendly practices demonstrate that CONTRACTOR is a true

environmental leader. A copy of the CONTRACTOR Environmentally Preferable Purchasing

Policy is available upon request.

Philosophy of Innovation

CONTRACTOR owners and management are highly active in the regulatory and technological

arenas of the recycling industry and will continue to explore methods to increase diversion

through advancements in Collection and processing operations. CONTRACTOR will continue to

stay up-to-date on all regulatory issues pertaining to the solid waste and recycling industry. This

philosophy of innovation is an integral part of how CONTRACTOR operates. Other assistance

that CONTRACTOR can provide to the TOWN includes, but is not limited to:

Researching new technologies and processing equipment that further reduce residuals

and produce even higher quality recyclables.

Installing more efficient and effective processing equipment as technology becomes

available.

Collaborating with staff from the TOWN, the approved processing facilities, and

environmental organizations to expand and improve education and outreach campaigns.

Working with consumer industry groups to lobby for more sustainable product design and

packaging, as appropriate.

Diversion Calculation

The TOWN requires proposers to select processing facilities that do not exceed specified residue

rates for Recyclable Materials and Organic Waste. The delivery specifications for Recyclable

Materials and Organic Waste limit the allowable residue from the processing facility to no greater

than 10% by weight. CONTRACTOR is confident in its Education and Outreach Program’s ability

to influence behavioral change in Customers and in combination with the proposed programs to

incentivize diversion described above. CONTRACTOR expects to deliver exceptionally clean

materials to the processing facilities.

For Recyclable Materials, CONTRACTOR will be using its own Material Recovery Facility that

accepts a significantly expanded list of Recyclable Materials when compared to most processing

facilities. While the Recyclable Material delivered to a typical processing facility may identify

certain types of materials as contamination, CONTRACTOR’s MRF has much greater latitude in

the types of materials it can not only accept but recover and recycle through unique commodity


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markets it has helped develop. In fact, the CONTRACTOR MRF residue rates for Recyclable

Materials processed have been as low as two percent (2%). However, CONTRACTOR’s MRF

also accepts a wide array of other Recyclable Materials, and even processes Recyclable

Material residue (materials that have already been processed at other MRFs). The facility

diversion rate can vary depending on the origin and type of Recyclable Materials accepted at

any given time. As such, CONTRACTOR proposes to conduct audits of Recyclable Materials

Collected in the TOWN and processed separately at the CONTRACTOR MRF and apply those

recovery rates to the materials Collected in the TOWN and delivered to the CONTRACTOR MRF

for processing.

For Organic Waste, CONTRACTOR will use SCWMA managed Organic Waste

transfer/processing facilities. CONTRACTOR is similarly confident the Organic Waste Collected

under its programs delivered to these facilities will be cleaner than the typical materials accepted

by the facilities and thus will help bring down the facility residue rate. As such, CONTRACTOR

proposes to work with SCWMA managed Organic Waste transfer/processing facilities and the

TOWN to conduct audits for materials delivered for processing, whereby all parties agree the

facility can guarantee lower residue rates by delivering materials that do not exceed a specified

level of contamination.

3304

3305


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3306

Exhibit 11

Town of Windsor, CA CUSTOMER SERVICE PROGRAM PLAN

Customer Service

CONTRACTOR places critical importance on its interactions with customers. While drivers

and outreach personnel are the faces of the organization in the field, the Customer Service

Representatives (CSRs) are the main point of contact with the majority of customers.

CONTRACTOR provides superior Customer Service by investing in technical infrastructure,

and providing CSRs with the appropriate tools to effectively do their job.

The Customer Service Department for the TOWN will be housed in CONTRACTOR’s

corporate headquarters. The CONTRACTOR corporate headquarters is located at 1500

Berger Drive in San Jose. Customer Service for the TOWN will consist of existing

CONTRACTOR personnel, including one (1) Manager and four (4) CSRs, able to respond

to inquiries from the public and from customers regarding the TOWN’s services. A local

corporation yard (location to be determined) will provide a physical location within Sonoma

County for customers to pay bills, obtain service information, and change, start, or stop

services.

The phone queue for the TOWN will also be linked to other departments of CONTRACTOR

who can assist during high call volumes. CONTRACTOR currently handles Customer

Service for over seventeen (17) jurisdictions and more than 300,000 accounts.

CONTRACTOR trains all CSRs about how to address overflow calls from appropriate

outside jurisdictions.

With over 25 years of experience providing exemplary Customer Service, CONTRACTOR

has identified a core set of values relating to the Customer experience:

Listen with empathy to all Customer issues;

Ask relevant questions to understand the purpose of the Customer’s call;

Do things right the first time;

Offer realistic solutions to all problems; and,

Confirm the Customer is satisfied with the solutions presented by the CSR and

follow up with the Customer, if necessary.

These core values maintain an environment in which team members are both empowered

and encouraged to make decisions, optimizing the Customer experience. By ensuring that

team members follow these values, CONTRACTOR consistently reports hold times well

under 30 seconds.

Customer Service Staffing

Customer Service for the TOWN will be integrated into the existing CONTRACTOR

Customer Service Department at CONTRACTOR’s corporate headquarters. This


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department consists of one (1) Manager and four (4) CSRs. CONTRACTOR employs CSRs

who can read, write, and speak Spanish. There are also a number of CONTRACTOR

employees who can speak Vietnamese and Cantonese at the corporate office in San Jose

who can provide assistance. CSRs will be available from 8:00 AM – 5:00 PM via telephone

at the CONTRACTOR Corporate Headquarters, Monday through Friday. In the event of

weekend service due to a holiday, CONTRACTOR will adequately staff the Customer

Service Department. The CONTRACTOR call center will be reached through both local

telephones numbers and toll free numbers. Calls received between 5:00 PM and 8:00 AM

or on the weekend will be offered the opportunity to leave a message. All messages will be

returned the following business day. CONTRACTOR also has a 24-hour hotline that

reaches a manager in case of emergency, and the TOWN Representative will be provided

with this emergency phone number and will receive a response within two (2) hours.

The Manager and all CSRs will be trained in the specifics of the TOWN’s Collection

Agreement, service offerings, and unique requirements. It is anticipated that the Manager

and four (4) CSRs will be sufficient for servicing the TOWN under the new Agreement.

It is CONTRACTOR’s experience that each

jurisdiction varies in the volume of calls

generated. CONTRACTOR meets a targeted

call volume ratio of approximately sixty (60)

calls per day per CSR. Allotting approximately

seven and a half (7.5) minutes per call gives

CSRs enough time to listen to the Customer,

analyze the Customer’s issue, and propose a

solution, all while fully documenting the details

of the call and meeting CONTRACTOR’s core

values. This call volume ratio is an average metric from all of the different queues

CONTRACTOR operates.

Training

The TOWN will be serviced by existing Customer Service staff. If any additional or

replacement staff need to be hired, the following training protocol is followed.

Training will be handled at CONTRACTOR’s Corporate Headquarters in San Jose. By the

end of the initial training period, the CSRs will be able to use the software and telephone

systems to their full capabilities, will understand operational aspects of material collection

and processing, and will embrace and embody CONTRACTOR’s core values and beliefs

relating to both Customer Service and employee satisfaction.

The first stage of the training program is the same for all employees – Orientation. During

this period, all new staff is taught the CONTRACTOR policies, procedures, and


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philosophies. Orientation occurs during the first few days of employment, when all new hire

paperwork is completed and the CONTRACTOR Employee Handbook is distributed and

discussed. CONTRACTOR believes all employees can excel at their positions when they

have a thorough understanding of all aspects of the company.

The second and more technical portion of CSR training is geared towards understanding

the technical aspects of the position. Initially, CSRs will be trained in the use of

CONTRACTOR’s data management system, Tower. This training includes: navigation

within the system; starting and stopping service; adding, deleting and adjusting service

levels; adding, deleting and adjusting routing; inputting comments to a Customer’s account;

and verifying and adjusting any billing discrepancies. During the initial training, CSRs will

be provided with a “cheat sheet” developed specifically for the TOWN of Windsor that

answers most commonly asked questions.

Next, CSRs will be trained on the appropriate use of CONTRACTOR’s Mitel phone system.

This system incorporates many features, including an Instant Messaging queue, where

Customers are able to start a live chat with a CSR from the CONTRACTOR website.

Messages will be queued up similarly to phone calls, so that multiple methods of

communication can be handled simultaneously. In addition, the Mitel call system will record

all queue calls, allowing CSRs and Management to review all calls connected through the

phone system to help clarify any questions about a conversation.

Finally, the CSRs will be trained to work with the operations dispatch team. Dispatchers

have live contact with all drivers throughout the day. If a driver has a question about service

levels, issues with contamination, or improper set-outs, drivers will provide the Dispatch

Department with the pertinent information, which is then input into the Tower database. In

the event of an unusual or difficult issue, the driver may also contact the Dispatch queue to

speak with one of the dispatchers for guidance about the issue. This communication

ensures that information is available for the CSRs as quickly as possible, allowing the CSRs

to research and solve any issues efficiently. In the event the CSR has a question for a

driver, all CSRs are equipped with radios or push to talk systems to directly contact them.

After the technical portion of training is complete, the third stage of training begins; learning

the logistics and nuances of collection and processing operations. With this knowledge, the

Manager and CSRs can not only answer Customer questions, but also understand why

certain services are offered and how decisions are made. All employees participate in a

comprehensive tour of CONTRACTOR’s facilities and a ride-along with drivers, showing

new employees the value of communication between departments and the issues that can

arise in the field.

Each CSR’s comprehension of the “cheat sheet” created specifically for the TOWN will be

tested. When CSRs understand this information, they will be able to respond to frequently

asked questions from Customers. They will be asked common questions and they will be


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expected to responds using the basic service skills on which CONTRACTOR’s Customer

Service philosophy is based. Once the trainer is confident in a CSR’s ability to answer

common questions, then that CSR begins to answer phone calls while the trainer listens in.

The trainer then constructively coaches and critiques the CSR on best practices in

answering and responding to Customer questions.

Customer Service Operations

CSRs begin each call with a standardized greeting that includes CONTRACTOR, their

name, and an offer of assistance. CSRs are trained to fully listen to the Customer’s request,

ask clarifying questions as appropriate, and then repeat the pertinent details back to the

Customer. Once the CSR has verified that they completely understand the nature of the

issue, they propose a solution to the issue. Once the issue has been resolved to the

Customer’s satisfaction, the CSR then inputs all relevant details into Tower.

To assist CSRs in entering Customer interaction data in a timely manner, CONTRACTOR

sets default comments in Tower for commonly used phrases and remarks, giving CSRs a

starting place while also allowing them to customize comments for an individual situation.

Standardized titles for comments allow CSRs to produce reports that are filtered by specific

types of service issues.

Tower is designed to:

Track and maintain all Customer accounts, which includes Customer complaints,

missed pick-ups, level of service and collection day;

Verify corporate, service, and billing addresses;

Prorate accounts, positively or negatively, based on the start or stop of an account;

Actively maintain and audit both permanent and on-call routes; and

Track all Customer interactions.

Though all Customer interactions will differ, most will involve the following steps:

Determine who is calling and what their issue is;

Ask questions to clarify the Customer’s issue;

Contact the route driver if the issue is the result of a route based problem;

Determine if the issue can be solved in the remaining part of the collection day;

Offer additional solutions to ensure the Customer is satisfied;

Agree on a solution and input the problem and solution into Tower;

As necessary, issue a work order to send to the driver.

Response to Calls


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CONTRACTOR understands the importance of efficiently and thoroughly handling

incoming Customer calls. It is anticipated that all incoming calls will be answered within five

(5) rings, and any call on hold longer than one and one half (1.5) minutes will have the

option to remain on hold or leave a message. CONTRACTOR CSRs will be trained to

attempt to return messages that are left before 3:00PM on the same day the message was

received, and for messages left after 3:00PM, a CONTRACTOR CSR will attempt a call-

back the following business day prior to 12:00PM. Three (3) attempts will be made within

twenty-four (24) hours of receipt of the call.

Online Access

CONTRACTOR utilizes the on-line portal, eTower, to allow Customers to handle a number

of tasks conveniently online. Customers are able to request changes in service, schedule

additional pick-ups, and sign-up for paperless billing, as shown in the eTower screenshot

below. Additionally, Customers with multiple locations, such as property managers, are able

to create an account that handles all of their properties at once.


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Messages will be sent to the Customer Service Manager or an assigned CSR who will be

responsible for contacting the Customer or approving work orders. In addition, Customers

will be able to set up multiple payment options, including both one-time and recurring

payments, through the secured on-line system. eTower is accessed through

CONTRACTOR’s website (www.greenwaste.com). CONTRACTOR’s website also allows

Customers to access all public outreach materials.

Billing

Billing starts and ends with the Customer Service team. CSRs start all accounts, retrieve

Customer, site, and billing information, add in and quote pricing for all services, and assign

the appropriate billing cycle. Any changes to an account in the middle of a billing period are

recorded and automatically prorated by the Tower operating system.

Development

CONTRACTOR has extensive experience receiving, auditing, and verifying account

information from previous haulers and from municipalities that previously managed their

own billing. CONTRACTOR anticipates a high level of cooperation from all parties involved

in the sharing of information.

Typically, data is received in CSV, Excel, or a similar file type, which can be easily imported

into the Tower system. Upon receipt of data, CONTRACTOR will review and audit all

information received and then import the data into a Tower Test database for further review.

Every hauler maintains data in a manner that works best for them; there is no universal

format. Data may be provided in many different forms. CONTRACTOR has varied

experience working with data from previous haulers and knows that understanding how the

data was used by the previous hauler, reviewing it meticulously, and establishing a good

rapport with the previous hauler will be of the utmost importance to ensuring that accurate

and thorough Customer data is imported into CONTRACTOR’s Tower database.

Once all data has been scrubbed for inconsistencies, duplicates, or irregularities, it is then

imported into a Tower Live database. This information is provided to Operations

management, who will utilize the data for auditing in the field and training drivers, operations

staff, and the Diversion Coordinator. CONTRACTOR will request data from the current

hauler in May 2017, or as soon as the Agreement is executed, to begin field audits and

perform outreach. This requested information will not be imported into Tower; rather, it will

be used to assist in start-up outreach and establishing routes. CONTRACTOR will

periodically request and import data for accounts that have undergone service changes up

until the commencement of service. The goal is to have the most up-to-date information

scrubbed and imported into Tower by August 2017.


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Invoicing

As part of CONTRACTOR’s commitment to being green, Customers are encouraged to

participate in both electronic billing and automatic payments. When CSRs set up an account

with a Customer, they explain the invoicing options that CONTRACTOR offers:

Traditional paper invoicing;

Electronic invoicing via PDF;

Electronic invoicing with a link to the Customer’s eTower account;

Both a PDF invoice and a paper invoice; or,

Both a paper invoice and a link to the Customer’s eTower account.

The first three options are also available for Customers through the Customer’s eTower

portal. The final two options are internal only, and are used when a physical invoice may

need to go to both a site and a corporate accounting department. Those two options are

offered only in rare instances.

As part of this green initiative, CONTRACTOR aims to send electronic invoices to as many

Customers as possible. Not only do electronic invoices save paper, but sending them via

email also allows CONTRACTOR to create a database of Customer e-mail accounts.

Respecting Customer privacy remains a priority, and CONTRACTOR does not sell, market

or distribute any email addresses.

Commercial and centrally invoiced multi-family dwellings will be invoiced on a monthly

basis, in arrears, for all services rendered. Invoices will be due at the end of the month in

which the billing is generated. For commercial Customers who share containers,

CONTRACTOR will issue one invoice to a main contact and it will be that contact’s

responsibility to collect payment from all the commercial Customers utilizing the containers

for their portion of the shared service.

Residential Customers will be billed on a two-month billing cycle in advance for all services.

Invoicing will be completed not earlier than the first date of the billing period, and will be due

in full at the end of the month the invoice is generated. Mobile home parks will be offered

per-unit billing.

The Tower system’s flexibility allows CONTRACTOR to alter the billing cycles for each of

its jurisdictions to best fit the area’s needs. Tower immediately pro-rates accounts as

Customers start and stop services, which gives both CSRs and Customers instant access

to remaining balances on accounts.

Methods of Payment

CONTRACTOR will offer Customers the option to pay their bills as follows:


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Exhibit 11


Pay by mail;

Pay by phone (through credit card);

Pay online (through eTower); and,

Pay in-person (at the local corporation yard).

Past Due Accounts

Collecting outstanding balances is important for both CONTRACTOR and the TOWN.

CONTRACTOR understands that while collecting these outstanding balances affects the

company, it is also CONTRACTOR’s responsibility to collect Franchise Fees for the TOWN.

CONTRACTOR’s proven collection methodology helps keep accounts in good standing.

