HomeMy WebLinkAboutStaff Report 5.C 10/15/2012 Agenda'Iteww#5.0
6A-1-1)0:41.
1858:
DATE: October 15, 2012
TO: Honorable Mayor and Members of the City Council through City Manager
FROM: Dan St. John, F.ASCE, Director—Public Works and'Utilities
SUBJECT: Introduction(First Reading) of an Ordinance Approving New 15-Year Franchise
Agreement Between the City of Petaluma and Petaluma Refuse and Recycling,
Incorporated, an Affiliate of The Ratto Group of Companies, Inc., for Solid
Waste, Recyclable Materials and Yard Trimmings Services and Street Sweeping
Services; and Authorizing City Manager;to Execute a Franchise Agreement upon
Satisfaction of the Conditions PrecedentContained in the Ordinance.
RECOMMENDATION
It is recommended that the City Council adopt the attached ordinance Approving a Franchise
Agreement Between the City of Petaluma and Petaluma Refuse'and Recycling, Incorporated,
(PR&R) an Affiliate of The Ratto Group of Companies; Inc., for Solid Waste, Recyclable
Materials and Yard Trimmings'Services and Street Sweeping Services; and Authorizing City
Manager to Execute a Franchise Agreement substantially in accordance with Attachment 2.
BACKGROUND
In 2005 the City Council authorized a franchise agreement with Green Waste Recovery for solid
waste collection and sweeping services. This franchisejprovides for exclusive solid waste ,
hauling services covering all waste collection, hauling and disposal services in the City, except
debris box,services (and other.limited and minor exceptions pursuant to Chapter 8.16 of the
Petaluma.Municipal Code. In 2010 the City Council assigned the franchise with Green Waste
Recovery to Petaluma Refuse & Recycling Inc. (PR&R). In March, 2010, the City Council
directed minor modification to the franchise agreement with PR&R. The current ten year
contractis in;its seventh year and expires on June 30, 2016.
In 2011, in:responseto,a,strong interest by,PR&R to establish a longer term agreement,City staff
initiated discussions regarding a new franchise=agreement. This discussion was shaped by
. provisions of the City Charter, which prohibitsmegotiating;franchise renewals more than one
year prior to the termination of an existing franchise,and the Municipal Code, which required
franchises to be awarded subject to a competitive bidding process. Discussions therefore focused
on anew, rather than renewed franchise, and on changes necessary in the.Municipal Code to
enable the City Council to award a new franchise without competitive bidding.
Agenda Review:
t
City Attorney Finance Director City Manager !$
yr
In November, 2011 the City Council adopted Ordinance No. 2421, amending Municipal Code
Chapter 8.16, Garbage and Rubbish Disposal, by adding a provision for award,of franchises
without competitive bidding, and amending sections addressing award of franchise with
competitive bidding and renewal of competitively bid contracts. These changes allow the City to
terminate the existing franchise agreement and-enter into a new, more beneficial agreement
without engaging in competitive bidding.
During the November, 2011 meeting, Council members had questions regarding PR&R's
performance under the existing franchise, inasmuch as a performance audit had not been _
conducted for the firm,since the franchise was transferred. Staff,indicated an audit would be
conducted, and its findings addressed in any proposed new franchise.
DISCUSSION
Following the effective date of the Municipal Code amendments approved in November 2011,
staff negotiated a cost recovery'agreement with PR&R,ito support:the costs of a performance
audit; contract franchise negotiation services; legal services; and related staff time. Staff retained
the firm R3 Consulting Group; who has worked on a pending;rate review, to conduct a
compensation and compliance;review and profitability analysis on the PR&R franchise.
The resulting "audit" report is attached and the following summarizes its findings:
1. Billing-Review: Confirmed that PR&R is billing customers in amounts equal to those
found on the approved rate schedule in 99% and 94%, respectively, of the residential and
commercial customers surveyed.
2. Payment Review: Verified that PR&R.correctly calculated Franchise Fees as 10.00%
and Vehicle Impact Fees as 8.12% of rate revenues for the 26 months audited. Verified
that PR&R made HHW and.AB 939 Program Fee payments of approximately 513,992
for March 2010 through February 2012. Since then, PR&R has been making HHW and
AB 939 Program Fee payments that vary between approximately$13,000 and $16,000
based on the City's wish that HHW and AB 939 Fee payments be calculated based on
monthly tonnage values.
3. 'Tonnage-Review: Determined that PR&R.has not consistently met the Agreement's 50%
Diversion.Goal,however, PR&R is not obligated to improve their performance until a
warning notice is issued by the City. The previous City contract manager apparently
determined that because-Petaluma's overall diversion rate exceeds 65% per the Sonoma
County Waste:Manage"ment Agency's (the JPA's) adherence to CalRecycle reporting
methodology, such a warning was not warranted.
4. Container Labeling: The 2" Amendment dated March 1, 2010, required all containers
to be labeled on two sides with a minimum 4"-high letters (does not distinguish between
residential carts and commercial bins) stating that-"- This container is for use solely under
the City of Petaluma Waste Franchise."'The original containers did not meet this
requirement, and PR&R has not relabeled the containers per this requirement. However,
it is impractical.to'relabel the,carts with this requirement(it would take approximately 24
2
linear feet of labeling for each side of the carts), and,PR&R has relabeled bins with
PR&R company information. New carts will be labeled per the City's directions.
5. Profit Analysis: PR&R received a,profit of approximately 6.60% on allowable:expenses,
as reported in their income statement for Rate Period 5 (July2010 through June 2011).
This equates to an operating ratio of approximately 94% and a profit on allowable costs
of approximately $356,000. The current agreement calls for an operating ratio of 88%
which equates to a profit on.allowable costs of approximately$709,200. Without a rate
increase, projections for Rate Period 6 (July 2011 through June 2012) projected profit of
approximately $411,000 and allowable profit ofl approximately$718,800. To reestablish
the Agreement's target operating ratio of 88%, an estimated rate increase of
approximately 4.18%, plus July 1, 2012 disposal fee adjustment of 0.21%, is required.
6. Rate Survey: In general,'PR&R'-s residential rates are lower on average than rates in
other Sonoma County jurisdictions, and commercial rates are slightly higher.
7. Performance and Operating Review: Of the 21110 perforinanceand operating
requirements laid out in the Franchise Agreement, PR&R:is+"In Compliance" with 146
requirements; in `Partial Compliance' with 12, "Not in Compliance" with 10, 36 were
"not applicable'; and 6 are addressed above in the Billing Review, Payment Review,
and/or Tonnage Review.
a. Partial Compliance:• 10:requirementsselated to the specific contents ofmonthly,
quarterly, and annual reports, I related to'the specific contents of PR&R's website,
and 1 to lack-of a Best Management Plan (BMP) for pollution prevention and
control of street sweeping activities.
b. Not in Compliance: 8 requirements related to the specific contents of annual
reports, 1 related to vehicle identification, and 1 to container identification.
c. Not Applicable: 17 requirements pertained to start-up conditions that no longer
apply, 13 relate to rate information that is on hold pending further review, and 6
were dropped by the 2nd amendment of the agreement.
As indicated, review findings were used to identify issues that need to be addressed in drafting a
new agreement. The deficiencies noted would have been addressed sooner had there been staff
dedicated to comprehensive franchise compliance monitoring. Accordingly, the new franchise
agreement;was drafted to correct deficiencies uncovered:in the analysis, and to provide dedicated
funding to pay for the ongoing costs of franchise administration.
The proposed agreement provides the City benefits and financial incentives that are not currently
available in thelexisting:franchise agreement. PR&R benefits:-from the stability of a longer term,
because it provides greater financial certainty for planning and amortizing equipment purchases
and other capital-investments in their business. The proposed agreement and its longer term is
consistent with recent:agreements between The Ratto Group and other Marin and Sonoma
County jurisdictions. Those agreements resulted in long term franchise renewals, and extensions
of 10 to 20 years over remaining franchise terms. Following is a summary of the proposed
franchise agreement negotiated between PR&Rand the City.
3
1. Term Limits: The new franchise.would have a term of 15 years, beginning January 1,
2013 and expiring on December 31, 2027 (The current agreement expires in 2016).
2. Delay'Rate'Increase: Rates will not be increased-until July 1, 2013. It should be noted
that PR @R's rates have not been adjusted since\the franchise was transferred to them in
2009, although they have been eligible for rate adjustments:for over two years. That
adjustment was calculated approximately one year ago at 4.39 percent. The agreement
simplifies the rate adjustment process,.going forward, using,the Refuse Rate Index (RRI)
as the basis for future adjustments. The adjustment scheduled for July 2013 relies on the
4.39 percent increase factor mentioned earlier in�this section. . That adjustment will be
prospective, rather than retroactive: This delay in the rate increase represents an •
approximate $440,000 per year savings to rate payers. RRI will be used as the index for
future adjustment beginning July 1, 2014,with a provisionthat City can conduct a
detailed rate review atiits,election.
3. Cost of New Contract::PR&R will pay the full cost of negotiation and development of
the new franchise agreement:including cost for City's consultant, R3 Consulting Group,
Inc., legal fees, and City staff time.
4. Additional Franchise Fee: Within 3 months of execution of a new franchise.agreement,
PR&R will pay the,City-$500,000, and beginning September 1, 2013, PR&R will make
annual payments of$500,000, in addition to other-franchise fees. These payments will
total $8 million over the 15 year term of the agreement. The cost of these payments will
not be passed on to rate payers.
5. Existing Franchise Fee:The proposed agreement maintains the current 10% monthly
franchise fee on all franchised gross receipts; currently estimate to generate.$1,065,000
annually.
6. Increase VIF: The proposed agreement'increases'what has previously been termed the
VIF (vehicle impact fee),,and is identified as the Street Restoration franchise fee, by an
additional $250,000 per year. This portion of the franchise fees are directed into the
street fund and may only used for associated uses. The fee is increased from the
current.level of 8.12 percent.to 10.27 percent.of"gross franchised receipts. This will
generate total annual VIF payments of approximately$1,097,000 per year beginning July
1, 2013, and will:track with any future rate.adjustments.. The additional $250,000 per
year is eligible for pass through to customers in anyfuture rate adjustments.
7. Share Revenue from Recvclables: The Contractor shall remit Recyclable Materials
Revenue Share Payments to the City equal to 35% of the per-ton net revenue in excess of
$135.00 per ton for all Recyclable Materials for'which Contractor receives a net revenue
greater than $135:00 per ton.
8. Landfill Selection: City has the right to direct waste, including green waste, to any
landfill,and PR&R will adjust rates accordingly:if landfill tipping rates change as a result.
PR&R shall indemnify and hold the City harmless of any post closure costs including
4
environmental contaminationand cleanup claims:from any landfill used to fulfill the
agreement. PR&R shall pay landfill tip fees currently set at$65.26.per ton(effective
7/1/2012) and adjusted by RRI and cover any JPA(joint powers authority) fees
associated with out-of-county disposal.
9. HHW Costs: PR&R will continue to pay the City AB939 program fees relative to HHW
(household hazardous waste) of approximately $167,000 per year.
10. Cost of Franchise Compliancer PR&R will provide to the City an additional annual
payment, starting,at$41,000 and adjusted each year by RRI to cover the cost contract
monitoring, compliance, and oversight. This provision was added to provide the City
resources to adequately managethe agreement and assure compliance with all provisions.
11. Diversion Standard: PR&R will divert 50% of all franchised waste collected by PR&R
within the City, and submit a viable work plan to demonstrate how a diversion goal of
75%by 12/31/2020 can be achieved with City direction: PR&R will create a food waste
recycle program for materials not currently accepted by Sonoma Composting at the
Central Landfill. The City will provide direction to PR&Rfor the specific compost
facility to use. Any additional costs due to facility selection shall be subject to
consideration in future rateadjustinents..PR&R,to comply with new State and Federal
mandates during term of agreement (SB32, AB341) including implementation of multi-
family and commercial recycling programs.
12. Vehicle and Equipment Replacement and Usage: PR&R will replace collection
vehicles and containers.in:accordance with existing schedules: collection vehicles every
10 years, carts every 15 years, street sweepers every 5 years. All vehicles and equipment
shall be clearly labeled as Petaluma Refuse and,Recycle except that existing carts that are
currently unlabeled shall be labeled at the time they are replaced. Vehicles and equipment
purchased for use in Petaluma shall not be usedin other communities by other companies
in The Ratto Group.
13. Local Office:_PR&R.shallmaintain a yard and office-in Petaluma with office hours from
7 aril to6pm.
14.Continuityiof Service: PR&R_shall continue to operate as separate and distinct entity
and will not be merged with any other companies in the Ratto group. The City will retain
sole right of approval of any assignment, trade, or sale of the franchise agreement by
PR&R. In the event of a transfer, PR&R will pay the City transfer fee of$500,000
prior to execution of any assignment, trade,or sale except a transfer of stock and/or
ownership to the family of the current owner, Jim Ratto. The fee is intended to cover the
costs of all analysis and investigation necessary-to support the City Council's decision
regarding:a:transfer, and is intended to provide disincentive for such a transfer.
15. Performance!Revieivs: Performance reviews are required in 2017 and 2022 and shall be
paid for by PR'&R, -The1City has the right to call for five additional reviews is conditions
merit.
5
•
Attachment 2, Draft New Franchise Agreement,is substantially complete in its current form,
however staff remains engaged in discussion relative to contract language that could result in
minor adjustments. The final agreement will be provided to the City Council on or before
October 15th.
MarketComparison.
As previously indicated, other area agencies have granted franchise:extensions to their respective
affiliates of the Ratto Group of Companies. The proposed agreement before your Council for
consideration compares favorably to similar agreements negotiated by these agencies as
summarized in the following table. These extensions and renewals have all occurred within the
recent past; this information was provided by the Ratto Group±of companies and has not been
independently verified.
Total Term, Extension, Finanoial Other
years years Incentive Consideration
County of Mann 19 10 $400,000.Loan $60,000/year
Public Outreach
Novato 20, 10 plus 5, .None
Company
option
Rohnert Park 17 5 plus 5, $300,000
Company
option
Santa Rosa 12 5 plus 5, 2.5% Increase in
Company. Franchise Fees
option
County of 22 Converted $2;000,000
Sonoma from 20 year
license
Point Arena 17 15 $6,000
Sebastopol 13 10 None
Cloverdale 15 10 $450,000 over 4
years
Healdsburg 10 10 $150,000
Petaluma 15 11 $8;000,000 over $41,000 annually to
(proposed) 15 years City to manage
contract; $250,000
yearly VIF increase
Petaluma rate payers compare favorably to-the "market" based on the results of the "audit". For
a detailed review of the market, please refer to attachment 3 (pages 83 thru 97), Contract
Compliance Review and Profitability Analysis.
6
.The,purpose of this action 1510 accept the negotiated 15-year franchise agreement with the City's
current waste hauler that provides substantial benefits to the City compared to the existing
agreement. Authorizing the new franchise agreement maintains all the favorable provisions of
the last agreement, strengthens provisions to address shortfalls, and adds additional revenue
provisions for the benefit of the City without causing undo impacts to the rate payers.
To reiterate, the attached agreement is substantially complete. The final agreement will be
provided to the City Council on or before October 15`h.
FINANCIAL IMPACTS
The proposed agreement is projected to generate approximately$142,000,000 in revenues based
on recent receipts analyzed during the due diligence effort,,not including any rate adjustments
due to changes in the RRI. With the proposed changes in the agreement, the City's share of the
revenues over the 15-year term for franchise fees, VIF, and contract compliance is expected to be
$22,200,000; $15,300,000; and, $620,000 respectively, for a total of$38,120,000. This
represents a projected increase in City revenues of$12,400,000 for the 15-year life of the
agreement. The new franchise fee provision will provide a "front loaded" payment of$500,000
to the City during the first 3 months of the new term. The delay in rate increases results in
customer rates that are approximately$410;000 per year lower than they would be if this
agreement is not approved. Over the life of the proposed agreement, those savings amount to
approximately$6,150,000.
The cost of performing due diligence; including preparation of the attached Contract Compliance
Review and Profitability Analysis, negotiating and drafting the agreement, associated legal
services, and related staff time is estimated at approximately$106,000, which will be is paid by
PR&R pursuant to a cost recover agreement and as dictated by the proposed franchise
agreement.
ATTACHMENTS
1. Ordinance
2. Draft of New Franchise Agreement.
3. Contract Compliance Review and.Profitability Analysis of Petaluma Refuse and
Recycling.
7
Attachment 1
ORDINANCE.NO. N.C.S.
APPROVING THE FRANCHISE,AGREEMENT BETWEEN THE CITY OF
PETALUMA AND PETALUMA REFUSE AND RECYCLING, INCORPORATED, AN
AFFILIATE OF THE RATTO GROUP OF COMPANIES, INC. FOR SOLID WASTE,
RECYCLABLE MATERIALS AND YARD TRIMMINGS SERVICES AND STREET
SWEEPING SERVICES, AND AUTHORIZING CITY MANAGER TO EXECUTE THE
FRANCHISE AGREEMENT
1
WHEREAS, on September13, 2005, the City entered intaan exclusive Franchise
Agreement ("Agreement") with GreenWaste Recovery, Inc., ("GreenWaste") commencing on
January 1, 2006, for collection of solid waste, recyclable materials and yard trimmings, pursuant
to Resolution No. 2005-141 N.C`.S.; and
WHEREAS, On July 6, 2009,the City.Council amended the•Agreement (the First
Amendment) to modify the`Rate Periods originally specified',in the Agreement and to"extend the
Term of the Agreement six months to June 30, 2016; and,
WHEREAS, On,January 4, 2010, the City Council approved assignment of the prior
competitively bid contract with Green Waste Recovery to Petaluma Refuse and Recycling,
Incorporated (PRR), an affiliate,of The Ratto Group of Companies,.Inc. by adoption of
Ordinance No. 2361; and,
WHEREAS, On November 2,1, 2011, the City Council adopted Ordinance No. 2421
amending Municipal Code Chapter 8.16, Garbage and Rubbish Disposal by adding provision for
award of franchises without competitive bidding,and amending sections addressing award of
franchise with competitive bidding and renewal of competitively bid contract. These changes
allow the City to terminate the existing franchise agreement and:enter into a new, more
beneficial, entirely new 15-year franchise agreement without engaging in competitive bidding.
The new franchise would not constitute and renewal of the existing franchise which is prohibited
by City Charter Section 51; and,
WHEREAS, the City Council has madefindings in accordance with Section 8.16.065,
entitled "Award of Franchise Agreements without Competitive Bidding" that the benefits to the
public of doing so outweigh the potential benefits to thepublic of following the competitive
bidding procedures in Section 8.16.070; and,
WHEREAS, PRR indicate a strong interest in negotiating an increase in the length of its
franchise term by with the City in exchange for providing benefits and financial incentives to the
City that are not currently available in the existing franchise agreement; and,
WHEREAS, PRR has agreed to be solely responsible for the City's costs incurred in
preparing`a new franchise agreement, including preparation of a performance audit and new
agreement document and, if recommended by staff, for presentation to the City Council for
consideration.
8
NOW THEREFORE BE IT ORDAINED by the Council of the City of Petaluma as follows:
Section 1. The City Council approves the new Franchise Agreement between the City of
Petaluma and Petaluma Refuse and Recycling, Incorporated(PRR), an affiliate of The Ratto
Group of Companies, Inc. for Solid Waste,Recyclable Materials, and Yard Trimmings Services
and Street Sweeping Services, and authorizes the City Manager to execute on behalf of the City a
Franchise Agreement substantially in accordance with Attachment 2 and any necessary
implementing documents.
Section 2. If any section, subsection;;sentence, clause, phrase or word of this ordinance is for
any reason held to be unconstitutional, unlawful or otherwise invalid by a court of competent
jurisdiction or preempted by state legislation, such decision or legislation shall not affect the
validity of the remaining portions of;this'ordinance. The City Council of the City of Petaluma
hereby declares that it would have passed and adopted_this ordinance and each and all provisions
thereof irrespective of the fact that any one or more of saidprovisions be declared
unconstitutional, unlawful or otherwise invalid.
Section 3. This ordinance or'a synopsis of it shall be posted and/or published for the period and
in the manner required by City charter.
Section 4. This ordinance shall become effective thirty(30) days after the date of its adoption by
the Petaluma City Council.
9
ATTACHMENT
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 FRANCHISE AGREEMENT BETWEEN THE CITY OF PETALUMA AND
2 PETALUMA REFUSE AND RECYCLING, INC. FOR COLLECTION, DISPOSAL,
3 AND PROCESSING OF MIXED MATERIALS,RECYCLABLE MATERIALS AND
4 ORGANIC MATERIALS AND RELATED ACTIVITIES PURSUANT TO CHAPTER
5 8.16 OF THE PETALUMA MUNICIPAL CODE
Page 1 of 122
Franchise Agreement Between the City ofPetaluma, and PR&R.10/09/2012
1 TABLE OF CONTENTS
2 TABLE OF CONTENTS 2
3 BACKGROUND 3
4 SECTION 1-DEFINITIONS 4
5 SECTION 2-REPRESENTATIONS TIES 15
6 SECTION 3-GRANT OF FRANCHISE 17
7 SECTION 4-SCOPE OF AGREEMENT 18
8 SECTION 5-COLLECTION SERVICES 25
9 SECTION 6-STANDARDS FOR COLLECTION SERVICES 33
10 SECTION 7-STREET SWEEPING 43
11 SECTION 8-PROCESSING,DISPOSAL AND DIVERSION$STANDARDS 46
12 SECTION 9-CUSTOMER SERVICE,,BILLING AND PUBLIC EDUCATION 54
13 SECTION 10-CONTRACTOR'S COMPENSATION 60
14 SECTION 11-CONTRACTOR PAYMENTS TO THE CITY 62
15 SECTION 12-RECORD KEEPING,REPORTING AND PERFORMANCE REVIEWS 64
16 SECTION 13-INDEMNITY,INSURANCE,BOND 76
17 SECTION 14-DEFAULT,TERMINATION,AND LIQUIDATED DAMAGES 81
18 SECTION 15-MISCELLANEOUS PROVISIONS 95
19 LIST OF EXHIBITS 101
20
Page 2 of 122
•
•
Franchise.Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 FRANCHISE,AGREEMENT BETWEEN THE CITY OF PETALUMA AND
2 PETALUMA REFUSE AND RECYCLING, INC. FOR COLLECTION, DISPOSAL
3 AND PROCESSING OF MIXED MATERIALS;,RECYCLABLE MATERIALSIAND
4 ORGANIC MATERIALS AND RELATED ACTIVITIES PURSUANT TO CHAPTER
5 8.16 OF THE PETALUMA MUNICIPAL CODE
6
7 This Franchise Agreement for Collection, Disposal and Processing of Mixed Materials,
8 Recyclable Materials and Organic Materials and:related'activities is made and entered into this
9 day of , 2012, by and.between`the City of Petaluma, a California
10 municipal corporation and Petaluma Refuse and Recycling, Inc., a California corporation,
11 corporation no. C3264523, and subsidiary of the Ratto Group of Companies, Inc., a California
12 corporation, corporation no. C2223449, in accordance with Chapter 8.16 of the Petaluma
13 Municipal Code and other Applicable Law.
14 BACKGROUND
15 The Parties desire to establish a new Franchise"Agreement to, among other things, establish a
16 new Franchise Term, provide for ainendnient of Franchise rates, and provide for new services
17 to be provided by Contractor to the City and its residents.
18 In consideration of the mutual promises, covenants, and conditions contained in this Franchise
19 Agreement and for other good and valuable consideration,°the City and Contractor agree as
20 follows:
1
21
Page of.122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 SECTION 1—>DEFINITIONS'
2 1.1 "AB 939" means the California Integrated Waste'Management Act of 1989. (section
3 40000 and following of the California Public Resources Code),as such act may be amended,
4 supplemented, superseded, and replaced by successor legislation.
5 1.2 "Affiliate" means.all businesses (including corporations, limited and general partnerships
6 and sole proprietorships) which are directly or indirectly related to Contractor by virtue of direct
7 or indirect Ownership interest or common managemert. All such businesses shall be deemed to
8 be "Affiliated with" Contractor and included within the term"Affiliates" as used herein. An
9 Affiliate shall include a business in which Contractor has;a direct or indirect Ownership interest;
10 a business which has a direct or indirect Ownership interest in Contractor; and/or a business
11 which is also Owned, controlled or,managed by any business or individual which has a direct or
12 indirect Ownership interest in Contractor. For the purposes of this definition, "Ownership"
13 means ownership as defined in'the constructive ownership provisions of Section 318(a) of the
14 Internal=Revenue Code of 1986, as-in effect on the date here, provided that 10 percent shall be
15 substituted for 50 percent in Section.318(a)(2)(C) and in Section 318(a)(3)(C) thereof; and
16 Section 318(a)(5)(C) shall be disregarded. For purposes of determining Ownership under this
17 paragraph and constructive.,or indirect Ownership.under Section 318(a), Ownership interest of
18 less than 10 percent shall be disregarded and.percentage interests shall be determined on the
19 basis of the percentage of voting interest or value which the Ownership interest represents,
20 whichever is greater.
21 1.3 "Agreement" means this Franchise Agreement between the City and Contractor for
22 Collection, Disposal, and Processing of Mixed Materials, Recyclable Materials and Organic
23 Materials and related activities, including all exhibits', and any future amendments hereto.
24 1.4 "Alternative Daily.Cover" means cover material used to cover compacted Mixed
25 Materials in a Disposal Site, other than at least six (6) inches of earthen material,placed on the
26 surface of the active face of the Refuse fill area at theend of each operating day to control
27 vectors; fires, odors, blowing litter, and scavenging,,as defined'in Section 20164 of the California
28 Code of Regulations as may be amended from time to time.
29 15 "Applicable Law" means all Federal, State, and local laws, regulations, rules, orders,
30 judgments, degrees, permits, approvals, or other requirement of any governmental agency
31 ha\mg jurisdiction over the Collection, Transportation, Processing, and Disposal of Mixed
32 Materials, Recyclable Materialsaand Organic Materials that are in force on the Effective Date and
33 as they may be enacted, issued or amended during the Term of this Agreement.
34 1.6 "Approved Disposal Site(s)" means an-Approved Disposal Site listed in Exhibit 5 of this
35 Agreement.
36 1.7 "Approved Organic Materials Processing Site(s)" means an Approved Organic Materials
37 Processing Site listedin Exhibit 5 of4his Agreement.
Page 4 of 122
Franchise AgreementBetween the City of Petaluma, and PR&R 10/09/2012
1 1.8 "Approved Recyclable Materials Processing St (s)"•rneais an Approved Recyclable
2 Materials Processing Site listed in Exhibit 5 of this Agreement.
3 1.9 "Billing(s)" means any and all statements of Charges for services rendered, howsoever
4 made, described or designated by Contractor, or made by or for City or Contractor, presented to
5 Customers served by Contractor forthe Collection of Mixed Materials, Recyclable Materials, and
6 Organic Materials in the City.
7 1.10 "Bin(s)" means-a Container witb.a,hinged lid oi4hds and wheels serviced by a front-end
8 loading truck with a capacity of 1.5 to 8 cubic yards.
9 1.11 `Bulky Items" means large discarded items including, but not limited to, Major
10 Appliances, furniture, tires, carpets, mattresses,and other oversize materials whose large size
11 precludes or complicates their handling by normal Collection,.Processing, or Disposal methods,
12 but can be Collected without thefassistance of special loading equipment (such as forklifts or
13 cranes) and without violating Collection Vehicle legal load'limits,Bulky Items do not include
14 abandoned automobiles, large auto parts, boats, or trees. •
15 1.12 ?Business Day(s)" means a day (or days),during which City offices are open to do
16 business with the public.
17 1.13 "Cal Recycle" means the California Department:of Resources Recycling and Recovery,
18 formerly known,as the California Integrated Waste Management.Board (CIWMB).
19 1.14 "Cart" means a•plastic,Container with a;hinged lid and wheels that is serviced by an
20 automated or semi-automated'Collection Vehicle. All Carts have'capacities and specifications as
21 indicated by Section 5 and Exhibit 8.
22 1.15 "Change in Law" means any ofthe following,eVentsior conditions which has a material
23 and adverse effect on the performance;by the Parties of tleirrespective obligations under this
24 Agreement (except for payment obligations):
25 a. The enactment,,adoptionpromulgation;issuance, modification,or written
26 change in administrative or judicial interpretation on or after the Effective Date of any
27 Applicable Law; or
28 b. The order or judgment of any governmental body; on or after the:Effective Date,
29 to the extent such order or judgment is not the result of willful or negligent action, error
30 or omission or lack of reasonable diligence of the City or of the Contractor, whichever is
31 asserting:the occurrence of a Change in Law;provided, however, that the contesting in
32 good faith or the failure in good faith to contest any such order or judgment shall not
33 constitute or be construed as such a willful or negligent action, erroror omission or lack
34 of reasonable..diligence.
35 1.16 "Charge(s)"means amounts that are imposed by Contractor on Customers receiving
36 Franchise Services and that may not exceed the maximum rates set by the City. •
Page 5 of 122
Franchise Agreement Between the City of Petaluma, and PR&R..10/09/2012
1, 1.17 "City" means the City of Petaluma, Petaluma charter,city and a,municipal corporation,
2 and all the territory lying within the municipal boundaries of,the City as presently existing or as
3 such boundaries may be modified during the Term. Unless otherwise specified in this
4 Agreement, anyaction authorized or required by the City may be taken by the City Council or
5 by an agent designated by the City Council.
6 1.18 "City-Approved Maximum Service Rates" means the monetary amounts discussed in
7 Section 10 and specified in Exhibit 1 that are maximum amounts that Contractor may not
8 exceed in imposing Charges on Customers for performance of Franchise Services in accordance
9 with this Franchise Agreement. For purposes of this Franchise Agreement, Rates are not
10 necessarily the Charges imposed on Customers.pursuant to this Franchise Agreement, but rather
11 are the maximum amounts that Contractor may not exceed in imposing Charges on Customers.
12 This Franchise Agreement imposes no Charges'on Customers..
13 1.19 "Collection" means the removal and Transportation of Mixed Materials from the place
14 where it was generated in the City to aDisposal Site, and/or the removal and Transportation of
15 Recyclable Materials or Organic Materials from the place where they were generated in the City
16 to a Processing Facility.
17 1.20 "Commencement Date" means the date specified in Section:3.2 when the•Franchise
18 Services required by this Agreement shale provided..
19 1.21 "Commercial" shall mean of, from or pertaining to'non Residential Premises where
20 business activity is conducted, including; but not limited to, retail sales, services,wholesale
21 operations,manufacturing and-industrial operations, but excluding businesses conducted upon
22 Residential property which are permitted under=applicable zoning regulations'and are not the
23 primary use of the property. 1
24 1.22 "Commercial Service(s)" means Franchise Services provided,to any business property
25 upon which business activity is conducted, including but not limited to retail sales, services,
26 schools,construction sites, wholesale operations, and manufacturing and industrial operations,
27 but excluding businesses conducted.upon Residential property that are permitted under
28 applicable zoning regulations and are not the primary use of the property.
29 1.23 "Compactor" means a mechanical apparatus that compresses materials and/ofthe
30 Container that holds the compressed material's. Compactors-include two to four cubic yard Bin
31 Compactors serviced by front-end loader;Collection vehicles and 6 to 50 cubic yard Drop Box
32 Compactors serviced by'roll-off'Collection vehicles.
33 1.24 "Complaint" means written or orally communicated statements made by menibers of the
34 public, Customers, Owners, or Occupants of properties served by Contractor, or officers,
35 employees or agents of City alleging non-performance or deficiencies in Contractor's
36 performance, or otherwise'alleging'a violation by Contractor of the provisions of this
37 Agreement.
•
Page 6 of 122;
Franchise Agreement;Between the City of Petaluma, and PR&R 10/09/2012
1 1.25 "Compost Product" means the product resulting from:the controlled biological
2 decomposition of Organic Materials",that are Souree.,Separated fromthe municipal Mixed
3 Materials stream, or wliidh are separated at:a centralized facility.
4 1.26 "Composting (or Compost)":includes a.controlled biological decomposition of Organic
5 Materials yielding a safe and nuisance-free Compost Product.
6 1.27 "Construction and Demolition-Debris"includes discarded building materials, packaging;
7 debris, and rubble resulting.:from construction, alteration, remodeling, repair or demolition
8 operations on any pavements, excavation projects, houses,.Commercial buildings, or other
9 structures. Construction refers to SIC Codes 1521 through 1794, 1796, and 1799. Demolition
10 refers to SIC Code 1795.
11 1.28 "Containers" means Bins, Carts, and Drop Boxes used to Collect Mixed Materials,
12. Recyclable.Materials;.or Organic Materials, as well as City-owned containers used for Mixed
13 Materials and Recyclable Materials in public locations.
14 1.29 "Contractor" means Petaluma Refuse and Recycling, Incorporated, a corporation
15 organized and operating under the laws;of the,State of California and its officers, directors,
16 employees, agents, companies, and.Subcontractors.
17 1.30 "Contractor's Compensation" means the monetary compensation received by Contractor
18 in return for providing services in accordance with this;Agreenient as described in Section 10.
19 1.31 "Curb (or Curbside)" means the location of a Collection Container for pick-up, where
20 such Container is placed on the street or alley against die face of the'curb, or where no curb
21 exists, the Container is placed not more than five feet from the outside edge of the street or alley
22 nearest the property's entrance.
23 1.32 "Customer" means the•Person or entit),receiving.Franchise;Services, to whom
24 Contactor submits Billing invoice and:from whom Contractor collects payment for Collection
25 services provided to a Premises. The.Customermay be;the.Occupant or Owner of the Premises,
26 provided that the Owner of the Premises shall be responsible for payment of Collection services
27 if an Occupant of a Premises,which is identified as the ICugtOnner'of/Owner's Premises, fails to
28 make such payment.
29 1.33 "Designated Waste" means"non-Hazardous Waste which may pose special Disposal
30 problems because of its potential to contaminate the environment and which may be Disposed
31 of only in Class II_Disposal Sites or Class III Disposal Sites pursuant to a variance issued by the
32 California Departmentpf Health Services Designated Waste consists of those substances
33 classified as Designated Waste by the State or Ca lifornia, in California Code of Regulations Tide
34 23, Section 2522 as maybe amended from time to time.
35 1.34 "Discarded'Matetial(s)" means Mixed Materials,Recyclable Materials, Organic Materials,
36 or Construction and Demolition,Debris placed by a Generator in a receptacle and/or at a
37 location that is designated.for Collection pursuant to the City's Municipal Code.
Page,7 of 122
•
Franchise Agreement Between the City ofPetaluma, and PR&R 10/09/2012
1 1.35 "Disposal or Dispose (or variation thereof)"`means the.final disposition of Mixed
2 Materials at a Disposal Site Disposal does not include the use of Yard Trimmings as Alternative
3 Daily Cover so long as City and,State regulations consider use of Yard Trimmings as Alternative
4 Daily Cover as Diversion under AB 939'and other Applicable Law.
5 1.36 "Disposal Site" means a faeility.forultimateDisposal of Mixed Materials.
6 137 "Diversion" means sale or delivery of Materials Collected from the provision of
7 Franchise Services to a recycler.or re-user. ThisT ncludes tiiedelivery of materials to an
8 Approved Recyclable Materials Processing Facility or Approved Organic Materials Processing
9 Facility, but does not include delivery of materials to an Approved Disposal Site.
10 1.38 "Diversion Level" means'the,percentage equal to the Tonnage Diverted by Contractor
11 divided by the Tonnage Collected by Contractor multiplied by 100, which reflects the
12 accomplishments of the Contractor's Diversion programs.
13 1.39 "Diversion Rate" meads the Tons of material Collected by the Contractor within the
14 City that are sold or delivered to;a recycler,or re-user divided by the total Tons of materials
15 Collected in.the City in the contract year:
16 1.40 "Diversion Requirement" means the greatest of (i).an-annual Solid Waste Diversion
17 Level of fifty percent (50%); (ii)•the current Solid Waste Diversion Level required by AB 939;
18 (hi) the target Solid Waste Diversion Level set forth in die current Sonoma Countywide
19 Integrated Waste Management Plan, as maybe amended from time to time; or (iv) the Solid
20 Waste Diversion level specified by the City pursuant to;Sections 4.5.1.9 and 8.4.
21 1.41 "Drop Box" means an open-top Container with a capacity of 6 to 50 cubic yards that is
22 serviced by a roll-off Collection.Vehicle.
23 1.42 "Effective Date" means the date on which all conditions precedent to this Franchise
24 Agreement taking effect are satisfied:and this Franchise Agfeenicnt and the rights and
25 obligations under it commenceiri effect as binding on the,Parties.
26 1.43 "E-Scrap Items" means discarded electronic equipment including, but not'limited to
27 television sets, computer monitors, central processing units (CPUs), laptop computers, external
28 computer hard drives;computer keyboards; computer mice, computer printers, DVDs, and
29 VCRs..
30 1.44 "Food Scraps" means food scraps and trimmings'from food preparation, including but
31 not limited to; meat, fish and dairy waste, fruit and vegetable waste, grain waste, Stable Matter,
32 and acceptable-food packaging items such as pizza boxes, paper:towels, waxed cardboard and
33 food-contaminated paper-products. Food Scraps are a subset of Organic Materials.
34 1.45 "Franchise" means the tights and obligations of a contractor concerning provision of
35 Collection, Disposal,-and/or Processing of Mixed Materials, Recyclable Materials and/or
i
36 Organic Materials services and/or related activities as a'result of award of a contract pursuant to
Page 8 of 122
Franchise Agreement Between the City ofPetalutita; and PR&R 10/09/2012
1 and in accordance with Chapter 8.16 of the Petaluma Municipal:Code. "Franchise Agreement"
2 means this contract;granting rights to and imposing obligations on Contractor pursuant to and
3 in accordance with Chapter 8.16 of the PetalumaMunicipal Code, including all exhibits and
4 future amendments.
5 1.46 "Franchise Fee(s)" means therfee(s) paid by Contractor to the City as specified in Section
6 11 for the Franchise rights granted pursuant to this Franchise Agreement, including, but not
7 limited to, the right to provide'Franchi_se Services within the City and to use City rights of way in
8 performing Franchise Services.
9 1.47 "Franchise Records",means any and all`information concerning or related to the
10 Franchise that the Contractor mus'tcreate, maintain, preserve, submit,.make available for review
11 or audit, update,or otherwise produce or process as required by this Franchise Agreement
12 and/or Applicable Law or regulations.Franchise Records include, but are not limited to,
13 accounting, Franchise Services, Franchise payment, Customer Billing, cash, payroll, capital
14 expenditure, profit/loss, Disposal, Diversion and any and all other;information Of Contractor or
15 its Affiliates or related entities involved in any way in the performance of the Franchise Services
16 or in producing or receiving;revenue ordticurring or charging expenses resulting from or related
17 to the Franchise Services which informationahe City deens;;in ifs}sole discretion, useful for
18 evaluating the Contractor's performance under the Franchise and the Franchise generally..