CONTRACTOR targets accounts at different periods with direct dunning (“past due”)

messages from the Tower system. CONTRACTOR has selected the following pattern for

dunning messages for the TOWN:

Past Due: “Reminder, your account is past due. Past due charges not paid may lead

to late charges or disruption in your service.”

30 days past due: “Your account is currently delinquent and payment in full is due

immediately to avoid a disruption in service.”

60 days past due: “Your account is delinquent. To avoid disruption in your service,

please pay your balance in full.”

90 days past due: ““SHUT OFF NOTICE! Your account is in danger of being

cancelled for lack of payment. Accounts not paid in full by the end of this month will

be cancelled, sent to an outside collections agency, and reported to the TOWN of

Windsor.”

CONTRACTOR will contact all past due accounts every 30 days to remind them of their

obligation. Prior to any discontinuation of service, CONTRACTOR will make every effort to

contact the Customer via phone and/or email. On a monthly basis, CONTRACTOR will

notify the TOWN of all Single-Family Customers whose account is over ninety (90) days

past due and all Multi-Family and Commercial Customers whose account is over forty-five

(45) days past due.

Transition Period

During start up, as well as during all peak call periods, CONTRACTOR has established

procedures to allow additional staff to help with the Customer Service queues.

CONTRACTOR’s Mitel phone system enables “flowing” of calls between queues. If any

queue is full after an established waiting period, especially during peak periods, calls will

move from one queue to the next to ensure they are answered as promptly as possible. For

example, if all CSRs are addressing calls at the same time during peak billing periods, the

next calls will flow to the collections queue, so that a collections agent will be able to assist


Page 174 of 244

Exhibit 11


the Customer. All employees who may receive calls from an individual queue will undergo

full training on how to respond to inquiries. Calls will always be prioritized to their main

queue, with other agents filling a supporting role as necessary.

Management and Customer Service Systems

CONTRACTOR proposes to establish the necessary management and Customer Service

systems in the local corporation yard (location to be determined). At this location, the Office

Clerk, Diversion Coordinator, General Manager, and all Operations Personnel will be able

to maintain communication with the CONTRACTOR corporate headquarters where the

Customer Service and Accounting Departments for the TOWN will be located, and where

these systems are already established.

Information System

CONTRACTOR utilizes PC Scale Tower to handle the Customer Service, routing, and

billing functions of the company. CONTRACTOR has operated this system for the past four

(4) years and uses it for all service locations handled by CONTRACTOR, with the exception

of CONTRACTOR of Palo Alto.

The Tower database is capable of handling calls, inquiries, and requests that are common

and expected in the recycling industry. The database is also customizable to allow tracking

of additional performance measures that a jurisdiction may want to follow. CONTRACTOR

has default note types for some of the items, including:

Billing Inquiries;

Customer Compliments;

Customer Complaints;

Damages and/or Accident Reports;

Driver Comments; and,

Same Day Inquiries.

CONTRACTOR can easily report on whichever area it wishes by keeping the comments in

specified categories.

Telecom System

On August 23, 2013, CONTRACTOR started using the Mitel phone system. After much

research, CONTRACTOR decided that partnering with Mitel allowed for significant flexibility

in connecting current offices and new facilities. The system is designed to allow for modular

flexibility, which gives CONTRACTOR access to the phone system from any internet port,

even those not on a CONTRACTOR site. While CONTRACTOR does not anticipate using


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Exhibit 11


this feature on a regular basis, telephones can be rapidly deployed and a Customer Service

department can be rebuilt within hours in the event of unforeseen circumstances.

Currently, CONTRACTOR handles all of its Santa Clara County jurisdictions from its

Corporate Headquarters in San Jose. CONTRACTOR’s Santa Cruz County jurisdictions

and Monterey Peninsula Cities are managed from its Watsonville office, although the

Monterey Peninsula Cities will eventually be handled at CONTRACTOR’s new

administrative office currently under construction at the Monterey Regional Waste

Management District. CONTRACTOR’s facility in Santa Clara handles CONTRACTOR of

Palo Alto’s Customer Service systems.

Integrated Systems

CSRs interact directly with Customers on a daily basis – they are the “voice” of the

company. The tasks they take on have an effect on all areas of CONTRACTOR’s business,

including billing, operations, and outreach. When CSRs input information into Tower, their

actions will adjust billing, create work orders to send to drivers, and track inquires to direct

outreach. Inside of each Customer record, all data items required for the ongoing operation

of CONTRACTOR are contained, including:

Names;

Addresses;

Service Levels;

Routing Information; and,

Accounts Receivable (as seen below).


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Exhibit 11


In addition, CONTRACTOR has created a number of note type parameters that allow

reporting based on types of calls received. CONTRACTOR can add additional note types

to allow for even more detailed reporting. Generally, notes are attached to either the

“Customer” or “Site” level. Customer-level reporting will affect all sites operated by a

Customer, which would be useful to a property manager who handles many sites, for

example. A site-level comment would be for incidents that only affect a single parcel. A

partial list of “Customer” and “Site” comment types follows:


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Exhibit 11


Response Protocol

Every call to CONTRACTOR is accompanied by procedures which follow the necessary

steps to resolve whatever issue is raised. Some common issues and their responses

include:

Missed Pick-Up. The first step in addressing a missed pick-up is to rule out potential

issues, such as a late set-out or contamination. The CSR will then pull up the

Customer’s account in Tower to check if the driver has relayed any information to

dispatch. If there is no legitimate reason, and if the driver is still in the area, they will

be directed to return to the site to pick up the material. In the event the driver has

left the area, the Customer will be offered to double-up the following week, or the

Operations Manager/Supervisor will be dispatched (either that day or the following

day depending on the time) to remove the material. A work order is placed into

Tower to record and track that the appropriate steps are followed.

Spills. In the event of a leak or a spill, the driver will radio the dispatch team to

inform them of the issue. The Operations Manager/Supervisor will immediately be

dispatched to the area to verify the driver has cleaned the spill properly. All vehicles

are equipped with a spill kit to handle small spills. In the event that the spill is larger,

the Manager will bring the necessary materials to clean the area.

Noise Complaints. CONTRACTOR makes every effort to prevent early morning

collection from disturbing residents. However, residents occasionally contact

CONTRACTOR with complaints about noise from vehicles. Upon receipt of such a

call, the CSR will determine the route that is bothering the resident, and, if possible,

that stop will be serviced on the same route later in the day. If that change is not

possible, the Operations Manager/Supervisor will find a way to prevent the noise

issue through an alternate route. The CSR will place a site note on the account, so

that the driver is aware that this area is sensitive going forward.

Ultimately, CONTRACTOR aims to handle all calls and address all issues in a timely and

efficient manner. The Mitel call solution has helped CONTRACTOR CSRs receive

information more quickly and more accurately. CONTRACTOR has also implemented a call

recording feature that allows the Customer Service Manager to coach on calls in progress,

as well as to verify information exchanged during the call.

Reporting

While each jurisdiction is unique in its required reporting, the TOWN has presented a

thorough reporting plan through Article 16 of the Draft Franchise Agreement.

CONTRACTOR is very experienced in providing various types of reports and is prepared


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Exhibit 11


to offer the required quarterly and annual reports in the TOWN’s desired format.

CONTRACTOR’s Mitel call center uses PrairieFyre software to report against the activities

in the call queues. Reporting is extremely flexible and can be utilized to drill into queue

activities to find trends.

3307

3308


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Exhibit 12

Town of Windsor, CA COLLECTION SERVICE OPERATIONS PLAN

CONTRACTOR has designed the following Collection Services plan to:

Provide cohesive, high quality, and universal Garbage, Recyclable Material, and

Organic Waste Collection Services for Customers;

Increase recycling participation and innovative organics diversion programs;

Reduce vehicle emissions and carbon footprint of Collection Services; and,

Produce excellent Customer satisfaction and superior service.

This proposal section details the services CONTRACTOR will offer to Single-Family, Multi-

Family, and Commercial Customers, and the Collection methodology, staffing plans,

vehicles and equipment to be used for the complete provision of Garbage, Recyclable

Material, and Organic Waste services by sector and material type. CONTRACTOR will

supply all personnel, labor, and equipment required to Collect, remove, and deliver to the

approved processing and disposal facilities, as agreed upon, all Garbage, Recyclable

Material, and Organic Waste produced, generated, or accumulated in the TOWN during the

period this Agreement is in effect.

This Collection Service Operations Plan is outlined as follows:

Services Provided

o Single-Family Customer Collection Services

o Multi-Family Customer Collection Services

o Commercial Customer Collection Services

o TOWN Services

o Optional and Other Services

o Emergency Service Provisions

Collection Methodology

o Corporation Yard and Maintenance Facility

o Vehicles

o Collection Containers

o Route Planning

Personnel

o Processing and Disposal

o Garbage Delivery, Organic Waste Delivery

o Recyclable Material Transfer and Processing

The detailed operational plan for all communications with Customers regarding

opportunities for decreasing contamination, increasing recycling, and ultimately increasing


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Exhibit 12


diversion is covered in the following Exhibits: Exhibit 11 Customer Service Program Plan,

and Exhibit 9 Education and Outreach Program Plan.

Services Provided

Single-Family Customer Collection Services

CONTRACTOR will offer Garbage, Recyclable Material, and Organic Waste Collection

Services to all Single-Family Customers in the TOWN at TOWN-approved rates. Collection

will be curbside; however, walk-up services will be available to all Single-Family Customers

for an additional fee and to Single-Family Service Units at no additional fee if all adult

Customers residing therein have disabilities that prevent them from setting out their Carts

at the curb.

Collection Services for Single-Family Customers are detailed in the table below:

Single-Family Collection Services

Garbage Collection (includes 1 Cart)

Additional Garbage Carts $

Recyclable Material Collection (includes 1 Cart)

Additional Recyclable Material Carts $

Organic Waste Collection (includes 1 Cart)

Additional Organic Waste Carts $

Walk-up Collection Service / $*

Curbside Motor Oil & Filter Collection

Curbside Household Battery Collection


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Exhibit 12


Curbside Holiday Tree Collection

Curbside On-Call Large Item Collection **

*Note: Walk-up Collection Service will be offered to Single-Family

Customers who request such service and pay an additional fee. Disabled

Single-Family Customers (as defined by the ADA) will receive walk-up

Collection Service at no additional fee.

CONTRACTOR will provide all Single-Family Customers with weekly Collection Service for

Garbage, single-stream Recyclable Material, and Organic Waste, and will offer additional

services as described in this section. CONTRACTOR-provided Collection Containers may

be offered in the following sizes, with options for additional Containers and/or sizes

available, as detailed in the table below.

Single-Family Carts

Garbage Recyclable Material Organic Waste

20-Gallon

35-Gallon * *

65-Gallon

95-Gallon

Additional Cart(s) $ $ $

~ Offered

~ Not Offered

$ ~ Additional Fee

*CONTRACTOR proposes to offer 35-gallon Recyclable Material and Organic Waste Carts only to Customers residing in mobile homes (because of space constraints) and to Customers with disabilities as defined by the Americans with Disabilities Act.


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Exhibit 12


Single-Family Garbage Collection

CONTRACTOR will provide all Single-Family Customers with weekly curbside (or walk-up

service for eligible Customers) Garbage Collection Service, and will transport all Garbage

Collected to the approved Disposal Facility. Dual-compartment fully-automated side-loader

vehicles will be utilized. CONTRACTOR will offer all Single-Family Customers one new

Garbage Cart in 20-, 35-, 65-, and 95-gallon sizes. It is understood the TOWN may execute

ownership of the Carts in service, and if this occurs, CONTRACTOR will service those Carts

and replace them as necessary. CONTRACTOR will offer additional Carts upon Customer

request at an additional fee approved by the TOWN. Special pickups requested by a

Customer, on days other than their regularly-scheduled Collection day, will also be available

at an additional charge.

One-Time Garbage Overflow. CONTRACTOR will not Collect Garbage in excess

of the capacity of the Customer’s Cart unless that Customer has made prior

arrangement through contacting Customer Service for Collection of the excess

Garbage. CONTRACTOR may assess a fee for this service. If Garbage overage

occurs and the Customer has not made prior arrangements for Collection of this

overage, the CONTRACTOR driver will leave one part of a two-part Non-Collection

Notice that provides the time and date that the notice was made, the reason for non-

Collection, and the manner in which the material should be prepared for Collection.

CONTRACTOR will leave a hard copy attached to the Container, or attached to the

doorknob of the house. CONTRACTOR will retain a record of each Non-Collection

Notice for a period of five (5) years. The Customer will also be notified of the overflow

incident by letter if prior arrangements were not made.

Recurring Garbage Overflow. On the second overflow incident, the Customer will

be notified again by letter and will be contacted to discuss service level options.

After the second incident, an overflow fee will be assessed for each overflow

incident.

Single-Family Recyclable Material Collection


service for eligible Customers) Recyclable Material Collection Service, and will transport all

Recyclable Material Collected to the local corporation yard for consolidation and transport

to the CONTRACTOR Material Recovery Facility in San Jose. Dual-compartment fully-

automated side-loader vehicles will be utilized. CONTRACTOR will offer all Single-Family

Customers one new Recyclable Material Cart in 32, 65- and 95-gallon sizes. It is understood

the TOWN may execute ownership of the Carts in service, and if this occurs,


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Exhibit 12


CONTRACTOR will service those Carts and replace them as necessary. CONTRACTOR,

but will offer the 35-gallon size for Customers with disabilities who present a doctor’s note

and for Customers who reside in mobile homes. Although. CONTRACTOR will offer

additional Carts upon Customer request at an additional fee approved by the TOWN.

Special pickups requested by a Customer, on days other than their regularly-scheduled

Collection day, will also be available at an additional charge.

Recyclable Material Collection Service will be separately accounted for in the Customer

rates.

Recyclable Material Overflow. CONTRACTOR will Collect bundled cardboard and

other Recyclable Material from Single-Family Customers that is placed adjacent to

their Recyclable Material Cart or Carts on their regularly-scheduled Collection day

at no additional charge, provided the Customer has notified CONTRACTOR

Customer Service prior to the Collection day. If the Customer has not made prior

arrangements for Collection of this overflow, the CONTRACTOR driver will Collect

the extra Recyclable Material and will notify Customer Service of the overflow. A

Customer Service Representative will note the Customer’s account, contact the

Customer to inform them that they either have to make prior arrangements for

overflow Collection or consider exchanging their Recyclable Material Cart for a

larger size.

Contamination of Recyclable Material. CONTRACTOR is experienced in

inspecting containers for contamination and imposing contamination fees, if

appropriate. As is outlined in the Draft Agreement, CONTRACTOR will visually

inspect containers and look for those in which Recyclable Material is commingled

with ten percent (10%) by volume of Garbage or Organic Waste. If this is observed,

CONTRACTOR drivers will be trained on taking the following steps:

Occurrences 1 and 2: The CONTRACTOR driver will Collect the

contaminated container at no charge to the Customer and leave a notice

for each occurrence explaining the proper procedures for setting out

Recyclable Material;


contaminated container and leave a notice explaining that a

contamination fee may be assessed and to contact CONTRACTOR

Customer Service for details; and,

Occurrence 5: The CONTRACTOR driver will contact Customer Service

to inform them of the continued contamination, a Customer Service

Representative will contact the Customer to notify them that their


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Exhibit 12


container(s) will be removed and service for that particular material

stream(s) will be discontinued for a maximum of one (1) year. At this point,

the TOWN will be notified of the excessive contamination at this

residence.

Additional Material that will be accepted under the CONTRACTOR Recyclable Material

Collection program include:

Used Motor Oil and Filter Collection. CONTRACTOR will Collect used motor oil

and filters from Single-Family Customers in CONTRACTOR-provided leak-proof

used oil recovery kits at no additional cost. The Customer will be required to

contact CONTRACTOR Customer Service and request such a kit. Used oil recovery

kits will be provided to the Customer on the next scheduled service day after such

a request is made. The Customer will be instructed to place used oil recovery kits

adjacent to their Recyclable Material Cart for Collection on their regularly scheduled

Collection day.

Household Battery Collection. CONTRACTOR will provide weekly Collection of

used dry cell household batteries to all Single-Family Customers that are set out in

a sealed, reusable clear zipper type bag (to be provided by the Customer) on top of

the Recyclable Material Cart, and at no additional cost to the Customer.

Customers will not be required to contact Customer Service in advance.