19 1.48 "Franchise Services"'means the activities.discussed in Section 4 and specified in Section
20 5 that the Contractor is authorized and obligated to perform in accordance with this Franchise
21 Agreement. The Franchise Services may-include, but.are:nor limited to,the Collection,
22 Transportation, Processing,:and Disposal of Mixed Materials, Recyclable Materials, and Organic
23 Materials for Single-Family,,Multi-Family, and Commercial Customers; Commercial Drop Box
24 and Construction and Demolition Drop,Box service; Street Sweeping; annual clean-ups;
25 Christmas tree Collection; City facilities Collection special events Collection; community clean-
26 up; emergency services; provision bf consumer information; public education services as
27 specified in Section 9 and Exhibit i; and any other services as=specified in Section 5.
28 1.49 "Franchise'Ierm"means the Term of this Agreement,which commences.on the
29 Commencement Date specified'in Section 3:2 and expires on:December 31, 2027, unless
30 terminated sooner pursuant to the'provisions of this Agreement.
31 1.50 "Generator" means any Person defined by the Public Resources Code, whose act or
32 process produces Mixed Materials, Recyclable Materials or Organic Materials as defined in the
33 Public Resources Code, or whose act firstcauses Solid Waste to become subject to regulation.
34 1.51 "Gross Receipts"means all monetary amounts collected by the Contractor for the
35 provision of Franchise.Services pursuant to this Agreement, (including revenue received by the
36 Contractor from any entity, including Federal, State, County or other local facilities within the
37 Service Area forthe provision of Collection Services by the Contractor hereunder), calculated in
38 accordance with Generally Accepted Accounting Procedures (GA AP). The term Gross Receipts,
39 for purposes of this Agreement, does not include any revenues generated from-the sale of
Page 9 of 122
Franchise Agreement-Between the City of Petaluma, and PR&R 10/09/2012
I Recyclable Materials, or other receipts from.state and local government accounts (e.g. grants,
2 cash awards and rebates)resulting°from the,perfoimance,of this Agreement.
3 1.52 "Hazardous Substance" means any of the following: (a) any substances defined, regulated
4 or listed (directly or by reference) as "hazardous'substances," "hazardous materials," "hazardous
5 waste,"'"toxic waste," "pollutant" or "toxic substances"? or similarly identified as hazardous to
6 human health or the environment, in or pursuant to (i) the Comprehensive Environmental
7 Response,Compensation and Liabilityalct of 1980, 42 USC §9601 et seq. (CERCLA); (ii) the
8 Hazardous Materials Transportation Act, 49 USC §1802, et:seq:; (iii) the Resource Conservation
9 and Recovery Act, 42 USC §6901 et seq.; (iv) the Clean Water Act, 33 USC §1251 et seq.; (v)
10 California Health and Safety Code §525115-251'17, 25249.8, 25281, and 25316; (vi) the Clean Air
11 Act, 42 USC §7901 et seq.; and,(vii) California Water Code§13050, (b) any amendments, rules
12 or regulations promulgated under,or.concerning such enumerated statutes or acts currently
13 existing or hereafter enacted and (c) any other hazardous or toxic,substance, material, chemical,
14 waste or pollutant identified as hazardous or toxic or regulated under any other applicable
15 federal, state or local environmental laws currently existng`orhereinafter enacted, including,
16 without limitation, friable asbestos, polychlorinated biphenyl's ("PCBs"), petroleum, natural gas
17 and synthetic fuel products, and by-products.
18 1.53 "Hazardous Waste" means all substances defined,as Hazardous Waste, acutely
19 Hazardous Waste, or extremely Hazardous Waste by the State of California in Health.and Safety
20 Code §25110.02, §25115, and §25117 or'm the future amendments to or recodificarions of such
21 statutes or identified and listed as Hazardous'Waste by the U.S. Environmental Protection
22 Agency (EPA), pursuant to the';Federal Resource Conservation and Recovery Act (42 USC
23 §6901 et seq.), all future amendments thereto; and all rules and regulations promulgated
24 thereunder.
25 1.54 "Holidays" are defined as New Year's Day, Thanksgiving Day, and Christmas Day.
26 1.55 "Household Hazardous Waste' means Hazardous Waste generated at Residential
27 Premises within the City.
28 1.56 "Infectious Waste" means biomedical waste generated at hospitals, public or private
29 medical,clinics, dental offices, research laboratories, pharmaceutical industries,blood banks,
30 mortuaries, ve ten naryfacilities and other similar establishments that are identified in Health and
31. Safety Code Section 25117:5 as may be amended from time,to:Uncle.
32 1.57 "Interfamilial Assignment" means the sale, exchange; or other transfer of substantially all
33 of Company's assets dedicated to service under-this-Agreement-to a spouse, sibling, child, or
34 grandchild of James Ratto.
35 1.58 "Liquidated Damages"'means the amounts.due;by Contractor for failure to meet specific
36 quantifiable standards of performance as described in'Section 14.4.
37 1.59 "Major Appliances" means,any discarded Residential device, including, but not limited
38 to, washing machines, clothes dryers, hot water heaters; dehumidifiers, conventional ovens,
Page 10 of 122
Franchise.Agreement Between the City of Petaluma,;and PR&R'10/09/2012
1 microwave ovens; stoves; refrigerators,,freezers,,air-conditioners, trash compactors, and
2 Residential furnaces discardedby Residential Generators.
3 1.60 "Mixed Materials" means all Discarded Materials, excluding materials Source Separated
4 from garbage or Collected for.Recycling or Composting, Processing and marketing which are set
5 out by the Service Recipient for Collection by'GONTRIACTOR. Except for Mixed Materials
6 Collected at CI'f 7 Facilities, Mixed Materials must be generated at the Premises wherein the
7 Mixed Materials are Collected. Mixed Materials are a subset ofSolid`Waste.
8 1.61 "Mobile Home Park" means any area or tract of land used to accommodate 2 or more
9 mobile homes as Single-Family Residential Units,where those homes are located on individual
10 rented or leased lots consistent with Health and Safety Lode section 18214(c)(1), as may be
11 amended from time-to-time.
12 1.62 "Multi-Family" means any Residential Premises, other than a Single-Family Premises or
13 Mull-Plex Premises,with two or more dwelling units usedifor.Residential purposes (regardless
14 of whether residence therein is temporary or permanent) which:receive centralized Collection
15 service for all units on the Premises which are billed to one Customer atone address.
16 .1.63 "Multi-Family Complex" means;any building,and/or structure;or portion thereof,
17 located in the City that is used for Residential housing that has 4 or more distinct living units.
18 1.64 "Multi-Plea" means any Residential Premises, other than a,Single-Family and Multi-
19 Family Premises, with two'or,more-d velling,units usedtfor Residential purposes (regardless of
20 whether residence therein is temporary or permanent) which receive individual Cart Collection
21 services;and that are billed to one Customer at one address or to each individual unit.
22 1.65 "Occupant" means the Person who occupies a Premises.
23 1.66 "Organic Materials" means those Discarded Materials that will decompose and/or
24 putrefy and that the City's Municipal Code permits, directs,,and/or'requires Generators to
25 separate from Mixed Materials and Recyclable Materials for Collection in specially designated
26 Containers for Organic Materials Collection. Organic Materials include Yard Trimmings and
27 Food Scraps such,"as,but are not limited to, green trimmings,,grass, weeds,leaves,prunings;,
28 branches, dead-plants, brush, tree trimmings, dead trees, small wood pieces, other types of
29 organic yard_waste,vegetable waste, fruit waste, grain waste, dairy waste, Meat waste, fish,waste,
30 paper contaminated with Food Scrapstor-otherwise not'accepted in the Recyclable Materials
31 Collection program, pieces of unpainted'and,untreated wood, and pieces of unpainted and
32 untreated wallboard. No Discarded Material'shall be considered to be Organic Materials,
33 however, unless`such'material is separated from Mixed'Materials and Recyclable Materials:
34 Organic Materials are a subset of Solid Waste.
35 1.67 "Owner" means the Person holding legal title to the land or building.
36 1.68 "Parties' means the City and the Contractor.
Page 1.1 of 122
FranchiseAgreemeintBetween the City ofPetaluma, and PR&R 10/09/2012
1 1.69 "Person" means any individual, firm,,association, organization„partnership, corporation,
2 business trust, joint venture; the United:States, the State.of.California; the County of Sonoma,
3 and special purpose districts.
4 1.70 "Premises” means any land or building in the,City where.Mixed Materials, Recyclable
5 Materials, or Organic Materials are generated or accumulated, or other Franchise Services are
6 performed pursuant to this Franchise Agreement.
7 1.71 "Processing (or Process)" means to prepare, treat, or convert through some special
8 method.
9 1.72 "Processing Site(s)" means a City-authorized plant or site.used'for sorting, cleansing,
10 treating or reconstituting material Collected from Customers for the.purpose of making such
11 material available for re-use. Activities that may be undertaken,at:a Processing Facility include
12 but are not limited to ProcessingOiganic Materials and Recyclable Materials.
13 1.73 "Proposition 26" means;amendments to ArticleXIIIC of the California Constitution as
14 approved by the voters November 2, 2010,and'any implementing:laws and regulations and
15 related case law.
16 1.74 "Proposition 218"means Articles,XIIIC and XIIID of the California Constitution as
17 approved by the voters November 5, 1996 and any implementing laws and regulations and
18 related case law.
19 1.75 "Rate" means the dollar unit the Contractor bills'a Customer for providing Mixed
20 Materials Collection and Disposal, Recyclable Materials Collection and Processing services, and
21 Organic Materials Collection and Processing services, where such dollar unit does not exceed
22 the maximum Rate determined by City pursuant to Sections 8.16.220 and 8.16.230 of the
23 Petaluma Municipal Code and contained in Exhibit 1.
24 1.76 "Rate Period" means a.12-month period, commencing July 1 and concluding June 30, for
25 which Contractor's Compensation is calculated.:
26 1.77 "Rate.Revenue" means the.actual monies received by Contractor from.Customers.
27 1.78 "Recyclable Materials" or "Recyclables" means those Discarded Materials that the City
28 Code permits, directs and/or requires Generators to set out in Recyclables Containers for
29 Collection for the purpose of Recycling. No Discarded,Materials shall be considered Recyclable
30 Materials unless such material is separated from Mixed Materials and Organic Materials.
31 Recyclable Materials shall include,but not be limited to newspaper (including inserts, coupons,
32 and store-advertisements); mixed paper (including office paper, computer paper, magazines, junk
33 mail, catalogs, brown paper bags, brown paper,;paperboard, paper egg cartons, telephone books,
34 grocery bags, colored paper, construction paper, envelopes, legal pad backings, shoe boxes,
35 cereal and other similar food boxes vet excluding paper"tissues, paper towels, paper with plastic
36 coating, paper contaminated with food,wax paper, foil-line paper, Tyvex non-tearing paper
37 envelopes); chipboard; corrugated cardboard;paper milk cartons;glass containers of any color
Page 12 of 122
Franchise-Agreement Between the City of,Petdlurria, and PR&R 10/09/2012
1 (including brown, clear,;and,:green glass bottles and jars);,aluminum(including beverage
2 containers, foil, food containers, small pieces of scrap,metal); small pieces of scrap metal
3 weighing less than 40 pounds-and:not exceeding two (2) feet in length in any dimension for any
4 single item and fitting into the Recyclable Materials Collection Container; steel, tin or bi-metal
5 cans; mixed plastics such as plastic containers (no. 1 to 7) and bottles including containers made
6 of HDPE, LDPE, PET or.PVC,,aseptic beverage boxes, and textiles;Recyclable Materials are a •
7 subset of Solid Waste.
8 1.79 "Recycle or Recycling'-' means the process of sorting,cleansing, treating and
9 reconstituting at a Recyclable Materials:Processing Site materials,that would otherwise be
10 Disposed of at a landfill for the purpose of returning such materials to the economy in the form
11 of raw materials for new, re-used or'reconstituted products:
12 1.80 "Refuse" means all discarded putrescible and non-putrescible waste in a solid, semi-solid,
13 or liquid form. Refuse does not include:
14 1.80.1 Hazardous.Waste or Hazardous Substances;
15 1.80.2 Infectious Waste;
16 1:80.3 Abandoned automobiles; boats or any vehicle;
17 1.80.4 Radioactive waste;
18 1.80.5 Recyclable Materials; or
19 1.80.6 Organic Materials:
20 1.81 "Residential" shall mean of, from, or pertaining to a Single-Family Premises, Multi-Plex
21 Premises, or Multi-Family Premises.including Single-Family'homes, apartments, condominiums,
22 townhouse complexes, Mobile Home.Parks, cooperative.apartments, and yacht harbors and
23 marinas where residents live aboard boats.
24 1.82 "Residue" means materials that remain after Processing Recyclable Materials and that
25 cannot be Recycled, marketed, or otherwise utilized, including, but not limited to; materials such
• 26 as-rocks, contaminated paper,putrescibles, and other debris. Residue shall not exceed 10% by
27 weight of the,materials Processed for Recycling, or as specified in the operating permit of the
28 Processing Facility and upon written concurrence by the City, and may be Disposed of at an
29 Approved Disposal Site.
30 1.83 "Re-use Vendor" means a vendor (e.g. St. VincentDePaul, Goodwill Industries, or other
31 non-profit or for-profit organizations) that wi Ficollect used furniture and other re-usable items
32 for purposes of re-use rather than Disposal.
33 1.84 "Roll-off Container" means an open-top Container that ismormally loaded onto a motor
34 vehicle for Transportation to a facility.
Page 13 of 122
Franchise Agreement Between the City of,Petaluma, and PR&R 10/09/2012
1 1.85 "Service Type" refers separately to thefollowing types of Mixed Materials, Recyclable
2 Materials and Organic Materials Collection,services for each of the following types of services:
3 Single-Family Premises Cart service, Multi-Plex'Premises Cart service, Multi-Family Premises
4 Cart sen-ice, Multi Family Premises Bin service;;Commercial Cart service, Commercial Bin
5 service, Drop Box service, annual clean-ups, City facilitiesservice, and Street Sweeping.
6 1.86 "Single-Family"means, notwithstanding,any contrary definition in the City's Municipal
7 Code, any detached or attached house,or residence designed or used for occupancy by one
8 family, provided that Collection service feasibly can be; and is, provided to such Premises as an
9 independent unit, and the Owner or Occupant-of such independent unit is billed directly for the
10 Collection service.
11 1.87 "Single-Family Residence" or "Residential Unit" means any building and/or structure, or
12 portion thereof, in the City that is used for Residential housing purposes, irrespective of whether
13 residence therein is transient, temporary or permanent, and 3 or fewer distinct living
14 units.
15 1.88 "Single Stream Recycling" means the use of a single Container to Collect two or more
16 types of Recyclable Materials.
17 1.89 "Solid Waste" means solid waste as defined in California Public Resources Code,
18 division.30, part 1, chapter 2, section.401.91, as from time to-time amended, and regulations
19 promulgated thereunder, and without limitation includes the following: (1) Refuse; (2) Bulky
20 Items; and (3) vehicle parts as;:defined in California Code of Regulations, title 23, division 3,
21 chapter 15, section 2520(d)(3) and section 2523(c). Solid Waste includes Mixed Materials,
22 Organic Materials, Recyclable Materials;,Bulky Items, and any and all other materials Collected
23 by Contractor under this Franchise.
24 1.90 "Source Separated" means the segregation, by the Generator, of materials designated,for
25 separate Collection for some form of Recycling; Composting, recovery, or re-use.
26 1.91 "Specialty Recyclable Material" means Material not specified in this Agreement that can
27 be or will be Collected for purposes of Recycling by any Person operating under a valid permit
28 issued by the City: Such Specialty Recyclable Material includes; but is not limited to, scrap metal,
29 Construction and Demolition Debris, high-grade paper (including office mixed paper), pallets,
30 and plastic film.
31 1.92 "Stable Matter" means manure and other waste;matter7normally accumulated and
32 associated with stables or domestic livestock.
33 1.93 "Street Sweeping" means sweeping and washing of the City streets and parking lots as
34 required by Section 4 and Section 7 of this Agreement.
35 1.94 "Subcontractor";means a party who has entered into a contract, express or implied,with
36 the Contractor for the performance of an act that is necessary for the Contractor's fulfillment of
37 its obligations under this Agreement.
Page 14 of 122
Franchise Agreement,Between the City of Petaluma, and PR&R 10/09/2012
1 1.95 "Term" means "Franchise Term'as defined in Section,I of this Agreement.
2 1.96 "Ton (or Tonnage)" means a unit of measure for weight equivalent to two thousand
3' (2,000) standard pounds where each pound contains sixteen (16) ounces.
4 1.97 "Transfer Station" means'a-facility for the temporary collection and storage of Mixed
5 Materials, Organic Materials and Recyclable Materials until they are transferred to trucks for
6 Transportation to a Disposal Site or Processing Facility authorized by the City.
7 1.98 "Transportation" or "Transport" mean's the act;of transporting or state of being
8 transported.
9 1.99 "Waste Management Agency" means the Sonoma County Waste Management Agency, a
10 joint powers authority formed in April, 1992 by Sonoma County and the nine:incorporated cities
11 in Sonoma County to.satisfy waste Diversion requirements of AB.939. The Waste Management
12 Agency conducts Household Hazardous Waste, Composting, wood waste Recycling, parks
•
13 Recycling, planning and education°programs on behalf of the member jurisdictions.
14 1.100 "Working Days" means.Monday through Saturday, excluding Holidays, unless otherwise
15 specified.
16 1.101 "Yard Trimmings" means those Discarded Materials that will decompose and/or
17 putrefy, including but not limited to; green trimmings, grass; weeds, leaves; prunings, branches,
18 dead plants, brush, tree trimmings, dead trees, small pieces of unpainted and untreated wood,
19 and other types of organic waste. Yard Trimmings placed for Collection may not exceed three
20 (3) inches in diameter and three (3) feet in length. Yard Trimmings are a subset of Organic
21 Materials.
22 SECTION 2.— REPRESENTATIONS AND WARRANTIES
23 In entering into this Franchise Agreement, the City is relying on all of the Contractor's
24 representations contained in this Franchise Agreement, expfessly including all of Contractor's
25 representations in.this Section 2. The accuracy of each of the Contractor's representations
26 contained in this';Section 2 and the satisfaction of each of the conditions set forth in this Section
27 2 are conditions,precedent to this,Franchise Agreement taking effect. If any of the
28 representations contained in this Section 2 are inaccurate„false or misleading, and/or, unless and
29 until each of the conditions precedent in.this Section 2 are fully satisfied, this Franchise
30 Agreement shall not become effective, and the rights and obligations it would grant and impose
31 shall not accrue.
32 2.1 Corporate Status
33 Contractor is duly organized, validly existing, and in good standing under the laws of the State of
34 California. Contractor is authorized to=transact,businesi in the State of California and has the
35 power to own its properties and carryon its business as now owned and operated and as
36 required bythis'Franchise Agreement.
Page 16 of 122
•
Franchise Agreement Between the City of Petaluma, and;PR&R'10/09/2012
1 2.2 Corporate Authorization
2 Contractor has the authority to enter into and perform its obligations under this Franchise
3 Agreement. The Board of.Directors:of Contractor (or the shareholders, if necessary) have taken
4 all actions required by law, articles of incorporation,..bylaws or otherwise to authorize the
5 execution of.this Franchise Agreement. The Persons signing:this Franchise Agreement on behalf
6 of Contractor have authority to do.so.and:this'Franchise Agreement constitutes a legal, valid,
7 and binding obligation of the Contractor.
8 2.3 No Conflict
9 Neither the execution nor the delivery by Contractor of this Franchise Agreement nor the
10 performance by Contractor of its obligations hereunder:(i) conflicts with,violates or results in a
11 breach of any law or governmental regulation applicable to Contractor; or (ii) conflicts with,
12 violates or results:in a breach of any term or conditiomofany judgment, order, or decree of any
13 court, administrative agency or other governmental authority or any Agreement or instrument
14 to which Contractor or any of its properties or assets arebotind, or constitutes a default
15 thereunder.
16 2.4 No Litigation
17 To the best of Contractor's knowledge, after reasonable investigation, as of the effective date of
18 this Franchise Agreement, there is no action suit, or=other;proceeding at law or in equity or any
=19 investigation before or by any courtzor governmental authority, commission, board, agency or
20 instrumentality decided, pending or threatened.against Contrattor that'is likely to result in a
21 decision, ruling, or finding that would materially and adversely affect the performance by
22 Contractor of its obligations Hereunder; adversely affect the validity or enforceability of this
23 Franchise Agreement; or have a material adverse effect'on the financial condition of Contractor
24 or its parent company.
25 2.5 Information Supplied,by Contractor
26 The information supplied by Contractor to'the City in connection with the negotiation and
27 execution of this Franchise Agreement, and all.representations and warranties made by
28 Contractor throughout this Franchise Agreement are true, accurate, correct and complete in all
29 material respects on and as of.the effective date of this Franchise Agreement.
30 .2.6 Agreement to Cooperate
31 Contractor agrees to cooperate with and assist the City imsupporting defending the legal
32 validity of, and authorization for enteringinto, this Franchise Agreement in the event of any
33 legal challenge thereto brought or made in any mannerby a third party. In accordance with
34 Section 13, Contractor shall indemnify, hold harmless ind defend the=iidemnitees for any
35 liability related to any challenge to the-validity of this Franchise Agreement.
36 2.7 Ability to Perform
'37 Contractor possesses the business, professional; and technical expertise, and equipment,
38' facilities, employees and other resources required to perform its obligations under this Franchise
39 Agreement in accordance with its terms.
Page 1"6 of 122
Franchise Agreement Between the City of Petaluma,and PR&R 10/09/2012
1 2.8 Council Action
2 The City Council shall adopt a resolution approving of and adopting this Franchise Agreement
3' and authorizing execution of this Franchise Agreement on behalf of the City prior to or on the
4 effective date of this Franchise Agreement.
5 2.9 Verification,of Insurance and Performance Bond
6 Contractor shall submit, prior to the effective date of this Franchise Agreement, and shall
7 maintain, insurance policies and endorsements of insurance coverage in accordance with the
8 requirements of Section 13. Contractor shall submit a performance bond as set forth more
9 specifically in Section 13 in favor of the City, approvedlby the City Attorney, in the amount of
10 $3,500,000 securing the faithful;performance of the provisions of this Franchise Agreement.
11 2.10 Vehicle Information
12 Contractor shall provide the City:with information regarding the size, weight, age, and
13 mechanical condition of each of the vehicles to'be used in carrying out the Franchise Services, a
14 copy of which vehicle inventory is attached hereto as Exhibit 9. All said vehicles shall comply at
15 a minimum with the Petaluma Municipal Code and all other applicable state and federal law.
16 2.11 Payment of Fees to Prepare this Agreement
17 Prior to execution of this Franchise Agreement; Contractor shall'pay all of the City's attorneys'
18 fees, consultant's fees, and staff time incurred in drafting, reviewing, revising, negotiating and
19 executing this,Franchise Agreement and the City's attorneys' fees for updating the provisions in
20 the City's Municipal Code governing the provision of Solid Waste Collection and other related
21 services. Should.additional updates to the Petaluma Municipal Code be necessary after execution
22 of this Franchise Agreement,said.Attorney fees, consultant costs and staff time shall be paid to
23 City by Contractor within thirty:days of submittal by the City to Contractor of a statement for
24 the cost of such services. Said costs shall not be passedion to the ratepayer.
25 SECTION 3— GRANT OF FRANCHISE
26 3.1 Grant of Franchise
27 In accordance with Chapter 8.16 of the Petaluma Municipal,Code and other Applicable Law, the
'28 City hereby grants to Contractor for the duration of this,Franchise Agreement the exclusive
29 right to perform the Franchise.Sen-ices described in Secunm4 and as set forth more fully in
30 Section 5 of this Franchise Agreement,including, but not-limited to, the Collection,
31 Transportation, Processing and Disposal of all Mixed:Materials, Recyclable Materials and
32 Organic Materials generated within the City and--placed ifor Collection in receptacles provided by
33 Contractor.
34 3.2 Franchise Term
35 The rights granted in this Franchise Agreemeneto Contractor shall commence on January 1,
36 2013 and continue through December 31, 2027. The City may, in its sole discretion, at the end
37 of the Franchise`Term, either re-negotiate the terms and conditions of the,Franchise Agreement
38 with the Contractor and provide for anew Franchise Term, or request.proposals from qualified
-39 contractors to provide Franchise.Services to the City for a new Franchise, or take any other
Page 17 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 lawful action to arrange for the Collection; Transportation, Processing, and/or Disposal of
2 Mixed Materials, Recyclable Materials and Organic Materials generatedin the City and/or related
3 services.
4 SECTION 4— SCOPE OF AGREEMENT
5 4.1 Scope of Agreement
6 This Franchise granted to Contractor shall be exclusivelwith regards,to Collection, Transporting,
7 and Processing of Mixed Materials,Recyclable Materials, and Organic Materials generated in the
8 City, except as described in Section 4.2 or where otherwise precluded by Applicable.Law.
9 The Contractor, or its Subcontractor(s), shall be responsible for the following services:
10
11 4.1.1 Collecting all Mixed Materials, Recyclable Materials, and Organic Materials
12 generated in the City and placed by'Generators..for Collection.
13
14 412 Transporting Collected materials to an Approved Disposal Site, Approved
15 Organic Materials Processing Site, or Approved Recyclable Materials Processing Site.
16
17 4.1.3 Processing and marketing..Recyclable;Materials:Collected in the City by
18 Contractor.
19
20 4.1.4 Processing, Composting, and marketing Organic Materials Collected in the
21 City by Contractor.
22
23 4.1.5 Disposing Mixed Materials Collected in the City.by Contractor.
24
25 4.1.6 PerformingStreet Sweeping services throughout the City in accordance with
26 Section 7.
27
28 4.1.7 Customer service and Billing, as detailed in Section 9.
29
30 4.1.8 Public education and community outreach in accordance with Section 9 and
31 Exhibit 6.
32
33 4.1.9 Furnishing all labor, supervision, vehicles, Containers, other equipment,
34 materials, supplies, and all other items and services necessary to perform its obligations under
35 this Agreement.
36
-37 4.1.10 Paying.all,expenses related to provision of services required by this Agreement
38 including, but not limited to, taxes, regulatory fees, utilities, etc.
39
40 4.1.11 Providing all services required by this Agreement in a thorough and
41 professional manner so`thatresidents, businesses, and the City are provided timely, reliable,
42 courteous and high-quality service at all times.
•
Page 18 of 122
•
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1
2 4.1.12 Perform all senrices'in substantial:accordance with the Contractor's proposal
3 (attached as Eshnt X) and in full accordance with this Agreement at all times using best industry
4 practice for comparable operations. If the Contractor's,proposal and Agreement conflict, the
5 Agreement shall prevail.
6 .
7 4.1.13 Complying with Applicable Law.
8
9 4.1.14 Performing or providing all other serbices,necessary to fulfill its obligations
10 under this Agreement.
11
12 4.1.15 Accomplishing,and maintaining the Diversion Requirement established by the
13 City, as set forth in Section 8.4 of this Agreement.
14
15 The enumeration and specification of particular aspects of se ice, labor, or equipment
16 requirements shall not relieve Contractor of the duty of accomplishing all other aspects
17 necessary to fulfill its obligations under this Agreementwhether;such'requirements are
18 enumerated elsewhere in the Agreement or not, unless excused in:accordance with Section 14.6.
19
20 4.2 Limitations to Scope
21 The materials listed below in this Section may be collected and transported by other Persons.
22 Such Persons shall do so in accordance with the City's Municipal Code.
23 4.2.1 Construction and Demolition Debris Materials Deposited in a Drop
24 Box
25 Construction and Demolition Debris placed by Generator in a Drop Box located temporarily at
26 a construction or demolition debris job site, and hauled by a City-permitted contractor;
27
28 4.2.2 Materials Hauled-by Owner or Occupant, or its Contractor
29 Mixed Materials, Recyclable Materials, Yard Trimmings, and Specialty Recyclable Materials that
30 are removed from any Premises by the Owner or Occupant and are Transported to a Disposal
31 Site or Processing Site by (i) the Owner or Occupant of'such.Premises, by full-time employee of
32 Owner or Occupant that uses the Owner's or Occupant's equipment to transport materials; or
33 (ii) by a contractor whose removal of the Mixed.Materials, Recyclable Materials, and/or Organic
34 Materials are incidental.to the service being performed and such contractor removes materials at
35 no additional or separate fee; •
36
37 4.2.3 Donated Materials.
38 Source.Separated Recyclable Materials, Organic Nterials,,and'Specialty Recyclable Materials
39 Generated in the City that are donated by the Generator to youth, civic, charitable, or other
40 nonprofit organizations;
41
42 4.2.4 Containers Recycled
43 Containers delivered for Recycling under the California Beverage Container Recycling Litter
Page 19 of 122
Franchise Agreement Between the Citrof Petaluma, and PR&R.10/09/2012
1 Reduction Act, Section 14500, et. seq. California Public Resources Code as may be amended
2 from time to time;
3
4 4.2.5 Commodities Hauled in Drop Boxes
5 Source Separated Recyclable Materials and Specialty Recyclable Materials generated by
6 Commercial businesses, including City facilities; that are placed by Generator in a Drop Box,
7 and hauled by a City-permitted contractor;
8
9 4.2.6 Commodities Collected in Carts or Bins
10 Source Separated Recyclable Materials; Organic.Materials, and Specialty Recyclable Materials
11 generated by Commercial businesses, including.City facilities,which (1) are placed in Carts or
12. Bins and (2) are Collected by a Person (or company) through a,private arrangement with the
13 Generator, and the Generator is compensated for the materials Collected; provided however,.
14 that the Owner or Occupant of such Commercial business shall be required to subscribe to and
15 pay for the basic level of Recyclable.Materials Collection service=provided by Contractor;
16
17 4.2.7 On-Site Composting
18 Organic Materials Composted on.a Residential Premises;
19
20 4.2.8 Animal, Grease Waste, and Used Cooking Oil
21 Animal waste and remains from slaughterhouse or butcher shops, grease waste, or used cooking
22 oil;
23
24 4.2.9 Sewage Treatment By-Product
25 By-products of sewage treatment including sludge, sludge ash, grit, and screenings;
26
27 4.2.10 Hazardous Wastes and Infectious Waste
28 Household Hazardous Waste, Hazardous Waste, Infectious Waste, and Designated Waste
29 regardless of its source with the exception of materials Contractor is required to Collect in
30 accordance with Section 5.6 of this Agreement;
31
32 4.2.11 Public School Wastes
'33 Materials generated by public schools,located in the City,
34
35 4.2.12 Contractor acknowledges and agrees that the City may permit other Persons
36 besides the Contractor to Collect any and all types of materials.excluded from the scope of this
37 Franchise, as set forth above, without seeking or obtaining approval of Contractor. If
38 Contractor can produce evidence that other Persons are servicing Collection Containers or are
39 Collecting and Transporting Mixed Materials, Recyclable Materials, and/or Organic Materials in
40 a manner that is not consistent with the City's Municipal Code;it shall report the location and
41 the name of the Person or company; to the City-along with Contractor's evidence of the
42 violation of the exclusiveness of this Franchise.
43
Page 20 of 122
Franchise AgreementBetween the City of Petaluma, and PR&R,10/09/2012
1 4.2.13 This Agreement and scope of this Franchise shall be interpreted to be
2 consistent with Applicable Law, now and during the Term of the Agreement. If future judicial
3 interpretations of current law or new laws, regulations, or judicial interpretations limit the ability
4 of the City to lawfully provide for the scope of services as specifically set forth herein,
5 Contractor agrees that the scope of,the Agreement will;be limited to those services and materials
6 which may be lawfully provided,and that the City shall not be responsible for any lost profits or
7 losses claimed by Contractor to arise out of limitations of the scope of the Agreement set forth
8 herein. In such an event, it shall be"the responsibility ofi Contractor to minimize the financial
9 impact of such future judicial interpretations or laws.
10
11 4.3 Subcontracting
12 Contractor shall not engage any Subcontractors'for Collection, Transportation, Processing, or
13 Disposal of Mixed Materials, Recyclable Materials, or Organic Ma terials or Street Sweeping
14 services without the prior written consent of the City.
15 4.4 Ownership of Materials
16 Once Mixed Materials, Recyclable Materials, and Organic Materials are placed in Containers and
17 at the Collection location, Ownership and the right to possession of such materials shall transfer
18 directly from the Generator to Contractor. Once Mixed Materials,Recyclable Materials, or
19 Organic-Materials are deposited by Contractor at a Disposal Site,transformation site, Transfer
20 Station, Composting Site, or Processing Site, such materials shall become the property of the
21 Owner or operator of the facility.
22 City may obtain Ownership or possession of Mixed Materials, Recyclable Materials, or Organic
23 Materials placed for Collection upon written notice to Contractor of its intent to do so.
24 However, nothing in this Agreement shall be construed as giving rise to any inference that City
25 has such Ownership or possession unless such written notice has been given to Contractor.
26
27 4.5 City-Directed Changes°to Scope
28 4.5.1 Types of Changes
29 City may, by written notice, direct Contractor to perform additional services or modify existing
30 services. For example, and without=limitation, the City may request the following:
it Collection of certain materials, which were originally Mixed Materials, but during the "Perm can,
32 in the reasonable'opinion of the City, be economically Recycled or Composted;
33
34 4.5.1.1 Modifications to the:definitions,of"Organic.Materials," "Food
35 Scraps," "Yard Trimmings," "Recyclable Materials," and/or "Mixed Materials" as set forth in
36 Section 1 of this Agreement in order to include additional material types for Collection, or to
37 otherwise modify the accepted material types for Collection;
38
39 4.5.1.2 Inclusion of new Diversion programs;
40
41 4.5.1.3 Expansion of public education activities;
42
Page 21 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 4.5.1.4. Elimination of programs;
2
3 4.5.1.5' Modification of the manner in which Contractor performs existing
4 services;
5
6 4.5:1.6 Performance of pilot programs;
7
8 4.5.1.7 Implementation of innovative services, which may entail new
9 Collection methods, targeted routing, different kinds of services, different types of Collection
10 vehicles, and/or new requirements for Generators;
11
12 4.5.1.8 Transportation of materials toil an Approved Disposal Site or an
13 Approved Organic Materials Processing Site other than that specified on the Effective Date; and
14
15 4.5.1.9 Increasing or decreasing the Diversion Requirement set forth in
16 Section 8.4.
17
18 4.5.2 Procedure for Making Changes in?Scope
19 Contractor shall present, withur.30 calendar days of the City's written request, a written proposal
20 to provide modified or additional services. At aminimum, therproposal shall contain a complete
21 description of the following:
'22
23 4.5.2.1 Collection methodology to be employed (equipment, manpower, etc.);
24
25 4.5.2.2 Equipmentto be utilized (vehicle number, types, capacity, age, etc.);
26
27 4.5.2.3 Labor.requirements (number of employees by classification);
28
r 29 4.5.2.4 Type of materials to be Collected or.Containers to be utilized;
30
31 4.5.2.5 Provision for program publicity/education/marketing; and
32
33 4.52.6 Additional Contractor compensation required to pay for the cost of
34 City's,requested change in services, the change to Customer rates, and the supporting basis of
35 any such increased Contractor compensation or change in Customer rates.
36
37 4.5.3 The City shall negotiate with the Contractor over the terms, conditions and
38 details of the Contractor's proposal and appropriate amendments to the Agreement to reflect
39 the change in scope.
40
41 4.5.4 If the Contractor and City do not within 90 days after the Contractor submits
42 its proposal, reach an agreement on the change in scope and amendments to the Agreement,the
43 Contractor shall forfeit its exclusive right to Collect sueh material from Generators or provide
Page 22 of 122
Franchise;Agreement Between-the City. of Petaluma, and PR&R10/09/2012
1 the services under consideration and the City may solicit proposals from one or more other
2 parties for such service and Contractor shall be i15<lited to subnnta'proposal.during the process.
3
4: 4.5.5 Change in Approved Disposal Site,Approved Recyclable Materials
5 Processing Site, orApproved Organic Materials Processing Site
6 If the City specifies use of a Disposal Site or Processing Site that is different from the sitc(s)
7 approved at that time,.the City shall provide written notice to Contractor.
8
9 4.5.6 Implementation of New Services
10 The Contractor's implementation of any new services or change in the Approved Disposal Site
11 or Approved Organic Materials Processing Site shall occur in a timely, smooth, and seamless
12 manner such that Customers,and/or Generators do not experience'disruption in Collection
13 services. Contactor shall be responsible for managing implementation of any new Collection
14 services or change in the Approved Disposal Site or Approved;Organic Materials Processing
15 Site and other related services and shall do so in accordance withlan implementation plan
16 approved by the City.
17
18 4.5.7 Monitoring and-Evaluation of Changes in Scope
19 If the City requests, the Contractor shall meet with the City to describe the progress of each new
20 service. If applicable, Contractor shall document the results of the new programs on a monthly
21 basis, including at a minimum the Tonnage Diverted by material type,the end use or processor
22 of the Diverted materials and the cost per Ton for Trainpo"rting and Processing each type of
23 material and other such information requested by the Contractor and/or City necessary to
24 evaluate the performance of each program.
25
26 At each meeting, the City, and Contractor shall have the opportunity to revise the program based
27 on mutually agreed upon terms in accordance with provisions of this Section. The City shall
28 have the right to terminate a program-if, in its sole discretion, the Contractor is not cost
29 ° effectively achieving the program's goals and objectives: Before such termination, the City shall
30 meet and confer with the Contractor for a period not to exceed 90 calendar days to resolve the
31 City's concerns. Thereafter, the City may utilize a third party to perform these services if the City
32 reasonably believes the third party'can improve'on Contractor's performance and/or cost.
33 Notwithstanding these changes, Contractor shall continue^the program during:the;Meet and
34 confer period and;; thereafter, until the third party takes ovet'the program.
35
36 4.6 City's Right to Perform Services'and;PossessEquipment
37 4.6.1 General
38 The City, in its sole discretion, may determine a period of emergency if both of the following
39 conditions occur: (i) Contractor, for any reason whatsoever, fails, refuses, or is unable to
40 perform its Collection, Processing, and Disposal and Street Sweeping obligations, at the time
41 and in the manner provided in this Agreement, for a period of more than 48 hours, and (i) the
'42 City finds that such failure, refusal, or inability endangers or menaces the public health, safety, or
43 welfare. If the City determines a.period of emergency, then the City shall have the right during
Page 23 of 122
Franchise Agreement Between the City of Petaluma, and PR'&R 10/09/2012
1 the period of such emergency to (i) perform, or cause to be performed; such services with its
2 own or other personnel without liability to,Contractor; and/or (ii) take possession of and use
3 any or all of Contractor's land, equipment, and other property used or useful in providing the
• 4 Franchise Services under this Agreement. If the City chooses to exercise such rights;,the City
5 shall provide written notice to the Contractor 24-hours prior to its plans to exercise its rights.
6 The City agrees that it assumes complete responsibility for the proper and normal use of such
7 equipment and facilities while in its possession.
8
9 The City shall provide oral notice (by telephone or in Person) to Contractor of the Contractor's
10 failure, refusal, or inability to,perform its-Collection obligations and of the City's intent to
11 perform Collection services and/or possess Contractor,'s.equipment. The City shall send written
12 confirmation of such oral notification to Contractor, b}; certified mail, within 24 hours of the
13 oral notification, unless the 24 hour deadline ends on a Sunday; City holiday, or U.S. Postal
14 Service holiday, then confirmation of such notice shall be sent on the day following such day.
15
16 Contractor agrees that in such event:
17
18 4.6.1.1 It will take direction fromxhelCity•to effect the transfer of possession
19 of property to the City for City's use.
20
21 4.6.1.2 It will, if City so requests, keepin good repair and condition all of such
22 property, provide all motor vehicles with fuel, oil and other service, and provide such other
23 service as may be necessary to maintain said property in satisfactory operational condition.
24 '
25 4.6.1.3 Subject"to provisions.of any labor agreements then in effect,
26 Contractor shall provide the services of all or any personnel necessary or useful for the
27 Collection, Transportation, Processing, Disposal, and Street Sweeping operations including, if
28 City so desires, employees then employed by Contractor. Contractor further agrees, if City so
29 requests;-to furnish City the.services of am or all management or office personnel employed by
30 Contractor whose services are necessary or useful for Collection,Transportation, Processing,
31 Disposal, and Street Sweeping operations and for the Billing and collection of fees for these
32 services.
33
34 If the interruption or discontinuance.of service is caused`by..any of the reasons listed in Section
35 14.6, the City shall pay to Contractor $100 per day for use of each Collection or Street Sweeping
36 vehicle and the reasonable rental value:of other equipment and facilities, possession of which is
37 • taken by the City,for the period of the City's possession, if,any,,which extends beyond the
38 period of time for which Contractor has rendered bills-to Customers in advance of service.
39
40 Except as otherwise expressly provided in the previous paragraph, the City's exercise of its rights
41 under this Section; (i) does not constitute a taking of private property for which compensation
42 must be paid; (ii) will not create any liability on the part:of City to Contractor; and (iii) does not
43 exempt Contractor from the indemnity provisions of Section 13, which are meant to extend to
44 circumstances arising under this Section, provided that'Contractor is not required to indemnify
Page 24 of l 22
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 City against claims-and damages arising from the sole negligence of City officers, employees, and
2 agents in the operation of Collection or Street Sweeping vehicles during the time the City has
3 taken possession of such vehicles.
4
5 4.6.2 Duration of City's Possession
6 City has no obligation to maintain;possession of Contractor's property and/or continue its use
7 in Collection, Transportation, Processing; Disposal, and Street Sweeping operations for any
8 period of time and may, at anytime; in its sole discretion.
, relinquish possession to the
9 Contractor.
10
11 The City's right to retain temporary possession of Contractor's property, and to provide
12 Collection services, shall continue until Contractor can demonstrate to the City's satisfaction that
13 it is ready, willing and able to resume such services or for 180 calendar days, whichever occurs
14 first.
15
. 16 4.6.3 Condemnation
17 The City fully reserves the rights to acquire the Contractor's property utilized in the performance
18 of this Agreement, by purchase or through the exercise of the tight,of eminent domain.
19
20 4.7 Transition.to Next Contractor at End of Agreement
21 If applicable, before expiration or earlier termination of this Agreement, Contractor will take
22 direction from the City and subsequent Contractor to assist in a timely and orderly transition of
23 services from Contractor to subsequent contractor. In response to the City's direction,
24 Contractor shall provide route lists (which identify each Customer on the route, its service level
25 and scheduled Collection day„and any special Collection notes) and detailed Customer account
26 and Billing information. Contractor may, but shall not be obliged to, sell Collection or Street
27 Sweeping vehicles, equipment, or facilities to the next contractor.
28 4.8 City Free to Negotiate with Third Parties
29 The City may investigate all options for Collection, Transportation, Processing, Disposal, and
30 Street Sweepingservices that will be scheduled to commence after the expiration of the Term or
31 earlier termination of this Agreement. Without limiting.,the•generality of the foregoing, the City
32 may solicit.,proposals:from Contractor and from third parties,for the provision of Collection,
33 Transportation;'Processing, or Disposal of.Mixed Materials,Recyclable Materials,,and Organic
34 Materials,Street Sweeping services, and any combinatioMthereof The City may negotiate and
35 execute agreements for'Such services thafwili take..effect upon the expiration or earlier
36 termination of this Agreement.
37 SECTION 5 — COLLECTION SERVICES
38 5.1 Mixed'Materials Collection
39 5.1.1 General
40 Contractor acknowledges that the City iscommitted to'Diverting materials from Disposal
41 through the implementation of source reduction, re-use, Recycling and Composting programs
Page 25 of 122
Franchise Agreement Between the City of Petaluma,..and PR&R 10/09/2012
1 and that the City may at some time in the future implement;;in accordance with Section 4.5, new
2' programs that may impact the overall quantityror composition of Mixed Materials to be
3 Collected by Contractor.
4
5 5.1.2 Single-Family Premises
6 Contractor shall Collect Mixed Materials from Single-Family Premises once per week from
7 Contractor-provided Carts. Contractor:shall provide each Customer with.a Cart of
8 approximately 20, 35, 65, or 95 gallons as:requestedby the Customer. Contractor shall Collect
9 Carts from the Curb unless the:Occupant is physically unable to place the Container Curbside.
10 In such case, Contractor shall Collect Carts from an alternative service location (such as the
11 porch, sideyard, or backyard).
12
13 5.1.3 Multi-Plex Premises
14 Contractor shall provide Mixed Materials Collection sere*ice to°Multi-Plex Premises in a manner
15 identical to service provided to Single-Family Premises.
16
17 5.1.4 Multi-Family Premises
18 Contractor shall Collect Mixed Materials from Multi-Family Premises:as frequently as scheduled
19 by Customer, but not less than once per week. Contractor shall allow a Multi-Family Premises to
20 use Carts or Bins for Mixed Materials Collection that are shared by the-Occupants of the Multi-
21 Family Premises. Contractor shall provide one or more+Carts or Bins to such Premises as
22 requested by Owner provided'thatti° less than 95 gallons of Container capacity are provided for
23 every four dwelling units in the Premises. Contractor shall provide each.Customer with a choice
24 of one or more Carts with capacities ranging from approximately 35 to 95 gallons or Bins with
25 capacity ranging from approximately 1.5 to 8 cubic yards (or similar sizes). Contractor shall
26 Collect Mixed Materials from CartsandBins ara location selected by Customer and approved
27 by the City.
28
29 5.1.5 Commercial Premises
30 Contractor shall Collect Mixed Materials from Commercial Premises as frequently as scheduled
31 by the Customer, but not less than once per week. Contractor shall Collect Mixed Materials
32 from Carts and Bins at a location selected by the Customer'•and approved by the City.
33, Contractor shall allow each Commercial Customer to select a Collection service methodology
34 that best suits the needs of its Premises. Specifically, the Contractor shall.offer the following
35 Collection service,methodologies to Commercial Customers:
36
37 5.1.5.1 Individual Cart or Bin Service
38 Contractor shall allow each Commercial Premises to use'Carts or Bins for Mixed Materials
39 Collection. Contractonshall provide each Customer with a choice of one or more Carts with
40 capacities ranging from approximately 35:to 95 gallons or Bins with capacity ranging from
41 approximately 1.5 to 8 cubic yards (or similar sizes).
42. 5:1.5.2 Centralized Bin or Cart Service
43 Contractor shall allow each Commercial Premises to use Carts or Bins for Mixed Materials
Page 26 of 122
FranchiseAgreementBetween the City of Petalurha, and PR&R 10/09/2012
1 Collection that are shared by the Occupants of two or-snore adjacentCommercial Premises. In
2 such case, Contractor shall provide one or more Carts or Bins as requested by Customer(s)
3 provided that no less than 95 gallons of Container capacity is provided for every four
4 Commercial Premises. Contractor shall provideeach Customer with a choice of one or more
5 Carts with capacities ranging from approximately 35 to 95 gallons or Bins with capacity ranging
6 from approximately 1.5 to 8 cubic yards (or similar sizes).
7 5.1.5.3 Permanent Drop Boxes and Compactors
8 Contractor shall allow a Customer to use a Drop Box or Compactor for Mixed Materials
9 Collection to meet the Customer's permanent Disposaineeds. In such case, Contractor shall
10 provide Customer with a choice of Container capacitiesi ranging from approximately 10 to 50
11 cubic yards (or similar sizes). Contractor shall offer Customers the option to purchase or lease
12 Compactors through either the Contractor or an outside vendor.
13 5.2 Recyclable Materials Collection
14 5.2.1 General
15 Contractor shall Collect Recyclables'Materials that.are commingled in the Customer's Recyclable
16 Materials Collection Container,provided`that the Customer has Source Separated the Recyclable
17 Materials from Mixed Materials.
18
19 In accordance with.Section 4.5, the City may direct Contractor to modify its scope of services to
20 include•Collectionof additional types of Recyclable Materials beyond those materials defined in
21 Section 1.
22 5.2.2 Single-Family Premises
23 Contractor shall Collect commingled Recyclable Materials from Single-Family Premises once per
24 week. Contractor shall provide each Customer with-a one Cart for Recyclable Materials as
25 requested by the Customer. Contractor shall provide:each Customer with a Cart of
26 approximately 35, 65, or 95 gallons, as requested by the Customer. Contractor shall Collect Carts
27 from the Curb unless the Occupant is physically unable to place.the Cart at the Curb. In such
28 case, Contractor shall Collect Carts from an alternative service location (such as the porch,
29 sideyard, or backyard).
30
31 5.2.3 Multi-Plex Premises
32 Contractor shall provide commingled Recyclable Materials Collection service to Multi-Plex
33 Premises in the same manner described in Section 5.2.2 for Single-Family Premises.
34
35 5.2.4 Multi-Family Premises.
36 Contractor shall Collect commingled Recyclable Materials from Multi-Family Premises as
37 frequently as scheduled by Customer,but not less than once per week.
38 Contractor shall,provide=each Customer with Container for Recyclable Materials Collection.
39 Contractor shall provide each Customer with a Cart of approximately 35, 65, or 95 gallons, or
40 Bins with capacities ranging from approximately 1.5 to S cubic yards (or similar sizes), as
Page 27 of 122
Franchise.Agreement Between the City of Petaluma, and.PR&R10/09/2012
1 requested by the Customer. Carts and Bins may be.shared by the Occupants of the Multi-Family
2 Premises.
3 Contractor shall.Collect Recyclable Materials at;the designated location agreed upon by
4 Contractor and Customer.
5 5.2.5 Commercial Premises
6 Contractor shall Collect Recyclable Materials from Commercial Premises as frequently as
7 scheduled by Customer, but-not more than once per day and not on Sundays or scheduled
8 Holidays. Contractor shall allow.Commercial Customers to select- Collection service method
9 that best suits the needs of its Premises. Specifically, the Contractor shall offer the following
10 choices to Commercial Customers:
11
12 51.5.1 Cart or Bin Service
13 Contractor shall allow Commercial Customers to use Cart(s) or Bin(s) for Recyclable Materials
14 Collection: Contractor shall provide each Customer with a choice of one or more Carts with
15 capacities of approximately 35,65, or 95 gallons, or Bins with capacity ranging from
16 approximately 1.5 to 8 cubic yards (or similar sizes).
17 5.2.5.2 Centralized Cart or Bin.Service
18 Contractor shall allow for Commercial Customers to use Cart(s).or Bin(s) for Recyclable
19 Materials Collection that are shared by the Occupants of two or more Commercial Premises. In
20 such case, Contractor shall provide one or more Carts or-Bins to such Premises as requested by
21 Customer(s) provided that a minimum of 95 gallons of Container capacity for Recyclable
22 Materials is provided for every four Commercial Premises.
23 .5.2.5.3 Drop Boxes and Compactors
24 Contractor shall allow Commercial Customers to use a Drop Box-or Compactor for Recyclable
25 Materials Collection to meet Customer's permanent needs. In:such-case, Contractor shall
26 provide Customers with a choice of Container capacities ranging from approximately 10 to 50
27 cubic yards. Contractor shall offer Customers the option to purchase or lease Compactors
28 through Contractor or an outside vendor.
29 5.3 Organic Materials Collection
30 5.3.1 General
31 For Single-Family Premises and Multi-Plea Premises, Contractor shall Collect Organic Materials
32 (including both Yard Trimmings and Food Scrips) placed in the Customer's Organic Materials
33 Collection Container, provided that Customer has Source;,Separated the Organic Materials
34 from Mixed Materials and Recyclable Materials.
35 •
36 For Multi-Family Premises-and Commercial Premises, Contractor shall separately Collect Yard
37 'Trimmings and Food Scraps from Customers, from Containers designated for either Yard
38 Trimmings or Food:Scraps, provided that the Customer has Source;Separated the Yard
39 Trimmings and Food Scraps from each other into their respective Containers, and also provided.
Page 28 of 122
Franchise Agreement:Between the City of Petaluma, and PR&R 10/09/2012
1 that the Customer has.Source Separated the Yard Trimmings and Food.Scraps from Mixed
2 Materials and Recyclable Materials.
3
4 In accordance with Section 4.5, the City may direct Contractor to modify its scope of services to
5 include Collection of additional types of Organic Materials.
6 5.3.2 Single-Family Premises
7 Contractor shall Collect Source Separated Organic Materials from Single-Family Premises once a
8 week. Contractor shall provide each Customer with a Cart of approximately 65 or 95 gallons, as
9 requested by the Customer. Contractor:shall Collect Carts from the Curb unless Occupant is
to physically unable to place the Container at the Curb. Inlsuch event, Contractor shall Collect
11 Carts from an alternative serviceflocition (such as the porch, sideyard, or backyard).
12
fi3 5.3.3 Multi-Plex Premises
14 Contractor shall provide Organic Materials Collection service to Multi-Plea Premises in the same
15 manner as described in Section 5.3.2 for Single-Family Premises,with the exception that
16 Organic Materials Collection services shall not be provided to Multi'-flex condominium and
17 townhouse complexes unless the Owners or"Occupants of such Premises request Organic
18 Materials Collection service and pay an additional fee for such service.
19
20 5.3.4 Multi-Family Premises
21 Contractor shall Collect Source Separated Yard Trimmings and/or Source Separated Food
22 Scraps from Multi-Family Premises as frequently as scheduled by Customer, but not less than
23 once per week. Contractor shall provide each Customer with a 65- or 95-gallon Cart; or Bins
24 with capacities ranging from approximately 1.5 to 8 cubic yards (or similar sizes),-as requested by
25 Customer. Contractor shall Collect Yard Trimmings and Food Scraps at the designated location
26 agreed upon by Contractor and Customer.
27
28 If Customer requests Yard Trimmings or Food,Scraps Collection service(s), Contractor shall
29 provide the requested service(s) and shall Charge Customer for such service(s) at Rates not to
30 exceed the City-Approved Maximum.Service Rates.
31
32 5.3.5 Commercial Premises
33 Contractor shall Collect Source Separated Yard Trimmings and/or Source Separated Food
34 Scraps from Commercial Premises as frequently as scheduled by Customer, but not less than
35 once per week.
36
37 If Customer requests Yard Trimmings or Food'_Scraps Collection service(s), Contractor shall
38 provide the requested service(s) and shall Charge Customer for such service(s) at Rates not to
39 exceed the City-Approved-Maximum Service Rates.
40
41 Contractor shall allow Commercial Customers to select a Collection service method that best
42 suits the needs of its Premises. Specifically, the Contractor shall offer the following choices to
43 Commercial Customers:
Page 29 of 122
Franchise Agreement Between the City of Petaluma, and PR&W10/09/2012
1
2 5.3.5.1 Cart or Bin Service
3 Contractor shall'allow Commercial Premises touse Cart(s) or Bin(s) for Yard Trimmings and/or
4 Food Scraps Collection. Contractor shall`provideeach Customer with a choice of one or more
'5 Carts with capacities of approximately.65'or 95 gallons, or Bins with capacity ranging from
6 approximately 1.5 to 8 cubic yards (or similar sizes).
7 5.33.2 Centralized Cart or Bin Service
8, Contractor shall allow Commercial Premises Cause Cart(s) or Bin(s) for Yard Trimmings and/or
• 9 Food Scraps Collection, which are shared by the Occupants of two or more Commercial
10 Premises. In such case, Contractor shall provvide one orimore Carts:or Bins to such Premises as
11 requested by Customer(s) provided that no less;than 95,gallons of Container capacity for Yard
12 Trimmings or Food Scraps is provided for every four Commercial Premises.
13 53.5.3 Permanent Drop Boxes and Compactors
14 Contractor shall allow Premises:to use a Drop Box,or Compactor for Yard Trimmings or Food
15 Scraps Collection'to meet Customer's permanent'needs. In such case, Contractor.shall'provide
16 Premises with a choice of Container capacities ranging from approximately 10 to 50 cubic yards.
17 Contractor shall offer Customers the option to purchase or lease Compactors through
18 Contractor or an outside vendor.
19 5.4 Annual Clean-Ups
20 5.4.1 General Requirements
21 The City elects to have Contractor provide each Residential Customer two pre-scheduled clean-
22 ups during a period mutually established by the.Contractor and the City. Each Residential
23 Customer shall be limited to four (4) cubic yards of materials per event. The Contractor shall
24 pick up Solid Waste placed at Curbside and Transport such items to an Approved Disposal Site
25 at no additional Charge to Customers. The following guidelines must be followed:
26
27 5.4.1.1 All waste,must be.left;at the Curb by 6:00.a.m.
28 5.4.1.2 Items, where appropriate, should be placed in Contractor-approved
29 cans, bags or boxes.
30 5.4.1.3 Residents may place Major Appliances..(maximum 1 per event), Bulky
31 Items, Recyclable Materials,Yard Trimmings, tires (maximum 4 per Residential Customer;
32 removed from rims; no Commercial tires), clean unfinisfied wood, and rubbish at the Curb.
33 5.4.1.4 Yard Trimmings cannot exceed 3.inches in diameter, or be longer than
34 3 feet, and weigh no more than 75 pounds per bundle.
35 5.4.1.5 The following items will not be picked up: liquids or sludge, cement,
36 dirt, asphalt, Construction and Demolition Debris, a single item that weighs more than 75
37 pounds (excluding.Major Appliances), Hazardous Waste or Infectious Waste.
•
Page 30of122.
Franchise,:Agreement Between the City of.Petaluma, and PR&R 10/09/2012
1 Contractor may refuse to Collect clean-up items,and shall not be obligated to provide this
2 service to any Person who does not set out Solid Waste,and/or whose account is in delinquent
3 status.
4 Contractor shall separate Recyclable Materials and Organic Materials Collected from the clean-
5 up events and Transport such materials to the appropriate Processing Site.
6 Major Appliances shall be re-used, Recycled, or;Disposed by Contractor in accordance with
7 requirements of Applicable Law. Any changes to such regulations made after the Effective Date
8 shall be addressed as though they are a Change in Law.
9 Contractor shall record the kind and weights (in Tons) of Solid Waste Diverted from the landfill,
10 if any, during these clean-ups through.Recycling, re-use1 transformation or other means of
11 approved Diversion.
12 5.5 Holiday Tree Collection •
13 Contractor shall supply two Drop Boxes that will serveas drop-off locations for holiday trees.
14 The Contractor shall place the Drop Boxes at two locations determined by the City. The
15 Contractor shall service the holiday tree Drop Boxes so that there is space in the Drop Boxes
16 for Residents to discard.trees and maintain the surrounding area so it is kept free of any debris.
17 Contractor shall deliver the Drop Boxes to the City-specified sites on the first Business Day
18 after December 25 and shall service the Drop Boxes until the third Monday of January. Holiday
19 tree Drop Boxes shall be Transported to,and holiday trees Processed at,an Approved Organic
20 Materials Processing Site Contractor;shall also provide„curbside holiday tree Collection from
21 Residential Premises from December 26th through January 2nd.
22 5.6 Used Motor Oil and Oil Filter Collection
23 On a weekly basis, Contractor shall Collect from Single-Family and Multi-Plex Customers used
24 motor oil and used motor oil filters'placed Curbside for Collection in Contractor-provided
25 containers. Contractor shall not be'required to Collect more than one gallon of used motor oil
26 per individual dwelling unit per week.
27 Contractor shall provide one-gallon translucent plastic containers with screw on tops for used
28 motor oil Collection and 6-mil plastic:;Ziploc-type bags foraused oil filter Collection to Single-
29 Family and Multi Plex Occupants upon Occupant's request within three (3) Working Days of
30 such request, at no additional cost..
31 5.7 Collection from City Facilities
32 Contractor shall Collect Mixed Materials, Recyclable Materials, and Organic Materials from the
33 City locations identified,in Exhibit 4. Collection from City Facilities shall occur at least once per
34 week or more frequently as requested by the City.
35 Contractor shall Collect materials from public litter Containers and Recycling cans one time per
36 day, six days:per week: Where warranted due to use, Contractor shall provide extra daily
37 Collections of public litter and'Recycling cans on a case-by-case basis as agreed to by Contractor
38 and City. As of the Effective Date of this Agreement, Contractor shall service (i.e., Collect
Page 31 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 materials from) approximately 375 public litter and Recycling cans in the City during a.week,
2 where the number of cans serviced represents the;number of,cans emptied by Contractor in
3 week (e.g., if one can is emptied twice in one week it shall count as two service events). Over the
4 Term, the City shall install new public litterand"Recycling cans and-Contractor shall service all
'5 such cans at no additional cost to the City provided that the total number of cans serviced per
6 week does not exceed 575 cans. The City and Contractor shall agree to the location of the public
7 ■ litter and Recycling cans to besen-iced.
8 Contractor shall provide and maintain Collection Containers for the City's use, with.the
9 exception of public litter and public Recycling cans that shall be provided, maintained, and
10 replaced (as needed) by the City:
11 Contractor may integrate Collection of Mixed Materials, Recyclable Materials, and.Organic
12 Materials from.City facilities with other Collection services, provided that Contractor attributes
13 Tonnage Collected from City facilities separately from other Customers.
14 Contractor shall provide the services required by this Section'atno charge to the City.
15 5.8 Collection from Special Events
16 Contractor shall Collect Mixed Materials and Recyclable Materials at up to 12 special events
17 selected by the City. Contractor shall provide an adequate number and type of Collection
18 Containers for the special events and shall coordinate its Collection services with the City.
19 Contractor shall have employee(s) at each event'to keep all Collection points tidy, to empty or
20 exchange Containers as the need arises,.andto respond to overages or spills. Contractor shall
21 prepare and distribute information,to thepublic during such events describing the Collection
22 options available and promoting Recycling. The Contractor shall report the Tonnage of material
23 Collected to the City within 10 Business Days of each event.
24 Contractor shall provide the services required by this Section at no charge to the City.
25 5.9 Abandoned Waste Collection
26 Contractor shall direct its Collection vehicle drivers to note (i) the addresses of any Premises at
27 which the driver observes that Solid'Waste is accumulating,and (ii) the address, or other
28 location description, at which Solid Waste has been dumped in,an apparently unauthorized
29 manner. Contractor shall deliver the address or description to City within five (5) Business Days
30 of such observation.
31 Contractor shall Collect Solid Waste abandoned by Generators on public property in the City
32 upon'direction from the City. Contractor shall dispatch a truck to Collect abandoned materials
33 at locations in the City identified by Contractoror allocations identified by the City. When the
34 Contractor has-received a verbal request from the City to Collect abandoned materials at a
35 specific location, Contractor shall Collect:such materials within 48 hours of receiving the request
36 unless special circumstances warrant a longer period. In this case, Contractor shall notify the
37 City of such circumstances and the need foradditional time to Collect such materials.within 24
38 hours of the City's verbal notice to Collect abandoned waste. On theday'of Collection,
Page S2 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 Contractor shall fax or e-mail confirmation that abandoned waste has been Collected, noting
2 location of waste and its Collection dime and date.
3 Contractor shall be responsible.for;Collection, Transportation; Recycling, Diversion, and
4 Disposal of such material and City shall pay for actual, documented Disposal Costs. Contractor
5 shall record the date, time, location, and description of material Collected including the volume
6 of such material;location where such material was Disposed; and.cost.of Disposal. Copies of
7 receipts from Disposal Site for Disposal of abandoned Solid Waste shall be made available by
8 Contractor upon request by the City. Tonnage or volume of material Collected shall be
9 separately recorded and reported to the City on a quarterly basis.
10 SECTION 6 — STANDARDS FOR COLLECTION SERVICES
11 6.1 Operating Hours and Schedules
12 6.1.1 Hours ofCollection or Street Sweeping
13
14 6.1.1.1 Residential Premises
15 Collection from, or Street Sweeping at,Residential Premises shall only occur between the hours
16 of 6:00 a.m. and 6:00 p.m., Monday through Friday.
17 6.1.1.2 Commercial.Premises
18. Collection from, or Street Sweeping at, Commercial Premises that are two hundred (200) feet or
19 less from Residential Prerises shall only occur between the hours of 6:00 a.m. and 6:00 p.m.,
20 Monday through Friday. Collection'from, or Street Sweeping at, Commercial Premises more
21 than two hundred (200) feet from Residential Premisesshall only occur between the hours of
22 5:00 a.m. and 7:00 p.m. The City Manager may require modifications to hours for Collection
23 from, or Street Sweeping,at, Commercial Premises to resolve noise Complaints, and, in such
24 case, the City Manager may change the allowable operating hours.
25 6:1.1.3 Exceptions
26 In the event of an unforeseen circumstance, the Contractor may Collect from Residential
27 Premises or Commercial Premises that are two hundred (200) feet or less from Residential
28 Premises between the hours of'5:00,a.m. and 10:00 p.m., Monday through Friday,upon prior
29 written approval from the City Manager.
30 6.1.2 Route Schedules
31 Contractor shall provide City with route maps and daih schedules for each type of Collection
32 and Street Sweeping service. The City shall review and,approve such maps and schedules:
33 Contractor may not change its regularly scheduled Residential Collection days or Street
34 Sweeping schedules without prior written approval from the City..Contractor shall obtain such
• 35 written approval from the City 30 calendar days before the effective date-of the schedule change.
36 Once approved, Contractor shill notify any Residential Customer four weeks before any.
37 Collection schedule,changes. Contractor shall not pernut any Customer to go more than seven
38 calendar days withoutseryice"during a Collection schedule change.
Page 33 of 122
Franchise-Agreement Between the City of Petaluma,.and PR&R 10/09/2012
1 Contractor may not change any Commercial Customer's regularly scheduled Collection days
2 without prior approval from the Customer.
3 6.1.3 Holiday Collection Schedule
4 Contractor, at its sole discretion,,may choose-not to provide Collection or Street Sweeping
•
5 services on a Holiday. In such event, Contractor shall provide Collection or Street Sweeping
i
6 sences on the Working Day following the Holiday. Thle Contractor shall provide Customers
7 notice of Holiday-related changes in Collection schedules at least two weeks prior to the change;
8 but in no case, shall Contractor notice Customers three-weeks prior to the change.
9
10 6.1.4 Contingency.Plan
11 Contractor shall submit to City, on or before the Commencement Date, a written contingency
12 plan demonstrating Contractor's arrangements to provide vehicles and personnel and to
13 maintain uninterrupted service during mechanical breakdowns, and in case of natural disaster or
14 other emergencies.
15
16 '6.2 Collection Standards
17 6.2.1 Servicing Containers
18 • Contractor shall pick up and return each Container to the location where the Occupant properly
19 placed the Container for Collection. Contractor shall place the Containers upright with lids
20 properly secured. The City may levy fines for repeat occurrences of Container misplacement in
21 accordance with Section 14.4 of this Agreement.
22
23 Contractor shall use due care when handling Container . Contractor shall not throw, roughly
24 handle, damage, or break Containers.
25 Contractor, at the request of Customers, shall provide special services including: unlocking
26 Containers; accessing Container enclosures with a key; or pulling or pushing Containers to the
27 Collection vehicle. Contractor shall Charge Customers for extra services at Rates not to exceed
28 City_Approved Maximum Service Rates.
29 6.2.2 Allocation of City Materials
30 Mixed Materials, Recyclable Materials, and Organic Materials Collected in the City, which are
31 combined with materials collected from other jurisdictions, shall be allocated by Contractor to
32 the City's Collection program based on volume or Tonnage using a method approved by the
33 City.
34
35 6.2.3 Instructions to Customer
36 Contractor shall instruct Customers as to any preparation of Mixed Materials, Recyclable
37 Materials, or Organic Materials and the proper placement of Containers. If Customers are not
38 adhering to Contractor's instructions, Contractor shall notify such Customers. In cases of
39 extreme or repeated failure to-comply with the instructions,Contractor may decline to pick-up
40 the Mixed Materials, Recyclable Materials, or Organic Materials-provided that Contractor leaves
41 a tag at least two inches by six inches (2" x 6") in size on the Container indicating the reason for
Page 34 of 122
Franchise Agreement Between-the City of Petaluma, and PR&R'10/09/2012
1 refusing to Collect the material. Such tag shall also identify the steps Generator:must take to
2 recommence Collection service. If Recyclable-Materials or:Organic Materials set out for
3 Collection contain 10% or 1% respectively or greater by volume of Mixed Materials, Contractor
4 shall Collect materials and leave a warning notice for the Customer. Contractor shall report to
5 the City upon request any warning notices issued to Customers,and may terminate Recyclable
6 Materials and Organic Materials Collection service if, after 10 Business Days, high
7 contamination levels continue, unless instructed otherwise by the City.
8
9 6.2.4 Overages
10 Contractor shall direct its employees not to Collect Mixed Materials beyond each Customer's
11 subscription level of service unless the business office of Contractor has granted prior
12 authorization to make such Collection.
13
14 6.2.5 Care of Private Property
15 Contractor shall not damage private property. Contractor shall ensure that its employees: (i)
16 close all gates opened in making Collections, unless.otherwisedirected by the Generator, (ii) do
17 not cross landscaped areas, and (di) do not climb or jump over hedges and fences.
18
19 City shall refer Complaints about damage to private property to Contractor.Contractor shall
20 repair all damage to private property caused'by its employees. Contractor shall repair any
21 damages to public property caused by its employees to its previous condition. In the event of
22 repeat occurrences of property damage, the Contractor-shall pay Liquidated Damages in
23 accordance with Section 14.4.
24
25 6.2:6 Litter Abatement
26
27 6.2.6.1 Minimization of Spills
28 Contractor shall use due care to prevent vehicle oil and vehicle fuel from being spilled or
29 scattered during Collection,`Transportation, and Street Sweeping operations. If any materials are
30 spilled or scattered during Collection, Transportation, or Street Sweeping operations, the
31 Contractor shall promptly clean up all spilled and scattered materials.
32 Contractor shall not transfer loads from one vehicle to another on any public street, unless;it is
33 necessary to do so because of mechanical.failure, hot load (combustion of material in the truck),
34 accidental damage to a vehicle, or unless approved by the City.
35 If Contractor,fails to perform some or all of the requirements described in this Section, the
36 Contractor shall pay the City Liquidated Damages as described in Section 14.4.
37 6.2.6.2' Clean-Up
38 During Collection,the Contractor shall clean-up litter in the immediate vicinity of any Container
39 storage area (including the areas where Containers are delivered for Collection) whether or not
40 Contractor has caused the litter. Each Collection vehicle shall carry protective gloves, a broom,
41 and shovel at all times for cleaning up litter. Cat-litter or similar absorbent material shall be used
42 by Contractor for cleaning up liquid spills. The Contractor shall discuss instances of repeated
Page 35 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 spillage not caused by it with the Customer of the Premise where spillage occurs, and Contractor
2 shall report such instances,to City. If the cContractofhas attempted to have a Customer stop
'3 creating spillage but is unsuccessful, the City will attempt to rectify such situation with the
4 Customer.
5 6.2.6.3 Covering of Loads
6 Contractor shall coyer all open Drop Boxes,with a Cit-approved cover, at the pickup location
7 before Transporting materials to an Approved Disposal Site, Approved Recyclable Materials
8 Processing Site or Approved Organic Materials-Processing Site.
'9 6.2.7 Noise
10 All Collection operations shall be conducted as quietly RS possible and shall conform to
11 applicable Federal, state, county and City noise level regulations. Contractor will prompdy
12 resolve any Complaints of noise during the morning orieveninghours of the day to the
13 satisfaction of the City. In the event of repeat occurrences of noise levels in excess of seventy-
14 five (75) db(A), the Contractor shall pay Liquidated Damages in accordance with Section 14.4.
15
16 6.3 Vehicle Requirements
17 6.3.1 General
18 Contractor shall provide a fleet of Collection and Street-Sweeping vehicles sufficient in number
19 and capacity to efficiently perform the work required by the Agreement in strict accordance with
20. its.terms. Contractor shall have available sufficient back-up vehicles for each type of Collection
21 and Street-Sweeping vehicle used (e.g, side loader, front loader; roll-off vehicles, and street
22 sweeper) to respond to Complaints and emergencies. Contractor shall own or lease vehicles.
23 Contractor shall confer with the-City before purchasing any new Collection and Street-Sweeping
24 vehicles during the Term. Contractor shall submit the specifications for all vehicles to the City
25 for review and approval before acquisition.
26 6.3.2 Specifications
27 Contractor shall register all vehicles with-the California'Department of Motor Vehicles. All such
28 vehicles shall have watertight bodiesdesigned to prevent leakage, spillage, or overflow. All such
29 vehicles shall comply with California Environmental Protection Agency (EPA) noise emission
30 and air quality regulations and other applicable'noise'control regulations.
31
32 Collection vehicles shall comply with the State of California Air Resources Control Board
33 regulations requiring the implementation of"Diesel Particulate Matter Control Measure for On-
34 Road Heavy-Duty Residential and Commercial Solid Waste Collection Vehicle Diesel Engines."
35 Contractor intends to use "split body" vehicles in its Collection services and takes full
36 responsibility for the,performance of such vehicles,including any problems relating to load
37 balancing. Contractor shall not be reimbursed and Contractor's Compensation shall not be
38 increased for labor-related or vehicle-related cost increases if the split-body Collection Vehicles
39 result in lower productively levels than Contractor anticipated at the time of its proposal to the
40 City or other unanticipated operational conditions.
Page 36 of 12
Franchise Agreement Between the City of Petaluma, and;PR&R 10/09/2012
1 6.3.3 Vehicle Identification
2 Contractor's name, local telephone number, and a unique vehicle identification number for each
3 vehicle shall be prominently displayed on all vehicles,.in letters and numbers that are a minimum
4 of 4 inches high. Contractor shall not placcthe City's logo on its vehicles. Contractor shall not
5 use any Collection vehicles or backup Collection vehicle_s identified for use in the City in any
6 other jurisdiction without prior approval from the City.
8 6.3.4 Inventory
9 Contractor shall furnish sufficient equipment to provide all Franchise Services required by this
10 Agreement. Contractor shall furnish the City a written inventory of all vehicles used in providing
11 service, and shall update the inventory report annually. The inventory shall list all vehicles by
12 manufacturer, ID number, date of acquisition, type, capacity, decibel rating, average weight of
13 load, and average loaded axle weights.
14
15 6.3.5 Cleaning and Maintenance ■
16
17 6.3.5.1 General
18 Contractor shall maintain all of its properties, facilities, and.equipment in a safe, neat, clean and
19 operable condition at all times.
20 6.3.5.2 Cleaning
21 Collection vehicles shall be thoroughly washed and thoroughly steam cleaned a miiumurn of one
22 time per week, or more frequently if necessary, to present a clean appearance of the exterior and
23 interior compartment of the vehicle. Citymay inspect vehicles at any time to determine
24 compliance with sanitation.requirements. Contractor shall make vehicles:available to the
25 Sonoma County Health Department for inspection, at frequency it requests.
26 6.3.5.3 Maintenance
27 Contractor shall inspect each vehicle daily to ensure that all equipment is operating properly.
28 Vehicles that are not operating properly shall be taken out of service until they are repaired and
29 operate properly. Contractor shall perform all scheduled maintenance functions in accordance
30 with the manufacturer's specifications and schedule or in accordance with California Highway
31 Patrol standards whichever are more stringent. All vehicles shall be painted in,a uniform manner
32 that does not create a resemblance between Contractor's vehicles'and City utility vehicles.
33 Contractor shall keep,accurate records of all vehicle maintenance, recorded according to date
34 and mileage, and shall make such records available to the City upon request to the extent
35 necessary to perform the inspections described in Section 6.8.
36 6.3.5.4 Repairs
37 Contractor shall repair, or arrange for the repair of, all of its vehicles and equipment for which
38 repairs are needed because.of accident,'breakdown or any other cause so as to maintain all
39 equipment in a safe•and•operable condition. If an item of repair is covered by a warranty,
40 Contractor shall obtain warranty performance. Contractor shall maintain accurate records of
41 repair, which shall include the date/mileage, nature ofrepair and the signature of a maintenance
42 supervisor that the repair has been properlyperformed.
Page 37 of 122
Franchise Agreement Between the City of Petaluma,'and PR&R 10/09/2012
1 6.3.5.5 Storage
2 Contractor shall arrange to store all vehicles and other equipment in safe and secure location(s)
3 in accordance with City's applicable zoning regulations..
4 6.3.6 Operation
5 Vehicles shall be operated in compliance with the California Vehicle Code,,and all applicable
6 safety and local ordinances. Contractor shall not load vehicles in excess of the•manufacturer's
7 recommendations or limitations imposed by State or local weight restrictions for vehicles and
8 roads. Contractor shall have each Collection vehicle weighed at the Approved Disposal Site or
9 Processing Site to determine the unloaded weight ("tare weight").of the vehicle, and the total
10 loaded weight of each load delivered to the Approved Disposal Site or Processing Site.
11
12 On a monthly basis, Contractor shall report any and alllloads in.excess of the,manufacturer's
13 recommendations or limitations imposed by State or local weight restrictions for vehicles and
14 roads.
15
16 If the City determines too many instances of overloaded vehicles, the City may require
17 Contractor to install on-board scales. In.the event the City exercises this right, Contractor shall
18 be responsible for installing scales at its own expense.
19 6.4 Container Requirements
20 6.4.1 General
21 Contractor shall provide all'Carts, Bins, and Drop Boxes to all Customers as part of its
22 Collection services. Contractor-provided Containers shall be designed and constructed to be
23 watertight and prevent the leakage of liquids. All Containers with a capacity of one cubic yard or
24 more shall meet applicable federal, state, and local regulations for Bin safety and be covered with
25 attached lids. All Carts shall be manufactured by injection or rotational molding methods and
26 shall meet the Cart design and performance requiremerits provided in Exhibit 8. Contractor shall
27 obtain City's written approval of Cart colors before acq'uisition..The useful life of Carts, Bins,
28 and Drop Boxes provided to Customers shall he or longer than 15 years of the date first placed
29 in service.All Containers, except Cans, shall bevainted the Contractor's standard color, and as
30 approved by the City. All Containers shall prominently be labeled with the Contractor's name
31 and local phone number, and indicate what can and can be placed-in the Containers (i.e.,
32 "recyclable materials, organic materials, mixed materials); Carts labeling shall be molded, hot
33 stamped, or displayed using an adhesive label. With prior written approval by the City,labeling
34 for Carts may be modified.