Single-Family Organic Waste Collection


service for eligible Customers) Organic Waste Collection Service, and will transport all

Organic Waste Collected to the approved Sonoma County Waste Management Agency

(SCWMA) managed Organic Waste transfer/processing facility. Split-compartment fully-

automated side-loader vehicles will be utilized. CONTRACTOR will offer all Single-Family

Customers one new Organic Waste Cart in 32-, 65- and 95-gallon sizes. CONTRACTOR

will offer of Organic Waste Carts in 35-gallon sizes, for Customers with disabilities who

present a doctor’s note and for Customers who reside in mobile homes. CONTRACTOR

will offer additional Carts upon Customer request at an additional fee approved by the

TOWN. Special pickups requested by a Customer, on days other than their regularly-

scheduled Collection day, will also be available at an additional charge. Indoor Food Waste

pails will also be provided upon Customer request.

Organic Waste Collection Service will be separately accounted for in the Customer rates.

One-Time Organic Waste Overflow. CONTRACTOR will not Collect Organic

Waste in excess of the capacity of the Customer’s Cart unless that Customer has


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Exhibit 12


made prior arrangement through contacting Customer Service for Collection of the

excess Organic Waste. CONTRACTOR may assess a fee for this service. If Organic

Waste overage occurs and the Customer has not made prior arrangements for

Collection of this overage, the CONTRACTOR driver will leave one part of a two-

part Non-Collection Notice that provides the time and date that the notice was made,

the reason for non-Collection, and the manner in which the Material should be

prepared for Collection. CONTRACTOR will leave a hard copy attached to the

Container, or attached to the doorknob of the house. CONTRACTOR will retain a

record of each Non-Collection Notice for a period of five (5) years. The Customer

will also be notified of the overflow incident by letter if prior arrangements were not

made.

Recurring Organic Waste Overflow. On the second overflow incident, the

Customer will be notified again by letter and will be contacted to discuss service

level options. After the second incident, an overflow fee will be assessed for each

overflow incident.

Contamination of Organic Waste. CONTRACTOR is experienced in inspecting

containers for contamination and imposing contamination fees, if appropriate. As is

outlined in the Draft Agreement, CONTRACTOR will visually inspect containers and

look for those in which Organic Waste is commingled with three percent (3%) by

volume of Garbage or Recyclable Material. If this is observed, CONTRACTOR

drivers will be trained on taking the following steps:




Organic Waste;









stream(s) will be discontinued for a maximum of one (1) year. At this

point, the TOWN will be notified of the excessive contamination at this

residence.


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Exhibit 12


Multi-Family Customer Collection Services

CONTRACTOR will offer Garbage, Recyclable Material, and Organic Waste Collection

Services to all Multi-Family Customers who reside in Multi-Family Dwellings (MFD) in the

TOWN at TOWN-approved rates. MFDs are any combination of dwelling units in the TOWN

utilizing common Collection Containers and where the property owner or manager is

responsible for establishing Collection Services. Per AB 1826, CONTRACTOR anticipates

that the previous hauler will have already established Organic Waste Collection Services

for Multi-Family Customers who generate 4 or more cubic yards of organic waste per week

by the commencement of services under the new Agreement in October 2017. However,

the CONTRACTOR Diversion Coordinator will prioritize auditing Customers who meet this

threshold and will establish service if the prior hauler has not done so already.

Collection Services for Multi-Family Customers are detailed in the table below:

Multi-Family Collection Services

Garbage Collection

Recyclable Material Collection

Organic Waste Collection

Curbside Household Battery Collection

Curbside Holiday Tree Collection

Curbside On-Call Large Item Collection *

CONTRACTOR will provide all Multi-Family Customers with at least once weekly, up to six

(6) times per week, Collection Service for Garbage, single-stream Recyclable Material, and

Organic Waste, and will offer additional services as described in this section.

CONTRACTOR will make it a priority, however, to adjust service levels of Multi-Family

Customers to the least number of days per week, so as to limit traffic and the number of

trips taken. Collection Containers may be offered in various sizes and quantities, as detailed

in the following table.


Page 187 of 244

Exhibit 12


Multi-Family Containers


35-Gallon

65-Gallon

95-Gallon

1-6 cubic yard Bins *

Roll-off Containers or

Compactors A A A

Additional Container(s)

May increase

service

frequency up to

6x/wk

May increase

service frequency

up to 6x/wk

May increase

service frequency

up to 6x/wk

~ Offered

~ Not Offered

A ~ Available

*Organic Waste Bins will be available in sizes 1-4 cubic yards only.

Multi-Family Garbage Collection

CONTRACTOR will provide all Multi-Family Customers with Garbage Collection Service at

least weekly, up to six (6) times per week, and will transport all Garbage Collected to the

approved Disposal Facility. CONTRACTOR will make it a priority to adjust service levels of

Multi-Family Customers to the least number of days per week, so that traffic and trips are

limited.

CONTRACTOR will operate dual-compartment fully-automated side-loader vehicles, rear-

and front-loader vehicles, and roll-off vehicles, depending on the type of Containers being

utilized by the Multi-Family premises. The various types of vehicles allow CONTRACTOR

to be more versatile in addressing potentially restrictive Collection circumstances.


Page 188 of 244

Exhibit 12


CONTRACTOR will offer Multi-Family Customers new Garbage Carts in 35-, 65-, and 95-

gallon sizes, 1-6 cubic yard Bins, and 10-, 20-, 30-, and 40- cubic yard Roll-off Containers

or Compactors (as requested by Customer). It is understood the TOWN may execute


and replace them as necessary. Special pickups requested by a Customer, on days other

than their regularly-scheduled Collection day, will be available at an approved additional

charge.

When servicing Multi-Family Customers, CONTRACTOR will open and close gates, push

and/or pull Containers, lock and unlock Containers, or perform other services as reasonably

necessary to access and empty Containers. These services may have an additional charge.

One-Time Garbage Overflow. CONTRACTOR will not Collect Garbage in

excess of the capacity of the Customer’s Containers unless that Customer has

made prior arrangement through contacting Customer Service for Collection of

the excess Garbage. CONTRACTOR may assess a fee for this service. If

Garbage overage occurs and the Customer has not made prior arrangements

for Collection of this overage, the CONTRACTOR driver will leave one part of a

two-part Non-Collection Notice that provides the time and date that the notice

was made, the reason for non-Collection, and the manner in which the Material

should be prepared for Collection. CONTRACTOR will leave a hard copy

attached to the Container. CONTRACTOR will retain a record of each Non-

Collection Notice for a period of five (5) years. The Customer will also be notified

of the overflow incident by letter if prior arrangements were not made.

Recurring Garbage Overflow. On the second overflow incident, the Customer

will be notified again by letter and will be contacted to discuss service level

options. After the second incident, an overflow fee will be assessed for each

overflow incident. CONTRACTOR will offer Multi-Family Customers Garbage

Collection Service at a greater frequency than the Customer’s regularly-

scheduled service, up to the maximum service frequency of 6x/week, and will

charge the appropriate rate for the higher service level.

Multi-Family Recyclable Material Collection

CONTRACTOR will provide all Multi-Family Customers with Recyclable Material Collection

Service at least weekly, up to six (6) times per week, and will transport all Recyclable

Material Collected to the local corporation yard for consolidation and transport to the

CONTRACTOR Material Recovery Facility in San Jose. CONTRACTOR will make it a

priority to adjust service levels of Multi-Family Customers to the least number of days per

week, so that traffic and trips are limited.


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Exhibit 12






CONTRACTOR will offer Multi-Family Customers new Recyclable Material Carts in 65- and

95-gallon sizes, 1-6 cubic yard Bins, and 10-, 20-, 30-, and 40- cubic yard Roll-off

Containers or Compactors (as requested by Customer). It is understood the TOWN may

execute ownership of the Carts in service, and if this occurs, CONTRACTOR will service

those Carts and replace them as necessary. Special pickups requested by a Customer, on

days other than their regularly-scheduled Collection day, will be available at an approved

additional charge.





rates.

One-Time Recyclable Material Overflow. CONTRACTOR will not Collect

Recyclable Material in excess of the capacity of the Multi-Family Customer’s

Containers unless that Customer has made prior arrangement through

contacting Customer Service for Collection of the excess Recyclable Material.

CONTRACTOR may assess a fee for this service. If Recyclable Material

overage occurs and the Customer has not made prior arrangements for


part Non-Collection Notice that provides the time and date that the notice was

made, the reason for non-Collection, and the manner in which the Material





Recurring Recyclable Material Overflow. On the second overflow incident, the


level options. After the second incident, an overflow fee will be assessed for

each overflow incident. CONTRACTOR will offer Multi-Family Customers

Recyclable Material Collection Service at a greater frequency than the

Customer’s regularly-scheduled service, up to the maximum service frequency

of 6x/week, and will charge the appropriate rate for the higher service level.



Page 190 of 244

Exhibit 12




inspect containers and look for those in which Recyclable Material is

commingled with ten percent (10%) by volume of Garbage or Organic Waste. If

this is observed, CONTRACTOR drivers will be trained on taking the following

steps:















location.

Additional Material that will be accepted under the CONTRACTOR Recyclable Material

Collection program include:

Household Battery Collection. CONTRACTOR will provide Collection of used

dry cell household batteries to all Multi-Family Customers that are set out in a

sealed, reusable clear zipper type bag (to be provided by the Customer) on top

of the Recyclable Material Container, at no additional cost to the Customer.

Customers will not be required to contact Customer Service in advance.

Multi-Family Organic Waste Collection

CONTRACTOR will provide all Multi-Family Customers with Organic Waste Collection

Service at least weekly, up to six (6) times per week, and will transport all Organic Waste

Collected to the approved SCWMA managed Organic Waste transfer/processing facility.

CONTRACTOR will make it a priority to adjust service levels of Multi-Family Customers to

the least number of days per week, so that traffic and trips are limited.


Page 191 of 244

Exhibit 12


Collection Services will meet all the requirements of AB 1826 on the required dates based

on the level of Organic Waste or Garbage service. Per AB 1826, CONTRACTOR

anticipates that the previous hauler will have already established Organic Waste Collection

Services for Multi-Family Customers who generate 4 or more cubic yards of Organic Waste

per week by the commencement of services under the new Agreement in October 2017.

However, the CONTRACTOR Diversion Coordinator will prioritize auditing Customers who

meet this threshold and will establish service if the prior hauler has not done so already.

CONTRACTOR will operate split-compartment fully-automated side-loader vehicles, rear-




CONTRACTOR will offer Multi-Family Customers new Organic Waste Carts in 65- and 95-






charge. Indoor Food Waste pails will also be provided upon Customer request.






Waste in excess of the capacity of the Customer’s Cart unless that Customer

has made prior arrangement through contacting Customer Service for Collection

of the excess Organic Waste. CONTRACTOR may assess a fee for this service.

If Organic Waste overage occurs and the Customer has not made prior

arrangements for Collection of this overage, the CONTRACTOR driver will leave

one part of a two-part Non-Collection Notice that provides the time and date that

the notice was made, the reason for non-Collection, and the manner in which

the Material should be prepared for Collection. CONTRACTOR will leave a hard

copy attached to the Container, or attached to the doorknob of the house.

CONTRACTOR will retain a record of each Non-Collection Notice for a period

of five (5) years. The Customer will also be notified of the overflow incident by

letter if prior arrangements were not made.




Page 192 of 244

Exhibit 12



each overflow incident. CONTRACTOR will offer Multi-Family Customers

Organic Waste Collection Service at a greater frequency than the Customer’s

regularly-scheduled service, up to the maximum service frequency of 6x/week,

and will charge the appropriate rate for the higher service level.

Contamination of Organic Waste. CONTRACTOR is experienced in



inspect containers and look for those in which Organic Waste is commingled

with three percent (3%) by volume of Garbage or Recyclable Material. If this is

observed, CONTRACTOR drivers will be trained on taking the following steps:




Organic Waste;











location.

Commercial Customer Collection Services

CONTRACTOR will offer Garbage, Recyclable Material, Organic Waste and/or food scraps

Collection Services to all Commercial Customers in the TOWN at TOWN-approved rates.

Per AB 1826, CONTRACTOR anticipates that the previous hauler will have already

established Organic Waste Collection Services for Commercial Customers who generate 4

or more cubic yards of organic waste per week by the commencement of services under

the new Agreement in October 2017. However, the CONTRACTOR Diversion Coordinator

will prioritize auditing Customers who meet this threshold and will establish service if the

prior hauler has not done so already.

Collection Services for Commercial Customers are detailed in the table below:


Page 193 of 244

Exhibit 12


Commercial Collection Services

Garbage Collection

Recyclable Material Collection

Organic Waste Collection

Dry Commercial Mixed Waste Program *

*Note: TOWN may direct CONTRACTOR to Collect Dry Commercial Mixed

Waste according to the current Waste Delivery Agreement with Republic

Services.

CONTRACTOR will provide all Commercial Customers with at least once weekly, up to six

(6) times per week, Collection Service for Garbage, single-stream Recyclable Material, and

Organic Waste, and will offer additional services as described in this section.

CONTRACTOR will make it a priority, however, to adjust service levels of Commercial

Customers to the least number of days per week, so as to limit traffic and the number of

trips taken. Collection Containers may be offered in various sizes and quantities, as detailed

in the table below.

Commercial Containers


35-Gallon

65-Gallon

95-Gallon

1-6 cubic yard Bins *


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Exhibit 12


Roll-off Containers or

Compactors A A A

Additional Container(s)

May increase

service

frequency up to

6x/wk

May increase

service frequency

up to 6x/wk

May increase

service frequency

up to 6x/wk

~ Offered

~ Not Offered

A ~ Available

*Organic Waste Bins will be available in sizes 1-4 cubic yards only.

Commercial Garbage Collection

CONTRACTOR will provide all Commercial Customers with Garbage Collection Service at

least weekly, up to six (6) times per week, and will transport all Garbage Collected to the

approved Disposal Facility. CONTRACTOR will make it a priority to adjust service levels of

Commercial Customers to the least number of days per week, so traffic and trips are limited.



utilized by the Commercial premises. The various types of vehicles allow CONTRACTOR


CONTRACTOR will offer Commercial Customers new Garbage Carts in 35-, 65-, and 95-






charge.

When servicing Commercial Customers, CONTRACTOR will open and close gates, push



One-Time Garbage Overflow. CONTRACTOR will not Collect Garbage in

excess of the capacity of the Customer’s Containers unless that Customer has

made prior arrangement through contacting Customer Service for Collection of

the excess Garbage. CONTRACTOR may assess a fee for this service. If


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Exhibit 12


Garbage overage occurs and the Customer has not made prior arrangements

for Collection of this overage, the CONTRACTOR driver will leave one part of a

two-part Non-Collection Notice that provides the time and date that the notice

was made, the reason for non-Collection, and the manner in which the Material





Recurring Garbage Overflow. On the second overflow incident, the Customer

will be notified again by letter and will be contacted to discuss service level

options. After the second incident, an overflow fee will be assessed for each

overflow incident. CONTRACTOR will offer Commercial Customers Garbage

Collection Service at a greater frequency than the Customer’s regularly-

scheduled service, up to the maximum service frequency of 6x/week, and will

charge the appropriate rate for the higher service level.

Commercial Recyclable Material Collection

CONTRACTOR will provide all Commercial Customers with Recyclable Material Collection

Service up to six (6) times per week, and will transport all Recyclable Material Collected to

the local corporation yard for consolidation and transport to the CONTRACTOR Material

Recovery Facility in San Jose. CONTRACTOR will make it a priority to adjust service levels

of Commercial Customers to the least number of days per week, so that traffic and trips are

limited.



utilized by the Commercial premises. The various types of vehicles allow CONTRACTOR


CONTRACTOR will offer Commercial Customers new Recyclable Material Carts in 65- and

95-gallon sizes, 1-6 cubic yard Bins, and 10-, 20-, 30-, and 40- cubic yard Roll-off

Containers or Compactors (as requested by Customer). It is understood the TOWN may




additional charge.





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Exhibit 12



rates. It is understood that this Collection Service may be augmented to include a dry

Commercial mixed waste program. CONTRACTOR will accommodate this change and the

potential requirement of delivering dry Commercial mixed waste to the Sonoma County

Disposal/Transfer System for processing.

One-Time Recyclable Material Overflow. CONTRACTOR will not Collect

Recyclable Material in excess of the capacity of the Commercial Customer’s

Containers unless that Customer has made prior arrangement through

contacting Customer Service for Collection of the excess Recyclable Material.

CONTRACTOR may assess a fee for this service. If Recyclable Material

overage occurs and the Customer has not made prior arrangements for


part Non-Collection Notice that provides the time and date that the notice was

made, the reason for non-Collection, and the manner in which the Material





Recurring Recyclable Material Overflow. On the second overflow incident, the



each overflow incident. CONTRACTOR will offer Commercial Customers

Recyclable Material Collection Service at a greater frequency than the

Customer’s regularly-scheduled service, up to the maximum service frequency

of 6x/week, and will charge the appropriate rate for the higher service level.




inspect containers and look for those in which Recyclable Material is

commingled with ten percent (10%) by volume of Garbage or Organic Waste. If

this is observed, CONTRACTOR drivers will be trained on taking the following

steps:







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location.

Commercial Organic Waste Collection

CONTRACTOR will provide Commercial Customers with Organic Waste Collection Service

at least weekly, up to six (6) times per week, and will transport all Organic Waste Collected

to the approved SCWMA managed Organic Waste transfer/processing facility.

CONTRACTOR will make it a priority to adjust service levels of Commercial Customers to

the least number of days per week, so that traffic and trips are limited.

Collection Services will meet all the requirements of AB 1826 on the required dates based

on the level of Organic Waste or Garbage service. Per AB 1826, CONTRACTOR

anticipates that the previous hauler will have already established Organic Waste Collection

Services for Commercial Customers who generate 4 or more cubic yards of Organic Waste

per week by the commencement of services under the new Agreement in October 2017.

However, the CONTRACTOR Diversion Coordinator will prioritize auditing Customers who

meet this threshold and will establish service if the prior hauler has not done so already.

CONTRACTOR will operate split-compartment fully-automated side-loader vehicles, single-

compartment rear- and front-loader vehicles, and roll-off vehicles, depending on the type of

Containers being utilized by the Commercial premises. The various types of vehicles allow

CONTRACTOR to be more versatile in addressing potentially restrictive Collection

circumstances. CONTRACTOR will offer Commercial Customers new Organic Waste Carts

in 65- and 95-gallon sizes, 1-4 cubic yard Bins, and 10-, 20-, 30-, and 40- cubic yard Roll-

off Containers or Compactors (as requested by Customer). It is understood the TOWN may




additional charge. Indoor Food Waste Containers will also be provided upon Customer

request.


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Exhibit 12







Waste in excess of the capacity of the Customer’s Cart unless that Customer

has made prior arrangement through contacting Customer Service for Collection

of the excess Organic Waste. CONTRACTOR may assess a fee for this service.

If Organic Waste overage occurs and the Customer has not made prior

arrangements for Collection of this overage, the CONTRACTOR driver will leave

one part of a two-part Non-Collection Notice that provides the time and date that

the notice was made, the reason for non-Collection, and the manner in which

the Material should be prepared for Collection. CONTRACTOR will leave a hard

copy attached to the Container, or attached to the doorknob of the house.

CONTRACTOR will retain a record of each Non-Collection Notice for a period

of five (5) years. The Customer will also be notified of the overflow incident by

letter if prior arrangements were not made.




each overflow incident. CONTRACTOR will offer Commercial Customers

Organic Waste Collection Service at a greater frequency than the Customer’s

regularly-scheduled service, up to the maximum service frequency of 6x/week,

and will charge the appropriate rate for the higher service level.

Contamination of Organic Waste. CONTRACTOR is experienced in



inspect containers and look for those in which Organic Waste is commingled

with three percent (3%) by volume of Garbage or Recyclable Material. If this is

observed, CONTRACTOR drivers will be trained on taking the following steps:




Organic Waste;




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Exhibit 12










location.

TOWN Services

In addition to Single-Family, Multi-Family, and Commercial Collection Services,

CONTRACTOR is pleased to provide additional services to the TOWN, its residents, and

businesses.

TOWN Collection Service

CONTRACTOR will Collect Garbage, Recyclable Material, and Organic Waste from TOWN

Service Units listed in Exhibit 4 of the Draft Agreement in the same manner as those

services are provided to Commercial Customers, but at no cost to the TOWN. TOWN

Service Units, TOWN parks, public Containers, large public venues, TOWN Enforcement

Clean-up Services, TOWN-generated Large Items, the Windsor Fire Department, and the

Windsor Unified School District are included in TOWN Collection Service. Please refer to

Exhibit 9 Education and Outreach Program Plan for details about CONTRACTOR’s

proposed School Outreach Program, which involves on-site audits to right-size each

school’s Collection Service. Indoor Food Waste pails will also be provided upon TOWN

request.

Also included in TOWN Services are the provision of portable toilets and Solid Waste

services for TOWN-Sponsored Events listed in Exhibit 7 of the Draft Agreement.

Additionally, CONTRACTOR will provide the TOWN with delivery of wood chips upon

TOWN request and as allocated by SCWMA for use in TOWN parks and facilities.

The CONTRACTOR Diversion Coordinator will also provide technical assistance to TOWN

facilities to assist with the implementation and/or expansion of Recyclable Material and

Organic Waste Collection Services.

TOWN Enforcement Clean-up Service


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Exhibit 12


CONTRACTOR understands the importance of maintaining the aesthetics of the TOWN

and properly disposing of all Solid Waste accumulated within TOWN limits. In order to

ensure this standard is upheld, each Agreement Year, CONTRACTOR will provide up to

one thousand (1,000) cubic yards of Collection of TOWN Enforcement Solid Waste from

TOWN public roads at no charge to the TOWN. Any amounts Collected that exceed the

one thousand (1,000) cubic yard maximum can be Collected at a charge. Within twenty-

four (24) hours of the TOWN Representative notifying CONTRACTOR, Collection will be

completed and Solid Waste will be delivered to the appropriate Disposal or Processing

facility, depending on the type of material Collected. CONTRACTOR will furnish all labor

and equipment necessary to complete the provision of TOWN Enforcement Clean-up

Services.

TOWN-Sponsored Events

CONTRACTOR will provide Garbage, Recyclable Material, and/or Organic Waste services,

as well as portable toilet services, at TOWN-Sponsored Events listed in Exhibit 7.These

services will be provided at no cost to the TOWN and include the provision of all Containers,

labor, and equipment necessary, and delivery of Collected materials to the appropriate

Disposal or Processing Facility(ies). Prior to any TOWN-Sponsored Event, the

CONTRACTOR Diversion Coordinator and/or General Manger will meet with the TOWN to

review the upcoming event and assess the Collection and portable toilet needs based on

assumed attendance and the type of event.

Services for special events will include:

Containers and Collection Service. CONTRACTOR will deliver all necessary

Containers to the event location and pick up Containers after the event is

completed. CONTRACTOR will also Collect and deliver material to the approved

Disposal and/or Processing Facility(ies).

Portable Toilet Services. CONTRACTOR plans to subcontract Portable Toilet

services and will be responsible for ensuring a sufficient amount of portable

toilets are delivered to the event location and removed upon event completion.

Education and Outreach Booth. CONTRACTOR will staff a booth or exhibit at

events, upon request by the TOWN or event organizer, in order to inform the

public about CONTRACTOR services and programs, the benefits of source

reduction, reuse, recycling, and composting.

Reporting. CONTRACTOR will submit a report or summary of each TOWN-

Sponsored Event, which includes: the name and date of the event, the tonnage

Collected, diverted and disposed of by material type, and other services


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Exhibit 12


provided. CONTRACTOR will also provide information regarding the logistics of

the event and suggestions for improving future events.

Other Services

CONTRACTOR will also provide the following other services as specified within this section.

Single-Family and Multi-Family On-Call Large Item Collection Services

CONTRACTOR has experience with On-Call Large Item Collection Services, and offers this

service to all the jurisdictions it serves. CONTRACTOR will successfully implement this

program at the commencement of services. Through the Education and Outreach Program,

Customers will be notified of the On-Call Large Item Collection Program via collateral

material, online through the CONTRACTOR website and social media, and at events in

which a CONTRACTOR booth or exhibit is set up.

The CONTRACTOR approach to the Collection of Large Items is to prioritize convenience

to the Customer, reuse and diversion, and minimization of carbon footprint. CONTRACTOR

will model the On-Call Large Item Collection Program after other successful Collection

programs offered throughout its many service areas. CONTRACTOR has demonstrated

success in the diversion of large appliances, furniture, and other hard-to-manage items,

which minimizes unlawful dumping in communities.

In the TOWN, this program will be offered to Single-Family and Multi-Family Customers.

Collection will be curbside within five (5) business days after the Customer request.

For Single-Family Customers, CONTRACTOR will offer two (2) On-Call service events per

calendar year of up to four (4) cubic yards per event. For Multi-Family Customers,

CONTRACTOR will offer two (2) On-Call service events per calendar year for an equivalent

of up to half (0.5) cubic yards per Multi-Family Service Unit per event. Should a Customer

require an additional Large Item pickup past the two (2) allotted pickups, CONTRACTOR

may charge an “additional Large Item” TOWN-approved rate.

Scheduling Collection Events. In order to schedule this service, Customers

will be required to contact CONTRACTOR at their convenience, during normal

business hours. The Customer Service Representative (CSR) will ask for their

account information, material characterization, and will outline the program

parameters. The CSR will also ensure the Customer’s account is in good

standing in order to receive this service. This person-to-person contact allows

the CSR to inquire about the type, quantity, and quality of material intended for

Collection, to provide any instructions to the Customer regarding material

preparation (bundling, covering, etc.), to offer suggestions on set-out location,


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Exhibit 12


and to evaluate the composition of the load to ensure the appropriate vehicle(s)

are dispatched with the appropriate personnel.

o CONTRACTOR’s goal is to “leave

no material behind” during these

Collection events. The contact

with the Customer during

scheduling also allows

CONTRACTOR to communicate

the program restrictions and

inform the Customer that

additional charges may be

incurred if items that fall outside of

the program parameters are set out for Collection. CONTRACTOR will Collect

additional items during these scheduled events that exceed the required

service level at an approved “additional Large Item” rate.

Characterization of Material. To ensure the items being set out are eligible for

pick-up under this program, and to maximize the program’s reuse and recovery

rate, CSRs will ask the Customer a series of questions when the Customer calls

to schedule service.

The first set of questions will determine whether the type and quantity of

material intended for set-out are eligible for Collection.

The second set of questions will determine the quality of the material and

gauge whether the items can likely be re-used and/or recycled (with

disposal considered as a last resort).

The third set of questions allows the CSR to determine the appropriate

type of vehicle and number of drivers that may be required to Collect the

material.

The CSR will make the appropriate notations on the Customer’s account, and

will generate a work order that specifies the Collection day, the type and quantity

of material scheduled for set-out, and a description of items that should be

eligible for re-use. The CSR will also remind the Customer that Large Items shall

not be placed at the curb more than twenty-four (24) hours in advance of the

scheduled Collection day in order to maintain a neat neighborhood appearance.

Acceptable Material: CONTRACTOR will accept the following material during

On-Call Large Item Collection events:


Page 203 of 244

Exhibit 12


Furniture

Area and Floor Rugs

White Goods (includes discarded refrigerators, ranges, water heaters,

freezers, and other similar household appliances)

Brown Goods (includes electronic equipment such as stereos,

televisions, VCRs, PDAs, telephones, and other similar items not

containing cathode ray tubes)

E-Waste

U-Waste

Clothing

Tires without rims

Organic Waste

Some combination of such items in a container, the dimensions of

which container does not exceed four feet by four feet by two feet

(4’x4’x2’) and weighing no more than sixty (60) pounds, which are

attributed to the normal activities of a Single Family Dwelling, Multi-

Family Dwelling, or TOWN Service Unit

Prohibited Material: CONTRACTOR will not accept the following material

during On-Call Large Item Collection events:

Waste exceeding four (4) cubic yards in volume

Hazardous Waste

Exempt Waste

Abandoned automobiles

Large auto parts

Any single item that exceeds seventy-five (75) pounds in weight

Items Requiring Special or Alternative Collection. CONTRACTOR will Collect

additional items that exceed the Large Item service level, as requested by

Customers and may charge an “additional Large Item” rate, which will not

exceed the maximum rate approved by the TOWN, for this service. These items

must not require the assistance of special loading equipment such as forklifts or

cranes. When Customers contact Customer Service to schedule their On-Call

Large Item Collection event, the CSR will complete a material characterization

evaluation. Depending on the item, the CSR may either inform the Customer the

item(s) will be accepted under the program or inform the Customer that the item

is not acceptable under the Program.

In the event materials slated for pick-up are not acceptable under the program,

CONTRACTOR will tag the material and indicate why it was not Collected.


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Exhibit 12


Information about tagged and uncollected material will be made available to the

TOWN within 24 hours. CONTRACTOR CSRs will then use the material

characterization methodology to determine whether those Large Items may be

more appropriate for a local youth, community, or other charitable organization

(such as Goodwill or the Boys and Girls Club) to Collect. CONTRACTOR will

suggest such organizations to the Customer, and will provide their contact

information. For items that have been identified for disposal, the CSR may also

provide the Customer with alternative drop-off locations such as a hazardous

material facility or stores that take back universal waste.

Collection Methodology. Once the day’s work orders have been generated, the

On-Call Large Item Collection work orders will be assigned to a route, and typically

serviced by a flat-bed truck and a driver. If the Large Items scheduled for Collection

require a vehicle other than a flat-bed truck, then another appropriate vehicle with

either a single driver or a driver and an assistant will be dispatched.

When the vehicle arrives to the pick-up location, the driver will document the

amount and type of Large Items set out for Collection, confirming whether the

material set out match the description on the work order. The driver will evaluate

the quality of the items and determine whether they will quality for reuse, and

will begin assessing how to best load the items based on their end destination.

Like items will be arranged together on the vehicle (reusable, E-Waste, Large

Items, etc.). If the type, quantity, or quality of material actually set out is different

than the description on the work order, the driver will document and/or take a

photo of the discrepancies in items. The driver will also estimate the likelihood

of the Customer incurring additional charges.

Once the items are loaded on the vehicle and the load is full, the vehicle will

either transport the material to the approved Disposal and/or Processing

Facility(ies), or to a local reuse facility.

At the end of each day, the driver will turn in the day’s work orders to the

Dispatch Department, who will then enter the information into the computer

system to track which residents are using the On-Call Large Item Collection

Program and to track overall program participation.

Maximizing Reuse and Diversion. From the first point of contact with the Customer

through the delivery of Collected items, CONTRACTOR will seek out every

opportunity to maximize reuse and minimize disposal. CONTRACTOR will operate

with the goal of at least 50% diversion across the program annually. With reuse as

the top priority, and resource recovery as the secondary approach to diversion, the

CONTRACTOR drivers’ evaluation of the items is critical. CONTRACTOR drivers


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Exhibit 12


will be well versed in the types of acceptable material. Drivers Collecting material

under this program will organize it on the vehicles according to reusability, and then

will arrange items slated for recovery together to allow for streamlined unloading.

Preserving the quality of material is also a top priority, so items intended for reuse

will be carefully loaded to ensure items are not scratched, fabrics are not torn, and

overall appearance of items remain intact.

CONTRACTOR is committed to designing and implementing a successful On-Call Large

Item Collection Program that integrates Customer Service, Operations, and the Education

and Outreach team. Ultimately, CONTRACTOR is confident this combination of efforts from

various departments will maximize participation in the program and the diversion rate of

material Collected.

On-Call Large Item Collection Services

Benefits On-call Large Item Collection offers customers significant

improvements in overall customer convenience as compared with

Community Clean-up Events.

Customers do not need to accumulate their materials while

waiting for a scheduled Community Collection event, they can

contact CONTRACTOR and schedule collection at their

convenience.

Customers don’t have to arrange for transportation of large bulky

items, load the items in their vehicle or unload the items at an

event, the items are collected curbside.

Customers with disabilities can notify Customer Service and

request assistance from the driver for help retrieving items from

the premises so the customer does not need to physically pick-up

and move the items to the curb.

If a specific material type is not accepted under the On-call Large

Item Collection, the item can still be picked up for an additional

fee, so no materials are left behind.

Because of enhanced convenience, customers are more likely to

utilize On-call Large Item Collection services, resulting in greater

diversion.


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Exhibit 12


Drawbacks Customer must call customer service to schedule pick-up.

Customers cannot utilize the On-call Large Item Collection

program to dispose of garbage.

Seasonal Programs

CONTRACTOR will develop and educate all Customers about the availability of, and

participation requirements for, programs dealing with seasonal or periodic waste

management demands that exceed regularly scheduled Collection. Seasonal programs

may include service of the following items: holiday trees, Halloween pumpkins, spring

cleaning, and fall leaves.

Holiday Tree Collection. Single-Family Customers will be able to place their

un-flocked and undecorated holiday trees curbside on their regular Collection

day beginning on the first business day after December 25th and continuing until

January 15th. Trees placed curbside must be cut in half. The property manager

of a Multi-Family Service Unit will be required to establish the manner in which

holiday tree collection will be serviced at the Multi-Family premises. In addition

to curbside service, two (2) TOWN-approved locations will serve as holiday tree

drop-off sites in which residents may drop off their un-flocked, undecorated

holiday trees. CONTRACTOR will Collect the dropped off trees daily beginning

on the first business day after December 25th and continuing until February 1st.