35
36 6.4.2 Cleaning, Painting, and Maintenance
37 All Containers shall be maintained in-a safe, serviceable, and functional condition. Contractor
38 shall steam clean and repaint all Containers„except Carts,at least every two years, or more
39 frequently, to present a.clean appearance. Custothers using Carts'shall be responsible for
40 cleaning such Carts. If any Container is impacted by graffiti, Contractor shall remedy the
41 situation within 48.hours.
42
Page 38 of 122
Franchise Agreement Between the City of Petaluma, and Pk&R 10/09/2012
1 6.4.3 Repair and Replacernent
2 Contractor shall repair orreplace all.Containers:datnaged by Collection operations within a one-
3 week period. If the repair or replacement cannot be completed within one week, the Contractor
4 shall notify Customer and a Container of the same size or larger shall be made available until the
5 proper Container can be replaced.
6
7 At no additional cost, Contractor shall replace Customer Carts that have been stolen or damaged
8 once per year. Contractor shall allow Customer to exchange Containers for a Container of a
9 different size at no additional cost once per year. Contractor shall charge Customers for
10 additional Cart replacements at Rates not to exceed City-Approved Maximum Service Rates.
11 6.4.4 City's Rights to Containers
12 Upon expiration or early termination of this Agreement, all Carts, Bins, Compactors and Drop
13 Boxes (for permanent Customers) acquired by or leased by Contractor and put into service at
14 Customer's Premises before the first st) anniversary of the Commencement Date shall become
15 property, of the City. All Carts, Bins, Containers, and Drop Boxes (for permanent Customers)
16 purchased or leased and put into service at Customers' Premises'on or after the first (1st)
17 anniversary of the Commencement Date that have not been fully depreciated shall be available
18 to the City, at the City's option, at their net book value. Contractor and City shall agree on the
19 depreciation method and period of depreciation to be used for Carts, Bins and Drop Boxes (for
20 permanent Customers) purchased or,leased and put into service on or after the first (1st)
21 anniversary of the Commencement Datc and such agreement shall occur on or before the date
22 new Containers are purchased or leased.
23
24 At its sole discretion, the City may elect not to exercise its rights with regards to this Section
25 and, in such case, the Containers shall become the property of the Contractor upon the
26 expiration date of this Agreement or date of its earlier termination of this Agreement. In such
27 case, Contractor shall be responsible for removing all Containers in service from Premises and
28 re-using or Recycling such Containers.
29 6.5 Personnel
30 6.5.1 General
31 Contractor shall furnish such qualified drivers, mechanical, supervisory, Customer service,
32 clerical and other personnel as maybe necessary to provide the"services required by this
33 Agreementin a safe and efficient manner.
34
35 6.5.2 Approval of Management
36 Contractor recognizes the importance of establishing;a-successful relationship between its
37 management and City staff. Therefore, the Contractor will allow the City the right to approve
38 the selection of the Contractor's general manager, customer service manager, and operations
39 manager, provided that the City's approval is;not unreasonably withheld. The City shall have the
40 right to request the Contractor to replace:its general manager, customer service manager, and/or
41 operations manager,if Liquidated Damages levied for events,listed in Section 14.4, with the
42 exception of damages levied for Collection,reliability and Collection quality events items 1, 3,
Page 39 of 122
Franchise,Agreement Between the City, of Petaluma, and PR&R.10/09/2012
1 and 9 of Section 14.4,in any three month period exceed $2,000 or if Liquidated Damages levied
2 for Collection reliability and Collection quality events items 1, 3, and 9 of Section 14.4 in any
3 three,month period exceed $45;000. If replacement of the general manager, customer service.
4 manager, and/or operations manager is requested by the City, the Contractor shall provide an
5 interim manager and have 90 calendar days to replace the manager shall seek the City's
'6 approval of the replacement manager prior to hiring such Person.
7
8 6.5.3 Provision of Field.Supervision
9 Contractor shall designate at least one qualified"employ)e as supervisor of field operations. The
10 field supervisor will devote at least 50%;of his or her time in the field checking on Collection
11 and Street Sweeping operations, including responding to Complaints.
12
13 6.5.4 Driver Qualifications
14 All drivers shall be trained and qualified in the operation of Collection or Street Sweeping
15 vehicles, and must have in effect a'valid license, of the appropriate.class, issued.by the California
16 Department of Motor Vehicles. Contractor shall use the Class II California Department of
17 Motor Vehicles employer "Pull Notice Program" to monitor its drivers for safety.
18
19 6.5.5 Customer Service,Representative Training
20 Customer service representatives shall be trained on specific City service requirements, a
21 minimum of once per quarter. A City information sheet shall be provided to each customer
22 service representative for easy reference of Citv'requirements and general Customer needs. The
23 information sheet, training agenda, and associated documentation shall be forwarded to the City
24 each quarter after the training.
25
26 6.5.6 Safety Training
27 Contractor shall provide suitable operational and safety training for all of its employees who
28 operate'Collection or Street Sweeping vehicles or equipment or who are otherwise directly
29 involved in such Collection,Disposal, or Processing. Contractor shall train its"employees
30 involved in Collection to identify, and not to Collect,Hazardous Waste or Infectious Waste.
31 Upon the City's request, Contractor shall provide a copy of its safety policy and safety training
32 program, the name of its safety officer, and the'frequency of its trainings.
33
34 6.5.7 No Gratuities
35 Contractor shall not permit its employees to demand or solicit, directhy.`or indirectly, any •
36 additional.compensation or gratuity from members of the public for Collection or Street
37 Sweeping services.
38
39 6.5.8 Employee Conduct and Courtesy
40 Contractor shall use its best efforts,to assure that all employees present a neat appearance and
41 conduct themselves in.a courteous manner. Contractor shall regularly train its employees in
42 Customer courtesy, shall prohibit the use of loud or profane language, and shall instruct
43 Collection employees to perform the work as quietly as:possible. If any employee is found not to
44 be courteous or not to be performing services in the manner required by this Agreement,
Page 40 of 122
Franchise Agreement Between the City of Petaluma;:and PR&R 10/09/2012
1 Contractor shall takeall appropriate corrective measures. The City may require Contractor to
2 reassign an employee, if the employee has conducted himself or herself inconsistently with the
3 terms of this Agreement.
4
5 6.5.9 Uniforms
6 While performing services under this Agreement, all of.the Contractor's employees performing
7 field service shall be dressed in clean uniforms and shall wear badges or patches that include the
8 employee's name and/or employee number, and Contractor's name, as approved by the City.
9 Uniforms shall include a highly visible piece of reflective material measuring at least one square
10 foot.
11
12 6.6 Hazardous Waste Inspection and Handling
13 6.6.1 Inspection Program and Training
14 Contractor shall develop a load inspection program that includes the following components: (i)
15 Personnel and training; (ii) Load checking.activities; (M) Management of wastes;and (iv).Record
16 keeping and emergency.procedures.
17
18 Contractor's load checking personnel, including its Collection and Street Sweeping vehicle
19 drivers, shall be trained in (i) the effects cif Hazardous-Substances on human health and the
20 environment; Cu) identification.of prohibited materials; and (hi).emergencynotification and
21 response procedures. Collection vehicle drivers-shall inspect Containers before Collection when
22 practical.
23 6.6.2 Response to Hazardous Waste Identified.During Collection
24 If Contractor determines that material placed in any Container for Collection is Hazardous
25 Waste, Designated Waste, or other:material that may not legally be Disposed of at an Approved
26 Disposal Site or handled at a Processing Site, or presents'a hazard`.to Contractor's employees,
27 the Contractor shall have the right to=refuse to accept such material. The Generator shall be
28 contacted by the Contractor and requested to arrange proper Disposal. If the Generator cannot
29 be reached immediately, the,Contractor shall, before leaving the,Premises, leave a tag at least
30 two inches by six inches (2" x 6") in size, which indicates'the reason for refusing to Collect the
31 material and lists the phone number for the Sonoma?County Household Toxic Waste Facility.
32 Contractor's environmental technician shall be notified to handle the issue with the Generator.
33 The Contractor-'s environmental technician shall:be;inotified.by the Contractor and shall guide.
34 the Generator to safely containerizing the Hazardous Waste and shall explain the Generator's
35 options for proper disposition of such material. Under no circumstances shall Contractor's
36 employees knoWingly Collect Hazardous Waste or remove unsafe or poorly containerized
37 Hazardous Waste from a Collection Container.
38
39 If Hazardous Waste is found in a Collection Container, Collection area, or Street Sweeping area,
40 that could possibly result in imminent danger to people or property, the Contractor shall
41 immediately notify,the City's Fire Department using the 911 emergency number. The Contractor
42 shall notify the City of any Hazardous Waste identified in Containers or left at any Premises
43 within 24 hours of identification of such material.
Page 41 of 122
•
Franchise Agreement Between the City of•Petaluma, and PR&R'10/09/2012
1 6.6.3 Response to Hazardous Waste Identified At Disposal,Site or Processing
2 Site
3 If materials Collected by Contractor are delivered to a facility owned by Contractor for purposes
4 of transfer; Processing, or Disposal, load checkers and equipment operators at such facility shall
5 conduct inspections in areas where Collection vehicles unload Mixed Materials, Recyclable
6 Materials, or Organic Materials to identify Hazardous Wastes. Facility personnel shall remove
7 these materials for storage in approved, on-site,hazardous materials storage Container(s).
8 Contractor shall make reasonable efforts to identify and notify the Generator. Contractor shall
9 arrange for removal of the Hazardous Wastes by permitted haulers in accordance with
10 Applicable Laws and regulatory requirements.
11
12 If the unacceptable material is delivered to an Approved Disposal;Site or Processing Site by
13 Contractor before its presence is detected, and the Generator cannot be identified or fails to
14 remove the material after being requested to do so, the Contractor;shall arrange for its proper
15 Disposal. The Contractor shall make a good faith effort to recover the cost of Disposal from the
16 Generator, and the cost Of this effort, as well as the cost of Disposal shall be chargeable to the
17 Generator.
18 6.6A Regulations and Record Keeping
19 Contractor shall comply with emergency notification procedures required by Applicable Laws
20 and regulatory requirements. Alf records required by regulations shall be maintained at the
21 Contractor's facility. These records shall include: waste manifests, waste inventories, waste
22 characterization records, inspection records,incident reports, and training records.
23
24 6.7 Non-Discrimination
25 Contractor shall not discriminate in the provision of service or the employment of Persons
26 engaged in performance of this Agreement on account of race, color, natural origin, ancestry,
27 religion, gender, marital status, sexual orientation, age, physical or mental disability in violation
28 of and!Applicable Law.
29 6.8 Communication and Cooperation with City
30 6.8A Communications
31 If requested, the Contractor shall meet with the.City or its agent at least once each month to
32 discuss service issues. The Contractor's general manager shall have e-mail capabilities to enable
33 the City and the Contractor's general manager to coniinuaicate via e-mail.
34
35 6.8.2 Inspection by City
36 The City or its designated representatives shall have the right to observe and review Contractor
37 operations and Processing/Facilities and enter Premises for the purposes of such observation
38 and reiiew•duringreasonable hours-without advance notice.
39
40 6.8.3 Cooperate with City-Initiated Studies
41 Contractor shall cooperate with and assist the City or its agent with performance of City-
Page 42 of 122
Franchise.Agreement Between the City of.Petaluina, and PR&R 10/09/2012
1 initiated studies of Mixed.Materials Recyclable Materials,-and Organic Materials such as, but not
2 limited to, waste characterization and composition studies.
3
4 6.9 Equipment Yard and Office Facilities
5 Contractor shall maintain a facility in the City for the purposes of,staging and maintaining
6 Collection vehicles and equipment and providing office space for some of its personnel.
7 6.10 Recycling and ApplicableLaw
8 Contractor shall develop and maintain-Recycling practices that cofnply with the requirements of
9 California Assembly Bill (AB) 341. In addition, Contractor'shall,modify its existing Collection,
10 Transportation, Processing and Disposal,practices and/lor develop new Collection,
11 Transportation, Processing and-Disposal practices as necessary tn,order to comply with the
12 requirements of any new _Applicable Law that may be enacted, issued or amended during the
= 13 Term of this Agreement.
14 SECTION 7— STREET SWEEPING
15 7.1 General
16 7.1.1 Requirements
17 Contractor shall sweep and wash all City streets and parking lots identified in Section 7.3 and as
18 frequently as specified in Section 7.3. The Street Sweeping schedule and frequency is subject to
19 revision by the City. The City shall provide the Contractor with 60-days' notice of any significant
20 changes in the schedule or frequency of Street Sweeping. If the City exercises its right to revise
21 the Street Sweeping schedule,or frequency, the change shall be made in accordance with the
22 procedures in Section 4.5.
23
24 The Contractor shall be responsible for obtaining-all permits necessary for Street Sweeping
25 services'performed in accordance with the Franchise Agreement, and shall assume liability for
26 any pollution issues that may result from washing services provided by Contractor and spills
27 upon City streets resulting from Contractor activities, including,spills related to fuel, engine,
28 transmission oil, drive-train oil, and hydraulic fluids. The Contractor shall provide a Best
29 Management Plan (BMP) fofpollutionprevention and control.
30 7.1.2 .Equipment
31 Contractor shall supply Street Sweeping equipment, including all parts and accessories and shall
32 be solely responsible for its proper license, maintenance, and repairs of the Street Sweeping
33 vehicle as described in Section 6,3. Street;Sweeping vehicles must be equipped with an efficient
34 dust control system.The City may conduct random checks to ensure compliance.
35
36 7.2 Performance Standards for Sweeping and Washing Activities
37 712.1 General
38 Street Sweeping will be a year-round activity. Sweeping!will be accomplished with a self-
39 propelled rubber-tired water mist vacuum and broom tipe sweeper. The sweep will be operated
Page 43 of 122
Franchise Agreement Between the City of Petaluma;and PR&R 10/09/2012
1 at a speed which will provide for a timely'operadon.butnot so fast so as to leave a noticeable
2 trail of debris behind the sweeper. The-general:practice'is to sweep only those sections of the
3 pavement surface that are dirty. Normally, this means sweeping only along the gutter or
4 pavement edge where no gutter exists, cleaning-one swath along each curb to effectively remove
5 street dirt and debris. The sweeper will normally be run,close enough to the curb to allow the
6. gutter broom to sweep all of the gutter dirt and debris out to the main vacuum and broom. To
7 take advantage of time when parking and traffic are liglitest, sweepers-may be operated in two
8 shifts with permission of the City.
9 i
10 7.2.2 Filling,Sweeper with Water
11 Locations to fill sweeper will be designated by the City. Opening;and:closing procedures will
12 also be as approved by the City. Contractor shall pay the normal and prevailing rates for water
13 in accordance with applicable provisions,of the City Ordinance,.including Title 15 Water and
14 Sewage, and applicable rate setting resolutions approved by•City'Council.
15
1.6 7.2.3 City Street Cleaning/Washing
17 City Street cleaning/washingwiuf be.conducted with a"self=propelled rubber tired high
18 pressure/jet pressure washer,unit with a minimum water storage capacity of 500 gallons. The
19 minimum pressure will be 500 psi of pressure at the spray nozzles.
20
21 Washing will consist of flushing with water only The operation will start at the centerline or face
22 of median of the street and work outward towards the edge of paving or the curb and gutter.
23 The Contractor may use one or more units working in tandem on the wider streets.
24 The washing unit will be used in conjunction with the sweeper to flush the street with water for
25 thorough cleaning. The washer unit will follow behind the sweeper flushing islands and gutters
26 to remove remaining dirt and debris:The washer operator will use the same procedures for
27 hydrant usage as described in the sweeper section. In the event temperatures would fall
28 bellowing freezing, washer unit will be put on hold until temperatures increase sufficiently to
29 prevent the formation of ice on the street surface.
30 7.2.4 Breakdown.
31 In.the event mechanical problems develop while sweeping or cleaning that will prevent
32 completion of the daily operation,the supervisor will immediately notify the City. If any
33 hydraulic fluids or oils are released onto the street, the supen=isor,will inspect the problem and
34 arrange for immediate clean up. If in the opinion of the supendsor`immediate containment is
35 required, the supervisor will contact the City of Petaluma Fire'Department hazmat unit.
36
37 7.2.5 Daily Work Logs
38 At the end of the day or shift, the operator will fill out a daily work log which will be provided to
39 the City upon request. The log will include,but is not limited to the following items:
40
41 7.2.5.1 Activity description.
42 7.2.5.2 Date started and completed with times in A.M. or P.M.
Page 44 of 122
Franchise Agreement Betweeifthe'City of Petaluma,-and.PR&R 10/09/2012
1 7.2.5.3 )ob.description.
2 7.2.5.4 Miles swept.
3 7.2.5.5 Signature.
4 7.3 Schedule for Sweeping and Washing
5 7.3.1 Residential/Commercial Streets
6
7 7.3.1.1 Street Sweeping Activities
8 7.3.1.1.1 From November 1 through February 28,
9 Residential/Commercial Street Sweeping shall be conducted weekly on the day• normal
10 Collection activities.In addition, no less.'than every other week,,Contractor shall provide a
11 vehicle and two-man leaf collection crew to:precede the street sweeper. The leaf collection crew
12 shall be responsible for collecting leaves.from the street gutters.
13 7.3.1.1.2 From March 1 through.October 31, Residential/Commercial
14 Street Sweeping shall be conducted every otlierweek on the day following.normal Collection
15 activities.
16 7.3.1.2 Washing Activities
17 Contractor is not required to wash Residential or Commercial streets.
18 7.3.2 Arterial and Collector Streets
19
20 7.3.2.1 Street"Sweeping Activities
21 Sweeping will be conducted on a once a week cycle on arterialand collector streets listed by the
22 City.
23 7.3.2.2 Washing Activities
24 Contractor is to wash arterial and collector streets once every three months.
25 7.3.3 Parking Lots
26
27 7.3.3.1 Sweeping of the following parking lots shall be conducted weekly:
28 7.3.3.1.1. Park and Ride Lot at Library
29 7.3.3.1.2 City Corp Yard
30 7.3.3.2 Sweeping of the following parking lots shall be conducted every other
31 week:
32 7.3.3.2.1 Petaluma Community Center
Page 45 of 122
Franchise;Agreement Between the City of Petaluma,.;and PR&R 10/09/2012
1 7.3.3.2.2 Water Field Office
2 7.3.3.2.3 Airport Drive Parking Lot
3 7.3.3.2.4 Prince Park
4 7.3.3.2.5 Police Department
5 7.3.3.3 Sweeping of the following parking lots shall be conducted on the first
6 Working Day following the July 4 holiday:
7 7.3.3.3.1 Park and Ride Lot at Library
8 7.3.3.3.2 Petaluma Community Center
9 7.3.3.3.3 Airport Drive Parking Lot
10 7.3.3.3.4 Prince Park
11 7.3.3.3.5 City Hall Parking Lots
12 7.3.3.4 Washing Activities
13 Contractor is not required to wash parking lots.
14 7.3.4 Downtown District
15
16 7.3.4.1 Sweeping of streets and alleys;in the downtown district will be
17 conducted daily. In addition, Street Sweeping will also be conducted as soon as possible after
18 special events or functions described in.Section 5.8 of this Agreement.
19 7.3.4.2 Operations will be scheduled to begin after heavy p.m. traffic subsides
20 and be completed before heavy a.m. commuter traffic develops.
21 7.3.4.3 Washing;activities
22 7.3.4.3.1 Washing will be conducted twice every month in the
23 downtown district as per the enclosed location map.
24 7:3.4.3.2 Power washing and/or steam cleaning of the concourse
25 (which is the paved alleyway.beginning at the Keller Street parking garage and cuts diagonally
26 across Kentucky Street and through the Putnam Plaza'and ends at Petaluma Boulevard) the
27 Friday before the Butter and Eggs Festival held the last Saturday in April and the Saturday
28 before the AntiquestFair held the.last;Sunday in September, where the power washing service or
29 steam cleaning service shall result in.a clean and serviceable condition of the paved alleyway.
30 SECTION 8'—'PROCESSING, DISPOSAL,AND DIVERSION STANDARDS
Page 46 of 122
Franchise Agreement Between the City`ofPetalurna,_and PR&R 10/09/2012
1 8.1 Recyclable Materials Processing
2 8.1.1 Processing
3 Contractor agrees to Transport:and deliver all Source Separated Recyclable Materials it Collects
4 in the City to an Approved Recyclable.Materials Processing Site. Residue from the Recyclable
5 Materials shall be Disposed of by Contractor.an Approved Disposal Site. Contractor shall secure
6 'sufficient capacity to Process Recyclable Materials Collected under this Agreement. Contractor
' 7 shall provide the City, upon request with documentation demonstrating availability of such
8 capacity: All costs associated with Transporting,to and processing..Recyclable Materials at the
9 Approved Recyclable Materials Processing Site shall be paid by Contractor.
10
11 Contractor, or its•Subcontractor,.shall keep all existing permits and approvals necessary for use
12 of the Approved Recyclable Materials.Processing Site in full regulatory compliance. Contractor
13 shall, upon request,provide copies,of of violation or permits to the City.
14
15 If Contractor desires to use a Recyclable Materials ProcessingSite,that is different than the
16 Approved Recyclable Materials Processing Site; it shall request written approval`from the City
17 Manager 60 days prior to use of the site and obtain the City''siwritten approval no later than 10
18 days prior to use of the site. Contractor shall not be compensated for paying any increased
19 Transportation and Processing costs'-;associated:with the use<of3Processing Site(s) different from
20 the Approved Recyclable Materials Processing Site.
21
22 If Contractor is unable to use an Approved Recyclable Materials Processing Site due to an
23 emergency or sudden unforeseen closure of the Approved Recyclable Materials Processing
24 Site(s), Contractor may use an alternative Processing Site provided that the.Contractor provides
25 verbal and written notice to the City within 24 hours of use of an alternative Processing Site.
26 The written notice shall include.a description of the reasons:the Approved Recyclable Materials
27 Processing Site(s) is not feasible, and the period of time Contractor proposes to use the
28 alternative Processing Site. Contractor shall receive the City's written approval to use the
29 alternative Processing Site within 24 hours'of the City's receipt of the Contractor's written
30 notice. Contractor shall not be.cornpensated for paying any-increased Transportation and
31 Processing costs associated with the Use of Processing Site(s) different from the Approved
32 Recyclable Materials Processing Site
33
34 The::City-reserves the right to direct Contractor to Transport and deliver all Recyclable Materials
35 Collected•pursuant to this Agreement to a Recyclable:Materials.Processing Site other than the
36 Approved Recyclable Materials Processing Site.'If the City exercises its right tinder this
37 provision and specifies use of a Recyclable Materials Processing Site that is different from the
38 Approved Recyclable Materials Processing Site:the City shall providewritten notice to
39 Contractor. Contractor shall then report to the City any differences in the costs of providing
40 service from the change in site—as a result, for example, of a decrease the costs of
41 transportation or a higher tipping fee-- and.the;City may then,confirm its decision to change the
42 site or rescind it. If the City confirms-the change in site, then Maximum Service Rates shall be
43 adjusted appropriately to accommodate the differences'in costs of providing services.
Page 47 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1
2 8.1.2 Transfer
3 Contractor may Transport Recyclable Materials-to a transfer station where the materials will be
4 unloaded from Collection vehicles and loaded into large-capacity vehicles and Transported to an
5 Approved Recyclable Materials Processing Site.:If the Contractor is unable to do so then the
6 Contractor shall be responsible:for making other Transportation arrangements. In such event,
7 Contractor shall not be compensated for any additional costs. If the Contractor plans to change
8 its transfer method, Contractor shall obtain written approval from the City prior to making the
9 change. The City's approval shall:appro6e the transfer method and the facility(ies) Contractor
10 proposes to use.
11
12 8.1.3 Marketing
13 Contractor, or its Subcontractor, shall provide proof tojthe City that all Recyclable Materials
14 Collected are marketed for Recycling or re-use in such a manner that materials shall be
15 considered as Diverted in accordance with`the State regulations;established by the Act. All
16 residual material from the Processing activities that is not marketed for use shall be accounted
17 for as Disposal Tonnage at a permitted.Disposal Site. No Recyclable Materials shall be
18 Transported to a domestic or foreign location if Disposal of such material is its intended use.
19
20 Upon City request; Contractor, or its Subcontractor, shall provide City with a list of
21 broker/buyers it uses each quarter. City may audit one broker.-or buyer per month to confirm
22 that materials are being Recycled. If Contractor becomes aware that.a broker or buyer has
23 illegally handled or Disposed'of material generated by the City or elsewhere, Contractor shall
24 immediately inform the City and'terminate its contract or working relationship with such party
25 immediately..
26 8.1.4 Disposal,of Recyclable Materials Prohibited
27 Recyclable Materials may not be Disposed of in lieu of Recycling the material, without the
28 expressed written approval-of the.City. If Contractor believes that it cannot Divert the
29 Recyclable Material from Disposal, then it shall prepare a written request for approval to
30 Dispose of such material. Such requestshall contain the basis for its belief, describe the
31 Contractors efforts to arrange for the Diversion from Disposal of material, the period
32 required for sueh Disposal, the incremental costs or cost savings resulting from such Disposal,
33 and any additional information supporting the Contractor's request The City shall consider the
34 Contractor's'request and inform Contractor in writing of its decision within 30 calendar days.
35
36 8.2 Organic Materials Processing
37 8.2.1 General
38 Contractor shall Transport all Organic Materials Collected in the City to an Approved Organic
39 Materials Processing.Site. Contractor shall pay all costs associated with transfer (if applicable),
40 Transporting, Processing, Composting and marketing Organic Materials. All Organic Materials
41 shall be Processed for use as Compost, mulch, or soil amendment and none shall be deposited
Page 48 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 for Disposal. Residue from the Organic Materials Processing and Composting activities shall be
2 Disposed of at an Approved Disposal Site.
3
4 8.2.2 Processing Arrangements
5 Contractor shall be solely responsible forguarariteeing:sufficient capacity at the Approved
6 Organic Materials Processing Site to Process, Compost, and market all Organic Materials
7 Collected by Contractor-under this Agreement throughout the Term of the Agreement. The
8 Owner and Operator of the Approved Organic Materials Processing Site, if different than the
9 Contractor, shall be considered a Subcontractor to Contractor. Contractor shall cause its
10 Approved Organic Materials Processing.Site Subcontrabtorto Process, Compost, and market
11 the Organic Materials. Contractor shall provide the Cit upon request, with documentation
12 from the Approved Organic Materials Processing Site Subcontractor guaranteeing and
13 demonstrating the availability of such sufficient capacity at the:.Approved Organic Materials
14 Processing Site for all Organic Materials Collected by Contractor in the City throughout the
15 Term of this Agreement.
16 .-
17 Contractor shall require its Approved Organic Materials Processing Site Subcontractor to keep
18 all existing permits and approvals necessary for use of the Approved Organic Materials
19 Processing Site in full regulatory compliance. Upon City request,Contractor shall obtain copies
20 from its Approved Organic Materials Processing Site Subcontractor of facility permits and/or
21 notices of violations and shall provide copies of_such documents to the City.
22 Contractor shall observe and comply with all regulations in effect at the Approved Organic
23 Materials Processing Site and cooperate with the operator thereof with respect to delivery of
24 Organic Materials, including.,directions to unload Collection vehicles in designated areas,
25 accommodating operations and maintenance activities, and complying with Hazardous Waste
26 exclusion programs.
27 If Contractor is unable to use an Approved Organic Materials Processing Site due to an
28 emergency or sudden unforeseen closure of the.Approved Organic Materials Processing Site,
29 Contractor may use-an alternative Organic Materials Processing Site provided that the
30 Contractor provides verbal and written notice to-the City and receives written approval from the
31 City at least 24 hours prior to the use of ah alternative Organic.Materials Processing Site. The
32 Contractor's written notice shall include a description of the reasons the Approved Organic
33 Materials Processing Site is not feasible and theperiod of time Contractor proposes to use the
34 alternative Organic Materials Processing Site.
35 Contractor may permanently change its selection of the Approved Organic Materials Processing
36 Site following City's written approval, but Contractor's Compensation shall not be increased for
37 any increased Transportation, Processing, and Composting costs. If Contractor elects to use an
38 Organic Materials Processing Site that is different than the Approved Organic Materials
39 Processing Site, it shall request written approval;from tbe.City Manager 60 calendar days prior to
40 use of the site and obtain the City's written approval no later than 10 calendar days prior to use
41 of the site.
Page 49 of 122
•
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 The City reserves the right to direct Contractorto Transport and deliver all Organic Materials
2 Collected pursuant to this Agreement to an Organic Materials Processing Site other than the
3 Approved Organic Materials Processing`Site. If the City exercises its right under this provision
4 and specifies use of an Organic Materials Processing.Site that is different from the Approved
5 Organic Materials Processing:Site,the City shall provide written notice to Contractor.
6 Contractor shall then report to the City any differencesan the-costs of providing service from
7 the change in site—as a result,,for example, of a decrease the.costs of transportation or a higher
8 tipping fee -- and the City may then confirm its decision to change the site or rescind it. If the
9 City confirms the change in site;.then Maximum Service Rates shall be adjusted appropriately to
10 accommodate the differences in costs of providing services:
11
12 8.2.3 Processing Standards
13 The following Processing standards shall'be met by the Approved Organic Materials Processing
14 Site:
15
16 8.2.3.1 Pre-Processing activities shall include the inspection for and removal
17 of Hazardous Waste and glass.
18 8.2.3.2 Composting shall be.aecomplished:bw he use of recognized
19 Composting methods,which haw been demonstrated to be able to consistently produce stable,
20 mature Compost Product.that.is,suitable for general purpose use, similar to the U.S.
21 Composting Council's Class-1 rating.
22 8.2.3.3 Post-Composting Processing activities shall include screening to
23 remove plastics and other codtaniinints from the Compost Product.
24 8.2.3.4 The Approved Organic Materials Processing Site Owner and/or
25 operator shall cooperate with the City,or its agent(s), if the City wants to collect data, perform
26 field work, and/or evaluate and-monitor program results related to Organic Materials Collected
27 in the City by the Contractor.
28 8.2.4 Transport
29 Contractor is,responsible for Transporting Collected Organic:Materials to an Approved Organic
30 Materials Processing Site. Contractor may haul the Organic Materials in its Collection vehicles to
31 a transfer station where the Organic Materials will be consolidated into large'capacity transfer
32 vehicles and then Transported to the Approved Organic Materials Processing Site. If the
33 Contractor plans to change its Transport method, Contractor shall obtain written approval from
34 the City prior to making the change; pay all costs; and shall not be reimbursed for any additional
35 costs. The City shall approve the Transport method and the duration the Transport method is
36 approved to occur.
37 •
38 8.2.5 Corripliance.with Applicable Law
39 Contractor warrants throughout the Term that the Approved Organic Materials Processing Site
40 selected by Contractor is respectively authorized and permitted to accept Organic Materials in
Page 50 of 122
•
Franchise.Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 accordance with Applicable Law and is-in full conipliancewith Applicable Law. Contractor shall
2 verify compliance for the Approved Organic Mater'ials:Processing Site that neither it nor its
3 Affiliates own by contacting the local enforcement agencyand other regulatory agencies having
4 jurisdiction over the Approved Organic Materials Processing Site at least quarterly.
5
6 8.3 Mixed Materials Disposal
7 8.3.1 General
8 Contractor shall Transport all Mixed Materials Collected in the City to an Approved Disposal
9 Site. Contractor shall pay.all costs associated with transfer (if applicable), Transporting, and
10 Disposal of Mixed Materials. In-addition, Contractor may Dispose-of Residue from Recyclable
11 Materials and Organic Materials at the Approved Disposal Site.
12
13 8.3.2 Disposal Arrangements
14 Contractor shall be solely responsible•fdr guaranteeing sufficienf:capacity to Dispose all Mixed
15 Materials Collected by Contractor under this Agreement throughout the Term of the
-16 Agreement. The Owner and operator of the.Approved;Dispos"al Site, if different than the
17 Contractor, shall be considered a Subcontrattotto Contractor, Contractor shall cause its
18 Approved Disposal Site Subcontractor to Dispose of Mixed Materials. Contractor shall provide
19 the City, upon request, with documentation.from the Approved Disposal Site,Subcontractor
20 guaranteeing and demonstrating the availabilitrof such sufficient capacity at the Approved
21 Disposal Site for all Mixed Materials Collected by Contractor in the City throughout the Term
22 of this Agreement.
23
24 Contractor shall require its Approved Disposal Site:Subcontractor to keep all existing permits
25 and approvals necessary for use of the Approved Disposal-Site in full regulatory compliance.
26 Upon City request, Contractor shall obtain copies from its Approved Disposal Site
27 Subcontractor of facility permits and/or notices of violations and shall provide copies of such
28 documents to the City.
29 Contractor shall observe and comply with all regulations in effect at the Approved Disposal Site
30 and cooperate with the operator thereof with respect to delivery of Mixed Materials, including
31 directions to,unload Collection vehicles,in designated areas, accommodating operations and
32 maintenance activities, and complying with Hazardous Waste exclusion programs.
33 If Contractor is unable to use an Approved Disposal Site due to an emergency or sudden
34 unforeseen closure of the Approved Disposal Site;:Contractor:may use an alternative Disposal
35 Site provided that-the Contractor provides verbal and written notice to the City and receives
36 written approval from the City at.least24 hours prior to the use of an alternative Disposal Site.
37 The Contractor's written notice shall include a;description of the reasons the Approved
38 Disposal Site is not feasible and the':period of time Contractor proposes to use the alternative
39 Disposal Site.
40 If the need to use the alternative Disposal Site is for reasons within Contractor's, or its Disposal
41 Subcontractor's, reasonable control, Contractor's Compensation shall not be increased for any
Page 51 of 122
Franchise Agreement Between the City of Petaluina, and PR&R 10/09/2012
1 increased Transportation; transfer, and Disposal costs associated with use of the alternative.
2 Disposal Site.
3 Contractor may permanently change its selection of the Approved Disposal Site following City's
4 written approval, but Contractor's Compensation shall not be increased for any increased
5 Transportation, transfer, and Disposal costs. If Contractor elects to use a Disposal Site that is
.6 different than the Approved Disposal Site,it shall request written approval from the City
7 Manager 60 calendar days prior to'use of the site and obtain the City's written approval no later
'8 than 10 calendar days prior to use of the site.
9 The City reserves the right to direct Contractor.to Transport and deliver all Mixed Materials
10 Collected pursuant to this Agreement to a Disposal Site other than the Approved Disposal Site
11 selected by the Contractor. If y s
the Cit exercise 'its tight under this provision and specifies use of
12 a Disposal Site that is different from the Contractor-selcted Approved Disposal Site, the City
13 shall provide written notice to Contractor Contractor shall then report to the City any
14 differences in the costs of providing ser vice,from the change in,site— as a result, for example, of
15 a decrease the costs of transportation or.a higher tipping fee -- and the City may then confirm its
16 decision to change the site or rescind it. If the City confirms the change in site, then Maximum
17 Service Rates shall be adjusted appropriately to accommodate the differences in costs of
18 providing services.
19
20 8.3.3 Disposal Requirements
21 The following Disposal requirements shall be met by the Approved Disposal Site:
.22
23 8.3.3.1 Operation, management, and maintenance of the refuse fill areas
24 including, but not limited, to the receipt, placement, burying, and.compaction of Mixed
25 Materials in the Refuse fill areas; stockpiling; placement and compaction (if necessary) of daily
26 cover, Alternative Daily Cover, intermediate cover, and final cover; management of fill
27 operations with regard to fill sequencing, side slopes configuration, and working face location
28 and configuration;
29 8.3.3.2 Provision; operation, and maintenance of all equipment, rolling stock,
30 and suppliesnecessary for operations, closure, post-closure, and environmental monitoring; •
31 8.3.3.3 Provision and operation of tippers for the purposes of unloading
32 Collection Vehicle or transfer vehicle trailers;
33 8.3.3.4 Proper management of dust, odors, litter,vectors, and other potential
34 nuisances; and
35 8.3.3.5 Operation, maintenance,,and management of leachate and Landfill gas
36 management systems, groundwater inonitoring,and management systems, storm water drainage
37 and control systems, treatment facilities, buildings, on-site roadways,utilities, and any other
38 required facility elements.
Page 52.of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 8.3.4 Transport
2 Contractor is responsible-for Transporting,Collected Mixed Materials.to an Approved Disposal
3 Site. Contractor may haul the Mixed Materials in its.Collection vehicles to the transfer station
4 where Mixed Materials will be consolidated into large-capacity transfer vehicles and then
5 Transported to the Approved Disposal Site. If the Contractor plans to change its Transport
6 method, Contractor shall obtain written approval from;the City prior to making the change; pay
7 all costs; and shall not be reimbursed for any additionallcosts. The City shall approve the
8' Transport method and the duration the Transport method is approved to occur.
9
10 8.3.5 Compliance,with Applicable Law
-11 Contractor warrants throughoutthe'Term that the Approved Disposal Site selected by
12 Contractor is respectively authorized and permitted to accept and Dispose Mixed Materials in
13 accordance with Applicable Law and is-in full compliance with Applicable Law. Contractor shall
14 verify compliance for the Approved Disposal Site that neither it nor its Affiliates own by
15 contacting the local enforcement agency and other regulatory agencies having'jurisdiction over
16 the Approved Disposal Site at least quarterly.
17
18 8.3.6 Closure and Post-Closure Obligations
19 Contractor, or its Disposal Subcontractor shall.safely manage the,Disposal Site in full regulatory
20 compliance with Applicable Law not only during normal Disposal Site operating period but also
21 during the landfill closure and post-closure periods.'Contractor acknowledges that it (or its
22 Subcontractor) is solely responsible for: O the appropriate closure and post-closure activities of
23 the landfill; and, (ii) the establishment and funding of sufficient any reserve funds to meet its
24. obligations required by Applicable Law for the purposes of providing funds for the payment of
25' costs of,closure of the landfill (or any cell within the landfill) or post-closure activities relating to
26 the landfill. Without limitation, in no event shall the City be responsible for paying any
27 deficiencies in such required'reserves..In addition, the City shall have no responsibility to make.
28 any payments in the event that-actual closure and post-closure costs relating to the landfill
29 exceed the amounts upon which the Contracto'r's Disposal rate was based on and the amount
30 reserved by the Contractor for such purposes.
31
32 8.4 Diversion Standards
33 For each year this Agreement is in effect, Contractor shall achieve the minimum Diversion
34 Requirement as defined in Section 1 of this Agreement. If the Contractor's Diversion Level is
35 less than the Diversion Requirement for any Agreement year; the following steps shall be
36 followed by the City and Contractor:
37 8.4.1. Warning
• 38 The City shall issue a written warning to the Contractor within 30 calendar days of receipt of the
39 Contractor's annual report documenting the Diversion Level for the prior Agreement year. The
40 warning notice shall specify the amount of time (i.e., correction period) the City grants the
41 Contractor to improve its performance and meet the Diversion Requirement
42 .
Page 53 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 8.4.2 Opportunity to Improve Performance
2 Upon receipt of the City's written warning as set forth in Section 8.4.1 above, the Contractor
3 shall modify its Collection, Processing, Diversion, and public education and outreach programs
4 (subject to the City's approval)to improve its Diversion Level. At the end of the correction
5 period specified by the City, Contractor shall submit a written report to the City identifying its
6 then-current Diversion Level and providing supporting documentation. If the City determines
7 that the Contractor's Diversion Level equals or exceeds'the Diversion Requirement, the
8 Contractor shall continue to perform services in such a manner as to maintain or improve its
9 Diversion Level, and the City shall.waive its.rights to proceedwith steps outlined in Sections
10 8.4.3 and 8.4.4 below during the remainder of the then current Agreement year.