Holiday trees will be delivered to the approved Processing Facility. Customers

will be notified of their options for holiday tree disposal via outreach collateral,

the CONTRACTOR website, and via social media. Contaminated trees (flocked

and/or decorated) will be considered Garbage. If a contaminated holiday tree is

placed curbside, the driver will not Collect it and the Customer will be notified of

the reason for non-Collection.

Halloween Pumpkin Collection. Customers will be able to place their raw

pumpkins in their Organic Waste Containers for Collection. All non-

biodegradable debris such as candle wax, glue, and paint must be removed. If

a Customer does not have an Organic Waste Container, then raw pumpkins

must instead be placed in the Garbage Container.

Spring Cleaning. Customers may utilize On-Call Large Item Collection in order

to conveniently dispose of excess items.

Leaf Season. Customers may make prior arrangements with CONTRACTOR

Customer Service to place extra fallen leaves next to their Organic Waste


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Exhibit 12


Container either in bags or in Customer-owned containers (whichever would be

acceptable by the Organic Waste Processing Facility) on their regularly-

scheduled Collection day. CONTRACTOR may assess a fee for this Organic

Waste overflow.

For more extensive information on how CONTRACTOR will conduct outreach to Customers

to notify them of these services, please refer to Exhibit 9 Education and Outreach

Program Plan.

Emergency Service Provisions

CONTRACTOR is prepared to provide emergency service provisions to the TOWN in the

event of a state of emergency. The CONTRACTOR approach to providing these services

begins with the foundation of partnership and collaboration. CONTRACTOR will work with

the TOWN to evaluate the scope and scale of the disaster and will provide services in

accordance with the TOWN’s requirements. All Collection vehicles, Containers, and all

labor normally performing services under the Agreement will be available for emergency

operations. Additional vehicles, Containers, and labor may be made available that do not

normally perform services under the Agreement, and these additional offerings will be

eligible for additional compensation.

CONTRACTOR has an extensive equipment inventory that can be utilized to meet the

TOWN’s debris removal and clean-up needs during and/or after a disaster. CONTRACTOR

will deliver Collected debris to an approved facility for processing, sorting, and/or recovery

of personal property. CONTRACTOR can provide labor to assist with processing. Further,

CONTRACTOR will staff a dedicated Supervisor to oversee the clean-up of debris caused

by natural disasters. This Supervisor will remain onsite throughout the provision of services.

Moreover, CONTRACTOR and its sister company, Zanker, have provided various forms of

aid to cities in need as a result of natural disasters.

Collection Methodology

Corporation Yard and Maintenance Facility

CONTRACTOR is committed to have a corporation yard and maintenance facility ready for

operations no fewer than two (2) months in advance of the commencement of services. It

is CONTRACTOR’s intention to purchase or execute a long-term lease for a property that

will include an operations yard, maintenance facility, and administrative office. Although an

exact site has not yet been identified, CONTRACTOR will locate and/or develop a facility

within Sonoma County. The timeline for developing the facility in Windsor is referenced in


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Exhibit 12


Exhibit 8 Transition Plan. The Transition Plan includes the anticipated start and end dates

for activities that will be performed before, during, and after the service initiation date.

The corporation yard & maintenance facility will include sufficient space for the following

operations:

Collection vehicle and employee parking

Equipment and Container storage

Collection operations

Vehicle maintenance, staging, and cleaning

Container maintenance, painting, and cleaning

Offices/cubicles for General Manager, Operations Manager/Supervisor,

Diversion Coordinator, and Office Clerk

Restrooms

Employee kitchen and lunch room

Data infrastructure & servers

Storm Water BMPs

CONTRACTOR will be in compliance at all times with Stormwater BMPs relative to

maintenance facility operations. CONTRACTOR will also use re-refined engine oil and

lubricants, biodegradable soaps, and environmentally friendly solvents (when available) to

maintain vehicles and Containers and to clean the facility.

Local Purchasing Preference and Green Business Certification

For all material and supplies, CONTRACTOR will solicit local companies, with preference

given to companies in Sonoma County.

CONTRACTOR’s Corporate Headquarters in San Jose is certified as a Green Business

through the Santa Clara County Green Business Program. CONTRACTOR will seek Green

Business certification for its eligible facilities, now and in the future. CONTRACTOR has

implemented a company-wide Environmentally Preferable Purchasing Policy (EPPP).

CONTRACTOR’s EPPP is available upon request.

Vehicles

CONTRACTOR offers the TOWN the option of either choosing all new Collection vehicles

for servicing the TOWN, or utilizing used and refurbished Collection vehicles from

CONTRACTOR’s existing fleet. Both vehicle options presented to the TOWN are for

vehicles that are fueled by renewable diesel. If the TOWN selects new Collection vehicles,

and if these vehicles are delayed for any reason, then CONTRACTOR will have refurbished

vehicles ready for use until the new vehicles arrive. New and refurbished vehicles will meet


Page 209 of 244

Exhibit 12


all federal, state, regional, and local clean air and safety standards. CONTRACTOR has

reviewed the TOWN’s travel conditions, geographic demands, and densities, and

determined that the following will best meet the needs of the TOWN. The table below

displays the vehicles and further details are available via Exhibit 14 Vehicle

Specifications.

New Vehicles

Vehicle Type Vehicle Manufacturer Year of

Manufacture

Anticipated

Remaining

Useful Life

Carts Split-compartment Fully-

Automated Side-loader

2017 Peterbilt 320

Chassis

with NewWay Roto Pac

body

2017 15 years

Dual-compartment Fully-

Automated Side-loader

2017 Peterbilt 320

Chassis

with Labrie body

2017 15 years

Bins Split-compartment

Semi-automated Front-

loader

2017 Peterbilt 320

Chassis

with NewWay Mammoth

body

2017 15 years

Roll-off

Containers and

Compactors

Hook Lift

Roll-off

2017 Peterbilt 320

Chassis

with Galbreath body

2017 15 years

Container

Delivery and

Large Item On-

Call Program

Manual Flatbed

with Lift Gate

Peterbilt Chassis with

Western Truck body

2017 15 years


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Exhibit 12


Container

Delivery, Moving,

and Placing

Container Handler Freightliner M2 with

Amrep body

2017 15 years

CONTRACTOR Collection vehicles will be maintained in safe, clean, and operable

conditions at all times. All Collection vehicles

will be green and white in color and display the

CONTRACTOR name, local telephone

number, and unique identification number.

Vehicles will have watertight bodies designed

to prevent leakage, spillage, and overflow.

They will meet on-road heavy duty vehicle

emissions requirement for model year 2017

and all State of California Air Resources

Control Board regulations, and they will comply

with all federal, State, and local laws,

regulations, and proposed legislations throughout the term of the Agreement. The TOWN

will be provided with an inventory of all CONTRACTOR Collection vehicles and Contract

Sweeping Services Street Sweepers that are utilized throughout the TOWN. This inventory

will be provided on an annual basis.

Reduced Fuel Emissions and Other Benefits

CONTRACTOR has taken into consideration the TOWN’s commitment to reducing

environmental impacts and has selected renewable diesel, which is in line with this

commitment. Renewable diesel is 100% renewable and sustainable, made from non-

petroleum sources, and meets the definition of “hydrocarbon oil.” It is considered a “drop

in” fuel that is capable of being blended in any ration with fossil diesel, traditional biodiesel,

or used alone in diesel engines. This means it can be used with existing infrastructure and

diesel engines, requiring no additional investment in that area. Renewable diesel is made

from vegetable oil, animal fat, waste cooking oil, grease, etc., and it extends the longevity

and cleanliness of diesel engines, helping to keep moving parts from wearing prematurely.

It provides reduced greenhouse gas emissions of carbon monoxide, particulate matter,

nitrogen oxides, and hydrocarbons. It is safe because it combusts efficiently and it is very

stable in that it can be stored over long periods of time without quality deterioration. A mobile

fueling company will be utilized for fueling the CONTRACTOR fleet. Also, vehicle sizes and

types have been carefully chosen for the purpose of maximizing Collection efficiency and


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Exhibit 12


decreasing environmental impacts. Through resourceful routing, vehicle passes on city

streets will be minimized and emissions and noise concerns will also be greatly reduced.

Operations personnel and the Diversion Coordinator vehicles will be fuel-efficient light duty

trucks and passenger cars, which emit fewer GHG emissions and have increased fuel

economy.

Vehicle Technology and Weight Limits

All Collection vehicles will be equipped with a GPS tracking device to track and monitor

operations. The device is called Driver Alert and it provides for the ability to record start and

stop times, locations, and maximum speeds.

Part of the CONTRACTOR driver training program is to educate drivers on proper vehicle

operation and compliance with all applicable laws and regulations. CONTRACTOR drivers

will be empowered with the knowledge of how to monitor vehicle weights and remain within

appropriate vehicle weight limits.

Inspection and Maintenance

CONTRACTOR will inspect each vehicle twice daily to ensure all equipment is operating

properly and safely. Under the supervision of the Operations Manager/Supervisor, a Driver

Vehicle Inspection Report (DVIR) will be completed both pre-trip and post-trip for each and

every Collection vehicle. Preventative maintenance will be performed on a regular basis

and is based on hours of vehicle use. CONTRACTOR understands that regular

maintenance will minimize compliance costs. All Collection vehicles will be cleaned as

necessary to maintain good repair and appearance. Additionally, sufficient back-up vehicles

will be available to respond to scheduled and unscheduled maintenance, service requests,

complaints, and emergencies. Within one (1) hour of any breakdown, reserve Collection

equipment will be deployed from the CONTRACTOR corporation yard.

Records of all repairs and replacement parts will be retained. As parts are removed from

inventory, they will be re-ordered, replaced, and recorded in an inventory log.

CONTRACTOR mechanics will log all work performed, the parts used, and length of time

of the repair.

Other Vehicles

It is anticipated that the CONTRACTOR General Manager and Operations

Manager/Supervisor will be equipped with the fuel-efficient Ford EcoBoost F150 pick-up

truck (or similar). The Diversion Coordinator may be provided with the eco-friendly Ford


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Fusion Hybrid (or similar). These vehicles emit fewer GHG emissions and have increased

fuel economy over standard gasoline fueled vehicles.

Collection Containers

CONTRACTOR has extensive experience in Container procurement, distribution, and

inventory management. CONTRACTOR has worked with numerous Container

manufacturers and proposes the following with regards to Containers for the TOWN of

Windsor:

Carts

It is understood the TOWN may execute ownership of the Carts in service, and if this occurs,

CONTRACTOR will service those Carts and replace them as necessary with new Carts. If

the TOWN does not elect this, CONTRACTOR proposes to provide new Carts for Garbage,

Recyclable Material, and Organic Waste to all Customers. These Carts will be

manufactured by Rehrig Pacific (Rehrig) in 20-, 35-, 65-, and 95-gallon sizes. The various

Cart sizes allow for a range of options for use in areas with limited space or enclosures.

CONTRACTOR has found Rehrig to be reliable after working with them in numerous

jurisdictions.

All Carts will be of universal design to ensure

consistency in educational messaging. Carts will be

color-coded as follows: Garbage Carts will be grey,

Recyclable Material Carts will be blue, and Organic

Waste Carts will be green. This color-coding

requirement will be met through manufacturing the

entire body and lid of the Cart in the coded color. All

Cart lids will be labeled with paint, adhesive label, or

hot-stamped lettering, the type of Material to be

placed in the Cart, and all Carts will be designed and constructed to be watertight and

prevent the leakage of liquids. Carts will also display the CONTRACTOR name, local

telephone number, and an inventory/serial number. Detailed specifications of the various

Cart sizes and options are included in Exhibit 15 Container Specifications.

CONTRACTOR will maintain and replace Containers as necessary. Customers using Carts

will be responsible for cleaning such Carts; however, upon Customer request,

CONTRACTOR will offer to replace a Customer’s Carts with clean Carts once each

Agreement year at no cost to the Customer. If a Customer requires a change in size or

quantity of Cart(s), then he or she will be entitled to one (1) free Cart exchange for each

type of material (Garbage, Recyclable Material, and Organic Waste) per Agreement year.


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Additionally, a Customer will be entitled to the replacement of one (1) lost, destroyed, or

stolen Cart for each type of material (Garbage, Recyclable Material, and Organic Waste)

during the life of the Agreement at no cost to the Customer. CONTRACTOR will maintain

records of all Container deliveries, exchanges, replacements, and removals. The TOWN

will have the option to assume ownership of CONTRACTOR Carts that are in the

possession of Customers upon expiration of the Agreement and if Carts are fully

depreciated.

Bins

CONTRACTOR proposes to provide new Bins for Garbage, Recyclable Material, and

Organic Waste to Customers. These Bins will be manufactured by Consolidated Fabricators

Corporation (Consolidated) in 1-6 cubic yard sizes. The various Bin sizes allow for a range

of options for use in areas with limited space or enclosures. Bins will also be offered with or

without locking bars for added security. CONTRACTOR has worked with Consolidated for

many years, and has found the company to be extremely dependable and of high quality.

A \\\

All Bins will be of universal design to ensure

consistency in educational messaging. Bins will

be color-coded as follows: Garbage Bins will be

grey, Recyclable Material Bins will be blue, and

Organic Waste Bins will be green. This color-

coding requirement will be met by painting the

whole body of the Bin in the coded color. All Bins

will be labeled with the type of Material to be

placed in the Bin, and all Bins will be designed and

constructed to be watertight and prevent the leakage of liquids. Bins will also display the

CONTRACTOR name, local telephone number, and an inventory/serial number.

CONTRACTOR will maintain and replace Containers as necessary. Customers using Bins

will be responsible for cleaning such Bins; however, upon Customer request,

CONTRACTOR will offer to replace a Customer’s Bins with clean Bins once each

Agreement year at no cost to the Customer. If a Customer requires a change in size or

quantity of Bin(s), then he or she will be entitled to one (1) free Bin exchange for each type

of material (Garbage, Recyclable Material, and Organic Waste) per Agreement year.

Additionally, a Customer will be entitled to the replacement of one (1) lost, destroyed, or

stolen Bin for each type of material (Garbage, Recyclable Material, and Organic Waste)

during the life of the Agreement at no cost to the Customer. CONTRACTOR will maintain

records of all Container deliveries, exchanges, replacements, and removals. Ownership of

all Bins at the end of the Agreement rests with CONTRACTOR, unless the Agreement is


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terminated prior to expiration due to CONTRACTOR default. In this case, the TOWN may

assume possession of the Bins until new equipment is acquired.

Roll-off Containers and Compactors

CONTRACTOR proposes to provide new Roll-off Containers for Garbage, Recyclable

Material, and Organic Waste to Customers. These Roll-off Containers will be manufactured

by Consolidated in 10-, 20-, 30-, and 40- cubic yard sizes. CONTRACTOR will coordinate

with Marathon Equipment Company (Marathon)

or another manufacturer of compactors to supply

Customers with compactors as requested.

All Roll-off Containers will be green or white,

labeled with the type of material to be placed in

the Roll-off Container, and will be designed and

constructed to be watertight and prevent the

leakage of liquids. Roll-off Containers and

Compactors will also display the CONTRACTOR

name, local telephone number, and an inventory/serial number, unless the Compactor is

Customer-owned.

CONTRACTOR will maintain and replace Containers as necessary. Customers using Roll-

off Containers will be responsible for cleaning such Roll-off Containers. A Roll-off Customer

may request replacement of Roll-off Containers with clean ones, but this may be at a cost

to the Customer. Ownership of all Roll-off Containers at the end of the Agreement rests with

CONTRACTOR, unless the Agreement is terminated prior to expiration due to

CONTRACTOR default. In this case, the TOWN may assume possession of the Roll-off

Containers until new equipment is acquired.

Indoor Food Waste Containers

Upon Customer request, CONTRACTOR will provide Containers for indoor storage of Food

Waste prior to placing the waste in the outdoor Organic Waste Cart or Bin. For Single-

Family and Multi-Family Customers, a pail will be provided, and for Commercial and TOWN

Service Units, the specific volumetric size and quantity of indoor Containers will be

determined between the Customer and CONTRACTOR. For information on how

CONTRACTOR will conduct outreach to Customers to notify them of this service, please

refer to Exhibit 9 Education and Outreach Program Plan.

Container Distribution Plan


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CONTRACTOR has varied experience in Container distribution to numerous jurisdictions.

Working with many different Container companies has allowed CONTRACTOR to find the

companies that provide the best and most reliable service and product. CONTRACTOR

typically proposes to perform container distribution early to ensure that no Customer is left

without Containers or with duplicate Containers.