11
12 8.4.3 Liquidated:Damages
13 If the Contractor fails to improve:its'Diversion Level so that it is equal to or greater than the
14 Diversion Requirement by the end of the correction period specified by the City pursuant to
15 Section 8.4.1, the City may levy, and Contractor shall pay, Liquidated Damages in accordance
16 with item number 45 of Section 14.4.
17
18 8.4.4 Termination of the Agreement
19 If Contractor fails to achieve.a Diversion Level that equals or exceeds the Diversion
20 Requirement within six months of the date the City levied Liquidated Damages in accordance
21 with Section 8.4.3 above, the failure to meet the Diversion Requirement shall be considered an
22 event of default and the City may terminate the Agreement in accordance with Section 14.1.
23
24 SECTION 9 =CUSTOMER SERVICE, BILLING AND PUBLIC EDUCATION
25 9.1 Public Education
26 Contractor's public education program shall focus on providing information to Customers in
27 accordance with the specific requirements described in this Section and Exhibit 6. Educational
28 .media shall include, but not be limited to: biannual newsletters, flyers, door hangers, notification
29 tags, and direct contact. Information shall be provided to solicit-feedback about the service and
30 suggested improvements/changes; and to educate Customers about source reduction, re-use,
31 and Recycling opportunities..Matetials shall be printed on paper.containing the highest levels of
32 Recycled content material as is reasonably practical with.a Minimum requirement of 30% post-
33 consumer content based on Federal standards.
34 All public education materials required in this Section and Exhibit 6 shall be printed in English
35 and Spanish.
36 Contractor shall allow the City to.review and approve all public education materials.
37 During the Term:ofithe Agreement,the.Contractor shall employ at least one (1) full-time
38 equivalent residential and.conunercial education coordinator.
Page 54 of 122
FranchiseAgreement Between the City of Petaluma, and PR&R 10/09/2012
. 1 If Contractor fails to perform some or all of the:requirements of the public education program
2 described in this Section and in Exhibit 6, the Con_tractor shall pay the City Liquidated Damages
3 as described in Section 14.4.
4 9.1.1 Residential Education Program
5 Contractor shall perform the following public education activities throughout the Term of the
6 Agreement:
7
8 9.1.1.1 As necessary; Contractor's outreach coordinator will prepare and
9 distribute a brochure describing how taprepare Organic Materials for Collection. This brochure
10 shall instruct Custoniers as to any necessary preparation of Organic Materials, such as the
11 cutting of items, placement of materials outside,a Cart (provided such material is bundled in
12 lengths less than three feet and bundles that weigh less than30pounds), and the appropriate use
13 and placement of Organic Materials Carts.
14 9.1.1.2 As,necessary'Contractor's Outreach Coordinator will prepare and
15 distribute a brochure describing how to prepare Recyclable Materials for Collection. Contractor
16 shall inform Residents as to the acceptable materials that can be included'in the Recyclable
17 Materials Carts and any common contaminantsao be excluded from-Collection.
18 9.1.1.3 Prior to theholiday season, the Outreach Coordinator shall prepare a
19 bill insert describing the dates,time, and places of all.holiday tree Collection Drop Boxes.The
20 same information shall also be advertised in the Press Democrat and the Argus Courier.
21 9.1.1.4 Contractor's Outreach Coordinator shall prepare and distribute a flyer
22 describing the Residential annual'clean-ups as described in Section 5.4. Public education
23 materials for the annual clean-ups shall include preparation, printing, and mailing of a flyer
24 announcing and describing the services and advertising in the Press Democrat and the Argus
25 Courier.
26 9.1.13 Contractor's Outreach Coordinator shall visit homeowner associations
27 or other groups to promote and explain the program throughout the Term of the Agreement,.as
28 requested by the associations or scheduled by the City.
29 9:1.1.6 A corrective.actions.notice shall be prepared and used in instances
30 where waste Generators set out inappropriate materials prior to start-up.
31 9.1.1.7 School education programs to teach students about source reduction,
32 re-use, and Recyclable Materials shall'be prepared and made available to schools by Contractor's
33 outreach coordinator.
34 9.1.1.8 Non-program related information on.source reduction; re-use and
35 Recyclable Materials (e.g. junk mail reduction, Household Hazardous Waste events, grass
36 cycling, Composting, etc.) shall be made available by the outreach coordinator. This information
37 will also be included in the "Petaluma Refuse & Recycling News" newsletter.
Page 55 of 122
•
Franchise Agreement,Between the City of Petaluma, and PR&.R 10/09/2012
1 911.9 Contractor's outreach coordinator will annually prepare a mailing to
2 Residents describing the Street Sweeping schedule and map.
3 9.1.1.10 Contractor's biannual newsletter "Petaluma Refuse,& Recycling News"
4 shall be sent to all Residential and Commercial accounts in Petaluma. The newsletter shall be
5 reviewed and approved by City staff prior'to distribution. A Spanish language version of this
6 newsletter shall be made available electronically"on the Contractor's website, and shall also be
7 made available for pickup from Contractor's business Office in the City. The Spanish language
8 version of the newsletter shall be mailed free-of-charge'to those Customers who have requested
9 it, and Contractor shall maintain a mailing list of those Customers requesting this service.
10 9.1.2 Commercial Education Program
11 Contractor shall perform the following public education activities throughout the Term of the
12 Agreement:
13
14 9.1.2.1 The outreach coordinator will prepare and distribute a Recyclable
15 Materials resource guide to provide vendors' names, numbers and contacts for purchasing
16 Recycled products, re-use donation locations, and other Recyclable Materials companies, to be
17 updated annually.
18 9.1.2.2 Contractors biannual newsletter "Petaluma Refuse & Recycling News"
19 shall be sent to all Residential and Commercial:accounts in Petaluma. The newsletter shall be
20 reviewed and approved by City staff prior to distribution. A Spanish language version of this
21 newsletter shall be made available electronically on the Contractor's website, and shall also be
22 made available for pickup from Contractor's business office in the City. The Spanish language
23 version of the newsletter shall be mailed free-of-charge to those Customers who have requested
24 it, and Contractor shall maintain a mailing list of those Customers requesting this service.
25 9:1.2.3 A corrective,actions notice shall be prepared and used in instances
26 where waste Generators set out inappropriate materials,prior'to start-up.
27 9.1.3 All Customers
28 Contractor,through its "Petaluma Refuse and Recycling News" newsletter or other public
29 education materials,shall educate Generators regarding'proper methods of handling and
30 Disposing of Hazardous Waste.
31
32 9.2 Billing
33 9.2.1 General
34 The City shall establish the maximum Rates and fees that Contractor may Charge Customers for
35 Collection services pursuant to Section 10. Contractor shall bill all Customers and collect
36 Billings at Rates not to exceed City-Approved Maximum Service Rates. Contractor shall not
37 Charge Customers in excess of City-Approved Maximum Service Rates and shall Charge all
38 Customers in a consistent and uniform manner'so that Contractor's Rates are the same for the
I
Page 56 of 122
Franchise:Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 same service level (e.g., the same for the type of material Collected, Container size, Collection
• 2 frequency, and/or extra services).
3
4 The Contractor shall prepare, mail, and collect bills (or shall issue written receipts for cash
5 payments) for Collection services provided by Contractor. The City shall have the right to
6 review, and approve the Billing.format.
7 Contractor shall make arrangements to allow its Customers to pay,bills;through the following
8 means: check, cash, credit card;.internetpayment service, or automatic withdrawal from banking
9 account. Contractor shall provide.atleast one, and preferably two, drop-off location(s) in the
10 City where Customers may deposit their payments.
14 Contractor shall maintain copies of all Billings and receipts, each in chronological order, for five
12 years for inspection and verification by City at any reasonable time upon request. The
13 Contractor may, at its option,:maintain those FranchiselRecords corresponding to Billings and
1'4 receipts in computer form, on microfiche, or iniany other manner,provided that the Franchise
15 Records can be preserved and retrieved for inspection and verification in a timely manner.
16 Contractor shall be responsible for collection of payment from Customers with past due
17 accounts ("bad debt"). Contractor shall make reasonable efforts to obtain payment from
18 delinquent accounts through issuance of late payment notices, telephone requests for payments,
19 and assistance from collection agencies.
20 9.2.2 Customer-Specific Billing Instructions
21
22 9.2.2.1 Single-Family and Multi-Plex Billing
23 Bills for Single-Family and Multi-Plex service shall be Mailed to,Customers quarterly in advance
24 of the provision of service. Contractor shall bill each Occupant of the individual units in the
25 Multi-Plex Premises'separately unless otherwise specified by;tbe Owner.
26 I
27 9.2.2.2 Multi-Family Billing
28 Bills for Multi-Family service shall be mailed to Customers'monthly in advance of the provision
29 of service. Contractor shall bill Owner or property manager of the Multi-Family Premises.
30
31 9.2.2.3 Commercial Billing
32 Bills for Commercial Service (including permanent.Drop Box and Compactor services) shall be
33 mailed to Customers monthly in advance of the provision of service. If Commercial Customers
34 have centralized service (in which Containers are shared by more than one Commercial
35 Premises), Contractor shall bill one Customer for centralized services or, at the request of the
36 Commercial Customers sharing the Containers, Contractor shall treat each Commercial
37 Premises as a separate Customer and shall bill each Customer for service costs equal to the
38 service Rate divided by the number of Commercial Premises sharing.the service.
39
40 9.2.3 Service Location Exemption and Life-Line Rates
41
Page 57 of 122
Franchise Agreement Betweendthe-City of Petaluma, and PR&R 10/09/2012
1 9.2.3.1 Service Location Exemption Program
2 Contractor shall allow for Persons that have a disabilityias defined by the American Disabilities
3 Act that are Occupants of Single-Family Premises or Multi-Plex Premises to receive Collection
4 services at a location other than Curbside at no extra.Charge to the Customer. Contractor shall
5 review all applications (which shall include statements from physicians) made by Customers to
6 determine conformance with this exemption provision and shall grant exemptions if applicable.
7 With regards to all requirements of this Section, the Contractor shall make reasonable
8 accommodations with regards to Container and Collection requirements (e.g., Container size
9 and type, placement of Containers for Collection, etc.) at no additional cost to the Customer.
10
11 9.2.12 Life-Line Rates
12 Contractor shall review all applications from Customers requesting;life-line Rates for Collection
13 services. Such applicants shall be-required to submit documentation of their then-current PG&E
14 life-line status. If Customers demonstrate;that their PG&E life-line status is current, Contractor
15 shall Charge such Customers a Rate.equal to 75 percent of Contractor's regular Rate for similar
16 service. Contractor shall review each life-line Customer's eligibility status at least annually.
17
18 9.2.4 Bill Inserts
19 City may direct Contractor to msert mailers (which shall be a single sheet of paper no larger than
20 8.5 inches by 11 inches) relating to service with:the Bills. The mailers shall be printed on double-
21 sided, post-consumer content paper and shall fifin.standard envelopes. Contractor also agrees
22 to insert with the Billings, mailers describing'activities.of the City government. City will provide
23 not less than 30 calendar days' notice to Contractor before the mailing date of any proposed
24 mailing to permit Contractor to make:appropriate arrangements for inclusion of the City's
25 materials. City will provide Contractor the mailers at least 15 calendar days before the mailing
26 date. The cost of such inserts and any additional postage shall be paid for by the City.
27
28 9.2.5 Review of Billings
29 Contractor shall review its Billings to Customers to determine (i) if the amount the Contractor is
30 Billing each Customer is correct in.terms of the level of service (i.e., frequency of Collection,
31 size of Container, location of Container) Contractor is providing such Customer, and (u) that all
32 parties receivingservice are invoiced for service. Contractor shall review Residential Customer
33 accounts at least annually and Commercial Customer accounts at least every other year, unless
34 City directs Contractor to do otherwise. Contractor shall..submit to City every year, a written
35 report of the Billing review 30 days after the end of each Rate Period, commencing in 2013. The
36 scope of the review, the Contractor's work plan, and the format of the report (including
37 supporting exhibits) shall be submitted to the City for approval no later than 60 days prior to
38 commencement of the Billing review process. The City may perform this review itself or
39 through use of an agent.
40
41 9.3 Customer Service Program
42 9.3.1 Program Requirements
43
Page 58 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 93.1.1 Office Location
2 Contractor shall maintain a business office in the City. The office shall be staffed with at least
3 one Customer Service Representative capable of accepting payments from Customers,
4 answering service questions, changing Customer service levels, and resolving.other Customer
5 service issues. If another office-located outside of the City assists with Customer service issues
6 related to this Agreement, Contractor must ensure that'telephone calls to it from locations
7 within the City are billed to Customer as "local calls" by all telephone companies.
8
• 9 9.3.1.2 Office Hours
10 Contractor's Customer service:office shall-be open to the public from 7 a.m. to 6 p.m. Monday
11 through Friday. The office may be closed on Saturdays,ISundays and Holidays. Contractor may
12 modify its office hours only after requesting and receiviing written approval from the City.
13
14 9.3:1.3 Availability-of Representatives
15 At a-minimum, Contractor shall employ two (2) full-time equivalents of Customer service
,. 16 supervisors and Customer service representatives dedicated to Serving the City and its
17" Customers. A representative of the Contractor shall be available,from 7 a.m. to 6'p.m. Monday
18 through Friday to communicate with the public person and by telephone. A message machine
19 shall be available for Customers torleave messages during non-business hours. Contractor shall
20 return calls received during non-business hours`no later than noon of the following Working
21 Day. If Contractor fails to perform some or all of the requirements described in this Section, the
22 Contractor shall pay the City Liquidated Damages as described in Section 14.4.
23
24 9.3.1.4 Telephone
25 Contractor shall maintain a telephone system in operation at its office from 7 a.m. to 6 p.m. and
26 shall have staff available to answer calls. Contractor shall install telephone equipment sufficient
27 to handle the volume of calls typically experienced on the busiest days and such telephone
28 equipment shall be capable of recording the responsiveness to call. If Persons are unable with
29 reasonable effort to reach Contractor's office by phone; or are=subject to waiting time "on hold"
30 of more than three minutes prior to reaching a Customer service:representative, City may
31 require that Contractor install additional telephone lines or hire additional Customer service
32 representatives. An answering machine shall record Customer calls and voice messages between
33 6:00 p.m. and 7:00 a.m. If Contractor fails to meet the requirements described-in this Section,
'34 the Contractor shall pay the City Liquidated.Dainages in accordance with Section 14.4.
35
36 9.3.1.5 Web Site
37 Contractor shall develop and maintain a web site describing services provided`in the City that is
38 accessible by the,public. The site shall include answers to frequently asked questions, City-
39 Approved Maximum Service Rates, Recyclable Materials and Organic Materials specifications,
40 Collection service schedule and map; Street Sweeping service schedule and map, and other
41- related topics. Contractor shall arrange for the City's web site to include an e-mail link to
42 Contractor and a link to Contractor's web-site. The Contractor's web site shall provide the
43 public the ability to e-mail Contractor.
44
Page 59 of 122
Franchise Agreement Between.the City of Petaluma, and PR&R 10/09/2012
1 9.3.1.6 Customer Satisfaction Survey
2 The City may conduct a Customer satisfaction survey every year.
3
4 9.3.1.7 Training
5 Customer service representatives shall receive training during each quarter of the calendar year
6 on City-specific service requirements. During the training, a City-specific Collection service and
7 Rate information sheet,training agenda, and associated documentation shall be provided to
8 employees.
9
10 9.3.2 Service Complaints
11 Contractor shall be responsible for the prompt and courteous;'attention to, and prompt and
12 reasonable resolution of all.Cotnplaints. Contractor shall record in a separate log all Complaints,
13 noting the name and address'of complainant, date and time of Complaint, nature of Complaint,
14 and nature and date of resolution. The Contractor shallltetain this Complaint log for the Term.
15 In addition, Contractor shall compile a summary statistical table of the Complaint log,
16 satisfactory to the City, and submit the table to City each month.
17 Contractor shall respond to.all Complaints received within 24 hours,weekends and Holidays
18 excluded. In particular, if a Complaint involves a:failure to CollectMixed Materials, Recyclable
19 Materials, or Organic Materials from a Premises in the City, Contractor shall Collect the material
20 in question within 24 hours of receipt of the Complaint, provided that Generator has properly
21_ placed materials for Collection in accordance with the City's Municipal Code. Contractor shall
22 have e-mail capabilities (accessible through the Contractor's:website) to enable Persons to
23 communicate Complaints to Contractor via e-mail. -
24 9.4 Provision of Emergency Services
25 Contractor shall provide emergency services,at the City's request in the event of major accidents,
26 disruptions, or natural calamities. Emergency services mayinclude, but are not limited to,
27 assistance handling salvaged materials, Processing, Composting, or Recycling materials, or
28 Disposing Solid Waste following a.major accident, disruption, or natural calamity. Contractor
29 shall be capable of providing emergency services within 24 hours of notification by the City or
30 as soon: hereafter as is reasonably practical in light of the circumstances. If Contractor cannot
3.1 provide the requested emergency services, the City shall have the right to take possession of the
32 Contractor's equipment for the purposes of providing emergency services.
33 SECTION 10 —CONTRACTOR'S COMPENSATION
34 10.1 General
35 Contractor's Compensation provided for in this Section shall be the full, entire, and complete
36 compensation due to Contractor•for all labor, equipment, materials, and supplies, taxes,
37 insurance, bonds, overhead, Disposal,profit, and all other things necessary to perform all the
• 38 services required by this Agreement in the:manner and at the times-prescribed.
39 Contractor will not look to City for payment of any sums under this Agreement. Contractor will
40 perform the responsibilities and duties described in this Agreement in consideration of the right
Page 60 of 122
Franchise Agreement Between the City of Petaluma,and PR&R10/09/2012
1 to Charge and Collect from Customers for services rendered at rates fixed by City from time to
2 time. •
3 10.2 Adjustments to City-Approved Maximum Service Rates
4 10.2.1 General
5 Beginning on July 1, 2013, and annually thereafter, Contractor;shall, subject to compliance with
6 all provisions of this Section 10, shall receive an annual adjustment to the City-Approved
7 Maximum Service-Rates as set forth in Exhibit'.1 of this Agreement.
8
9 102.2 Initial Rate Adjustment
10 The first adjustment to the City-Approved Maximum Service Rates set forth in Exhibit 1 of this
11 Franchise Agreement shall become effective on July 1, 2013, and shall increase the City-
12 Approved Maximum Service Rates by exactly 439%, with all adjusted City-Approved Maximum
13 Service Rates rounded to She nearest one cent (50.01).
14
15 10.2.3 RRI Adjustments •
16 Beginning on July 1, 2014, and on each July'15t.annually thereafter during the Term of this
17 Agreement, the City-Approved Maximum Service'Rates previously adjusted by Section 10.2.2
18 above shall be further adjusted by the Refuse Rate Index ("RRp') Adjustment Methodology set
19 forth in Section 10.3 below. In any year that the calculation of the RRI results in a negative
20 adjustment percentage, there shall be no adjustment of the City-Approved Maximum Service
21 Rates. Instead, the negative RRI percentage shall be added to the result of the subsequent year's
22 RRI calculation and the result shall be the RRI adjustment for that subsequent year.
23
24 10.3 RRI Adjustment Methodology
25 10.3.1 12-Month Annual Average
26 The RRI adjustment shall be the sum of the weighted percentage changes for all RRI indices.
27 With the exception of the "Disposal Fee" and ",Organic Waste.Processing Fee"indices, the
28 percentage change in each RRI index shall be calculated using the change in the 12-month
29 annual average of RRI index values between the base year,which,shall be the prior preceding
30 calendar year,ending Deceniber.31", and the preccding,calendar year ending December 31st as
31 contained in the niost recentrelease of the source documents listed in Exhibit 2,which is
32 attached to and included in this Agreement. Therefore, the first RRI adjustment (effective July 1,
33 2014) will be based on the percentage changes between the 12=month annual average of the RRI
34 indices for the calendar year ending December 31; 2012 and the 12-month annual average of the
35 RRI indices for the calendar year ending December 31, 2013.
36
37 For the "Disposal Fee" index, the percentage change shall be calculated using the change in the
38 per-Ton tip fee charged:at the Approved Disposal Site between the prior preceding calendar
39 year ending December 31st and the preceding Calendar;year ending December 31't. For the first
40 RRI adjustment (effective'July 1, 2014), the calendar year 2012 tip fee shall be set at the per ton
41 amount listed for the applicable Approved Disposal Site.
42
Page 61 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 For the "Organic Waste Processing Fee" index, the percentage change shall be calculated using
2 the change in the per-Ton tip fee charged,at the Approved Organic Materials Processing Site
3 between the prior preceding calendar:year ending December 31st and the preceding calendar
4 year ending December 31st. For the first RRI adjustment (effective July 1, 2014), the calendar
5 year 2012 tip fee shall be set at the per ton amount listed for the applicable Approved Organic
6 Materials Processing Site.
7
8 The weighted percentage change for each RRI shall be calculated using the RRI
9 methodology included in Exhibit 2.
10
11 10.3.2 RRI Financial.Information.
12 On or before March 1, 2014, and annually thereafter during the Term of this,Agreement,
13 Contractor shall deliver to City financial information for the specific services performed under
14 this Agreement for the preceding Agreement Year. Such financial information shall be in the
15 format as set forth in Exhibit 2„or asrnay be further reirised.by City from time to time. If
16 Contractor fails to submit the financial.information in the required format by March 1st, it is
17 agreed that Contractor shall be deemed to have waived the RRI:adjustment for that year.
18 Contractor's failure to provide the financial information shall not,preclude the City from
19 applying the RRI using the prior year's financial data, or pro forma data if no prior year financial
20 data is available,if that application would result'in a'negative RRI.
21
22 10.3.2.1 Annual Adjustments shall be made only in units of one cent ($0.01).
23 Fractions of less than one cent($0.01) shall not be considered in making adjustments. "The
24 indices shall be truncated at four (4) decimal places for the adjustment calculations.
25
26 10.3.2.2 If Contractor's failureto submit the financial information required
27 under Section 10.3.2 is the result of extraordinary or unusual circumstances as demonstrated by
28 Contractor to the satisfaction of City Manager, City at its sole discretion, may consider the
29 request for the annual-RRI rate adjustment.
30
31 10.3.2.3 As of June 1, 2014, andannually thereafterduring the Term of this
32 Agreement, the City Manager shalt notify Contractor of the RRI adjustment to the affected City-
33 Approved Maximum Service Rates to take place on the subsequent July 1st.
34
35 10.4 City Requested Detailed Rate Review
36 The City may request a Detailed Rate Review to be conducted following the procedures as
37 specified in Exhibit 3. However, a Detailed Rate Review shall.not be conducted more than once
38 every three (3) Agreement years. A request for a Detailed Rate Review shall be made in writing
39 at least six (6) monthsprior to the July 1st rate adjustment date for the year in which the results
40 for the Detailed.Rate Review are to be applied. The Contractor shall pay the cost for the
41 Detailed Rate Review, and the cost of such a Detailed Rate Review is an allowable pass-through
42 cost.
43 SECTION 11- CONTRACTOR PAYMENTS TO THE CITY
•
Page 62 of 122
Franchise Agreement Between the City of Petaluma;and PR&R 10/09/2012
1 11.1 Franchise Fees
2 In consideration of the exclusive rights provided Contractor herein, Contractor shall pay
3 Franchise Fees to the City.
4 11.1.1 Contractor shall pay the City a Franchise Fee each month equal to 10.000/0 of
5 Gross Receipts remitted by".Customers for Collection services provided in City. This fee shall be
6 known as the right-of-wad=franchise fee.
7 11.1.2 In.addition, Contractor shall pay to the City an additional Franchise Fee of
8 $500,000 within thirty (30) days,.of the execution of this Agreement; and shall make annual
9 additional Franchise Fee payinents:to the City of$500,000 on or before September 15th of each
10 Agreement year beginning with September 15, 2013.
11 11.1.3 In addition, Contractor shall pay a Franchise Fee to the City each month equal
.12 to 8.12% through June 2013 and 10.27%n thereafter of Gross;Receipts remitted by Customers
13 for Collection services provided in City. This fee shall be known as'the pavement condition
14 franchise fee.
•
15 11.2 HHW and AB 939'Program Fee
16 Contractor shall pay to the.City, an amount equal to:the applicable fee levied by the Sonoma
17 County Waste Management Authority for providing the HHW and AB 939 programs to the
18 City. In addition, if the Approved Disposal Siteds an out-of-County landfill, or if the Contractor
19 directs any waste out of the,County for disposal for any reason;'the Contractor shall be
20 responsible for the payment of any joint Powers Authority (IPA) fees associated with out-of-
21 County disposal.
22 11.3 Recyclable Materials Revenue Share Payments
23 The Contractor shall remit Recyclable Materials Revenue Share Payments to the City equal to
24 35% of the per-ton net revenue in excess of$135.00 per ton for all Recyclable Materials for
25 which Contractor receives a net revenue greater than $135.00 per ton.
26 11.4 Other Fees I
27 The City may set 'other" fees, as it deems necessary. The amount,time, and method of payment
28 and adjust nent'process will be set in a manner siinilar to that for other fees described in this
29 Section 11.
30 11.5 Adjustment to Fees
31 City may adjust the fees established in this Section 11 annually at any time during the Term of
32 this Agreement.
33 11.6 Payment•Schedule,and Late Fees
34 On or before the 20th day of each month during the Term of this Agreement, Contractor shall
35 remit to City Franchise Fees, the Vehicle Impact Fee, the HHW and AB 939 Program Fee, the
36 Recyclable Materials Revenue Share Payment, and other fees as described in this Section. If such
37 remittance is not paid to the City on or before the 20th!day of any month, Contractor shall pay,
Page 63 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 in addition to the amount owed to City, Liquidated Damages stated in item number 43 of
2 Section 14.4.
3 Each monthly remittance to City shall be accompanied by a statement itemizing each fee paid;
4 detailing calculation of all fees; and stating Rate Revenues, by Sen-ice Type, for the monthly
5 period collected from all operations conducted or permitted'by this Agreement.
6 11.7 Contract Administration Fee
7 Contractor shall pay to the City an annual Contract Administration Fee of$41,000 for the
8 purpose of covering costs associated with monitoring this Franchise Agreement. The amount of
9 this fee shall be adjusted annually on each July 1st by the same'percentage used to adjust the
10 City-Approved Maximum Service Rates for that year, as determined'by an RRI adjustment or
11 Detailed Rate Review. If the Contractor waives its rights to a rate adjustment in any given year,
12 the City shall not be precluded from adjusting this fee by calculating the RRI using the prior
13 year's financial data, or pro forma data if,no'prior year financial.data is available.
14 11.8 Performance Review Cost
15 The Contractor shall to'the City the costlof performance reviews in 2017 and 2022, up to a
16 maximum of$60,000 in 2017 and a maximum of$70;000 in 2022:
17 SECTION 12 — RECORD KEEPING,REPORTING AND PERFORMANCE
18 REVIEWS
19 12.1 Record Keeping
20 12.1.1 General
21 Contractor must create, maintain and preserve all Franchise Records for the Franchise Term and
22 for 5 years after the Franchise Agreement's expiration Or earlier termination. Franchise Records
23 and data shall be maintained in logical order and organized and stored in a manner that permits
24 efficient access to and retrieval of particular Franchise Records,Upon the City's request,
25 Franchise Records shall be promptly retrieved by Contractor arid provided to the City.
26 12.1.2 Accounting Records
27 Contractor shall maintain full, complete, accurate financial, statistical and accounting records
28 pertaining<to cash,Billing and provision of all Franchise Services and all activity under the
29 Franchise,prepared on an accrual basis in.accordance with,generally'accepted accounting
30 principles. Gross Receipts from provision'of Franchise,Services or otherwise from or related to
31 the Franchise; shall be recorded as revenues in accounts of Contractor for purposes of
32 calculating Franchise Fees, regardless of whether such Gross Receipts are actually received or
33 generated by Contractor, contractors of Contractor or related or Affiliated entities or other
34 entities.
35 12.1.3 Compliance with Records Requirements.of AB 939 and Other
36 Government Records:Requirements
37 Contractor shall collect data and keep sufficient and accurate records and prepare reports as
'38 necessary to comply with all the requirements of AB 939 and all other federal, state and local
Page 64 of 122
Franchise Agreement Between the City of Petaluma,and PR&R 10/09/2012
1 laws and regulations applicable to the Franchise;and Contractor's performance of the Franchise
2 Services.
3 12.1.4 Franchise Services Records
4 Contractor shall maintain records of:
5 12.1.4.1 Franchise Services, Customer Billings, and Collections, including
6 service exemption information;
7 12.1.4.2 Weight and volume of material Collected by type (Mixed Materials,
8 Recyclable Materials; and Organic Materials), and by Service Type (Residential Cart Collection,
9 Commercial Cart and.Bin Collection, Drop Box);
10 12.1.4.3 All Collection and Disposal routes used in the performance of the
11 Franchise Services;
12 12.1.4.4 Facilities and equipment used in the,performance of Franchise
13 Services, and related costs;
14 12.1.4.5 Personnel engaged in,the performance of Franchise Services and all
15 labor and personnel costs;
16 12.1.4.6 Facilities and equipment operations, maintenance and repair activities
17 and related costs;
18 12.1.4.7 Tonnage of Mixed Materials, Recyclable Materials and Organic
19 Materials listed by Processing.Site or Disposal Site where such materials were delivered;
20 12.1.4.8 Tonnage,of Recyclable Materials and Organic Materials Collected and
21 Diverted from Disposal;
22 12.1.4.9 Recyclable Materials and Organic Materials Collection participation
23 and setout rates;
24 12.1.4.10 Diversion Rate;
25 12.1.4.11 Recyclable Materials sales revenue;
26 12.1.4.12 Franchise Services revenue by service category (Residential Cart
27 Collection, Commercial Cart-and Bin.Collection, Drop Box);
28 12.1.4.13 Franchise revenue from other than Franchise Services; and
29 12.1.4.14 End use and markets for recovered materials.
30 12.1.5 Transfer, Processing, Diversion, and Disposal Records
Page 65 of 122
Franchise Agreement Between the City of Petaluma; and PR&R 10/09/2012
1 Contractor shall maintain records of transfer, Processing, Diversion, and Disposal of all Solid
2 Waste, Recyclable Materials, and Yard Trimmings Collected by Contractor:
3
4 12.1.6 Other Programs Records
5 Records for other programs shall be tailored to specific needs. In general, the records shall
6 include:
7 12.1.6.1 Plans, tasks, and milestones; and
8
9 12.1.6.2 Accomplishments in terms such as dates,+activities conducted,
10 quantities of products used, produced or distributed, and numbers of participants and responses.
11
2 12.1.7 Customer Service.Records
13 Records shall be maintained by Contractor for City rela'ted to:
14
15 12.1.7.1 Number of calls;
16
17 12.1.7.2 Average hold time for calls;percentage of calls answered in 30 seconds;
18 percentage of calls answered in 3 minutes;
19
20 12.1.7.3 Categories (missed pickups, Complaints; damage, etc.) of calls;
21
22 12.1.7.4 Training materials and records;
23
24 12.1.7.5 Complaint lognoting the name and address of complainant, date and
25 time of Complaint, nature of Complaint, and nature and date of resolution;
26
27 12.1.7.6 New Customer log.
28
29 12.1.8 CERCLA Defense Records.
30 City views its ability to defend'itself against Comprehensive Environmental Response,
31 Compensation and Liability Act (CERCLA), and related litigation as a matter of great
32 importance. For this reason, the City regards its ability to prove where Solid Waste Collected
33 and Street Sweeping materials are taken for transfer or Disposal, as well as where they are not
34 taken,to be matters of concern. Contractor shall maintain, retain and preserve records which
35 can establish where Solid Waste Collected and Street.Sweeping materials were Disposed (and
36 therefore establish where they were not). This provision shall sun--we the expiration or earlier
37 termination of this Agreement. Contractor shall maintain these records for a minimum of 10
38 years beyond expiration or earlier termination of the Agreement. Contractor shall provide these
39 records to City (upon request or at the end of the record retention period) in an organized and
40 indexed manner rather than destroying or disposing of'them.
41
42 12.1.9 Inspection of Records
43 The City, its auditors and other agents, shall have the right, during regular business hours, to
44 conduct unannounced on-site inspections of accounting systems, income tax returns, payroll tax
Page 66 of'122
Franchise,Agreement Between the City of Petaluma, and.PR&R 10/09/2012
1 reports, specific documents or records required'by this Agreement, or any other similar records
2 or reports of the,Contractor and all compames'conducting operations addressed in this
3 Agreement, that the City shall deem, atits sole discretion, necessary to evaluate reports, rate
4 applications, and the Contractor's performance provided,for-in this Agreement. The City may
5 make copies of any documents it deems relevant to this Agreement.
6
7 12.1.10 Record Security
8 Contractor shall maintain adequate record security to preserve records from events that can be
9 reasonably anticipated such as a fire; theft; and an earthquake. Electronically maintained data
10 and records shall be protected and backed-up.
11
12 12.2 Reporting
13 12.2.1 General
14 The Contractor shall submit all reports required by this Section 12.2 electronically and in hard
15 copy in a format acceptable to the City.
16 Contractor shall submit monthly reports within 30 calendar days after the end of the reporting
17 month. Contractor shall submit quarterly reports within 45 calendar days after the end of the
18 report quarter. Contractor shall submit annual:reports no later than 45 calendar days after the
19 end of the each Rate Period.
20 Contractor shall submit (via,mail and e-mail) all reports to:
21 Public Works and Utilities Director
22 City of Petaluma
23 555 North McDowell Boulevard
24 Petaluma, CA 94954
25 and
26 Director of Finance
27 City of Petaluma
28 11 English,Street
29 Petaluma, CA 94952
30 12.2.2 Monthly Reports to the City
31 Contractor shall submit monthly reports to iheiCity which•present the following information.
32 The City may review and request changes to Contractor's report formats and content and
33 Contractor shall not unreasonably deny such requests.
34
35 12.2.2.1 Financial Inforthation
36 Gross Receipts and corresponding Franchise Fee payments due to the City in accordance with
37 Section 11.1.
38
Page 67 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 12:2.2.2 Mixed Materials Services
2 Total Tonnage Collected, Diverted, and Disposed by Service Type.
3
4 12.2.2.3 Recyclable Materials Services
5 Tonnage Collected and Recycled/Processed byService Type and Tonnage of Residue Disposed
6 by Service Type. If the Processing;Site handles Recyclable Materials Collected in the City and
7 from other parties, provide a description of how the quantities of Recyclable Materials are
.8 tracked and allocated to the City.
9
10 12.2.2.4 Organic_Materials Services
.11 Tonnage Collected and Composted/Processed by Service Type. If the Processing Site handles
.12 Organic Materials Collected in the City and from other parties; provide a description of how the
13 quantities of Organic Materials are tracked and allocated to the City.
14
15 12.2.2.5 Diversion Level
16 Tonnage Diverted by Contractor divided by the TonnageCollected by Contractor multiplied by
17 100. The report shall state the Tonnage Diverted and Tonnage Collected as well as the
18 calculated Diversion Level.
19
20 12.2.3 Quarterly Reports to the City
21 Contractor shall submit to the City quarterly reports which shall present the following
22 information by each month's data in the reported quarter and include a quarterly average. In
23 addition, each quarterly report shall show the past four quarters average for data comparison.
24
25 12.2.3.1 Financial Information
26 A summary of Gross Receipts and corresponding Franchise Fee payments remitted to the City
27 for each month in accordance with Section 11.1.
28
29 12.2.3.2 Mixed Materials Services
30
31 12.2.3.2.1 Quarterly summarybf monthly report required in Section
32 12.2.2.2.
33
34 12.2.3.2.2 Accounts collected by Service Type. Include number of
35 accounts, as well as number of total yards for Bin seririce;:and:number of pulls, deliveries, and
36 pickups for Drop Box and Compactor Service.
37
38 12.2.3.2.3 Solid Waste'Tonnage Disposed listed separately by Disposal
39 Site.
40
41 12.23.3 Recyclable Materials Services
42
43 12.2.3.3.1 Quarterly summary of the monthly report information
44 required by Section 12.2.2.3.
Page 68 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1
2 12.2.3.3.2 Accounts collected by'Seryice Type. Include number of
3 accounts, as well as number of total yards for Bin service; and number of pulls, deliveries, and
• 4 pickups for Drop Box and Compactor Service.
5
6 12.2.3.3.3 Participation percentage by Service Type (number of
7 accounts actually serviced / number of accounts scheduled for service).
8
9 12.2.3.3.4 Tonnage by Recyclable Materials commodities and Service
10 Type.
11
12 12.2.3.3.5 Identification of severe market depressions for Recyclable
13 Materials and contingency plans for such events.
14
15 12.2.3.4 Organic Materials Services
16
17 12.2.3.4.1 Quarterly summary of the monthly report information
18 required by Section 12.2.2.4.
19
20 12.2.3.4.2 Accounts collected by Service Type. Include number of
21 accounts, as well as number of total yards for Bin service; and number of pulls, deliveries, and
22 pickups for Drop Box and Compactor Service.
23
24 12.2.3.4.3 Participation percentage by Service Type (number of
25 accounts actually serviced / number of accounts scheduled for service).
26
27 12.2.3.5 Diversion Level
28
29 12.2.3.5.1 Quarterly summary of the monthly report information
30 required by Section 12.2.2.5.
31
32 12.2.3.5.2 Variance from Diversion.Goal
33
34 12.2.3.6 Customer Service
35
36 12.2.3.6.1 Number of Customer, Generator, or other Person calls by
37 category (e.g., missed pickups, scheduled clean=ups, Billing concerns, damage claims, etc.)
38
39 12.2.3.6.2 Number of Complaints, resolved Complaints, and number
40 of Complaints which were unresolved for more than five Business Days. Provide explanations
41 on unresolved calls.
42
43 12.2.3.6.3 Number of new Commercial Recyclable Materials and
44 Organic Materials Customers by Cart, Bin, and'Drop Box services.
Page 69 of 122
•
Franchise.Agreement Between,the.City of Petaluma, and PR&R 10/09/2012
1
2 1212:3.6.4 Customer Service overview sheet, training agenda, and other
3 training supplements provided at the quarterly Customer service meeting.
4
5 12.2.3.6.5 Call center reports documenting the number of calls
6 received per month (or quarter), the percentage:of calls answered within 30 seconds, and the
7 percentage of calls answered within 3 minutes.
8
9 12.2.3.7 Account Information
10 In table format, the number of Customers and service levels for all Service Types and the
11 number of service location.exemptions granted.
12
13 12.2.3.8 Annual Clean-Ups
14
• 15 12.2.3.8.1 Disposal Tonnage.
16
17 12.2.3.8.2 Diversion Tonnage'by commodity.
18
19 12.2.3.8.3 Number of,participants.
20
21 12.23.8.4 Names of Re-use Vendors that participated.
22
23 12.2.3.9 Holiday Tree Services
24 In the first quarterly report of the calendar year Tonnage of Holiday trees collected at the Drop
25 Box sites.
26 12.2.3.10 Abandoned Waste Collection
27 Quarterly report in accordance with Section 5.9.
28
29 12.2.3.11 Education Activities
30
31 12.2.3.11.1 Public education materials produced and total number of
32 each distributed.
33
34 12.2.3.11.2 Dates, times, and group names of meetings attended.
35
36 12.2.3.11.3 Dates, times, and names of-school where presentations were
37 performed.
38
39 12.2.3.12 Pilot and.New Programs
40 For each pilot and/or new program,Activity related and narrative reports on goals and
41 milestones and accomplishments; description of"problems.encountered,actions taken, and any
42 recommendations to facilitate progress;;and description of vehicles, personnel, and equipment
43 utilized for each program.
44
Page 70 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 12.2.113 Overloaded Vehicles
2 In tableiformat, list all Transported loads in excess of manufacturer's recommendations or
3 limitations imposed by State or local weight restrictions for vehicles and roads. The table shall
4 include vehicle number, date of occurrence,vehicle tare weight, load weight, total loaded vehicle
5 weight, and the manufacturer's and regulatory weight restriction.
6
7 12.2.3.14 Customer Notices for Highl Contamination
8, List of customers that received warning notices;from Contractor for contamination levels in
9 excess of standards specified in Section 6.2.3.
10
-11 12.2.3.15 Summary Assessment
12'
13 12.2.3.15.1 'Summary assessment of the overall Solid Waste, Recyclable
14 Materials, and Yard Trimmings program from Contractor's perspective relative to financial and
15 physical status of program.
16
17 12.2.3.15.2 Description of the physical status is to relate to how well the
18 program is operating for efficiency, economy, and effectiveness relative to meeting all the goals
19 and objectives of this Agreement including particularly the Diversion Goal.
20
21 12.2.3.15.3 Recommendations and plans to improve.
22
23 12.2.3.15.4 Highlights of significant accomplishments and problems.
24
25 12.2.3.16 Other Reports
26 Provide a summary, including number of events or incidents and Tonnage Collected (if
27 applicable) of the following:
28
29 12.2.3.16.1 Special events (Section 5.8).
30
31 12.2.3.16.2 Warnings to Customers (Section 6.2.3).
32
33 12.2.3.16.3 Hazardous Waste incidents (Section 6.6.2).
34
35 12.2.4 Annual Reports to the City
36 Contractor shall subrnit.annual reports;to the.City in the form of the quarterly reports and shall
37 provide the same type of information as required pursuant'to Section 12.2.3 of this Agreement,
38 summarized for the preceding four quarters. The annual report shall also include a complete
39 inventory of equipment used to provide all service. The following information shall also be
40 submitted with the annual report:
41
42 12.2.4.1 Contractor Officers and Board Members
43 Provide a list of Contractor's officers and members of its board of directors with the annual
44 report.
Page 71 of 122
Franchise Agreement Between the City of Petaluma, and PR&R.10/09/2012
1
12.2.4.2 Financial Information
3 At the request of the City or in conjunction with a Detailed Rate Review as described in Section
4 10.4, within 120 calendar days after the close of Contractor's fiscal year, Contractor shall deliver
5 to the City four copies of the audited financial`:statements and profit and loss statements of
6 Contractor for the preceding fiscal year.Financial statements shall show Contractor's results of
7 operations,including the specific.revenues and expenses in connection with the operations
8 provided for in this Agreement. The„financial statements and footnotes shall be prepared in
9 , accordance with Generally Accepted Accounting Principles (GAAP) consistently applied and
10 fairly reflecting the results of operation and Contractor's financial condition. Annual financial
11 statements shall be audited, in accordance with Generally Accepted Auditing Standards (GAAS)
12 by a Certified Public Accountant-(CPA) licensed (in good standing) to practice public accounting
13 in the State of California as determined by the State of California Department of Consumer
14. Affairs Board of Accountancy, and that the CPA opinion on Contractor's annual financial
15 statements shall be unqualified, and that the supplemental schedule be prepared on a compiled
16 basis.
17
18 If Contractor provides an audited consolidated financial statement of its parent company, then
19 the financial statements required by this Agreement shall include:a supplemental combining
20 schedule showing Contractor's results of operations.for the services provided under the terms of
21 the Agreement separately from others included in the financial statements. Such schedule shall
22 be prepared in an income and expense format'docurnenting the allocation of expenses and
23 attribution of revenues for the services provided under the terms of the Agreement separately
24 from Contractor's other operations. The:format of the supplemental schedule shall be reviewed
25 and approved by the City. The supplemental schedule may be reviewed by an independent CPA
26 firm that is different from the firm that prepared the Contractor's overall audited financial
27 statements.
28
29 12.2.4.3 Related-Party Entities
30 At the request of the City or in conjunction with a Detailed Rate Review as described in Section
31 10.4, Contractor shall provide the City with a copy of each Affiliate's (whose cost of services are
32 not specified by this Agreement or regulated by other government contract that the Affiliate is a
33 party to) financial,statements for that fiscal yeai;,or within 120 calendar days of each Affiliate's
34 fiscal year-end, if timing does not coincide with the annual report date.
35
36 Contractor agrees that all financial transactions with all Affiliates shall be approved in advance in
37 writing and be provided (coinciding with a Detailed Rate Review) to the City in a separate
38 disclosure letter. This letter shall include, but not be limited to, the following information:
39
40 A general description of the nature-of each Affiliate transaction, or type of(for many similar)
41 transaction, as applicable. Such description shall include for each (or similar) transaction,
42 amounts, specific Affiliate, basis of amount (how amount was determined), description of the
43 allocation methodology used to allocate any common costs, and profit amount.
44
Page 72 of 122
Franchise Agreement Between the City ofPetaluma, and PR&R 10/09/2012
1 At the City's request,Contractor shall provide the City with copies of working,papers or other
2. documentation deemed relevant by the City relating to information shown in the disclosure
3 letter. The disclosure letter shall be provided to the City within 120 calendar days after the end
4 of the Contractor's fiscal year.
5
6 12.2.4.4 Operational Information
7 In addition to requirements stated elsewhere in this Agreement, the annual report shall include
8 the following information:
9
10 122.4.4.1 Routes by Service iType
11 Number of routes per day, types of vehicles, crew size per route, number of full time equivalent
12 (FTE) routes; number of accounts per route, total hours per Service Type per day and per year,
13 and average cost per route.
14
15 12.2.4.4.2 Personnel
16 Organizational chart, job classifications and number of'employees (e.g. administrative, Customer
17 service representatives, drivers, supervisors, educational staff), annual wages by job classification
"18 including benefits, number of full time equivalent FIE) positions for each job classification,
19 number of hours per job classification per day and per year
20
21 12.2.4.4.3 Productivity Statistics
22 Number of accounts.per Service Type, number of setouts per Service Type, Tons per route per
23 day
24
25 12.2.4.4.4 Maintenance
26 Average cost per vehicle type.
27
28 12.2.4.4.5 Operational Changes
29 Number of routes, staffing, supervision, Collection services.
30
31 12.2.4.4:6 Equipment
32 An inventory of equipment in accordance with Section'6.3.4.
33
34 12.2.4.4.7 Billing
35 Billing review report in accordance with Section 9.2.5.
36
37 12.2.5 Cal Recycle Annual Reports
38 Contractor must prepare annual reports in accordance with applicable Cal Recycle annual
39 reporting requirements for submission to the City for review and comment and Contractor
40 revision as needed prior to submission to Cal Recycle. Annual Cal Recycle reports must be
41 submitted in draft to the City at least 60 days prior to the date such reports are due to be
42 submitted to Cal Recycle in order to permit review and if necessary revision prior to its
43 submission to Cal Recycle.
44
Page 73 of 122
Franchise Agreement Between the City of Petaluma, and PR&R"10/09/2012
1 12.2.6 Event-Specific Reporting
2
3 12.2.6.1 Special Event Collection
4 As required by Section 518, the Contractor shall submit,to the City a written report identifying
5 the Tonnage of Solid Waste and Recyclable Materials Collected and any suggestions Contractor
6 proposes for the next event. The report shall be submitted no later than 10 Business Days
7 following each event.
8
9 12.2.6.2 Report of Unauthorized Dumping
10 As required by Section 5.9, Contractor shall report: (i) the addresses of any Premises at which
11 the driver observes that Solid'Waste'is`;accumulating; and (u) the address, or other location
12 description, at which Solid Waste has been dumped in an apparently unauthorized manner. The
13 report shall be delivered to the City within five Business Days of such observation.
14
15 12.2.63 Hazardous Waste
16 Upon City request, the Contractor shall notify the City of any Hazardous Waste identified in
17 Containers or left at any.Premises within 24 hours of such request.
18
19 12.2.6.4 Warning.Notices for High Level of Contaminates
20 As required by Section 6.2.3, Contractor shall report toithe City any warning notices issued to
21 Customers for high levels of contaminates found in the Recyclable Materials or Organic
22 Materials Containers. The report shall be delivered to°the City within 24 hours of issuance of the
23 warning notice.
24
25 12.2.7 Notification of Unexpected`Cost Increases
26 Within 10 Business Days of becoming aware that Contractor costs have increased or will
27 increase such that any rate affected by such costs may increase by 2percent or more from the
28 prior year's rate, Contractor will give City written notice of such cost increase and the estimated
29 rate increase that may result..
•
30 12.2.8 Additional Reporting
31 The Contractor shall also promptly provide the;City with any additional reports as the City may
'32 reasonably require.
33 12.3 Performance Reviews
34 City, in its sole discretion;,may require performance reviews in accordance with this provision.
35' Although the Contractor may make recommendations.concerning the selection of contractors
36 for conducting performance reviews, the City will select such contractors in the City's sole
37 discretion. Except as provided in Section 11.8, the Contractor will pay the cost of performance
38 reviews as an other payment included in Contractor's monthly Franchise payments. Contractor
39 will cooperate fully with each performance review and provide all operational, financial and
40 other information deemed helpful by the City or its contractor conducting the performance
41 review within 30 days of a request for such information. Prior to conducting a performance
42 review, City or Contractor may request a conference to{establish the scope of the performance
43 review. If a performance review identifies non-compliance with the Franchise Agreement, the
Page 74 of 122
Franchise.Agieement Between'the City Of Petaluma, and PR&R 10/09/2012
•
1 City may recover Liquidated Damages'forvsueh non-compliance, and..exercise any of its remedies
2 under Section 14 of the Franchise Agreement+or Applicable Law.In its sole and exclusive
3 discretion,the City may require that the Contractor take prescribed measures to cure any non-
4 compliance identified-in the performance review, and may require amendments to the Franchise
5 Agreement to avoid such non-compliance in the future. The City plans to conduct a
6 performance review once every.five (5) years beginning:in calendar year 2017; however, the City
7 may choose to alter the schedule of its performance reviews without consulting the Contractor.
8 Contractor shall pay to the City the cost of performance reviews in 2017 and 2022 as specified
9 in Section 11.8. However, any performance review that?identifies-non-compliance with the
10 Franchise Agreement will not be counted as one of the;performance reviews that the Contractor
11 is required to pay for as required by Section 11.8.
12 12.4 Audit
13 The City, its auditors and any and all other City agents and/or authorized representatives and
14 any other authorized government..agencies will have the right-dui-Mg regular business hours and
15 upon 24-hours' notice (providing that if notice is given on a Friday, inspection will not occur
16 until the second business day of the next week)"to inspect, review and copy all Franchise
17 Records of the Contractor; The City may, in its sole discretion, select agtialified independent
18 firm to perform audits.
.19 Contractor agrees to make appropriate Contractor-representatives available to.meet with the
20 City,its auditors, agents and/or authorized representatives or other authorized government
21 agency to produce, review, discuss and verify any Franchise Records and to fully cooperate with
22 any audit conducted by or on behalf of the City or any otherrgoverninent agency.
23 12.5 Audit Costs
24 Contractor will pay all costs associated with audits conducted by or on behalf of the City relating
25 to Contractor's requests for rate increases, changes to the Franchise Fee, amendments to rate
26 calculations, or any other changes to the Franchise sought by.Contractor. Such audit costs will
27 be paid by the Contractor to the City as an other payment included in Contractor's monthly
28 Franchise payments. The City may also conduct, at Contractor's expense, up to seven (7) audits
29 during the Franchise Term to:
30 12.5.1 Verify Customer Billings and City-Approved Maximum Service Rates have
31 been properly calculated.
32 12.5.2 Determine the accuracy of RRI calculations and rate adjustments based on
33 them.
34 12.5.3 Verify that the Franchise Fees and other Franchise payments required to be
35 paid the City under this Franchise Agreement have been properly calculated and paid.
36 12.5.4 Verify Contractor's compliance with the Franchise Agreement reporting
37 requirements.
Page 75 of 12
Franchise Agreement Between the City of Petaluma,and PR&R 10/09/2012
1 12.5.5 Verify Contractor's compliance with the.performance standards of the
2 Franchise Agreement.
3 12.5.6 Verify the Diversion percentages reported by the Contractor.
4 Any audit that identifies substantial non-compliance with the Franchise Agreement will not be
5 counted in the total number of audits the City may conduct or have conducted at Contractor
6 expense during the Franchise Term.
7 12.6 Reconciliation of Contractor Franchise Payments Following.Audit
8 If an audit conducted under this FranchiseAgreement indicates that any Contractor Franchise
9 payment has been less than the amount required under the Franchise Agreement, the Contractor
10 will reimburse the City for the full amount of the underpayment,'as well as all costs associated
11 with the audit, in accordance with Section 12.5,.within 10 days of:receipt of written notice by the
12 City. If an audit conducted under this Franchise Agreement indicates that any Contractor
13 Franchise payment has been greater than the amount required under the Franchise Agreement,
14 the City will provide the Contractor written notice of the overpayment(s), and the Contractor
15 may apply the amount of the overpayment(s) as a credit against the Franchise payment due
16 immediately following the City's notice.
17 SECTION 13 — INDEMNITY, INSURANCE, BOND
18 13.1 Indemnification
19 13.1.1 To the maximum extent permitted by law, Contractor shall, at its own
20 expense, indemnify, defend with counsel acceptable to the City (which acceptance will not be
21 unreasonably withheld), and hold harmless the City and its officers, officials, employees, agents
22 and volunteers ("indemnitees") from and against any and all liability, loss, damage, claims, suits,
23 actions, arbitration proceedings,.administrative proceedings, regulatory proceedings, civil
24 penalties and fines, judgments, rulings, or other disposition by a body of competent jurisdiction,
25 expenses and costs (including,without limitation, claims, expenses, attorneys' fees and costs and
26 fees of litigation) (collectively, "liability") of every nature,whether actual, alleged or threatened
27 arising out of, resulting from or in any way connected with the Franchise, including, but not
28 limited`to:
29 1311.1 Contractor's performance of the Franchise Services;
30 13.1.1.2 The Contractor's failure to comply with any of the terms of the
31 Franchise Agreement;
32 13.1.1.3 Any non-compliance of the Franchise; the Franchise Agreement or the
33 Franchise Services with the AB 939;
•
34 13.1.1.4 Any irregularity,illegality, voidness or other defect in the award of the
35 Franchise Agreement to Contractor and/or the procurement process that led to the
Page 76 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 authorization and execution of the Franchise Agreement with Contractor, and/or any related
2 legislation of the City, and/or any related legal challenge brought by a third party;
13.1.1.5 Any repair, cleanup, disposal or detoxification or preparation and
4 implementation of any removal, remedial response, closure or other plan (regardless of whether
5 undertaken due to governmental action) concerning any Hazardous Substance or Hazardous
6 Wastes at any place where the=Contractor Transports,stores or Disposes of Solid Waste
7 pursuant to this Franchise Agreement:The foregoing indemnity is also intended to operate as an
'8 agreement pursuant to section 107(e) of CERCLA, 42 U.S.C. section 9607(c) and California
9 Health and Safety Code section 25364,to defend, insure,protect, hold harmless and indemnify
10 the City from liability;
11 13.1.1;6 Any violation or alleged violation concerning or related to the
12 Franchise, the Franchise,Agreement, the FranchiseDrates, the Franchise Fee, the Franchise
13 payments, the Franchise Services, or otherwise related to the Franchise of any requirement of
14 any federal, state or local law, ordinance,statute, regulation, regulatory permit or constitutional
15 provision, including, but not limited to, Proposition 218 and Proposition 26;
16 13.1.1.7 Any claims that the City is agenerator of Solid Waste in any facility
17 that is owned, or was once owned, by the County of Sonoma;
18 13.1.1.8 Any claims that the City is agenerator of Solid Waste in any facility
19 that is used by the Contractor to Dispose, Process, or transfer Solid Waste; and
20 13.1.1.9 Any claims arising froth closure and post-closure monitoring of any
21 landfill into which waste generated in the City is placed, as well as any claims associated with
22 environmental contamination, cleanup or other-related matters. Contractor shall also obtain
23 from the Owner of anyfacility receiving any of the City's waste streams, and from the parent of
24 such Owner, a written agreement to defend, indemnify and hold the City harmless,from and
25 against any such claims as stated in this Section, and shall supply the City with a copy thereof
26 and with each renewal or extension thereof.
27 13.1.2 Except as otherwise provided in the Franchise Agreement,.Contractor waives
28 any;'and all tights to express or implied indemnity against the indemmtees concerning any
29 liabilityof the Contractor arising out of or in connection with.the Franchise or Contractor's
30 failure to comply with any of the terms of the Franchise Agreement.
31 13.1.3 Contractor's obligation to indemnify,:defend and hold harmless under this
32. provision shall not be excused because of the Contractot's inability to evaluate liability, or
33 because Contractor evaluates liability and determines that the Contractor is not or may not be
34 liable.
35 13.1.4 Contractor must respond within 30 calendar days to any tender for defense
36 and indemnity by the City, unless the time for responding has been extended by an authorized
37 representative of the City in writing.
Page 77 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 13.1.5 The City may, at the City's option and sole discretion; elect not to tender
2 defense of the City to liability under this Section 13;1 to Contractor and may instead elect to
3 defend City against any liability under this Section 13.1 using the City's own attorneys, and upon
4 notice of such election to the Contractor, Contractor will payto City City's costs and expenses
5 incurred, including, but not limited to, the reasonable attorneys' fees and other costs of defense
6 and the cost of any penalties, fines, judgments, rulings, or other disposition by a body of
7 competent jurisdiction concerning such liability. The Contractor will pay such costs as an other
8 payment included in Contractor's monthly Franchise payments.
9 13.2 Insurance
10 13.2.1 General
11 Before the Franchise Agreement takes effect, Contractor, at its own cost and expense, must:
12 procure "occurrence coverage" insurance of the kinds and in the amounts specified below
13 against claims for injuries to Persons or damages to property that may arise from or in
14 connection with the Franchise or the performance of the Franchise Services by the Contractor
15 or its agents, representatives, employees, or contractors; and submit to the City certificates of
16 insurance and endorsements evidencing insurance coverage that meet the requirements of this
17 Section 13.2. Contractor must maintain the insurance policies and coverage amounts required by
18 this section throughout the Franchise Term. Contractor may not allow any contractor or
19 Affiliate to commence work on the Franchise Services until Contractor and/or the
20 contractor/Affiliate has obtained all insurance required by the Franchise Agreement for the
21 contractor(s)/Affiliate(s) and submitted certificates of insurance and endorsements evidencing
22 such coverage to the City. Failure to maintain the insurance coverage required or other failure to
23 comply with the requirements of this Section 13.2 will be an event of default subject to the
24 remedies in Section 14 of this Franchise Agreement. Contractor shall also obtain such other
25 insurance coverages and limits as may be required by the City prior to the signed execution of
26 this Agreement.
27 13.2.2 Workers' Compensation Insurance
28 Contractor must, at its sole cost and expense; maintain statutory workers' compensation
29 insurance and employer's liability insurance for any and all Persons employed directly or
30 indirectly by Contractor. The statutory workers'' compensation insurance and employer's liability
31 insurance must be provided with limits of not less than one million dollars ($1,000,000) per
32 occurrence. The insurance must be endorsed to waive all rights of subrogation against the City
33 and its officials, officers, employees, and volunteers for loss arising from or related to the
34 Franchise or the Franchise Services.
35 13.2.3 General Commercial and Automobile Liability Insurance
36 13.2.3.1 Contractor, at its own'cost and expense, must maintain commercial
37 general and automobile liability insurance for the Term of this Franchise Agreement in an
38 amount not less than ten million dollars ($10,000,000) per occurrence, combined single limit
39 coverage for risks associated with Franchise Services. If a commercial general liability insurance
40 or an automobile liability form or other form with a general aggregate limit is used, either the
Page 78 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 general aggregate limit shall apply separately to.the Franchise Services or the general aggregate
2 limit shall be at least twice the required occurrence limit. Such coverage shall include,but shall
3 not be limited to, protection against claims arising from bodily and personal injury, including
4 death resulting therefrom, and damage to property resulting from activities contemplated under
5 this Franchise.Agreement, including the use of owned and non-owned.automobiles. The
b automobile liability policy shall be endorsed to delete the pollution and/or the asbestos
7 exclusion and add the Motor Carrier Act endorsement (1b1CS-90),TL 1005, TL 1007 and/or
8 other endorsements required by federal or state authorities.
9 13.2.3.2 Required commercial general coverage shall be at least as broad as
10 Insurance Services Office Commercial General.Liability occurrence form CG 0001 (ed. 11/88)
11 or Insurance Services Office form number GL 0002 (ed. 1/73) covering comprehensive General
12 Liability and Insurance Services Office form number GL 0404 covering broad form
13 comprehensive general liability. Automobile coverage must be at least as broad as Insurance
14 Services Office Automobile Liability,form CA 0001 (ed. 12/90) Code 1 ("any auto"). No
15 endorsement may be attached limiting the coverage.
16 13.2.4 Employee Blanket Fidelity;Bond
17 Contractor, at its own cost and expense, must maintain an Employee Blanket Fidelity Bond in
18 the amount of$500,000 per employee, coveting dishonesty,.forgery, alteration, theft,
19 disappearance, destruction (inside or outside).
90
21 13.2.5 Pollution, Environmental Impairment and Professional Liability
22 Insurance
23 Contractor, at its own.cost.and expense, must maintain for the Franchise Term pollution,
24 environmental impairment liability and professional liability insurance in an amount not less
25 than ten million dollars ($10,000,000) each occurrence/ten riiillion dollars ($10,000,000)
26 policy aggregate covering liability arising from the release of waste materials and/or irritants,
27 contaminants or pollutants. Such coverage shall, if commercially available, without involvement •
28 of the City, automatically broaden in.its forth of coverage to include legislated changes in the
29 definition of waste materials and/or irritants, contaminants or pollutants. The policy shall
30 stipulate this insurance is primary and no other insurance carried by the City will be called upon
31 to contribute to:a loss suffered by the Contractor hereunder and waive subrogation against the
32 City and other additional insureds. Any deductible or self-insured retention under the required
33 professional liability insurance may not exceed.$150;000 per claim.
34 13.2.6 Endorsements
35 Insurance coverage required pursuant to the Franchise Agreement must include or be endorsed
36 to include the following:
37 13.2.6.1 The City and its officers, officials, employees, agents, and volunteers
38 will be covered as additional insureds with respect to each of the following liability arising out
39 of activities,work or operations performed by or on behalf of Contractor in carrying out the
40 Franchise Services, including materials, parts or equipment furnished in connection with such
41 work or operations, products and completed operations of Contractor; Premises owned,
Page 79 of 12
Franchise Agreement Between'the City of Petaluma, and.PR&R 10/09/2012
1 occupied, or used by Contractor; pollution, including asbestos pollution; and automobiles and
2 equipment owned, leased, or used by the Contractor. The coverage shall contain no special
3 - limitations on the scope of protection afforded to City or its officers, officials, employees,
4 agents, or volunteers.
5 13.2.6.2 Required insurance coverage must be primary insurance with respect to
6 the City and its officers, officials, employees, agents and volunteers. No insurance or self-
7 insurance maintained by the City may be called upon to contribute to a loss under the coverage.
8 13.2.6.3 Any failure of Contractor to comply with reporting provisions of the
9 policy will not affect coverage provided to City and its officers, officials, employees, agents, and
10 volunteers.
11 13.2.6.4 .Required insurance coverage may not be suspended, voided, canceled,
12 reduced in coverage or in limits, except after 30 days' prior written nonce has been given to the
13 City.
.14 13.2.7 Other Provisions
15 13.2.7.1 All insurance required'underthis,Section 13.2 must be placed with
16 insurers with a Best's rating of no less than A:VIl unless otherwise approved by the City.
47 13.2.7.2 Any deductibles or self-insured retentions must be declared to and
18 approved in writing by the City. At the option of the City, either the insurer shall reduce or
19 eliminate such deductibles or self-insured retentions as respects the City,its officers, officials,
20 employees, agents, and volunteers, or the.Contractor shall provide evidence satisfactory to the
21 City guaranteeing payment of losses and related investigations, claim administration and defense
22 expenses.Notwithstanding the-foregoing, the City may elecfnot to accept any deductibles or
23 self-insured retentions offered by Contractor. If the City does accept a self-insured retention,
24, then the policy must provide that it may be paid by the additional insureds.
25 13.2.7.3 Contractor must furnish the City with original certificates and
26 amendatory endorsements affecting coverage required by this section.
27 13.2.7.4 Contractor must include all contractors and Affiliates that perform any
28 Franchise Services or provide any equipment, employees or materials to Contractor in the
29 performance of any Franchise Services as insureds under itspolicies or shall furnish separate
30 certificates and endorsements for each such contractor:Tor Affiliate. All coverages for contractors
31 and Affiliates arc subject to all of the requirements in this section.
32 132.7.5 Facilities used by Contractor to Dispose, Process, or transfer Solid
33 Waste must, at a€minimum, meet the requirements as included in Sections 13.2.1, 13.2.2, 13.2.3,
34 13.2.4, 13.2.5, and 13.2.6.1 above.
Page 80 of 122
•
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 13.2.7.6 Contractor must furnish the City with original,certificates and
2 amendatory endorsements affecting coverage of all facilities used by Contractor to Dispose,
3 Process, or transfer Solid Waste.
4 13.3 Faithful Performance Bond
5 Before the Franchise Agreement becomes effective, Contractor must file with the City a faithful
6 performance bond payable to the City, securingthe Contractor's faithful performance of each
7 and every one of its obligations under the Franchise Agreement. The City may recover from the
8 Contractor's surety as much of the penal sum of the bond as necessary to reimburse the City for
9 costs, damages, expenses, attorneys' fees, staff costs and any other damages incurred by the City
10 in providing or obtaining substitute Franchise service it the event the Contractor fails in the
11 performance of any of the Franchise Services and/or the City exercises its right to perform
12 Franchise Services as set forth in Section 14.3 of the Franchise Agreement due to.the
13 Contractor's failure in performance of:the Franchise Services. The principal sum of the bond
14 shall be $3,500,000. Thebond must be executed by an official authorized to bind the Contractor
15 and by an attorney in-fact authorized to bind the surety. The bond'surety must be a corporate
16 surety admitted to issue surety bonds in the State of,California, with financial condition and
17 record of service satisfactory to the City in accordance with Applicable Law. The performance
18 bond must be renewed as necessary to remain in force without lapse throughout the Franchise
19. Term. Failure to maintain the performance,bond in effect without lapse throughout the
20 Franchise Term will be an event of default subject to the remedies in Section 14 of the
21 Franchise Agreement. The bond premium and any renewal premium will be paid by the
22 Contractor.
23 SECTION 14 —DEFAULT,TERMINATION AND LIQUIDATED DAMAGES
24 14.1 Events of Default
25 Each of the following will constitute a breach of the Franchise Agreement, and, if such breach is
26 not cured within 30 days from written notice by the City to Contractor of such breach, or, in
27 case of failure to provide Collection services, if;such breach is not cured within five (5) Working
28 Days of written notice by the City to the Contractor ofssuch breach, then such breach will be
29 deemed an event of default under this Franchise Agreement:
30 14.1.1 Failure to Perform
.31 Any failure to perform Contractor's obligations under the.Franchise Agreement, including, but
32 not limited to:
33 14.1.1.1 Any act or omission by Contractor that violates the terms, conditions,
34 or requirements of this Franchise Agreement.
35 14.1.1.2 Failure to provide Collection services required under the Franchise
36 Agreement for a period of-Eve (5) consecutive Working Days or more for any reason within the
37 control of Contractor or,in the event of a labor dispute or strike, within seven (7) consecutive
38 Working Days.
Page 81 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 14.1.1.3 Any unexcused termination of any Franchise service or suspension of
2 operations by Contractor.
3 14.1.2 Misrepresentation or False Warranty
4 After the Franchise Agreement becomes effective, any representation,disclosure, assurance or
5 warranty made to the City by Contractor in connection with or as an inducement to entering
6 into the Franchise Agreement or any future amendment to the Franchise Agreement, that
7 proves to be false or misleading in any material respect as of the time such representation or
8 disclosure is made. �
9 14.1.3 Violation of Regulations
10 Contractor's violation of any ruling,order; or filing, demand, or other written direction of any
11 regulatory body having jurisdiction.over.Contractor's performance of the Franchise Services or
12 the Franchise, provided that Contractor may contest any such written direction by appropriate
13 proceedings conducted in good faith, during which contest no breach of the Franchise
14 Agreement will be deemed to have occurred pending final disposition of the contest.
15 14.1.4 Seizure or Attachment of Equipment
16 Seizure or attachment (other than a pre-judgment attachment) of, or levy affecting possession
17 of, Contractor's operating equipment or facilities, including, but not limited to, Contractor's
18 vehicles, maintenance or office facilities,or any'part thereof so'as to impair Contractor's ability
19 to perform its obligations under the Franchise Agreement and that cannot be released, bonded
20 or otherwise lifted within five(5) Working Days.
21 14.1.5 Contractor Debt
22 The Contractor filing a.voluntary petition for debt relief under any applicable bankruptcy,
23 insolvency, debtor relief, or other similar law now or later in effect, or consenting to the
24 appointment of or taking possession by a receiver, liquidator, assignee (other than as a part of a
25 transfer of equipment no longer useful to Contractor or necessary for performance of the
26 Franchise Agreement), trustee (other than as security for an obligation under a deed of trust),
27 custodian, sequestrator (or-similar official) of Contractor for any part of Contractor's operating
28 assets or any substantial part of Contractor's property, or any general assignment for the benefit
29 of Contractor's creditors, or failure to pay Contractor's debts as,they become due or any action
30 in furtherance of any of the foregoing.
31 14.1.6 Court Order or Decree
32 Any decree or order for relief,of any court or tribunal having competent jurisdiction over the
33 Contractor in any:involuntary case brought under any bankruptcy, insolvency, debtor relief or
34 similar law now or later.in effect, or Contractor's consenting to or to oppose any such
35 proceeding, or any such court or tribunal entering a decree or order appointing a receiver,
36 liquidator, assignee, custodian, trustee,.sequestrator (or similar official) of the Contractor or for
37 any part of the Contractor's operating equipment or assets, or ordering the winding up or
38 liquidation of the affairs of Contractor.
39 14.1.7 Failure to Provide Performance Assurances
Page 82 of 122
Franchise Agreement Between the City of.Petaluma,and PR&R 10/09/2012
1 Contractor's failure to provide reasonable assurances of performance under the Franchise
2 Agreement as required under Section 14.7.
3 14.1.8 Other Circumstances Constituting Events of Default
4 Other circumstances that constitute an event of default include, but are not limited to:
5 14.1.8.1 Contractor's failure to notify the City in writing within five (5) Business
6 Days of Contractor's receipt of any notice of violation or other official communication from any
7 agency having regulatory authority over the Franchise, the Franchise Agreement, Contractor, or
8 Contractor's operations where such communication may impair Contractor's ability to perform
9 its obligations under the Franchise Agreement.
10 14.1.8.2 Lapse,,expiration, termination; non-renewal, or reduction in scope or
11 amount of any insurance, letter of credit,bond or other instrument security or obligation
12 required under the Franchise Agreement.
13 14.1.8.3 Contractor failure to timely pay the City any amounts owed to the City
14 under the Franchise Agreement, including, but not limited to, failure to timely pay the City any
15 Franchise payments.
16 14.1.8.4 Contractor failure and/or refusal to timely provide the City with
17 required information, reports; data and/or Franchise Records required under the Franchise
18. Agreement, including, but not limited to, refusal or failure to timely provide Franchise reports.
19 14.1.8.5 Violation of any permit conditions, regulations or laws applicable to
20 Contractor's facilities operations.
21 14.1.8.6 Any purported assignment, subcontracting'or other transfer or
22 delegation of rights or obligations under this Agreement without first complying with the
23 requirements of Section 14.8 of this Agreement. "
24 14.1.8.7 Failure to achieve or maintain the City's AB 939 Diversion goals and
25 other AB 939 requirements, and/or failure to•comply with the requirements of Section 8.4.
26 14.2 Termination Upon Event of Default
27 14.2.1 Upon-the occurrence ofone or moreevent of default, the City may terminate
28 the Franchise Agreement upon 10 Working Days' prior written notice to.Contractor of the
29 City's intent to terminate the Franchise Agreement The notice will include a brief description of
30 the event(s) of default justifying termination.
31 1422 Within,five (5) Working Days after the`date of the City's notice of intent to
32 terminate the Franchise Agreement due to event(s) of default, the Contractor may submit to the
33 City a written request for an informal hearing before the City Council to dispute the existence of
34 event(s) of default. The City will schedule an informal hearing before the City Council within 25
35 Working Days of receipt of the Contractor's written request; and termination of the Franchise
Page 83 of 122
Franchise Agreement Between the City of Petaluma,and PR&R 10/09/2012
1 Agreement will be stayed pending issuance of the City Council determination regarding the
2 existence of one or more events of default At the hearing, the Contractor may present evidence
3 in writing and through testimony of its employees and others relevant to the event(s) of default.
4 The only subject matter considered at the informal,hearing before the City Council will be
5 information regarding the existence of one or more event of default.
6 14.2.3 Failure by the Contractor to "submit a written request for a hearing within five
7 (5) Working Days after the City's notice of.intent to terminate the Franchise Agreement due to
8 event(s) of default will constitute Contractor failure to exhaust administrative remedies regarding
9 'termination of the Franchise Agreement and will irrevocably waive Contractor's right to dispute
10 or oppose termination of the Franchise Agreement. If Contractor fails to timely request a
11 hearing, termination of the Franchise Agreement due to event® of default will require no
12 hearing or proceeding to become effective, and termination will become effective on the date
13 given in the notice of intent to terminate.
14 14.2.4 The City will provide Contractor with a written explanation of the City
15 Council's determination regarding the existence of one or more events of default under the
16 Franchise Agreement. The City Council's determination regarding whether one or more events
17 of default exist under the Franchise Agreement will be fmal.
18 14.2.5 If a hearing has been requested and following the hearing the Council fords.
19 that an event of default exists, termination of the Franchise Agreement will become effective on
20 the date of notice of the City Council's determination. Upon termination of the Franchise
21 agreement due to event(s) of default, the Franchise Agreement and all of its terms will cease to
22 be in effect, except for such terms or provisions of the Franchise Agreement that by its terms
23 survive termination, and all obligations and liabilities of the City to the Contractor under the
24 Franchise Agreement will cease and be fully discharged'. Upon termination of the Franchise
25 Agreement due to event(s) of default, the City may recover from the Contractor and the
26 performance bond surety all direct and indirect.costs-incurred'by the City due to the event(s) of
27 default, including, but not limited to, the City's cost of obtaining substitute Franchise Services,
-28 and the City may negotiate with other contractors for the provision of the Franchise-Services.
29 14.3 City's Right To Perform or Have Performed the Franchise Services
30 14.3.1 General
31 In addition to any and all other legal or equitable remedies, in the event that Contractor, for any
32 reason whatsoever, fails, refuses, or is unable to provide any Franchise Service for a period of
33 five (5) consecutive Working Days (or seven (7) consecutive Working Days in the case of labor
34 dispute), and if, as a result thereof, Solid Waste accumulates in the City to such an extent, in
35 such a spanner, or for such a time that the City finds in its sole discretion that such accumulation
36 endangers or menaces the public health, safety or welfare, then the City shall have the right, but
37 not the obligation, without payment to Contractor, upon 24 hours' prior notice to Contractor
38 during the period of such accumulation, to perform or have performed the Franchise Services in
39 accordance with this Section 14.3.1. Notice of Contractor's failure, refusal or neglect to provide
Page 84 of 122
Franchise.Agreement:Between the City of Petaluma, and PR&R.10/09/2012
1 Franchise Services may be given orally:by telephone to;,Contractor and written confirmation of
2 such oral notification shall be sent to Contractor within 24 hours of the oral notification.
3 14.3.1.1 City may perform, or have performed, Franchise Services pursuant to
4 this Section 14.3.1 with the City's own or other personnel without liability to Contractor; and/or
5 14.3.1.2 City may use any of Contractors land; equipment, facilities and other
6 property useful in providing Franchise Services to perform-or have performed the Franchise
7 Services.
8 14.3.2 Contractor Cooperation
9 Contractor agrees that to help mitigate in part the damages that the City and the public will
10 suffer in the event of failure of the;Contractor to perform Franchise Services pursuant to this
11 Section 14.3:
12 14.3.2.1 Contractor will fully cooperate with the City to effect the transfer of
13 possession of property to the City for die City's use to perform or permit performance of the
14 Franchise Services.
15 14.3.2.2 Contractor will, if the City so requests;and to the extent feasible, keep
16 in good repair and condition all such property, provide)all motor vehicles with fuel, oil and other
17 service, and provide such other service.as may be necessary to maintain said property in
18 operational condition for provision of the Franchise Services:
19 143.2.3 The City may immediately engage all or any personnel necessary or
20 useful for performing any or all of the Franchise Services, including, if the City so desires,
21 employees previously or then employed by Contractor. Contractor further agrees, if the City so
22 requests, to furnish the City the services of.any'or all management or office personnel employed
23 by Contractor whose services are:necessary or useful for performing Franchise Services,
24 including Billing and Collection;for such Franchise Sertdces,:
25 143.2.4 The City agrees that the City assumes responsibility for the proper and
26 normal use of equipment and facilities while in the City's possession for performance of the
• 27 Franchise Services pursuant to this Section 14.3.
28 14.3.2:5 The Contractor agrees°that the City's exercise of its rights under this
29 Section 14.3 does not constitute a taking of prtyatepropertyfor which compensation must be
30 paid;will not create any liability on the part of City;to Contractor; and does not exempt
,31 Contractor from or excuse the Contractor's obligations under Section 13, which are meant to
32 apply to circumstances arising-under this Section 14.3, provided that Contractor is not required
33 to indemnify City against claims•and damages arising from the active negligence or willful
34 misconduct of City or,its officers, officials, employees,agents, or volunteers acting under this
35 Section 14.3.
36 14.3.3 Duration of the City's Possession
Page 85 of 122
Franchise Agreement Between the City of Petaluma,,and PR&R 10/09/2012
1 The City has no obligation to acquire or maintain possession of Contractor's property and/or
2 continue its use in providing any Franchise Services for any period of time and may, at any time,
3 in its sole discretion, relinquish possession to Contractor. The City's right to retain temporary
4 possession of Contractor's property, and to perform or,have performed the Franchise Services,
5 will continue until Contractor can demonstrate to the City's satisfaction that it is read-, willing,
6 and able to resume performance of the Franchise Services or for 180 days, whichever occurs
7 first.