CONTRACTOR proposes to enlist the expertise of Rehrig Pacific (Rehrig) for Cart

distribution to the TOWN. CONTRACTOR has utilized Rehrig for Cart distribution on

numerous occasions. Ideally, Cart distribution will begin before the commencement of

services; however, this requires cooperation and coordination between CONTRACTOR,

the current hauler, and the TOWN. If the TOWN and current hauler permits this,

approximately 1 month prior to the commencement of service, Rehrig will begin delivering

Carts on the previous hauler’s routes using data (Cart sizes and counts) provided by the

previous hauler as well as what is seen on site. Depending on what is decided for Cart

removal, either CONTRACTOR or the previous hauler will follow behind Rehrig removing

the old Carts. CONTRACTOR proposes to provide Customers with their current sizes and

quantity of Containers; however, Customers will be provided with a Container guide that

contains specifications and various Container options along with rates and instructions to

contact CONTRACTOR Customer Service if a change in size or quantity is desired prior to

Cart distribution.

Consolidated will provide Bins and Roll-off Containers to CONTRACTOR, and

CONTRACTOR will be responsible for the Container distribution prior to the

commencement of service. Either CONTRACTOR or the previous hauler will remove the

old Bins and Roll-off Containers.

Maintenance of Inventory and Parts

CONTRACTOR will always aim to maintain an adequate inventory of Carts and Bins by

size and color at its local corporation yard. Roll-off Container inventory typically changes

seasonally. The local corporation yard will include a maintenance facility where routine

maintenance will be performed on Containers to ensure they work properly and present a

neat appearance.

CONTRACTOR maintains records of repairs and replacements. When enough Containers

to fulfill a Container order from the manufacturer are removed from inventory, they are then

re-ordered. The Operations Manager/Supervisor will oversee the inventory of Containers,

maintain logs, and conduct inventory audits approximately once per month.

Since CONTRACTOR maintains an adequate supply of Containers in inventory,

replacement Containers can be delivered within a reasonable timeframe from the Customer


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reporting this to Customer Service. CONTRACTOR will have a route dedicated to Container

delivery, exchanges, and removals.

Route Planning

Effective Route Planning

CONTRACTOR will minimize Collection frequency and optimize routes in order to mitigate

the environmental emissions impacts of Collection Services. CONTRACTOR will have all

routes finalized for the TOWN on or before the requested timeframe of ninety (90) days

prior to the commencement of services. CONTRACTOR will make it a priority to limit route

changes. It is likely there will be some proposed changes to Commercial routes due to

anticipated downsizing of Containers and increased Recyclable Material and Organic

Waste Collection Services. For those Customers who will experience a Collection day

change, CONTRACTOR will conduct outreach to notify these Customers of their change in

service and when they can expect to experience this. Outreach will be conducted not less

than thirty (30) days prior to the proposed date of a change in Collection day.

CONTRACTOR understands that route planning is pivotal in reducing potential impacts to

the safety of the general public and the environment. Customer Service Representatives

will be required to geocode and map all new service recipients to consistently work towards

compacted routes. On an ongoing basis, existing and proposed routes will be researched

during normal Collection hours on assigned Collection days by the Operations

Manager/Supervisor in order to maintain familiarity with the route Collection Services. The

following information will be continually reviewed and verified:

Number of service units per route

Number and type of Containers set out per service unit/route

Number of Containers needing repair or replacement

The Operations Manager/Supervisor will drive routes and document all pertinent

information in order to effectively time routes based on productivity estimates provided by

vehicle manufacturers. To increase safety and efficiency, special treatment will be given to

areas where Collection is impacted by potential constraints, including narrow roads, low

hanging limbs, etc. Routes will be calculated to ensure anticipated productivity and driver

activities are both balanced and achievable. CONTRACTOR will willingly cooperate with

the TOWN to accommodate requested route audits and will allow TOWN employees to

conduct such audits from CONTRACTOR Collection vehicles, if desired. The Operations

Manager/Supervisor’s continuous review of CONTRACTOR routes will ensure Customer

information is as accurate as possible and that CONTRACTOR Collection Services are

operating efficiently.


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Operating Assumptions

CONTRACTOR will perform Collection Services with the following specifications:

Collection Times and Schedules. CONTRACTOR will provide Collection

Services to Single-Family and Multi-Family premises throughout the TOWN

between the hours of 7:00 a.m. and 6:00 p.m., Monday through Friday.

CONTRACTOR will provide Collection Services to Commercial premises

between the hours of 6:00 a.m. and 6:00 p.m., Monday through Saturday.

Collection in mixed-use areas will follow Single-Family and Multi-Family

Collection hours. CONTRACTOR understands the importance of limiting noise

impacts to residential premises before 7:00 a.m., and will design routes to avoid

this wherever feasible.

Holidays. CONTRACTOR recognizes the following as legal holidays for the

purposes of this Agreement: January 1st, Independence Day, Labor Day,

Thanksgiving Day, and December 25th. CONTRACTOR will operate in such a

way that when a regularly scheduled Collection falls on a legal holiday, or later

during the holiday week, the Collection for Single-Family premises on that day

will be rescheduled for one day later (except Sunday). For Multi-Family and

Commercial premises, Collection adjustments will be coordinated with the

Customer. Customer Service days will be returned to the normal schedule within

one (1) week of the holiday. Customers will be notified of holiday-related

changes in Collection schedules prior to the change through multiple means,

which may include newsletters, website, social media, e-mails, and phone calls.

Missed Pick-Ups. CONTRACTOR will, on the next working day after demand,

notice, or request, Collect and remove any and all missed pick-ups that

CONTRACTOR failed to Collect and remove as required on the regularly

scheduled day.

Non-Collection Notices. CONTRACTOR drivers will make a reasonable effort

not to Collect Recyclable Material or Organic Waste from Containers which

contain visible amounts of contaminants. Similarly, drivers will make a

reasonable effort not to Collect Garbage from Containers which contain visible

amounts of Recyclable Material and/or Organic Waste. In the event of non-

Collection, CONTRACTOR will leave one part of a two-part “Non-Collection

Notice” that provides the time and date that the notice was made, the reason for

non-Collection, and the manner in which the material should be prepared for

Collection. CONTRACTOR will leave a hard copy attached to the Container, or

attached to the doorknob of the house. CONTRACTOR will retain a record of


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each Non-Collection Notice for a period of five (5) years. If materials are not

Collected and a Non-Collection Notice is not left at the premises or attached to

the Container, the material will be considered a missed pick-up and handled in

the previously described manner.

Route Operations

CONTRACTOR possesses a vast amount of operational experience and has carefully

chosen the vehicles, labor, and Collection methods in order to best service the TOWN.

CONTRACTOR will run Collection operations as follows:

6 Fully-Automated Side-loaders (2 Garbage, 2 Recyclable Material, 2

Organic Waste)

1 Semi-Automated Front-loader (will Collect Garbage, Recyclable

Material, and Organic Waste)

1 Roll-off Truck

6 Residential Routes (2 Garbage, 2 Recyclable Material, 2 Organic

Waste)

3 Commercial Routes (1 Garbage, 1 Recyclable Material, 1 Organic

Waste

97 Garbage Cart Accounts Collected Per Hour Per Route

97 Recyclable Material Cart Accounts Collected Per Hour Per Route

97 Organic Waste Cart Accounts Collected Per Hour Per Route

14 Garbage, Recyclable Material, and Organic Waste Bin Accounts

Collected Per Hour Per Route

8 Route Hours Per Day Per Route

776 Garbage Cart Accounts Per Route

700 Recyclable Material Cart Accounts Per Route

700 Organic Waste Cart Accounts Per Route

1 Full-time Driver per Collection Vehicle

Drivers will be responsible for completing Collection operations at each and every service

unit throughout the TOWN on their designated Collection day. Drivers will operate each

Collection vehicle in a safe and efficient manner, will service all Containers and return them

to their appropriate location, and will deliver Collected material to its approved destination.

Drivers will also be in contact with Dispatchers throughout the day. If a driver has a question

about service levels, issues with contamination, or improper set-outs, drivers will provide

the Dispatch Department with the pertinent information and receive guidance about the

issue. Dispatchers may contact the Customer Service Department to contact a Customer if

the driver is unsure of what to do in a particular situation.


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Drivers are often seen as the face of the company and come in the most contact with

Customers on a regular basis. Given this constant interaction, CONTRACTOR drivers are

trained to prioritize Customers and to be courteous, respectful, safe, and helpful. Customers

may flag a driver down to ask a question or make a special request. In these situations, the

driver may advise the Customer on what he or she can and cannot do from a legal or

compliance standpoint. Whenever there is direct contact with a Customer, CONTRACTOR

drivers will note what was discussed with the Customer and provide this information to

Dispatch and/or Customer Service so that the Customer’s account may be notated with the

specifics and so that further action may be performed, if deemed necessary.

Personnel

Qualifications and Safety Training

Safety is of the utmost importance to CONTRACTOR. All CONTRACTOR personnel are

trained to perform their roles in a consistently safe and efficient manner. The

CONTRACTOR General Manager, who will be located at the local corporation yard, will be

the TOWN’s primary point of contact regarding operational inquiries or requests, and will

be principally responsible for Collection and resolution of service requests and complaints.

All CONTRACTOR employees will present a neat appearance and conduct themselves in

a courteous manner.

All CONTRACTOR drivers possess a valid license, of the appropriate class, issued by the

California Department of Motor Vehicles. Operational and safety training for all

CONTRACTOR employees who operate Collection or equipment is conducted on a weekly

and monthly basis, depending on the topics covered. Please refer to Exhibit 8 Transition

Plan for details about CONTRACTOR’s training program.

Encounters with Exempt Waste

CONTRACTOR thoroughly trains its employees who are involved with Collection Services

on identifying and handling exempt waste. Exempt Waste is defined as Biohazardous or

Biomedical Waste, Hazardous Waste, Sludge, soil and dirt, concrete, asphalt, automobiles

and automobile parts, boats and boat parts, boat trailers, internal combustion engines, lead-

acid batteries, any matter or materials which are not acceptable for disposal at a solid waste

landfill as defined in the Act and those wastes under the control of the Nuclear Regulatory

Commission.

Identified During Collection. If a CONTRACTOR driver determines that

material placed in any Container for Collection is Exempt Waste or presents a

hazard to him or her, the driver will refuse to accept such material. The driver

will then contact CONTRACTOR’s Dispatch Department, and while the driver is


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Exhibit 12


still at the premises, the Customer who put out the Exempt Waste for Collection

will be contacted by a Dispatcher to assist in arranging proper disposal of the

Exempt Waste. If the Customer cannot be reached immediately, the driver will

leave a Non-Collection Notice indicating the reason for refusal as well as the

CONTRACTOR Customer Service contact information, so the Customer may be

provided with information on proper disposal of the Exempt Waste. In the

instance that Exempt Waste is found in a Collection Container or Collection area

that could possibly result in imminent danger to people or property, the

CONTRACTOR driver will notify the Operations Manager/Supervisor who will

then notify the Fire Department.

Identified at Disposal or Processing Facility. In the event that load checkers

and/or equipment operators at the approved facilities identify exempt waste in

the loads delivered by CONTRACTOR, the material will be removed for storage

in approved, on-site, excluded waste storage Containers, and coordinated for

removal from the facility. CONTRACTOR will be responsible for the cost of

removal of excluded waste and may attempt to identify and recover the cost of

disposal from the Customer who generated the excluded waste.

Processing and Disposal

Garbage Delivery, Organic Waste Delivery

Per the TOWN’s executed Waste Delivery Agreement with Republic Services of Sonoma

TOWN, Inc., CONTRACTOR will deliver all Garbage Collected throughout the TOWN to the

Sonoma TOWN Central Landfill/Transfer Station Facilities. Additionally, the equivalent

tonnage amount of residuals from the processing of Recyclable Material at the

CONTRACTOR Material Recovery Facility (MRF) in San Jose will also be delivered to the

Sonoma TOWN Central Landfill/Transfer Station Facilities.

In the event that residual waste is not required to be disposed at the Central Landfill, it will

be consolidated with other residual and Garbage from the CONTRACTOR MRF, which is

where the TOWN’s Recyclable Material will be processed, and transported to the Monterey

Regional Waste Management District (MRWMD) for Disposal at the Monterey Peninsula

Landfill. This site is located at 14201 Del Monte Boulevard in Monterey County and operates

under Solid Waste Facility Permit #27-AA-0010. CONTRACTOR has a long-term disposal

contract with the MRWMD. The CONTRACTOR MRF experiences diversion rates for

single-stream Recyclable Material of over 97%. Given this exceptionally high diversion rate,

the residual tonnage will be minimal.


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Exhibit 12


CONTRACTOR proposes to utilize SCWMA managed Organic Waste transfer/processing

arrangements for the processing of all Organic Waste Collected throughout the TOWN.

CONTRACTOR will observe and comply with all regulations and posted rules in effect at

these facilities.

For the purposes of this Agreement, the following definitions will be enforced:

Garbage. All putrescible and non-putrescible solid, semi-solid and associated

liquid waste, as defined in California Public Resources Code Section 40191.

Garbage does not include Recyclable Material, Organic Waste, Large Items, or

Exempt Waste.

Organic Waste. Those materials which are capable of being composted and

which would otherwise be processed as Recyclable Material or disposed of as

Garbage. Organic Waste includes any vegetative matter resulting from normal

yard and landscaping maintenance that is not more than three (3) feet in its

longest dimension or six (6) inches in diameter and fits in the Organics Cart

utilized by the Service Recipient. Organic Waste includes plant debris, such as

palm, yucca and cactus, grass clippings, leaves, pruning, weeds, branches,

brush, holiday trees, and other forms of vegetative waste. Organic Waste also

includes Food Waste. Organic Waste does not include items herein defined as

Exempt Waste.

Food Waste. Food scraps and trimmings and other putrescible waste that result

from food production, preparation, cooking, storage, consumption or handling.

Food Waste includes but is not limited to: meat, fish and dairy waste, fruit and

vegetable waste, grain waste, Stable Matter, acceptable food packaging items

such as pizza boxes, paper towels, waxed cardboard and food contaminated

paper products. Food Waste does not include Exempt Waste.

Recyclable Material Transfer and Processing

CONTRACTOR proposes to process all Recyclable Material Collected in the TOWN of

Windsor at its Material Recovery Facility (MRF), located at 625 Charles Street in San Jose,

California. This is approximately 105 miles from Windsor TOWN Hall. Recyclable Material

will be transferred at the local CONTRACTOR corporation yard. CONTRACTOR is very

interested in expanding its processing operations into the Sonoma County area. It is

CONTRACTOR’s hope that once there is a sufficient amount of committed tonnage for a

stand-alone MRF, one may be constructed that is modelled after CONTRACTOR’s MRF in

San Jose.

Due to the advanced state of the CONTRACTOR MRF, as well as the marketing efforts of


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Exhibit 12


the MRF Manager, CONTRACTOR is able to offer a more comprehensive list of Recyclable

Material than any other MRF in the region. The expanded list of single-stream Recyclable

Material available to the TOWN includes:

Acceptable Recyclable Material1

Newspaper (including inserts, coupons, and store advertisements)

Mixed paper (including office paper, computer paper, magazines, junk mail,

catalogs, brown paper bags, brown paper, paperboard, paper egg cartons,

telephone books, grocery bags, colored paper, construction paper,

envelopes, legal pad backings, shoe boxes, cereal, and other similar food

boxes, paper towels, paper with plastic coating, paper contaminated with

food, wax paper, foil-line paper, Tyvex non-tearing paper envelopes)

Shredded paper (must be bagged)

Plastic bags (must be bagged; used for dry cleaning, groceries, newspapers)

Milk and juice cartons

Corrugated cardboard

Chipboard

Glass containers of any color (including brown, clear, and green glass bottles

and jars)

Aluminum (including beverage containers and small pieces of scrap metal)

Steel, tin, and bi-metal cans;

Mixed plastics, including bottles, jars, tubs and containers, all types and

colors, Plastics 1-7

Bottles including containers made of HDPE, LDPE, or PET

Used motor oil (Collected in used oil recovery kits outside of Recyclable

Material Cart)

Used oil filters (Collected in used oil recovery kits outside of Recyclable

Material Cart)

Used household batteries (Collected in a sealed, reusable clear zipper type

bag outside of Recyclable Material Cart)

Polyethylene film plastics (including bags for dry cleaning, groceries,

produce and bread, bubble wrap, newspapers, and other stretchable plastic

films)

Aseptic packaging

1 It is important to note that materials are only recyclable where markets exist. If a market disappears for a material on the acceptable materials lists, then CONTRACTOR can no longer accept it as a Recyclable Material.


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Exhibit 12


Candles;

CDs & DVDs

Rigid plastics

Empty aerosol cans

Scrap aluminum foil and pans

Scrap metal less than 40 lbs.

Small kitchen appliances less than 40 lbs. (i.e., toasters, microwaves, non-

Freon containing appliances)

Waxed Cardboard (subject to market conditions)

The CONTRACTOR’s MRF can also accept the following material as long as they are

Collected separately from single-stream containers and as long as a market exists for such

items:

Acceptable Source Separated Recyclable Material

Styrofoam

Textiles

Tires

Vinyl (only from Armstrong-approved facilities, large quantities and subject

to market conditions)

Water-based paint (in a tightly sealed original can)

Processing Site Information

Recyclables Processing Facility

Owner & Operator CONTRACTOR Recovery, Inc.