8 14.3.4 Forfeiture of Bonds
9 In addition to all other remedies available.to the City under this Agreement, in the event of a
10 breach of any of the material terms or conditions of this contract by Contractor, the City may
11 make a claim for the amount of its actual damages plus its reasonable attorneys' fees upon
12 Contractor's $3,500,000 performance bond.
13 14.4 Liquidated Damages
14 14.4.1 The Parties;recognize that, should the Contractor breach its obligations under
15 this Agreement, it would be impractical and extremely difficult to ascertain the actual damages
16 that the;City and its residents have suffered. The Parties agree that the Liquidated Damages
17 amounts specified in this Section 14.4 represent a reasonable estimate as of the date of execution
18 of this Agreement of the amount of the damages the City and the public will suffer-for the
19 specified breaches, without prejudice to the City's right,to treat uncorrected nonperformance as
20 an event of default Liquidated Damages are paid as damages,_and not as a penalty. The City may
21 request, and the Contractor must provide; at Contractor's sole expense and by any reasonable
22 time requested by the City, any information in Contractor's possession pertaining to potential
23 incident(s)/non-performance subject to Liquidated Damages.
24 14.4.2 Prior to assessing Liquidated Damages, the City shall give Contractor written
25 notice of its intent to do so. The notice-will include a brief description of the incident(s)/non-
26 performance giving rise to the damages.
27 14.4.3 Within five (5) Working Days after thle date of the City's notice of intent to
28 assess Liquidated Damages,the Contractor may submit to the City a written request for a
29 meeting with the City Manager to dispute or oppose the assessment. The City will schedule a
30 meeting within=25"Working>Days of receipt of the Contractor's written request. At the meeting,
31 the Contractor may present.evidence in writing..and'through testimony of its employees and
32 others relevant to the incident(s)/non-performance. Failure by the Contractor to submit a
33 written request for a meeting within five (5) Working Days after the City's notice of intent to
34 assess Liquidated Damages will constitute Contractor failure to exhaust administrative remedies
35 regarding imposition of Liquidated Damages and will irrevocably waive Contractor's right to
36 dispute or oppose assessment of Liquidated Damages specified in City's notice to the
37 Contractor. If Contractor fails to timely requesta meeting, assessment of Liquidated Damages
38 will require no meeting,or proceeding to become effective.
Page 86 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 14.4.4 The City will provide Contractor with a written explanation of its
2 determination on each incident(s)/non-performance prior to authorizing the assessment of
3 Liquidated Damages. The decision of whether to assess Liquidated Damages shall be made by
4 the City Manager and shall be final:The City may assess Liquidated Damages for each calendar
5 day or event of non-compliance with the Franchise Agreement.
6 14.4.5 Liguidated.Damages assessed by the City must be identified in Contractor's
7 monthly Franchise payment statement and paid as Liquidated Damages in the monthly
8 Franchise payment immediately following notice of assessment by the City..If Contractor does
'9 not identify assessed Liquidated Damages in the monthly Franchise Fee payment statement and
10 pay assessed Liquidated Damages in the monthly Franchise Fee payment immediately following
11 notice of assessment by the City, the City may in its sole discretion treat such failure as an event
12 of default subject to the remedies in this Section 14.
13 In the event that the Contractor fails to perform fully any of the Contractor's obligations under
14 this Franchise Agreement (other than "Events of Default" pursuant to Section 141), the
15 Contractor shall be in breach of this Franchise Agreement. Upon delivery of written notice to
16 the Contractor and as provided in Section 14.4, the City may impose the following Liquidated
17 Damages upon the Contractor, in addition`to any other available remedies the City may have
18
19 Contractor may be assessed the following:Liquidated Damages if Contractor fails to fulfill its
20 obligations with regards to the events listed in this Section in accordance with the terms and
21 conditions of the Agreement with regards to the time frame for accomplishing each event and
22 nature of the responsibility associated with the event, unless-otherwise stated in this Section:
23
24 COLLECTION RELIABILITY
1. Maintain Collection Schedule. For failure td Collect from all $25/
Customers on a route on the scheduled day (uiiless.non=collecton Container
was warranted pursuant to this Agreement)
2. Start New Customer. For each failure over 5 during Rate Period to $150/event
commence service to anew-Customer within 7I calendar days after
• order received and account number-established
3. Missed Pick-Ups: For each failure over 15 during Rate Period to $150/event
Collect Mixed Materials, Recyclable Materials, or Organic Materials,
which has been properly set out for Collection by a Customer on the
scheduled Collection day
4. Consecutive Missed Pick-Ups. Far each failure to Collect Mixed $150/event
Materials, Recyclable Materials or Organic.Materials which has been
properly set out for Collection, from the same Customer on 2
consecutive scheduled pick ups
5
26 COLLECTION.AND STREET SWEEPING.QUALITY
5. Leaks, Litter or Spills. For each occurrence over;5 during the $300/event
Page 87 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
Rate Period of unreasonable;leaks, litter, or spills of Mixed
Materials, Recyclable Materials, or Organic Materials near
Containers or on public streets and failure to pickrup or clean up
such material immediately
6. Improper Container Placement. For each occurrence over 12 $150/event
during the Rate Period of failure to replace Containers in,original
position, upright; with lids attached to or on Carts or Bins
7. Care of Private•Property. For each failure over 24 during the Rate $300/event
Period of not closing a Customer's gate, crossing planted'areas, or
damaging private property (including private vehicles)
8. Repair of Private Property. For each occurrence over 5 during $250/event
the Rate Period of failure to repair damage to property within 30
days of the date the damage was reported
9. Unauthorized Collection or Sweeping Hours. For each $300/event
occurrence over 5 the during Rate Period of Collecting Mixed
Materials„Recyclable Materials,,:and Organic Materials or sweeping
streets during unauthorized hours
10. Excessive Noise., For each occurrence over 12 during the Rate $300/event
Period of excessive:noise
11. Non-Collection Tags. For each failure over 12 during,the Rate, $150/event
Period of not tagging Containers which have"not been Collected
explaining the reason for non-Collection
12. Cleaning Collection Vehicles.. For,each.occurrence over 5 during $150/event
the Rate Period of failure to clean Collection,Vehicles one time per
week
13. Cleaning Public Containers. For each failure to power wash $150/
public litter and Recyclable,Materials receptacles, Containers, metal Container/
liners, and lids twice a year event
14. Discourteous Behavior. For each occurrence of.discourteous $500/event
behavior by Collection Vehicle personnel, customer service
personnel, or other employees of Contractor
15. Injuries to Others. For each incident of personal injury to a $2,500/
Person requiring medical treatment or hospitalization, where the incident
negligence of the Contractor or its personnel was a contributing
factor to the injury
1
2 CUSTOMER SERVICE RESPONSIVENESS
16. Call Responsiveness. For each failure:to answer the telephone $300/event
during business hours specified in the:Agreeriient or failure for
answering machine to record call during non-business hours
specified in the Agreement
17.. 30-Second Call.Hold Time., Failure to answer 90 percent of calls $2 per call
received during office hours-within 30 seconds for each call
Page 88 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
not
answered in
accordance
with the
standard
18. 3-Minute Call Hold Time. Failure to answer 100 percent of calls $2 per call
received during.office hours within 3 minutes for each call
not
answered in
accordance
with the
standard
19. After-Hours Call Returns. Failure to return 100 percent of calls $2 per call
received on Contractor's answering machine by 5:00 p.m. of the not returned
Working Day following receipt of the-Complaint in
accordance
with the
standard
20. Complaint Level. Failure to maintain Complaint level below $2 per
0.005% where the percent is calculated equal to the number of Complaint
Complaints divided by the total service opportunities (the total for each
Residential stops and Commercial lifts performed in the reporting Complaint
period) above the
0.005%
threshold
21. Respond to Complaint or Service Request: For each failure to $300/event
inform Customer, within one (1) Working Day of receipt.of the
Complaint or service request, of the action.Contractor will take to
remedy a Complaint or to respond to_a service request
22. . Resolve Complaint,or Service Request. For each failure to $300/event
resolve or remedy a Complaint or-Service Request within five (5)
Working Days of receipt of Complaint or Senice Request with the
exception of trussed,pick ups'which are addressed below
23. Collection of Missed Pick-Ups. For each failure to Collect missed $300/event
Containers within 25 hours of receipt of the Complaint
1
2 REPORTING AND NOTICING
24. Annual Reports. Failure to submit annual reports in the $300/day report is
timeframe specified in this Agreement. overdue
25. Report Hazardous Waste. For each failure to notify the $500/event
appropriate authorities of reportable quantities of Hazardous
- Waste
26. Application for Contractor's Compensation.,Failure to submit $300/day-report is
Page 89 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
application for Contractor's Compensation in accordance with the overdue
timeframe established in the Agreement
1
2 PUBLIC EDUCATION
27. Failure to make school presentations in each Rate Period in $300/event
accordance with this Agreement
28. Failure to prepare and distribute to residents door hanger, flyer or $150/day for each
mailer to Customers regarding specific Collection day, holiday, day until mailer is
holiday tree, and dean-up events sent
29. Failure to conduct community presentations targeted at residents $150/event
30. Failure to prepare and mail biannual newsletter to all residents in $150 day for each
accordance with the schedule approved by the City day until mailer is
sent
31. Failure to prepare and distribute "how-to" brochures'for each of $150/day
the'four business types
32. Failure to conduct training meetings for-businesses $150/dap
33. Failure to meet with business associations $150/day
34. Failure to conduct waste audits and submit auditreports $150/audit
35. Failure to provide comprehensivereport of findings and $150/day
suggestions to each company for which an audit was performed
36. Failure to distribute periodic update for holiday free Recycling on $150/day for each
or before December25:of each year day until mailer is
sent (not to each
$1,000)
37. Failure to develop outreach program for individual Commercial $150/day
sectors
38. Failure to prepare and during Rate Period update a Recycling $150/day
resource guide -
39. Failure to participate in special events listed in this Agreement $300/event-dav
3
4 OTHER
40. Disposal-of Recyclables. For each Ton of Recyclable Materials $250/Ton
Disposed of without written,approval of the City
41. Use of Unauthorized Facilities. For each Ton of Mixed $250/Ton
Materials; Recyclable Materials, or Organic Materials,Disposed'or
Processed at a facility not approved for use_under'.the provisions
of this Agreement
42. Maintain Website. Failure to maintatn`accurateand complete $150/day
website dedicated to the services Contractor provides the City.
•
Page 90 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
43. Late Remittance of Fees to City. Failure of Contractor to remit 2% of the amount
fees due to the City on or,before the 20th day of any month. owing for that
month;plus an
additional 2%
owing on any
unpaid balance for
each following 30
calendar day period
the fee remains
unpaid
44. Failure to Sweep Streets. Failure to sweep streets in accordance $100/day
with the schedule presented in Section 7.
45. Failure to achieve the Diversion Requirement as set forth in $10,000 plus the
Section 8.4. current per ton
disposal fee
multiplied by the
number of tons
that should have
been Diverted to
achieve the
Diversion
Requirement but
was.Disposed
46. Failure of Other Obligations. Failure to perform any of the $150 for each
obligations set forth in this Agreement not specifically stated obligation per day
above and not corrected or proceeding in good faith to correct until obligation is
within 24 hours upon 24 hour notification by City: performed
1
2 In placing Designee's initials at the places provided below, each party specifically confirms the
• 3 accuracy of the statements made above and the fact that each party has had ample opportunity
4 to consult with legal counsel and obtain an explanation of liquidated damage provisions of the
5 time that the Agreement was made.
6
7 Contractor City
8 Initial Here: Initial Here:
9
10 14.5 City's Remedies Cuinulative; Injunctive;Relief,'Specific Performance
11 The City's rights to terminate the Franchise Agreement and to takepossession of Contractor's
12 property are not mutually exclusive, and the City's termination of the Franchise Agreement will
13 not constitute:an election of remedies. Instead, all remedies provided in the Franchise
14 Agreement will be in addition to any and all other legal and equitable rights and remedies the
15 City may have under law rule or regulation. Dueto the nature of the Franchise Services and the
16 protection to the public from potential harms of Refuse afforded by performance of the
Page 91 of 1221
FranchiseAgreement Between the City of Petaluma, and PR&R 10/09/2012
1 Franchise Services, the need for compliance with the Franchise Agreement to protect the public
2 health, safety and welfare from potential harms of Refuse, the practical difficulties, delay,
3 expense, and threat to the public that may result from non-compliance with the Franchise
4 Agreement and/or the need to obtain substitute performance of the Franchise Services by
5 another contractor, the remedy of damages for event(s)(of default is inadequate, and the City
6 may seek and be granted by a tribunal of competent jurisdiction injunctive relief and/or specific
7 performance as a remedy for harms that may result from event(s) of default.
8 14.6 Excuse of Performance
9 14.6.1 The Contractor will be excused from performing Franchise Services or
10 Contractor obligations underthe Franchise Agreement to the.eatent the Contractor is actually
11 prevented from performing by reason of flooding, earthquakes, tsunami, war, civil insurrection,
12 riot, or other similar catastrophic event beyond the control of and not the fault of the
13 Contractor. Labor unrest, including,but not limited to, strike, work stoppage or slowdown,
14 sickout, picketing, or other concerted:job action conducted by. Contractor' s employees or
15 directed at Contractor, or a.contractor or supplier of Contractor, will not excuse Contractor's
16 performance, and Contractor will be obligated to continue to perform in accordance with the
17 Franchise Agreement, and to provide Franchise Services notwithstanding such labor unrest.
18 Further, even where catastrophic events beyond the Contractor's control and not the fault of
19 Contractor may excuse performance of the Franchise Services or other Contractor obligations
20 under the Franchise Agreement in accordance with this provision, Contractor agrees, in such
21 event, to the maximum.reasonable extent, to make arrangernents to provide alternate Collection
22 and Disposal services to protect the public health, safety and welfare.
23 14.6.2 As soon as possible, and no later than within 24 hours of occurrence of an
24 event that the Contractor believes excuses Contractor performance, Contractor will provide City
25 notice of such event describing the facts the Contractor believes excuse performance, and the
26 particular services and/or other performance the Contractor believes are excused, and the
27 approximate length.of time the Contractor believes such performance is excused. Such notice
28 must be by telephone, facsimile, email, overnight delivery or courier. If such notice is by
29 telephone, Contractor will provide the City written notice within 24 hours of the telephone
30 notice. Contractor will comply with the emergency plans of the City and Sonoma County in the
31 event of a declared disaster.
32 14.6.3 The partial or complete interruption or discontinuance of Contractor's
33 performance caused by one or more of the events described in this Section 14.6 and that may
34 excuse Contractor performance will not constitute an event of default. However, upon
35 occurrence of an event or events excusing Contractor performance, the City may perform or
36 have performed Franchise Services in accordance with Section 14.3, and if Contractor is excused
37 from performing for a period of 30 Working Days or more the City may, in its sole discretion,
38 terminate the Franchise Agreement in accordance with Section 14.2.
39 14.7 City Right to Demand Performance AssuranIces
Page 92 of 122
Franchise Agreement Between-the City of Petaluma, and PR&R 10/09/2012
1 If Contractor is the subject of any labor unrest, including work stoppage or slowdown, sick-out,
2 picketing or other concerted job action; or appears in the reasonable judgment of the City to be
3 unable to regularly pay its bills as they become due, or is the subject of a civil or criminal
4 judgment or order for violating an environmental law, and for such reasons or others the City
5 Manager concludes in good faith that Contractor's ability to perform in accordance with the
6 Franchise Agreement is in doubt, the City may, at its option and in addition to all other remedies
7 it may have, demand from Contractor reasonable assurances of timely and proper performance
8 of the Franchise Services and any and all other Franchise Agreement obligations, in such form
9 and substance as the City Manager determines in good faith is reasonably necessary under the
10 circumstances to evidence continued ability to perform in accordance with the Franchise
11 Agreement. If Contractor fails or-refuses to provide satisfactory assurances of Contractor
12 performance in the form and by the date required by the City,•such failure or refusal will be an
13 event of default subject to the remedies in this Section 14.
14 14.8 Assignment of Franchise
15 14.8.1 City Consent'
16' Contractor understands and agrees that the Franchise Services are vital to the City and its
17 residents and businesses, and that the City has relied on Contractor's representation of its
18 experience and financial and other resources in authorizing Contractor to provide,Franchise
19 Services under the Franchise Agreement. Except as permitted in accordance with this Section
20 14.8, Contractor may neither assign its rights nor delegate, subcontract, or otherwise transfer its
21 obligations under the Franchise Agreement to any other Person or entity without the prior
22 written consent of the City. Any such purported assignment made without the prior written
23 consent of the City will be void and constitute an event of default. City will have no obligation
24 whatsoever to consider any proposed assignment of any part of the Franchise Agreement if at
25 any time while the Contractor seeks such assignment an uncured event of default exists.
26 14.8.2 Assignment<Requirements
27 If Contractor applies to the City for consent to assign the Franchise, the City may deny or
28 approve such request in the City's sole discretion, subject to Applicable Law. Contractor
29 assignment requests, to be considered by the City, must at a minimum, comply with the
30 following, in addition to providing any additional information reasonably requested by the City
31 to assist in the City's consideration of the request:
32 14.8.2:1 Contractor must pay the City its costs incurred for staff time,
33 consultant fees and attorneys' fees incurred to evaluate the suitability of any proposed assignee,
34 and to review, draft and finalize any documentation required to approve and implement any
35 assignment.
36 14.8.2.2 Contractor shall furnish the City with audited financial statements of
37 the proposed assignee's operations for the immediately preceding 5 operating years.
38 14.8.2.3 Contractor must furnish the City with satisfactory proof that the
39 proposed assignee has the demonstrated technical capability to perform all Franchise Services
Page 93 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 and any other information required by the City to ensure the proposed assignee can fulfill the
2 terms of the Franchise Agreement in a timely, safe, and effective manner, including:
3 14.8.2.3.1 That the proposed assignee has at least 10 years of Solid
4 Waste management experience on a scale equal to or exceeding the scale of operations required
5 to perform the Franchise Agreement;
6 14.8.2.3.2 That, in the last 5 years, the proposed assignee has not
7 received any citation, fine,penalty, censure or other sanction froth any local, state, federal, or
8 local government agency, or,if so, that the Contractor has provided the City with a complete list
9 and copies of such sanctions;
10 14.8.2;3.3 That the proposed assignee has at all times conducted its
11 operations in an environmentally safe and conscientious fashion; and
12 14.8.2.3.4 That the proposed assignee conducts its Solid Waste
13 management practices in full compliance with all applicable federal, state, and local laws and
14 regulations governing the Collection, Transportation, Piocessing,'and Disposal of Mixed
15 Materials, Recyclable Materials and Organic Materials, including Hazardous Substances as
16 identified in Tide 32 of the California Code of Regulations, as may be amended from time-to-
17 time.
18 14.8.2.4 The City reserves the right to approve a requested assignment
19 conditioned on an increase in the required performance''bond,.the levels, kinds, or types of
20 required insurance, or on any other change in the Franchise Agreement terms that the City
21 believes is necessary or appropriate to adequately provide for the performance of the Franchise
22 Services and protect the public.
23 14.8.3 Assignment Fee
24 14.8.3.1 To be considered, assignment applications must include an assignment
25 fee in the amount of$500,000 to pay for any and all costs incurred,including the cost of staff
26 time and consultant fees, related to the assignment application and City's analysis of the
27 assignment application. Any amount remaining in the assignment fee upon completion of the
28 City's assignment analysis, after deduction of all costs incurred by the City related to the
29 assignment, will be credited to the Contractor.
30 14.8.3'2 Contractor payments for assignment costs are in addition to and not in
31 lieu of any other fees; charges or amounts Contractor is required to pay the City pursuant to the
32 Franchise Agreement.
• 33 14.8.3.3 Interfamilial Assignment
34 The amount of the assignment fee may reduced or waived if the assignment is an instance of
35 Interfamilial Assignment as defined in Section 1; however, in such case Contractor shall still be
36 required to reimburse the City for any and all costs incurred in relation to the Interfamilial
37 Assignment.
Page 94 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1
2 14.8.4 Transition
3 Any approval to assign the Franchise is conditioned on!Contractor cooperating with the City .
4 and assignee(s) to produce an orderly transition of the Franchise Services without interruption,
5 which cooperation will include, but not be limited to, Contractor providing route lists, Customer
6 account and Billing information, equipment inventorie4 and other information and assistance
7 reasonably necessary to effect an orderly transition in Franchise Services.
8 SECTION 15 — MISCELLANEOUS PROVISIONS
9 15.1 Amendment to Franchise Agreement.
10 151.1 The Franchise Agreement may only be amended by a writing signed by
11 representatives authorized to bind the City and the Contractor.
12 15.1.2 The City and Contractor understand and agree that future changes in the law
13 and/or regulations applicable to or governing the performance of the Franchise Services,
14 including, but not limited to :AB 939, and applicable provisions of the Petaluma Municipal Code,
15 may require amendments to some of the terms, conditions or obligations under the Franchise
16 Agreement. In the event any future.Change in Law and/or regulations applicable to or
17 governing the performance of the Franchise.Services requires changes in the Franchise
18 Agreement or obligations of the Contractor, then the City and Contractor agree to enter into
19 good faith negotiations regarding amendment of the Franchise Agreement to accommodate
20 such changes in Applicable Law or regulations or to accommodate the public welfare. Such
21 good faith negotiations may include reasonable and appropriate compensation adjustment for
22 any increase or decrease in the Franchise Services or other Franchise obligations. The City and
23 the Contractor agree not to unreasonably withhold agreement on such amendments.
24 15.2 Parties to Meet Annually
25 The City and Contractor agree to meet annually between July 1 and September 30, on the
26 request of either party, to discuss Customer service and any other topics of mutual concern
27 arising out of the Franchise Agreement.
28 15.3 Relationship of the Parties
29 The Parties agree that Contractor will perform the Franchise Services as an independent
30 contractor and not as an employee or agent of the City. Persons employed or utilized by
31 Contractor in the performance of the Franchise Services will not be employees or agents of the
32 City.
33 15.4 Compliance with Law
34 In performing the Franchise Services, Contractor shall at all times, at its sole cost, comply with
35 all applicable federal, state and local laws and regulations now in force and as they may be
36 enacted, issued, or amended during the Franchise Term,including, but not limited to, all permit
37 requirements applicable to personnel, facilities, land, and equipment, used to provide Franchise
38 Services, and all ethical laws, rules and regulations applicable to the Contractor and its
Page 95 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 performance of the Franchise Services, including, but not limited to, the gift and other limits and
2 restrictions contained in the Political Reform Act, California Government Code section 81000
3 and following, the implementing regulations of the Fair Political Practices Commission in Tide
4 II, section 18109 and following of the California Code of Regulations, and the City of
5 Petaluma's Conflict of Interest Code,rall as from time to time amended.
6 Notwithstanding the above, neither Contractor nor its employees or agents shall provide,
7 directly or indirectly, any gifts or gratuities to any City employee or representative, with the
8 exception, in Contractor's sole discretion, of small holiday gifts.of nominal value.
9 15.5 Governing.Law and Venue
10 The laws of the State of California and other Applicable Law shall govern the rights, obligations,
11 duties and liabilities of the Parties to and the interpretation ofahe Franchise Agreement. Any
12 action or proceeding that is initiated or undertaken to enforce or interpret any provision,
13 performance, obligation or covenant set forth in this Franchise Agreement shall be brought in a
14 state court in Sonoma County or in the United States District,Court for the Northern District of
15- California. Each party consents to service of process in any manner authorized by California
16 law.
17 15.6 Dispute Resolution
18 In the event of anv dispute arising under the Franchise Agreement, the City and Contractor shall
19 continue performance of their respective obligations under the Franchise Agreement and shall
20 attempt to resolve such disputes in a cooperative manner, including, but not limited to,
21 negotiating in good faith. By agreement of the City and the Contractor, any unresolved dispute
22 arising under the Franchise Agreement may be submitted to non-binding mediation before a
23 recognized mediator having experience with and the subject matter of the Franchise Agreement
24 and that is mutually acceptable-to the Parties.
25 15.7 Non-Discrimination
26 Contractor will not discriminate against any employee of Contractor or applicant for
27 employment because of race, religion, creed, color, national origin, ancestry, disability, sex,
28 sexual orientation, or age. Contractor will take affirmative action to ensure that applicants are
29 employed and that employees are treated during:employment without regard to their race,
30 religion, creed, color, national origin, ancestry, disability, sex, sexual orientation, or age.
31
32 15.8 Binding on Successors
33 All of the terms, covenants and conditions contained in the Franchise Agreement will continue
34 and bind all successors-in-interest of Contractor.
35 15.9 Transition to Next Contractor
36 One year prior to the conclusion of the Franchise Term, or if the City chooses to terminate this
37 Franchise Agreement as a result of an uncured event of default, Contractor shall provide the
38 City with such information as may reasonably be:requested to assist in the competitive bidding
39 process and/or the smooth transition to the next contractor. If the City awards a Franchise
40 Agreement to a new contractor, Contractor will cooperate with the City and new contractor to
Page 96 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 ensure an orderly transition of the Franchise Services without service interruption. If the
2 Contractor fails to fully cooperate with a contractor transition in accordance with this provision,
3 Contractor agrees that City may recover the costs incurred due to such failure of cooperation
4 from the Contractor or its performance bond surety, and that in addition, the City, may, in its
5 sole discretion, declare the Contractor ineligible to be considered for award of future
6 competitive procurements of the City for a period of 5 'years from the City's declaration of
7 ineligibility.
8 15.10 Survival
9 The following provisions will survive the expiration or earlier termination of the Franchise
10 Agreement:
11 15.10.1 Section 13.
12 15.11 Parties in Interest
13 Nothing in the Franchise Agreement is intended to confer or confers any rights on any Persons
14 other than the Parties to the Franchise Agreement and their successors and permitted assigns.
15 15.12 Waiver
16 Waiver by either party of any breach or violation of any provisions of the Franchise Agreement
17 will not waive and will not be deemed to be a waiver of any breach or violation of any other
18 provision nor of any subsequent breach or violation of the same or any other provision. The
19 subsequent acceptance by either party of any monies which become due under the Franchise
20 Agreement shall not be deemed to be a waiver of any preexisting or concurrent breach of
21 violation by the other party of any provision of the Franchise Agreement.
•
22 15.13 Notice to Parties
23 All notices under the Franchise Agreement shall be in writing, and delivered in person to the
24 addressee's normal place of business, or sent by registered mail, or other commercial courier
25 where date and place of delivery can be confirmed, postage prepaid. Notices shall be effective
26 upon delivery.
27 Notices required to be given to City shall be addressed as follows:
28 City of Petaluma
29 Attn: Dan St. John
30 11 English Street
31 Petaluma, CA 94952
32 Notices required to be given to Contractor shall be addressed as follows:
33 Petaluma Refuse and Recycling
34 Attn: Ilti;sertihainehntlekif Contractor's,representative]
35 [Address I me 1]
36 [Address Line_2]
Page 97 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 15.14 City Free to Negotiate with Third Parties
2 The City may, at any time, investigate all options for the provision of the Franchise Services.
3 Without limiting the generality of the foregoing, the City may solicit proposals from Contractor
4 and from third parties for the provision of any or all Franchise Services and may negotiate and
5 execute agreements for such services that will take effect upon the expiration, or earlier
6 termination of the Franchise Agreement due to the Cia's exercise of its right to terminate the
7 Franchise Agreement due to an event of default.
8 15.15 Section Headings
9 The section headings in the Franchise Agreement are for convenience of reference only and are
10 not intended to be used in the construction-of this Franchise Agreement, nor to alter or affect
11 any of the Franchise Agreement provisions.
12 15.16 References to Laws
13 All references in the Franchise Agreement to laws shall be understood to include such laws as
14 they may be subsequently amended or recodified, unless otherwise expressly provided.
15 15.17 Interpretation/Drafting
16 'The Franchise Agreement shall be interpreted and construed reasonably and neither for nor
17 against either party, regardless of the degree to Which either party participated in its drafting.
'18 Each of the Parties has received the advice of legal counsel prior to signing the Franchise
'19 Agreement. The Parties acknowledge that no other party or agent or attorney has made any
20 promise, representation, or warranty whatsoever, express or implied, not contained in the
21 Franchise Agreement concerning the Franchise Agreement subject matter to induce another
22 party to execute the Franchise Agreement. The Parties agree no provision orprovisions will be
23 subject to any rules of construction based upon any party being considered the party "drafting"
24 the Franchise Agreement.
25 15.18 Integration
26 The Franchise Agreement represents the entire and integrated agreement between the City and
27 Contractor and supersedes all prior negotiations, representations Or agreements, whether written
28 or oral. If a discrepancy, disagreement, ambiguity, inconsistency or difference in interpretation
29 of terms arises as between terms or provisions of the Franchise Agreement and any exhibit(s)
30 made a part of the Franchise Agreement, this Franchise Agreement term or provision will
31 control and shall be deemed to reflect the intent of the Parties with respect to the subject matter
32 hereof.
33 15.19 Recovery of Attorneys' Fees
34 If a party to the Franchise Agreement brings any action, including an action for declaratory
35 relief, to enforce or interpret any term of the Franchise Agreement, the prevailing party or the
36 non-defaulting party, as the case may be, will be entitled•to recover its reasonable attorneys' fees
37 in addition to any other relief to which that p party may be entitled. The court may set such fees in
38 the same action or in a separate action brought for that purpose.
39 15.20 Severability
Page 98 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 Every provision of the Franchise Agreement is intended to be severable. If a court of competent
2 jurisdiction shall hold any provision of the Franchise Agreement invalid, illegal, or
3 unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in
4 any way be affected or impaired.
5 15.21 Counterparts
6 The Franchise Agreement may be executed in counterparts, each of which shall be considered
7 an original.
8 15.22 Exhibits
9 Each of the exhibits listed below is attached hereto and incorporated herein and made a part
10 hereof by this reference.
11 15.23 Time
12 Time is of the essence in this Franchise Agreement and of each provision hereof.
13 15.24 Corporate Guaranty
14 Upon Contractor's execution of this Agreement, Contractor-shall provide to City a fully
•
15 executed corporate guaranty by The Ratto Group oiCompanies, Inc. as guarantor of
16 Contractor's performance of all terms and conditions of this Agreement. The corporate guaranty
17 shall bind The Ratto Group of Companies, Inc: to perform each and every term and condition
18 of this Agreement in the event of Contractor's.failure. Said corporate guaranty shall be executed
19 by a corporate officer duly authorized by the corporation to filly bind The Ratto Group of
20 Companies, Inc. to perform each and every term and condition of this Agreement and shall
21 remain binding throughout the Franchise Term.
22 15.25 Compliance with Ordinance
23 Contractor agrees to comply with-all terms and conditions of all applicable ordinances now in
24 effect or hereafter enacted by the City.
25
Page 99 of 122
Franchise.Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 IN WITNESS WHEREOF, the City and Contractor have executed this Franchise Agreement as
• 2 of the day and year first above written.
3
4 CITY OF PETALUMA PETALUMA REFUSE AND
5 RECYCLING, INC.
6
7 By:
8 John Brown, City Manager
9 Its:
10
11
12 ATTEST:
13
14
15 Claire Cooper, City Clerk
16
17
18
19 APPROVED AS TO FORM:
20
21
22 Joshua Genser,City Attorney
23
24
• Page 100 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
1 LIST OF EXHIBITS
7
3 1. City-Approved Maximum Service Rates
4 2. Refuse Rate Index
5 3. Detailed Rate Review Methodology
6 4. City Facilities
7 5. Approved Facilities
8 6. Public Education Plan
'9 7. Diversion Plan
10 8. Cart Specifications
11 9. Vehicle Specifications
12 10. Replacement Schedule
13 11. Corporate Guaranty
Page 101 of 122
Franchise Agreement Between the City of Petaluma, and PR&R`10/09/2012
js F EExlublt 1a
CITY-APPROVED°MAXIMUM SEi W E RA11
�a t .�
. ' SINGLE'FAMILY RESIDENT L1•L;SERVICES
A. RESIDENTIAL CARTSERVICE
Garbage Cart Sizes(gallons) 20 35 65 95
1 Monthly Curbside Rate $8.26 $14.64 $27.75 $45.79
2 Monthly Curbside Rate—Lifeline $6.19 $10.98 $20.81 N/A
3 Extra Pickups $2.07 $3.66 $6.94 $11.45
B. ADDITIONAL-BULKY ITEMP.ICKUP
1 Bulky Item Pickup $30.00 For 2 items less than 100 pounds
Collection of Large Items
2 $30.00 For each item
Containing Freon.
C. ADDITIONAL CARTREPLACEMENT
Each replacement in addition to one
1 Cart Replacement $10.91 per year at no additional cost
1
2
Page 102 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
- Exhibit'1b •
Gin-APPROVED, IMU:MAX i SERV1dE:RATS
- . COMMERCIAL AND MULTI FAMILY,RESIDI NTIAI.''SERUICI S , "
Mu ed`-Matenals:Collection,(includes Recyclable;Matetials,Collection),. _ ^: -
. ` = Collec i6 Frequency - ",1' 4th
Container sizes week: .2k,/ week :3k:/'Week' 4z;/, week _ 5x /week
N%A
35-gallon Cart $25.68 "N/A :NIA I ITT'%1 N/A
65-gallon Cart $44.66 N/: ' Nf/A; N/A N/A,,,, N/A
95-gallon Cart $63.65 ■/A N;/'A 1 N/A N/•A N/=A .
1.5-CY Bin $217.43 $358.58 $511.14 $620.59 $859.92 $1,047.22
2-CY Bin $255.43 $433.48 $604571 $88020 $1,122.38 $1,204.32
3-CY Bin $341.77 $587.46 $966.321 $1,303.62 $1,655.02 $2,030.62
4-CY Bin $375.51 $723.02 $1,088.07 $1,476:69 $1,883.63 $2,308.25
6-CY Bin $513.89 $873.92 $1,358.01 $1,843.01 $2;351.30 $3,018.56•
v^.r , _..a,. a - , y Y'did'TI1n1In1IIgS'CO11QCtlOn� __. _�}'-�' 121.
r , ' iCollecnon+Frequency ; s e a
Contarner°Size° /,week Y ' 2x,/week .3x /.week 4z7 week 5x,7 week`_ 6x /•week
35-gallon Cart $19.26 N/A , . N%A; „ N/A N/A•
65-gallon Cart $33.49 N/A ;N/A, ; N"/A RYA. N/A,
95-gallon Cart $47.74 N/A N/A- - N/A N/A
1.5-CY Bin $163.07 $268.94 $383.35 $465.44 $644.94 $785.42
2-CY Bin $191.57 $325.11 $453.43 $660.15 $841.79 $900.99
3-CY Bin $256.32 $440.59 $724.74 $977.71 $1,241.26 $1,522.96
4-CY Bin $281.63 $542.26 $816.06 $1,107.52 $1,412.72 $1,731.19
6-CY Bin $385.42 $655.44 $1,018.51 $1,382.26 $1,763.47 $2,263.92
Lock Service $10.91 Per lock per month
Pushout Charge $18.00 Per 25 feet per month
Lock and Push $18.00 Per month
Lock Installation $160.36 Per install
Container Cleaning $54.54 Each
Cart Replacement $10.91 Each (in addition to one per year at no cost)
Extra Pick-up Monthly rate divided by 4
1
2
Page 103 of 122
Franchise Agreement.Between the City of Petaluma, and PR
&R10/09/2012
a
+Exhibit al c
F. CIr1 APPROVED'MANHvIUMSERVICE PATTES=DROP.Box'SERVICES
10 CY Debris Box 8187.35 Per Pull 10 CY $182.43 Per Pull
, Compactor
15 CY $265.67 Per Pull
15 CY Debris Box N/A Compactor
20 CY Debris Box $221.40 Per pull 20 CY $354.22 Per Pull
Compactor
25 CY Debris Box N/A 25 CY $442.78 Per Pull
` Compactor
30 CY Debris Box $265.64 Per pull I 30 CY $531.35 Per Pull
Compactor
40 CY
40 CY Debris Box $265.64 Per pull Compactor $708.46 Per Pull
1
'Exhibit 141
• CITY-APPROVED`TIPPING FEES
Disposal - - --
Name]
losertTacility`:
Charge Per Ton $ [
Recyclable Materials Processing
Charge Per Ton
$[I'n`sert] [Iiti_s et;, aalifY'N e]
Organic Waste Processing S[lns'ert] llnsen*acilitv2Name]
Charge Per Ton
Mixed C&D,Inerts,Wood Waste Processing
Charge Per Ton $t1 nseit insei2Facdt�`N me
—°,]
Page 104 of 122
Franchise AgreementBetween the City of Petaluma, and PR&R 10/09/2012
• Exhibit 2
1 FUSL 12A 1 E INDLN '
The "Refuse Rate Index" (RRI) Adjustment shall be calculated in the following manner:
1. The Operating Costs of providing Collection Services in the Service Area for the designated fiscal period
(January to December) shall be prepared in the format set forth in the "Operating Cost Statement—
Description"on the following page of this Exhibit.
•
2. The Operating Costs of providing Collection Services in the Service Area shall be broken down into one
of the following seven Operating Cost Categories: Labor; Fuel;Vehicle Replacement;Maintenance,
Disposal Fee, Organic Materials Processing Fee, and All Other. Each Operating Cost Category is then
assigned a weighted percentage equal to that Operating Cost Category's prdportionateshare of the total
of the Operating Costs as shown for all Operating Cost Categories.
3. The indices listed below are used to calculate the percentage change for each Operating Cost Category.
The percentage change in each index is calculated between the two previous subsequent twelve-month
fiscal periods (January to December). The percentage change between the average of index values from
January 2012 to December 2012 and the average of index values from January 2013 to December 2013
for each Operating Cost Category, for example,will serve as the basis for.the first RRI Adjustment
effective July 1, 2014. For the'Disposal Fee" and "Organic Materials Processing Fee" Operating Cost
Categories, the percentage change will be calculated using the change in the per-Ton tip fees between the
two preceding calendar years.
Operating Cost Categoy' Index
Labor BLS Series,ID: ceu6056210008 Production Workers-Waste
Collection
Fuel California- Ultra Low Sulfur Diesel -Monthly:
http://tonto.eial doe.gov/oog/info/wohdp/diesel.asp
Vehicle Replacement BLS Series ID: pcu336211336211 Truck,bus, car and other
vehicles bodies,ifor sale separately.
Vehicle Maintenance BLS Series ID: pcu333924333924 Parts and attachments for
Industrial work trucks.
Disposal Fee The per-Ton tip-fee charged at the Approved Disposal Site.
Organic Materials Processing Fee The per-Ton tip fee,charged at the Approved Organic
Materials Processing Site.
All Other Consumer Price Index, Series ID: CUURA422SA0 CPI-All
Urban Consumers;All Items, San Francisco.