SWFP No. 43-AN-0019 and 43-AN-0020

Permitted Hours of Operation 24 hours per day

CEQA SCH # 2004112032

Permitted Capacity Up to 3,500 tons per day

MRF Manager Contact

Information Ricardo Lopez 408.938.4936

The CONTRACTOR MRF is permitted to accept up to 3,500 tons per day (tpd) of material,

and is currently processing approximately 1,600 tpd. CONTRACTOR anticipates

approximately 5,100 annual tons, or about 19.5 tons per day, of Recyclable Material from

the TOWN’s residents and businesses to be transported to the CONTRACTOR MRF;


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Exhibit 12


however, CONTRACTOR expects this figure to increase each Agreement year with the

implementation of CONTRACTOR’s Education and Outreach Program and diversion

services. CONTRACTOR guarantees processing capacity for the TOWN’s Recyclable

Material through the term of this Agreement. The MRF is permitted to operate twenty-four

(24) hours per day, seven (7) days per week. The MRF is typically open from 4:00am -

9:00pm Monday through Friday, 5:00am - 5:00pm on Saturday, and on an as-needed basis

for maintenance on Sunday, generally operating 309 days per year. The facility is closed

on the following holidays:

New Year’s Day

Easter Sunday

Thanksgiving Day

Christmas Day

In 2008 the CONTRACTOR MRF underwent a multi-million-dollar expansion, installing a

dual stream side-by-side MSW and single-stream Recyclable Material processing system.

While this version of the MRF was widely recognized as one of the most innovative

processing facilities in the world, consistently demonstrating a recovery rate from single-

stream recyclables processed of over 97%, CONTRACTOR continued to search for

methods of getting even cleaner Recyclable Material, and determined an expansion was

necessary in order to achieve this.

In July 2015, CONTRACTOR started operation of its new MRF, a multi-building processing

operation where MSW is processed in a separate building than Recyclable Material;

however, materials are constantly moved between buildings to ensure as much material is

diverted from landfill as possible. Organic material is recovered from all streams processed,

and is consolidated and transferred to CONTRACTOR’s sister company, Z-Best

Composting Facility, in Gilroy, California. Processing the streams separately with updated

equipment and with the ability to move material between processing buildings and to a

related organics processing facility, has resulted in cleaner, more marketable material.

MRF Processing Operations

CONTRACTOR processes all incoming material at its MRF, not just those materials that

are source separated and easy to recover. The single-stream Recyclable Material

processing building is capable of processing up to forty-five (45) tons per hour (tph) of

material, while consistently recovering over 97% of processed material. Processing the

TOWN’s Recyclable Material at the CONTRACTOR MRF in San Jose will promote the

highest diversion rates by capturing Recyclable Material and organics residue, which will

be sent to Z-Best Composting Facility for composting.


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What follows are the details of the

various stages of the single-stream

Recyclable Material processing cycle:

Direct Baling. Clean source-

separated loads, such as

cardboard and film plastics,

are fed directly into one of two

baler feed conveyors, which

provide more than forty-five

(45) feet of direct load

capability.

Floor Sort. Recyclable material is dumped and undergoes an initial manual floor

sort, where sorters remove large recoverable items and contaminants. After the floor

sort, a bucket loader operated by a MRF employee feeds recyclable material into

the metering Bin.

Pre-Sort. The pre-sort process includes up to eight (8) pre-sorting stations along

conveyors where sorters remove contaminants, large items, film plastics, bagged

shredded paper, and rigid plastics prior to the material stream entering the

mechanical portion of the facility. Staffing levels and locations are determined by the

composition of the feedstock being processed. The pre-sort stations are essential

to MRF operations and increase the total system throughput, improve the efficiency

of machinery separation, and result in higher quality output products.

Bag Breaker. During the pre-sort, sorters pull off unopened bags and toss them

down a chute where the bag breaker mechanically opens the bags and a conveyor

belt reintroduces the material to the line, meeting up with the rest of the material that

have made it past the pre-sort.

OCC Screen. The OCC disc screen is used to capture cardboard and allow other

material to continue on for further processing. The spacing in the screen allows for

cardboard to float over the top, separating the larger cardboard from the smaller

paper, plastic, and other material. One quality control sort station removes any

contaminants from the cardboard before directing it to the cardboard bunker

conveyor for subsequent baling.

Debris Roll Screen. Directly under the OCC screen, glass falls onto debris roll

screens, separating glass from the rest of the material and moving it onto a glass

cleanup system. Here, fiber is separated from glass for maximum recovery.


Page 226 of 244

Exhibit 12


CONTRACTOR deals with glass in a broken state because of the compaction during

Collection. This system has resulted in a cleaner, more marketable glass product.

Polishing Screens. A series of 3 polishing screens separate newsprint and mixed

paper from the rest of the material. These screens are adaptable. If a material is no

longer marketable, CONTRACTOR can change the disc screen to accommodate

other marketable Material.

#1 Newsprint Polishing Screen. Newsprint floats over the top of the screen

and all of the other Material continue onto the next screen.

#2 Newsprint Polishing Screen. An additional newsprint screen directs

newsprint to float over the top of the screen and all of the other material

continue onto the next screen.

#3 Mixed Paper Polishing Screen. Mixed paper floats over the top of the

screen, fines fall through the screen spaces and meet the organic material

line (for consolidation and transfer to Z-Best Composting Facility), and all

other material continue onto the container line.

Post-Sort. After each screen is a quality control station with up to 3 sorters

each to ensure optimum marketability of the recovered commodities. This is the

end of the line for paper.

Vacuums. Directly above the post-sort quality control lines are vacuums for

recovering film plastic, which is transported to a bunker.

Electro-magnetic Separator. Ferrous metals are separated using electro-

magnetic separators. All ferrous metals are stored in bunkers prior to baling.

Optical Sorter. A series of 3 optical sorters separate various types of plastics

from the rest of the material.

#1 PET Optical Sorter. PET beverage containers are optically sorted.

#2 HDPE Optical Sorter. HDPE color and natural containers are

optically sorted.

#3 Plastics 2-7 Optical Sorter. Plastic containers #2 through #7 are

optically sorted.

Post-Sort. After each optical sorter are quality control stations where sorters

pull off any material that isn’t PET, HDPE, or Plastics 2-7 to ensure optimum

marketability of the recovered commodities.

Eddy Current Separator. Non-ferrous metals (i.e. aluminum cans) are

separated utilizing an eddy current separator. A magnetic rotor spins rapidly


Page 227 of 244

Exhibit 12


inside a non-metallic drum. Alternating magnetic charges on the belt, combined

with the velocity of the conveyor, force the non-ferrous metal to repel away from

the conveyor, while the other Material drop off at the end.

Last Line of Defense. After the eddy current separator are 2 sorters who

separate (1) scrap aluminum from other aluminum and (2) non-landfill material

from landfill material.

Baler Machines. 2 baler machines prepare material for market. One machine

is primarily used for mixed paper, while the other is primarily used for OCC. Both

balers are adapted to use for various material and computer systems connected

to the material bunkers notify MRF employees when there is enough material

accumulated for baling.

CONTRACTOR’s multi-building MRF has improved the quality of the Recyclable Material

products for market. In the past, containers and plastics would contaminate the mixed paper

line. Now, the contamination is negligible. Additionally, the MRF contains a series of

sensors all throughout the facility that communicate with MRF operators when:

Preventative maintenance has to be performed;

There is jamming in a machine;

There is a bunker of material ready for baling (i.e.: Bunker 1 is at 75%

capacity); and,

A door or latch is open or not secure and must be attended to in order for

operations to continue.

The MRF contains various safety features, including:

Continuous handrails;

Walkways and platforms;

Emergency stops (buttons and pull cords); and,

Equipment access/guarding.

Overall, the CONTRACTOR MRF offers:

Optimized recovery;

Flexible and adaptable design; and,

Effective control systems.

CONTRACTOR MRF personnel are thoroughly trained and the MRF Operations Manager

has a strong presence in the facility, frequently reviewing operational data to increase

operational efficiency. The equipment is calibrated and consistently achieves high diversion

rates. For these reasons, CONTRACTOR will achieve a residue level of less than ten

percent (10%) for Recyclable Material through the term of this Agreement.


Page 228 of 244

Exhibit 12


Tracking Jurisdictional Tonnage

Recyclable Material from multiple jurisdictions are delivered to the CONTRACTOR MRF for

processing. All vehicles carrying Recyclable Material are directed to the inbound scale

where the gross weight of each vehicle and its contents is recorded. Vehicles are then

directed to dump their contents on the tipping floor where they are commingled for

processing. Vehicles are weighed again on the outbound scale and the tare weight of each

empty vehicle is recorded. The tonnage of recyclable material is calculated and maintained

in CONTRACTOR’s database. The scale system, database, and operational procedures in

place allow CONTRACTOR to allocate material and residue percentages to the appropriate

jurisdiction, which are based on the residue audits conducted prior to processing.

All data is generated in a suitable Excel pivot table format that is both user-friendly and

capable of managing recycling operations. The Excel pivot tables allow for virtually

unlimited flexibility in viewing data. All scale employees are fully trained on daily operations

in order to reduce potential data collection and management errors. All scales are registered

with the Santa Clara County Department of Weights and Measures and are regularly

maintained to ensure reliability and proper function.

Any commingled material from jurisdictions other than the TOWN that are processed at the

CONTRACTOR MRF are accurately allocated and tracked through the CONTRACTOR

scale system and database.

Residue from Recyclable Material Processing

Residue from the Recyclable Material Collected in the TOWN and processed at the

CONTRACTOR MRF, which cannot be marketed, will be consolidated with residue from

the remainder of MRF operations and transferred to the Monterey Regional Waste

Management District’s Monterey Peninsula Landfill for disposal. This tonnage will be

tracked and reported to the TOWN and the equivalent tonnage amount will be delivered to

the Sonoma TOWN Central Landfill/Transfer Station Facilities for disposal.

MRF Load Check Program

CONTRACTOR’s load check program consists of thoroughly trained staff that can easily

recognize unacceptable material in loads and know how to properly handle and remove

these material before processing. As the first line of detection, all spotters are trained to

interact with transfer vehicle operators during the unloading of material to identify and

manage possible contaminants. If unacceptable or hazardous waste is observed during

unloading, the load check spotter will remove the contaminants and place them in the

designated and/or hazardous waste storage areas. The State of California requires random


Page 229 of 244

Exhibit 12


inspections of incoming waste loads in an attempt to find occasional amounts of prohibited

waste; however, CONTRACTOR far exceeds that requirement by using load check

personnel to inspect all incoming loads in an effort to reduce possible contamination at the

CONTRACTOR MRF. Any instance of hazardous or other exempt waste found at the

CONTRACTOR MRF will be properly recorded, including type of material and origin, and

maintained in accordance with all local, State, and Federal regulations. All CONTRACTOR

employees that might come into contact with hazardous and exempt waste receive proper

training to identify, handle, and remove such wastes.

MRF Tours

CONTRACTOR will offer tours of its MRF to any TOWN employees, residents, and

businesses who desire to see first-hand how their Recyclable Material is processed.

CONTRACTOR is accustomed to providing detailed and interactive tours of its MRF. The

CONTRACTOR educational center is ideal for accommodating younger children and

educating them about the CONTRACTOR MRF. This is a classroom-type set-up and is

located adjacent to the processing buildings. CONTRACTOR does not encourage young

children to walk throughout the processing buildings as it can be a safety hazard.

CONTRACTOR does gives tours throughout the processing buildings to adults. Visitors are

provided with personal protective gear, including hard hats, safety vests, and eye

protection, and are advised ahead of time to wear comfortable, close-toed shoes. The tour

guide communicates with visitors throughout the processing buildings via headsets. Visitors

are briefed prior to the tour about safety and are encouraged to ask questions and interact

with the tour guide during the tour.

Permits and Regulatory Compliance

CONTRACTOR’s Solid Waste Facility Permits (SWFP # 43-AN-0019 and 43-AN-0020) are

issued and conferred upon by the California Department of Resources Recycling and

Recovery (CalRecycle). The CONTRACTOR MRF is also governed through permits issued

by the following State and local regulatory agencies:

California Department of Toxic Substances Control (DTSC)

California Department of Industrial Relations (OSHA)

California Regional Water Quality Control Board (RWQCB)

California Air Resources Board (CARB)

City of San Jose

County of Santa Clara

San Jose Fire Department


Page 230 of 244

Exhibit 12


The CONTRACTOR MRF has complied with all permits and environmental documents

since its inception. At its request, CONTRACTOR can provide the TOWN with all

documentation verifying compliance. Safety is of the utmost importance at the

CONTRACTOR MRF, and following all applicable local, state, and federal laws and

regulations allow for the CONTRACTOR MRF to boast its excellent safety and compliance

record.

Recyclable Material Marketing

Since its inception in 1991, CONTRACTOR has

diligently worked to create and expand

relationships within the commodities market.

CONTRACTOR is consistently able to sell

commodities, even in a down market, due to

relationships and reputation. CONTRACTOR has

reliably demonstrated the production of high-

quality material and makes continual

improvements in the quality and quantity of

Recyclable Material produced, resulting in high

diversion rates and minimal residue. Most of the

commodities recycled are baled, consolidated, and whenever possible, transported locally

to reduce transportation costs and environmental impacts. CONTRACTOR commits to

processing and marketing all of the Recyclable Material Collected in the TOWN for the

duration of this Agreement.

Marketing Method & Approach

CONTRACTOR has continued to build and strengthen relationships with long-term vendors

and continues to cultivate relationships with new vendors. The marketing of Recyclable

Material will utilize these strong relationships to get the highest market value for each

commodity. The CONTRACTOR MRF Manager constantly meets with vendors to review

and identify improvement opportunities in the quality of Material and to address any issues

that arise in constantly changing markets. Recyclable commodities recovered at the

CONTRACTOR MRF are sold to both domestic and foreign markets. CONTRACTOR

makes all reasonable business efforts to sell material to domestic markets, in order to

reduce the environmental footprint of international transportation.

The anticipated Recyclable Material to be targeted for recovery and marketed for their

highest market value include:

Old Corrugated Cardboard


Page 231 of 244

Exhibit 12


Mixed Paper and Newspaper

Colored HDPE Plastic #2

Natural HDPE Plastic #2

Mixed Plastics #1-7

Rigid & Injection Grade Mixed Plastics

PET Bottles

PET Clamshells

Plastic Bags & Other Film Plastics

Aluminum Cans

Scrap Aluminum

Metal

Steel Cans

Glass

Severe Market Demand & Pricing Fluctuations

CONTRACTOR has experience in enduring severe fluctuations in recyclables markets. If

there happens to be a dramatic decrease in the recyclables markets, CONTRACTOR has

ample storage for recyclable material prior to marketing to withstand significant market

fluctuations. In fact, with the onset of China’s Operation Green Fence, in which China is

implementing higher standards on imports of recycled material, CONTRACTOR has not

seen any interruption in marketing operations and has maintained a steady flow of material,

unlike its competitors. There are several reasons for CONTRACTOR’s ability to handle

severe market fluctuations:

Strong relationships with existing vendors;

Consistent outreach to new markets;

Tested contingency plans to handle extreme market conditions;

Steady production of clean products; and,

Continual monitoring of markets and economic situations to anticipate and

adapt to changes.

During extreme market fluctuations with recyclables in previous years, CONTRACTOR

continued to process and market the variety of material Collected. In March and April of

2008 when it was extremely difficult to move mixed paper internationally because of the

limited number of shipping containers in the Bay Area and below market prices,

CONTRACTOR was able to ship some material domestically but retained baled products

at locally owned storage facilities while waiting for the market to rebound. When the market

began to rebound, vendors knew CONTRACTOR consistently produced a high-quality and

clean product, which attracted vendors to purchase the stored material. Similarly, during


Page 232 of 244

Exhibit 12


the labor disputes at the Oakland port, CONTRACTOR saw a slowdown in the movement

of recyclables, but maintained strong relationships, stored material, and has moved these

materials since then.

Highest & Best Use

CONTRACTOR prioritizes a highest and best use philosophy when it comes to its

business practices. Since all Recyclable Material generated in the TOWN is going to be

processed at the CONTRACTOR MRF, CONTRACTOR can ensure that a highest and best

use philosophy is strictly enforced. As an environmentally responsible and sustainable

company, CONTRACTOR works to find highest and best use solutions for Recyclable

Material and organics, donates to reuse centers, prefers to market material domestically,

and gives preference to these markets in order to reduce the carbon footprint of shipping

commodities internationally, thereby also supporting the local economy.

3309

3310


Page 233 of 244

Exhibit 13

Town of Windsor, CA STREET SWEEPING PLAN

Street Sweeping Services

CONTRACTOR understands the choreography and intricacies associated with running a

successful street sweeping operation. For this reason, CONTRACTOR proposes to

subcontract this service to Contract Sweeping Services, founded in 2003 and based in

Milpitas, California. Contract Sweeping Services is a related company to Universal Site

Services, Inc., which offers 58 years of sweeping service expertise. For servicing the TOWN

of Windsor, Contract Sweeping Services would utilize its location at 1599 Hampton Way in

Santa Rosa, California.

Contract Sweeping Services is extremely experienced in providing Street Sweeping

Services to various municipalities and can provide the TOWN with exceptional sweeping

services for its many residential streets, parking lots, driveways, and various paved areas.

Proposed Services

Contract Sweeping will operate one (1) full-time sweeper to service the TOWN and will have

one (1) sweeper on reserve as a backup. Contract Sweeping will utilize its location in Santa

Rosa for staging equipment. Streets will be swept to remove all street debris and to provide

a healthy, safe, and attractive environment for the residents, businesses, and visitors of the

TOWN of Windsor. It is understood that the TOWN will designate the streets that are to be

swept.

Scheduled Service

Scheduled Street Sweeping Services for all streets designated by the TOWN will begin at

the commencement of the Agreement. Streets or portions of streets that are added by the

TOWN throughout the term of the Agreement will also be included in Street Sweeping

Services. The frequency and hours of scheduled service are as follows:

Residential Streets Residential streets will be swept once every other week.

Residential area service will occur between 9:00 a.m. and 4:00 p.m. Monday

through Friday. Sweeping will be scheduled and performed so as to minimize

interference with parked vehicles and noise complaints, and will be coordinated

with Collection Services to ensure sweeping occurs after collection.

Commercial Streets Commercial streets will be swept once per week.

Commercial area service will occur between 9:00 a.m. and 4:00 p.m. Monday

through Friday. Sweeping will be scheduled and performed so as to minimize

interference with parked vehicles and noise complaints.


Page 234 of 244

Exhibit 13


Downtown Area Sweeping in the downtown area, and other areas as

designated by the TOWN, will occur between 7:00 a.m. and 4:00 p.m. Monday

through Friday. The TOWN may restrict sweeping hours in these areas so as to

limit noise and traffic in surrounding neighborhoods.

Designated Collector, Arterial Streets and TOWN Facilities Sweeping in

designated collector, arterial streets, and TOWN facilities may occur between

8:00 a.m. and 12:00 p.m. on Saturdays upon approval by the TOWN.

Holidays All routes missed due to a holiday will be swept on the next business

day, to be performed in conjunction with other routes scheduled for that day.

Street Changes

CONTRACTOR understands that during the term of the Agreement, there may be additions

or deletions of streets to Street Sweeping routes. It will be at the TOWN’s sole option to

designate streets to be included in Street Sweeping Services. Further, there may be cause

to temporarily bypass a street or an area for various reasons, which the TOWN

Representative will determine and notify CONTRACTOR of. These reasons may include,

but are not limited to:

Construction or development on or along a street;

Pavement maintenance activities;

Inclement weather (CONTRACTOR may also request permission from the

TOWN to cancel sweeping during heavy and persistent rainstorms);

Special sweeping on an alternative schedule; and,

Consistent non-compliance of citizens to remove parked cars during sweep

days.

Sweeping Routes

CONTRACTOR will work closely with the TOWN and CONTRACTOR’s proposed Street

Sweeping subcontractor, Contract Sweeping Services, to review the TOWN’s Street

Sweeping database to develop routes and maps. The initial review will occur by July 1,

2017 and route maps will be provided to the TOWN no less than forty-five (45) days prior

to the commencement of services.

Maps will include days of the month sweeping shall occur, sweeping schedules in adjacent

areas, portions of the TOWN to be swept, the start and finish of each route, the location of

each dumpsite, and any special needs. Changes to sweeping route maps due to the


Page 235 of 244

Exhibit 13


TOWN’s addition and/or deletion of streets will be updated as necessary. Maps will be

available for Customers to view on the TOWN’s portion of the CONTRACTOR website.

Vehicles

Contract Sweeping Services will use of the TYMCO Model 600 regenerative air sweeper,

which is an efficient and environmentally friendly sweeping system. Street sweepers will

minimize noise, dust, and streaking through onboard control systems and by maintaining

an appropriate vehicle speed. The TYMCO Model 600 features a pick-up head capable of

picking up a wide variety of debris, including heavy dirt, rocks, and gravel. A high-efficiency

centrifugal dust separator controls dust while using less water. All sweeping vehicles will be

in full compliance with local, State, and federal clean air requirements.

Vehicles

Vehicle Type Vehicle

Manufacturer

Date First Placed in

Service

Date of Refurbishing

Street

Sweepers

Regenerative Air

Sweeper

Autocar Xpert

Chassis

TYMCO Model 600

2015 n/a

Crew

A crew size of one (1) per sweeper will perform Street Sweeping Services throughout the

TOWN. The Model 600’s design facilitates ease of use for the driver in a number of areas.

The vehicle’s console gives the driver control over the sweeper’s essential functions,

including engine throttle, pick-up head, gutter brooms and warning lights. The driver can

easily access and clean the suction transition due to its convenient design. Should the

vehicle encounter an obstacle that cannot be moved, however, the gutter broom will retract

independently to avoid the object.

Definitions

For the purposes of this Agreement, the following definition will be enforced:

Sweep Waste. The accumulated waste materials generated as a result of

performing Street Sweeping Services. Sweep Waste includes, but is not limited

to deposits of loose dirt, rocks, glass, cans, leaves, sticks, papers, Organic

Waste residue or any like materials that can be removed by Street Sweeping


Page 236 of 244

Exhibit 13


operations.

Disposal of Sweep Waste

Sweep waste will be either be collected in Roll-off Containers in CONTRACTOR’s local

corporation yard, or in Roll-off Containers stationed at various TOWN facilities, upon

approval by the TOWN. Sweep waste will be consolidated for transport to the approved

Disposal Facility.

Per the TOWN’s executed Waste Delivery Agreement with Republic Services of Sonoma

TOWN, Inc., CONTRACTOR will deliver all Street Sweeping Debris (Sweep Waste)

generated throughout the TOWN to the Sonoma TOWN Central Landfill/Transfer Station

Facilities.

Other Associated Work

Other Associated Work (OAW) may be required to be performed that is outside of the

defined Street Sweeping Service program. Examples of OAW may include, but are not

limited to:

Performance of special sweeps;

Flood clean-up;

Street sanitation for parades and celebrations; and,

TOWN-requested clean-up services.

3311


Page 237 of 244

Exhibit 14a Vehicle Specifications

1. Select Service: Garbage Recyclable Material

Food Waste only

Organic Waste

2. Manufacturer and Model…. a. Cab and Chassis… Peterbilt 320 b. Bod Labrie c. Engine………. Bio Diesel PX-9 d. Transmission Allison Automatic

3. Cab and Chassis:

a. Cab Height. 9Ft. b. Number of Axles 3 c. Overall Length with Body Mounted 344”

4. Body:

a. Type of Body. Automated SideLoader b. Rated Capacity.. 31yd c. Practical or Net Capacity… 31yd d. No. of Collection Compartments… 2 e. Net Capacity of Each Compartment 29 cu. yd. f. Overall Body Length.................................. 263 inches g. Body Height ……………………………….. 108 inches h. Body Width .………………………………... 96 inches i. Loading Height Above Ground…………… Minimum inches

Maximum 108 inches

5. Weight…………… GVW 52000 lbs. Tare 31220 lbs.

6. Will the vehicles be owned, leased, or other?. Owned

7. Purchase cost of each vehicle……………. $ 335,000

8. Fuel type…………………………………….... Bio Diesel

9. Fuel usage……………………………………. 3.5 gallons a hour mpg

10. Average fuel per fill…………..……..………. 30 gal/fill

11. Average fills per day…………..……..…….. 1 fills/day

12. Average fills per week (M-F)…….. ……..… 5 fills/week

13. Emissions rating

a. CO…………………………………………… 0.2 g/bhp/hr b. HC (total hydrocarbons)…………………… 0.2 g/bhp/hr c. NOx……………………………………………………………………. 0.16 g/bhp/hr d. Particulate Matter………………………….. 0.001 g/bhp/hr

14. Safety Features………………………………. 3 Camera’s

15. Color……………………………………………. White with Green

16. GPS Monitoring and Tracking Features GPS

3312

3313


Page 238 of 244

Exhibit 14b Vehicle Specifications

1. Select Service: Garbage Recyclable Material Food Waste only

Organic Waste

2. Manufacturer and Model

a. Cab and Chassis… Peterbilt 320

b. Body New Way Mammoth

c. Engine. Bio Diesel PX-9

d. Transmission Allison Automatic

3. Cab and Chassis:

a. Cab Height … 9Ft.

b. Number of Axles.. 3

c. Overall Length with Body Mounted 372”

4. Body:

a. Type of Body Front Loader

b. Rated Capacity. 40yd

c. Practical or Net Capacity 28yd

d. No. of Collection Compartments… 1

e. Net Capacity of Each Compartment 28 cu. yd.

f. Overall Body Length..... 294 inches

g. Body Height 110 inches

h. Body Width .. 102 inches

i. Loading Height Above Ground… Minimum 158 inches

Maximum inches

5. Weight GVW 52000 lbs. Tare 33000 lbs.

6. Will the vehicles be owned, leased, or other? Owned

7. Purchase cost of each vehicle $ 310,000

8. Fuel type. Bio Diesel

9. Fuel usage. 3.5 gallons a hour mpg

10. Average fuel per fill. 30 gal/fill

11. Average fills per day. 1 fills/day

12. Average fills per week (M-F)…….. 5 fills/week


a. CO………………………………… 0.2 g/bhp/hr

b. HC (total hydrocarbons) 0.2 g/bhp/hr

c. NOx……………………………………………………… 0.16 g/bhp/hr

d. Particulate Matter…. 0.001 g/bhp/hr

14. Safety Features…. 3 Camera’s

15. Color…………. White with Green


3314 3315


Page 239 of 244

Exhibit 14c Vehicle Specifications


Organic Waste

2. Manufacturer and Model…

a. Cab and Chassis Peterbilt 320

b. Body… New Way Roto Pac

c. Engine Bio Diesel PX-9

d. Transmission……….. Allison Automatic

3. Cab and Chassis:

a. Cab Height …. 9Ft.

b. Number of Axles... 3


4. Body:

a. Type of Body…. Automated SideLoader

b. Rated Capacity. 27yd

c. Practical or Net Capacity…. 27yd

d. No. of Collection Compartments 1

e. Net Capacity of Each Compartment 29 cu. yd.

f. Overall Body Length.. 263 inches

g. Body Height.. 108 inches

h. Body Width .. 96 inches

i. Loading Height Above Ground Minimum 72 inches

Maximum 108 inches

5. Weight…………… GVW 52000 lbs. Tare 31220 lbs.


7. Purchase cost of each vehicle $ 335,000

8. Fuel type… Bio Diesel


10. Average fuel per fill 30 gal/fill

11. Average fills per day… 1 fills/day

12. Average fills per week (M-F). 5 fills/week


a. CO… 0.2 g/bhp/hr

b. HC (total hydrocarbons) 0.2 g/bhp/hr

c. NOx…………………. 0.16 g/bhp/hr

d. Particulate Matte 0.001 g/bhp/hr

14. Safety Features. 3 Camera’s

15. Color White with Green


3316 3317


Page 240 of 244

Exhibit 14d Vehicle Specifications


Organic Waste

2. Manufacturer and Model

a. Cab and Chassis Peterbilt 348

b. Body. Galbreath Hook Lift

c. Engine. Bio Diesel PX-8

d. Transmission……….. Allison Automatic

3. Cab and Chassis:

a. Cab Height 9Ft.

b. Number of Axles.. 3


4. Body:

a. Type of Body… Hook Lift Roll Off

b. Rated Capacity 10-40yd

c. Practical or Net Capacity 10-40yd

d. No. of Collection Compartments 1

e. Net Capacity of Each Compartment 10-40 cu. yd.

f. Overall Body Length. 239 inches

g. Body Height.. 75 inches

h. Body Width 96 inches

i. Loading Height Above Ground… Minimum 72 inches

Maximum 108 inches

5. Weight GVW 52000 lbs. Tare 31220 lbs.


7. Purchase cost of each vehicle $ 250000

8. Fuel type Bio Diesel


10. Average fuel per fill. 30 gal/fill

11. Average fills per day… 1 fills/day

12. Average fills per week (M-F 5 fills/week


a. CO…… 0.2 g/bhp/hr

b. HC (total hydrocarbons)… 0.2 g/bhp/hr

c. NOx……………………… 0.16 g/bhp/hr

d. Particulate Matter. 0.001 g/bhp/hr

14. Safety Features 1 Camera’s

15. Color. White with Green


3318 3319


Page 241 of 244

3320

Exhibit 15a Container Specifications

1. Select services provided:

Garbage Recyclable Material Organic Waste (Green Waste and Food Waste) Food Waste only

2. Manufacturer……………………………..…..

Rehrig Pacific

3. Material of Construction HDPE Resin

4. Recycled Content (percentage)……..…… 20%

5. Manufacturing Method (rotational molding, injection molding, other.) ……..……..……..

injected

Container Size 20 gal 32 gal 64 gal 96 gal

6. Color Grey Grey Grey Grey

7. Durability (in service years) 12 12 12 12

8. Cost of Each Container (includes shipping, taxes, assembly, and distribution)

$40.95 $37.71 $45.11 $50.49

9. Dimensions of Each Container (Length x Width x Height)

18x19.8x32.6

22.98x20.2x39.13

28.11x26.7x40.5

8

33.73x28.5x45.13

10. Wheel Size 8” 8” 10” 10”

11. Manufacturer’s warranty 10 10 10 10

3321 3322


Page 242 of 244

Exhibit 15b Container Specifications


Garbage Recyclable Material

Organic Waste (Green Waste and Food Waste) Food Waste only

2. Manufacturer……………………………..…..

Rehrig Pacific




injected


6. Color Blue Blue Blue Blue



$40.95 $37.71 $45.11 $50.49


18x19.8x32.6

22.98x20.2x39.13

28.11x26.7x40.5

8

33.73x28.5x45.13

10. Wheel Size 8” 8” 10” 10”


3323

3324


Page 243 of 244

Exhibit 15c Container Specifications


Garbage Recyclable Material

Organic Waste (Green Waste and Food Waste) Food Waste only

2. Manufacturer……………………………..…..

Rehrig Pacific




injected


6. Color Green Green Green Green



$40.95 $37.71 $45.11 $50.49


18x19.8x32.6

22.98x20.2x39.13

28.11x26.7x40.5

8

33.73x28.5x45.13

10. Wheel Size 8” 8” 10” 10”


3325

3326


Page 244 of 244

Town Attorney requested addition to Article 23: 3327

3328

23.05.1 CEQA Indemnification. To the fullest extent allowed by law, CONTRACTOR 3329

shall indemnify, defend with counsel reasonably acceptable to the TOWN, and hold harmless 3330

TOWN and its officers, officials, employees and agents (collectively, “Indemnitees”) from and 3331

against any and all claims, actual damages (including, but not limited to, special and 3332

consequential damages), natural resources damages, punitive damages, injuries, costs, 3333

response, remediation and removal costs, losses, demands, debts, liens, liabilities, causes of 3334

action, suits, legal or administrative proceedings, interest, fines, charges, penalties and 3335

expenses (including, but not limited to, reasonable attorneys’ fees and expert witness fees 3336

and costs) (collectively, “Liability”) arising out of or in connection with third-party claims 3337

alleging that TOWN’s award of the Franchise to CONTRACTOR and execution of this 3338

Agreement violated the California Environmental Quality Act (“CEQA”) and/or its 3339

implementing regulations. 3340

CONTRACTOR waives any and all rights of any type to express or implied indemnity 3341

against the Indemnitees. 3342

The defense and indemnification obligations of this Agreement are undertaken in 3343

addition to, and shall not in any way be limited by, the insurance obligations contained in this 3344

Agreement. If any term or portion of this Section 23.05 is held to be invalid, illegal, or 3345

otherwise unenforceable by a court of competent jurisdiction, said Section shall be interpreted 3346

to provide the broadest indemnity permitted by law. 3347

CONTRACTOR’s obligations to indemnify and defend Indemnitees are binding on its 3348

successors and assigns and shall survive the termination or completion of this Agreement for 3349

the fullest extent and duration allowed by law. 3350

Collection Service Agreement - Town of Windsor

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