4. The percentage weight(see number 2 above) for each.Operating Cost Category is then multiplied by the
percentage change (see number 3 above) in each Operating Cost Category's appropriate index to
calculate a weighted percentage change for each Operating Cost Category. The weighted percentage
changes for each Operating Cost Category are then added together to calculate the RRI Adjustment
percentage:to be used for adjusting the City-Approved Maximum Service Rates.
Page 105 of 122
•
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
Fxhtbtt 2 „ k f , ,
L t '; ,REFUSE t •a 4. " 1— 1 s
Operating Cost Statement- Description
Operating Cost Category
Labor: List all administrative, officer, operation and
maintenance salary accounts.
List payroll tax accounts directly related to the above
salary accounts.
List all employee benefit accounts including health
insurance costs, workmen's compensation premiums,
and retirement plan cots.
.Fuel: List all fuel and oil.accounts.
Vehicle Replacement: List all Collection and Collection related vehicle
depreciation accounts.
List all Vehicle lease or rentalaccounts related to
Collection or Collection related vehicles.
Vehicle Maintenance: List all Collection or Collection related vehicle parts
accounts.
Disposal Fee: List all Landfill Disposal related accounts.
Organic Materials Processing Fee: List all Organic Materials Processing related accounts.
All Other: List all other expense;accountsrelated to the services
provided under this,Contract tract. "Phis category includes
•
all insurance (except for those listed under "Labor"
above),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;
and miscellaneous other expenses.
Page 166 of 122
Franchise Agreement:Betweenthe City ofPetaluma, and PR&R.10/09/2012
Exhibit 3
tDETAILED RAIL REVILW MEIT-IODOLOGY - ..
1. Request for Detailed Rate Review
At least six months prior to a normally scheduled July 1st RRI,the City or the Contractor may request that a
Detailed Rate Review be conducted. In•the event that either the City or the Contractor requests a Detailed
Rate Review,the Detailed Rate Review shall be based on the audited financial statements for the complete
fiscal year(January to December)preceding the given July- 1'I rate adjustment.
Contractor shall assemble and:.submit such information as necessary to support assumptions made with regard
to forecasts used to:develop their Service Rates. Contractor shall provide all information from related party
entities regarding any material transactions between Contractor and those related party entities. Service Rates
shall be adjusted based on the forecasted annual cost of operations,profit,and forecasted Pass-Through Costs
reviewed 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 depreciation 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 foregoing categories during the fiscal year
involved'. City will use the audited financial statements to determine that costs have actually
been incurred and have been assigned to the appropriate category.
ii. Adjustment of actual costs. City 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 provided in
accordance with this Agreement.
Costs that may be deemed non-allowable include,but are not limited to,the following:
i. Payments to directors and/or owners ofi Contractor unless paid to reasonably compensate
for services actually rendered,
ii. Promotional,entertainment,and travel expenses,unless authorized in advance by City.
iii. Payments to repair damage to property-of City or other parties,including the City or County
for which Contractor is legally liable.
iv. Fines or penalties of any nature.
V. Liquidated Damages assessed under Section 14.4 of this Agreement.
vi. Federal or state income taxes.
vii. Charitable or political donations.
viii. Attorney's fees and other expenses incurred by Contractorin any court proceeding in which
• City and Contractor are adverse parties,lunless Contractor is the prevailing party in said
proceedings.
ix. 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
Page 107 of 122
Franchise-Agreement Between the City of Petaluma, and PR&R 10/09/2012
�, ri ii ,
z
a .t �� • t,: f blhlbit�31 •
DETAI ID.RATE REV(LF_\\(•MFTHODOLO,GY - -
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 provides for separate strict liability for
City arising from the action of its citizens or ratepayers(such as in a CERCLA lawsuit).
x. Payments to related party entities for products or services, 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. Exceptas otherwise provided
Belo*the amount of these transactions shall be based on the actual cost to the related party
and shall include no profit. To demonstrate the actual cost to the related company,
Contractor shall,provide, at a Minimum, the invoice for the good or service, the receiving
document, the corresponding canceled check and the basis for the transaction. Whenever
possible, materials shall be delivered directly to Contractor or the related party entity, as
appropriate. Because the following types of related party transactions have existed, they have
been specifically addressed below:
L Management Fees: Contractor pays management fees to North Bay Corporation,a
related party. The management fee compensates North Bay Corporation for its
management team's,nine spent in managing the operations and administering the
Contractor (including the time of Alit James Ratio). For purposes of determining
Contractor's Compensation in accordance with this Agreement, a management fee
of $134,400 annually shall be stipulated and the North Bay Corporation
management team, including Mr. James Ratto, shall not otherwise be compensated
for these same services. This stipulated amount shall not be adjusted during the
Term of this Agreement or any extension period.
2. Site Rent Expense: Contractor operates from facilities it leases from Redwood
Empire Realty, LLC, a related.part-. For purposes of determining Contractor's
Compensation in accordance with this Agreement, a lease amount of $84,000
annually..shall be•stipulated. This.stipulated amount shall not be adjusted during the
Term of this Agreement or any extension period.
3. Equipment Rental: Contractor leases equipment from North Bay Corporation, a
related.party, and is entitled to compensation for depreciation and:interest expense
related to this equipment.
For purposes of this Agreement,Contractor shall be entitled to compensation for
equipment depreciation whether leased or purchased by the Contractor,based on
the.following useful lives:
5 Years: Computers and software,office equipment.All used or refurbished
Collection vehicles.
7 Years: All new Collection vehicles.
10 sears: Bins,Carts,and Debris Boxes.
Contractor shall be required ro provide to City(or City's representative) -
documentation of the original cost of the equipment.
For purposes of this Agreement,'Contractor shall be entitled to compensation for
interest expense on equipment leases assuming financing of one hundred percent
(100%) of the original cost and based on the Prime Rate of the Bank of America
Page 108 of 122
Franchise Agreement-Between the'City of Petaluma, and PR&R 10/09/2012
a q,: .; , v.
t, Lxhlb>t.3
DETAILED RATE REVTF C METHODOLOGY,
NT&SA in effect at the time the equipment was first leased.
4. Employee Health Insurance: Contractor purchases employee health insurance for
both itself and related.parties and is entitled to compensation for Contractor's cost
of this insurance. Because the premium is allocated among several companies,
Contractor's Compensation shall be calculated by dividing the premium by the total
number of employees, covered l and multiplying--he quotient by the number of
Contractor's employees. If Contractor provides ongoing administration of the
health insurance program for itself and related parties, the full cost of such
administration shall he distributed among the parties and the Contractor on the
basis of the number of employees covered. To determine the amount of
compensation due the Contractor; Contractor shall submit to City (or City's
designated representative) a opy of the insurance broker's invoice, the
corresponding canceled check and the calculations described above, including
corresponding documentation supporting the values used (e.g., total employees
covered).
5. Automotive Liability Insurance: Contractor purchases automotive liability
insurance for both itself and related parties'and is entitled to compensation for
Contractor's cost of'this insurance: Because the premium is allocated among
several companies, Contractor's'-Compensation shall be calculated by prorating the
premium among related parties and Contractor on the basis of the actual total
liability premiums paid for vehicles of each company. To determine the amount of
compensation due Contractor,Contractor shall submit to City(or City's designated
representative) a copy of the insurance broker's invoice, the corresponding
canceled check and the calculations described above, including corresponding
documentation supporting the values used (e.g.,total vehicles covered).
6. Fuel Expense: If fuel is pumped into both Contractor's trucks and other trucks,
Contractor shall submit to City (or:City's designated representative) a copy of the
fuel invoices, the receiving documents, the corresponding canceled checks and
copies of the fuel log, and calculations supporting the amount of fuel expense
claimed by Contractor.
b. Forecasts of Costs. Allo' ed.Costs of operations for the Contractor's prior fiscal year will be used to
evaluate the forecasted cost for upcoming year. The review will evaluate forecasted labor-related
costs,vehicle-related costs,and other costs,including Pass-Through Costs as outlined below.
c. Depreciation Expense. Depreciation expense will be calculated by dividing the actual purchase price
of the assets by the number of years in the Term of the Agreement. The result is the forecasted
depreciation expense for the rate year.
d. Profit. Profit or return to Contractor shall be determined by City applying an operating ratio so as to
provide for reasonable costs of service and adequate rate of return to Contractor. The rare of retum
or profit shall be reasonably sufficient to allow for financial soundness of Contractor's operations
within the service area of this Agreement, when operated under efficient and economical
management, and to provide a return to Contractor over the Term of the Agreement commensurate
with the level of business risk, the competitive market place and the necessity to provide the public
with reasonable rates. For purposes of this Agreement, the City-determined operating ratio shall be
88%as of the date of the execution of this Agreement.
•
Page 109 of 122
Franchise.Agreement Between the City of Petaluma, and PR&R 10/09/2012
liJnbtt 4,
1 ACI7aTlrs -,.
Buildingq/'Faclht3'+^ _.. �S • s ° r.' �;` !'1 _ . ....
Airport
Mission St. Park
Penrod Park
Industrial Drive (Train)
St. Vincent's Park
Shollenberger Park
Eagle Park
West Haven
City of Petaluma, Mc Near Park
American Alley
Bond Park
Bassett.St
La Tercera Park
Park &Recreation Dept.
(Caulfield Ian.)
Cherry Valley Park
Lucchesi Park
Mc Dowell Park
Oak Hill Park
Wise Man Park
Page 110 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
xhlbm _
F ;: ,110. t CT IY FACJ ITIES . .
B°u_ildmg /;Facility., , _ _
Henry St. Park
Southgate Dr.
Prince Park
Leghorn Park
Morning Glory Park
Sonoma Mtn. Park
Coplin Bus Stop
Sunny Slope Rd.
Elm Street
Flanigan Trail
Sunrise Dr.
Willard St.
Rocky Park
Walnut Park
Miwok Park
Arroyo Park
Washington St. Park
Water St. Park
Page 111 of 122
Franchise Agreement.Between the City of Petaluma, and PR&R-10/09/2012
0
> .Exhttiit4
(Crn'.FACJL;litlS' .
Building /•Facility, i,,' .x U , 4 . e.,. w 1 . .
Westridge Dr. Park
City of Petaluma Animal Services
L Sonoma Mt. Pkwy at Columbard
D St. Post Office
Park and Recreation Dept. on Daniel Dr.
Park and Recreation Dept. on Del Oro Cir.
Downtown
Park and Recreation Dept. on Jefferson St.
Park and Recreation Dept. on Kentucky St.
Mc Dowell Blvd.
(near Wells Fargo Bank)
City of Petaluma City Hall on English St.
Cit of Petaluma City Hall on Post St.
City of Petaluma Fire Dept. #1
City of Petaluma Fire Dept. #2
City of Petaluma Fire Dept #3
Prince Park
City of Petaluma,Police Dept.
City of Petaluma Water Dept.
Page 112 of 122
Franchise Agreement Between the City ofPetaluma, and PR&R 10/09/2012
, iii P e I6f . !. �,. �
A�. F 1 ,. o .r'L _ 9� h«
±iCI1Y FACll 1TTIES ,
Building:/ Facilit};: sh
Mc Near Park
Petaluma Swim Center
City of Petaluma City Hall
4th St (By Bus Depot between C & D St)
Petaluma Blvd (in front,of Starbucks Coffee)
End of Water St
Keller St. (Between Washington and Western St.)
Curbside at City Park Parking
(A St.)
Petaluma Community Center
City of Petaluma Water Conservation
(2nd St)
City of Petaluma (Hopper St)
1
7
Page 113 of 122
Franchise.Agreement Between the City of Petaluma, and PR&R10/09/2012
W Exhtblt w fF •-• t
, v .n • d n i
El3 PPRO�ED FACILITIESk
Approved Disposal Site(s)
Site name SWIS #
Redwood Landfill (Current) 21-AA-0001
Potrero Hills Landfill 48-AA:0075
Central Disposal Site 49-AA-0001
Keller Canyon Landfill 07-AA-0032
Recology Hay Rd 48-AA-0002
Approved Organic Materials Processing Site(s)
Site Name SWIS #
Sonoma Compost- Central Compost Site 49-AA-0260
•
(Current)
Sonoma Vertniculture 49-AA-0405
Redwood Landfill Composting Facility 21-AA-0001
WCCS Landfill Organic Materials Processing 07-AA-0044
Jepson Prairie Organic Composting Facility 48-AA-0083
Approved Recvclable'Materials Processing Site(s)
Site Name
Novato Disposal Services MRF(Current)
North Bay Corp. MRF
Redwood Empire Disposal MRF
1
Page 11.4 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
Exhibtc:6 s =
U' PUBI IC EDUC 1ITON PL�Ny
Petaluma Refuse& Recycling shall perform the following services as part of the public education
program. Material will be printedin English and Spanish as 'required by the Agreement.
Public Education Activities to Be Performed throughout thel Term.of the Agreement
• As necessary, Petaluma Refuse•& Recycling Outreach Coordinator will prepare and distribute a
brochure describing how to prepare Organic Materials for Collection. This brochure shall
instruct Customers as to any necessary preparation kof. Organic Materials, such as the cutting of
items, placement of materials outside a Cart (provided such material is bundled in lengths less
than five feet and bundles that weigh less than 30 pounds), and the appropriate use and
placement of Organic Materials Carts.
• As necessary,Petaluma Refuse& Recycling Outreach Coordinator will prepare and distribute a
brochure describing how to prepare Recyclable Materials for Collection. Petaluma Refuse&
Recycling shall inform Residents as to the acceptable materials that can be included in the
Recyclable Materials Carts and any common contaminants to be excluded from Collection.
• Prior to the holiday season, the Outreach Coordinator shall prepare a bill insert describing the
dates, time, and places of all holiday tree Collection and drop boxes. The same
information shall also be advertised in the Press:Democrat and the Argus Courier
• Petaluma Refuse&Recycling Outreach Coordinator shall visit homeowner associations or other
groups to promote and explain.the program throughout the term of the agreement, as
requested by the associations Or scheduled by the City.
• A corrective actions notice shall be prepared and used in instances where waste
generators set out inappropriate materials.
• School education programs to teach students about source reduction, reuse, and
recyclable materials shall be available to schools by Petaluma Refuse&Recycling Outreach
Coordinator.
• Non-program related information on source reduction; reuse and recyclable materials (e.g.
junk mail reduction, household hazardous waste events,grass cycling, composting, etc.) shall be
made available by the Outreach Coordinator. This information will also be included in Petaluma
Recycle News.
• Petaluma Refuse&Recycling shall publish and mail informational newsletters twice per year
to be mailed to all Residential and Commercial accounts in Petaluma. The newsletter shall
be reviewed and approved by City staff prior to distribution.
• The City may direct Petaluma Refuse&Recycling to insert mailers with the Bills.
1
9
3
Page 115 of 122
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
•
•
�aluUit 7
' ° 1UhRSIQNPL 1w a5 r.
Waste Reduction and Reuse
Petaluma Refuse and Recycle will fully participate in promoting waste reduction activities by publishing
relevant content in all of its education•and outreach materials, as deemed appropriate by the City and County.
Content will be geared toward the audience. 1-Here are a few initiatives the Company has identified to support:
Paperless Customer Interface
Petaluma Refuse and Recycle will implement a paperless communication with customers. Customers who
enlist in the program will receive all communications, through our website www.unicycler.com.
Bio-Stack Compost Bins �
Petaluma Refuse and Recycle will promote hoinecomposting.The Bio-stackable compost bin is an easy way
to divert food and yard waste from the trash and produce rich compost for all types of gardening.The Bio-
Stack is durable,light, and makes the turning of heavy compost piles less backbreaking. Petaluma Refuse and
Recycling takes pride in promoting responsible managing of waste to our community. We are happy to
provide our customers with this wonderful alternative and educating about waste reduction. Information will
be available in our website at www.unicvcler.com;also will be promoted annually in a newsletter.
Increasing Diversion
• Friendly and Progressive Public Education: Petaluma Refuse& Recycling will provide materials
which conveys the City's Diversion goal and initiates, the importance of those goals to individuals,
and provide additional resources. Petaluma Refuse&Recycling Outreach Coordinator will visit all
new commercial accounts and:deliver them a packet of recycling resources,improving the signage on
their bins, and working with the customers to improve-their recycling program. Besides visiting new
businesses,Petaluma Refuse &Recycling Outreach Staff will respond to customer requests and
referrals from route supervisors for customers that do not have recycling or have contamination in
their recycling. Recycling Outreach staff also service schools and multifamily complexes with
outreach. Addresses from multifamily complexes are collected for newsletter distribution to promote
awareness for recycling. School presentations are given'as well as tours of The Ratto Group's
Recycling Center.
• Website: Petaluma Refuse& Recycling will provide a website geared towards waste diversion in
Petaluma. Website will include information such as: Recycling guide,Bill Pay,Newsletters,
Hazardous Waste Disposal, GoGreen Section, Fun Videos, Contact information, and much more.
Residents will be able to sign up for automated billing, and pay bills on line at w-ww.on-line-
billpavcom.
1
9
Page 116 of 122
Franchise Agreement,Between the City of Petaluma, and PR&R 10/09/2012
1
1
1 _
•}t ^rxhtbtt 8 .. 4
• CART,SPFCIFTCATIONS
A. CART DESIGN REQUIREMENTS
1. General
The Carts shall be manufactured by injection or rotational molding and meet the Cart design
and performance requirements as specified below. All Carts selected shall be subject to City
approval.
2. Cart Handles
The Cart handles and handle mounts may be an integrally molded part of the Cart body or
molded as part of the lid. The Cart handles will provide comfortable gripping area for
pulling or pushing the Carr or lifting the lid. Pinch points,are unacceptable..
3. Cart Lid
Each Container shall be provided with a lid that continuously overlaps and comes in contact
with the Container body or otherwise causes an interface with the Container body that
simultaneously:
• Prevents the intrusion of rainwater, rodents, birds, and flies;
• Prevents the emission of odors;
• Enables the free and complete flow of material from the Container during the
dump cycle without interference with the material already deposited in the truck
body or the truck body itself and its lifting mechanism;
• Permits users of the Container to conveniently and easily open and shut the lid
throughout the serviceable life of the Container;
• The lid handle shall be an integrally molded part of the lid;
• The lid (and body) must be of such design and weight that would prevent an
empty Container from tilting backward when flipping the lid open; and,
• The lid shall be hinged to the Cart body in such a manner so as to enable the lid
to be full- opened, free of tension, to a.pos'ition whereby it may rest against the
backside of the Container body.
4. Cart Colors
The Solid Waste, Recyclable Materials, and Yard Trimmings Carts will be differentiated by
color. The colors shall be colorfast and resistant to fading as a result of weathering or
ultraviolet degradation. Color must be uniform within each Container. Solid Waste Carts
shall be black, brown or gray. Recyclable Materials Carts shall be blue. Yard Trimmings
Carts shall be green. Contractor may propose other colors for Cans, which are subject to
approval by the City. For all colors including those prescribed in this paragraph, the
Contractor shall obtain written approval from the City for the Cart color before Contractor's
purchase of the Carts.
5. Identification Markings
All markings on the Containers shall be a2proved by the City in advance of ordering Carts.
Page 117 of 122
Franchise Agreement.Between the City of Petaluma, and PR&R 10/09/2012
—
Exlubit 8 _
,_:- CAR"hSPECIIICATIONS,- :,3� _;
An arrow (at least 3 inches by'cinches) hot stamped in white color shall be placed on the lid,
indicating the direction of Cart placement.
In character size of no less than.3/16 inch, the phrase:
PLACE CONTAINER WITH ARROW FACING
STREET FOR COLT.FCTION
COLOQUE EL RECIPIENTE CON LAS FLECHAS
HACIA LA CALLE
Additionally, the SOLID WASTE, RECYCLING Jr ORGANIC MATERIALS must be
hot stamped in white color on the front or sides of the Carlin characters no less that one
inch.
B. CART PERFORMANCE REQUIREMENTS
1. General
All Carts shall be designed and manufactured to meet the minimum performance
requirements described below.
2. Cart Load Capacity
Depending on the capacity, the Carts shall have a minimum load capacity as noted below
without Container distortion, damage, or reduction in maneuverability or any other
functions as required herein.
Cart Size (Gallons) Minimum Load Capacity
(LBS)
90-101 200
60-68 130
30-35 70
20 40
3. Can Durability
Carts shall remain durable, and at a minimum, shall meet the following durability
requirements to satisfy its intended use and performance, for the term of this Contract:
• Maintain its original shape and appearance;
• Be resistant to kicks and blows;
• Require no routine maintenance and essentially be maintenance free;
• Not warp, crack, rust, discolor, or otherwise deteriorate over time in a manner
that will interfere with its intended use;
• Resist degradation fromultravioletradiation;
Page 118 of 122
■
Franchise Agreement Between the City of Petaluma, and PR&R 10/09/2012
� iEahibltu8
C 1RT;SPEOfterITTONS
• Be incapable of penetration by biting or clawing of household pets (i.e., dogs and
cats);
• The bottoms of Cart bodies must remain impenrious to any damage, that would
interfere with the Cart's intended use after repeated contact with gravel, concrete,
asphalt or any other rough and abrasive surface;
• All wheel and axle assemblies are to provide continuous maneuverability and
mobility as originally designed and intended; and,
• Resist degradation by other airborne gases for particulate matter currently present
in the ambient air of the City.
4. Chemical Resistant
Carts shall resist damage from common household or+Residential products and chemicals.
Carts, also, shall resist damage from human and animal urine and feces.
5. Stability and.Maneuverability
The Carts shall be stable and self-balancing in the upright position, when either empty or
loaded to its maximum design capacity with an evenly distributed load, and with the lid in
either a closed or an open position.
The Carts shall be capable of maintaining its upright position in sustained or gusting winds
of up to 25 miles per hour as applied from amp.direction.
The Carts shall be capable of being easily moved and maneuvered, with an evenly distributed
load equal in weight to its maximum design capacity on.a,level, sloped or stepped surface.
6. Lid Performance
Cart lid assemblies shall meet the following minimum:requirements:
• Prevent damage to the•Cart body, the lid itself or any component parts through
repeated opening and closing of the lid by residents or in the dumping process as
intended;
• Remain closed in winds up to 25 miles per hour from any direction. All lid
hinges must remain fully functional and continually hold the lid in the original
designed and intended positions when either opened or closed orkany position
• between the two extremes; and,
•
• Lid shall be designed and constructed such that it prevents physical injury to the.
user while opening and closing the Container.
7. Reparability
Minor cracks, holes, and other damages to hinges, wheels, axle, hardware, and other
component parts shall be readily repairable by the contractor personnel. All repairs must
restore the Container to its full functionality to meet the design and performance
requirements as set for herein.
1
2
Page 119 of 12
Franchise AgreetnentBetweenthe City of Petaluma, and PR&R 10/09/2012
1
9
" a .1"-. .14;
'C d £ Ul f y"1 4.
4.5.Y zk • Y Exhtbltx9
Mtpff 4SP.ECIFICt.rI01VS,
Residential
Truck Number License # GVW Model Fuel Type
900P 8A07226 54,000
Peterbilt Side loader ULSD
901P 8A07228 54,000 ULSD
P�terbilr Side loader
903P 8A07223 1541000 Peterbilt Side loader ULSD
904P 8A07224 '54,000 Peterbilt'Side loader ULSD
905P 8A07225 54,000 Peterbilt'Side loader ULSD
Residential
Truck Number License #. .GVW Model Fuel Type
906P 8A07112 54,000 Peterbilt Side loader ULSD
907P 8A07113 54,000 Peterbilt Side loader ULSD
911P 8A07230 54,000 Peterbilt Side loader ULSD
r:
9121' 8A07231 54,000 Peterbilt Side loader ULSD
937R . 8A07232 54,000 Peterbilt Side loader ULSD
Residential/,Commercial
Truck Number License # GVW Model FuelType
300P 7W98433 32,000 Freightliner Rear ULSD
loader
3
4
Page 120 of 122
Franchise Agreement Between.the City of Petalurna, and PR&R 10/09/2012
Y is P w a{ F c {4
'1^115?A�h * �Y I I$1 143e Yfr }1'R�L1USt1I O y F 1 •%. 411.444?} 13 �� • I °
3 3 s ." - 17 �.
G �
r KEPI�CEDfENT SCFiI DUf F >
Refurbish
Year # of Trucks
2014 4 Trucks
2015 3 Trucks
2016 3 Trucks
2017 3 Trucks
2018 3 Trucks
3019 3Trucks
Replace
Year # of Trucks
2016 4 Trucks
2017 3 Trucks
2018 3 Trucks
2019 3 Trucks
2020 3 Truck
2021 3 Trucks
•
L
1
Page 121 of 122
Franchise Agreement Between the City of,Petaluma, and PR&R 10/09/2012
Exlubi H 1
2, " : ` CORPORA' GUAR�INT7 :'% . H A
1
M
Page 122 of 122
• FINAL
Contract Compliance Review and
Profitability Analysis of
Petaluma Refuse & Recycling .
, _.. . . - Amp. . Illi ' - .
: . • -, •.'; .0:. . —.,,ita„ . ,.. — ,
, . .. i. , „,,, . .. ,, . . . ,..,
-,.. ,, _ '''.4')4; fiv " ' °' i
f it a-- _ N-
_ - ,:s. .6
-7-fiK I IF' 7 , 1.!
-4,11* r_40$ , .„.„,
O OO r
• Submitted to:
City of Petaluma
C-18 L5 $
....,,,)
October 4, 2012 123
• Consulting Group, Inc.
12...
Resources.Respect.Responsibility
•
Table of Contents Contract
Table of Contents 1 Compliance
Background 3 Review and
Objectives 3 Profitability
Summary Findings 4
Performance and Operating Review 4 Analysis of
Billing Review 4 Petaluma Refuse
Payment Review 5 & Recycling
Tonnage Review 5
Profit Analysis 6
Rate Survey 6
Background 6
Analysis and Findings 6
Recommendations 48
Tonnage Reporting 51
• Account/ Service Level Tracking 52
Report Format/ Sections 52
Discontinuing Monthly Reports 52
Billing Review 53
Background 53
Analysis and Findings 53
Payment Review 55
Background 55
Analysis and Findings 55
Tonnage Review 57
Background 57
Analysis and Findings 57
Profit Analysis 58
Background 58
Analysis and Findings 59
Rate Survey 61
List of Cities Surveyed 61
Summary Findings 62 IZ3
•
Page 1
•
TABLES
Contract Table 1: Compliance Assessments of Performance and
Compliance Operating Requirements 8
Table 2: Franchise Fee and Vehicle Impact Fee Payments
Review and by Month 56
Profitability Table 3: HHW and AB 939 Program Fee Payments by
Month 56
Analysis of Table 4: PR&R Diversion Levels by Month 58
Petaluma Refuse Table 5: Rate Adjustment Options for RY5 and RY6 60
& Recycling
FIGURES
Figure 1: Example Container Signage 51
Figure 2: Residential 20-Gallon Service 62
Figure 3: Residential 32-Gallon Service 63
Figure 4: Residential 64-Gallon Service 63
Figure 5: Residential 96-Gallon Service 64
Figure 6: Commercial 1.5-Cubic Yard Service •
(One Pickup per Week) 65
Figure 7: Commercial 2-Cubic Yard Service
(One Pickup per Week) 65
Figure 8: Commercial 3-Cubic Yard Service
(One Pickup per Week) 66
ATTACHMENTS
Attachment 1: Recommended Data Tracking Format
Attachment 2: Field Audit Results
Attachment 3: Rate Survey
123
i
Page 2
111 R3 Consulting Group, Inc. (R3) was engaged b the City of
9 p. ( ) by Y
Petaluma (City) to conduct a review of Petaluma Refuse & Contract
Recycling's (PR&R) compliance with the terms and conditions of
its Franchise Agreement (Agreement), and to conduct an analysis Compliance
of the Company's profit level. This report presents the findings of
our review. Review and
Background Profitability
Analysis of
The City of Petaluma (City) entered into a Franchise Agreement
(Agreement) with GreenWaste Recovery, Inc. for solid waste, Petaluma Refuse
recyclable materials, and yard trimmings services in September of
2005. In 2010, the Agreement was assigned to Petaluma Refuse & Recycling
& Recycling (PR&R), which currently retains the exclusive rights
provided by the Agreement.
R3 was previously engaged by the City to complete a review of
PR&R's Rate Period 5 Rate Adjustment Request,' as well as a
review of PR&R's records and reports.2 R3 consulted these
documents, as necessary, in order to complete the Contract
Compliance Review detailed by this report.
Objectives
• The objectives of our Contract Compliance Review are as follows:
• Verify PR&R's compliance with the performance standards
of the Agreement (Performance and Operating Review);
• Verify that service subscribers are billed the correct rate for
the level of service provided (Billing Review);
• Verify that the fees required under the Agreement have
been properly calculated and paid to the City (Payment
Review); and
• Verify the diversion percentages reported by PR&R
(Tonnage Review).
In addition to the Contract Compliance Review, R3 performed a
Profit Analysis of PR&R's operations and a Rate Survey of all
Sonoma County jurisdictions.
1 Letter Report dated February 28, 2011: Re: Review Petaluma
Refuse and Recycling's Rate Period 5 Rate Adjustment Request.
2 Letter Report dated March 8, 2011; Re: Review of Petaluma Refuse
and Recycling's Rate Transition and Ongoing Records Management 123
1111/ Plan.
Page 3
•
Contract Summary Findings
Compliance Performance and Operating Review
Review and Our Performance and Operating Review found PR&R to be in
compliance with the majority of contractual requirements, and our
Profitability field audit identified no instances of mishandling or mistreatment
of containers.
Analysis of The majority of contractual requirements for which PR&R was
Petaluma Refuse found to be non-compliant (or only partially compliant) related to
the specific contents of monthly, quarterly, and annual reports. As
& Recycling such, R3 recommends that the City confer with PR&R regarding
reporting expectations, and incorporate streamlined reporting
requirements into future franchise agreement language to help
clarify the agreed upon expectations.
Additional items of non-compliance and partial compliance
include:
• PR&R's website3 does not include route maps, collection
service schedules, or street sweeping maps as required by
Article 7.4.1.E of the Agreement;
• PR&R did not provide a Best Management Plan (BMP) for
pollution prevention and control of street sweeping
activities as required by Article 8.1 of the Agreement.
However, PR&R has updated their BMP during the
process of this review to include street sweeping activities,
and is now in compliance with the Agreement;
• PR&R's collection vehicles are not identified with letters
reading "This vehicle is for use solely under the City of
Petaluma Waste Franchise," as required by Section 9.3.3
of the Agreement's Second Amendment; and
• PR&R's containers are not identified with letters reading
"This container is for use solely under the City of Petaluma
Waste Franchise," as required by Section 9.4 of the
Agreement's Second Amendment.
Individual recommendations for each item of non-compliance and
partial compliance begin on page 48 of this report, immediately
following Table 1: Compliance Assessments of Performance and
Operating Requirements.
Billing Review
Our Billing Review confirmed that PR&R is billing customers in
amounts equal to those found on the approved rate 123 3 https://unicycler.com/residential/sonoma/petaluma
•
Page 4
• R3 did identify three internal billing rates that did not match the
Y 9
rates on the approved rate schedule; however, no customers are Contract
currently being billed at these rates and there is no revenue
gain/loss associated with the identified discrepancies. R3 Compliance
recommends that PR&R review their internal billing structure
moving forward. Review and
R3 also identified customer charges (commercial food scrap rates Profitability
and walk-in charges) that were not listed on the rate sheet
provided to customers. R3 recommends that the City require Analysis of
PR&R to include all existing customer charges on the rate sheet.
Petaluma Refuse
Additionally, our field audit confirmed that a majority of customers
are being billed for service levels that match the actual levels of & Recycling
service observed in the field. R3 surveyed 757 of 16,827
residential accounts and 105 of 951 commercial accounts.
Approximately 0.8% of residential customers surveyed and 5.7%
of commercial customers surveyed were identified as receiving
solid waste collection service levels different from those listed in
PR&R's billing register.
Payment Review
Our Payment Review verified that PR&R correctly calculated
• Franchise Fees as 10.00% of rate revenues and Vehicle Impact
Fees as 8.12% of rate revenues for each month (March 2010
through April 2012).
R3 also verified that PR&R made HHW and AB 939 Program Fee
payments for March 2010 through February 2012. For the March
2010 through August 2010, PR&R made monthly HHW and
AB939 Program Fee payments of approximately $13,992. Since
then, PR&R has been making HHW and AB 939 Program Fee
payments that vary between approximately $13,000 and $16,000.
PR&R reported that this variability is due to the City's wish that
HHW and AB 939 Fee payments be calculated based on monthly
tonnage values.
Tonnage Review
R3's Tonnage Review determined that PR&R has not consistently
met the Agreement's 50% Diversion Goal.
However, R3 also determined that PR&R is not obligated to
improve their performance to meet the Diversion Goal until a
warning notice is issued by the City regarding PR&R's diversion
shortfall (per Article 15.8 of the Agreement).
If the City wishes to recover the Liquidated Damages associated
with this diversion shortfall, a warning notice should be issued to
PR&R regarding their diversion shortfall for Rate Period 5. The IZ3
•
Page 5
•
warning notice should specify the amount of time (i.e., "corrections
Contract period") the City grants PR&R to improve its performance and
meet the Diversion Goal.
Compliance
Profit Analysis
Review and
Our Profit Analysis determined that PR&R received a profit of
Profitability approximately 6.60% on allowable expenses, as reported in their
income statement for Rate Period 5 (July 2010 through June
Analysis of 2011). This equates to an operating ratio of approximately 94%
Petaluma Refuse and a profit on allowable costs of approximately $356,000.
In order to reestablish the Agreement's target operating ratio of
& Recycling 88%, R3 determined that a rate increase of approximately 3.69%
would be required.
Rate Survey
In the Rate Survey, R3 compared PR&R's current solid waste
collection rates to the rates of other jurisdictions in Sonoma
County. For purposes of illustration, R3 also included PR&R's
rates as adjusted by a hypothetical 3.69% increase (as calculated
in our "Profit Analysis") in the comparison.
In general, R3 found PR&R's residential rates to be lower on •
average than rates in other Sonoma County jurisdictions, and their
commercial rates to be slightly higher on average than other
Sonoma County jurisdictions.
Performance and Operating Review
Background
R3 identified 210 performance and operating requirements in the
Agreement. Some requirements are objective, such as hours of
operation, while others are more subjective or cannot be easily
substantiated. In addition, the Agreement still retains many
requirements that were intended to address GreenWaste
Recovery's contract implementation procedures. Such
requirements are no longer applicable, and are noted accordingly
in our review.
Analysis and Findings
To perform the Performance and Operating Review, R3 requested
applicable supporting documentation from PR&R in order to
assess compliance with the Agreement's 210 performance and
operating requirements.
123 R3 visited PR&R's corporation yard to review fleet requirements,
including:
Page 6
• • The requirement that Contractor maintain a business office
in the City (Article 7.4.1.A); and Contract
• The requirement that all collection vehicles display the
Contractor's name, phone number, and vehicle Compliance)
identification numbers (Article 9.3.2). Review and
R3 also assessed various requirements as part of our field audit, f�
including: Profitability
• The requirement that all carts be returned upright with lids Analysis of
secure (Article 9.2.2); and y
• The requirement that the Contractor clean-up litter in the Petaluma Refuse
immediate vicinity of any Container storage area (Article
9.2.7.B). & Recycling
The following performance and operating requirements required
additional analysis and/or deliberation:
• Vehicle Weight Limits (Article 9.3.6) — In order to
determine PR&R's compliance with the requirement that all
vehicles abide by legal weight limitations, R3 sampled 34
weight tags corresponding to individual loads transported
by PR&R collection vehicles. These weight tags were
cross-referenced with the legal maximum gross vehicle
weights listed on each vehicle's DMV registration card in
S order to determine if any of the weight tags represented
instances of overweight vehicles. Of the 34 weight tags
sampled, none were found to be overweight. As such, R3
determined PR&R to be "In Compliance" with this
requirement (see Requirement#79 in Table 1, below); and
• Newsletter (Exhibit E) — PR&R distributes a twice-yearly
newsletter ("Petaluma Refuse & Recycling News") instead
of the quarterly "Trash Talk" newsletter specified by Exhibit
E of the Agreement. PR&R confirmed that this substitution
was approved by the City's previous Public Works Director,
Vince Marengo.4 As such, R3 determined PR&R to be "In
Compliance" with this requirement (see Requirement
#200 in Table 1, below).
Table 1 (below) shows each of the Agreement's 210 performance
and operating requirements, as well as R3's compliance
assessment for each. In summary, R3 determined that:
• PR&R is "In Compliance" with 151 requirements;
• PR&R is in "Partial Compliance" with 12 requirements,
including:
o 10 requirements related to the specific contents of
monthly, quarterly, and annual reports
4 Per email correspondence with Steve McCaffrey on June 5, 2012. IZ3
•
Page 7
•
(Requirements #111, 112, 119, 120, 121, 122, 123,
Contract 124, 132 & 203);
o One (1) requirement related to the specific contents
Compliance of PR&R's website (Requirement#53); and
Review and o One (1) requirement relating to PR&R's lack of a
Best Management Plan (BMP) for pollution
Profitability prevention and control of street sweeping activities
(Requirement#56).
Analysis of • PR&R is "Not in Compliance" with 10 requirements,
Petaluma Refuse including:
o Eight (8) requirements related to the specific
& Recycling contents of annual reports (Requirements #133,
135, 136, 137, 138, 139, 140 & 141);
o One (1) requirement related to vehicle identification
(Requirement#206); and
o One (1) requirement related to container
identification (Requirement#207).
• Of the remaining 37 requirements:
o 29 requirements were determined to be not
applicable, or "N/A";
o Two (2) requirements were determined to be
411 related to rate setting procedures that have been
"Deferred' pending new franchise agreement
negotiations (Requirements #158 & 159); and
o Six (6) were analyzed as part of this reports Billing
Review, Payment Review, and/or Tonnage Review
(Requirements#43, 150, 151, 152, 153 & 176).
R3's recommendations for handling "Partial Compliance" and
"Not in Compliance" items begin on page 48 of this report,
immediately following Table 1.
TABLE 1
Compliance Assessments of Performance and Operating Res uirements
• Comp/
ssessmeen '
ARTICLE 1 -DEFINITIONS
ARTICLE 2-REPRESENTATIONS AND WARRANTIES OF THE CONTRACTOR
ARTICLE 3-TERM OF AGREEMENT
The Commencement Date shall be January N/A
1, 2006 and shall be the date on which
(start-up requirement
1 Contractor initiates provision of Collection, 3.1 14 for Green Waste
Transportation, Processing, Disposal, and Recovery, does not
Street Sweeping services required by this
123 Agreement. apply to PR&R)
•
Page 8
TABLE 1
Compliance Assessments of Performance and Operating Requirements Contract
Complian._,
Assessment Compliance
ARTICLE 4-SCOPE OF AGREEMENT Review and
Contractor shall not engage any
Subcontractors for Collection, Profitability
Transportation, Processing, or Disposal of
Solid Waste, Recyclable Materials, or Yard Analysis of
2 Trimmings or Street Sweeping services 4.3 17 IN COMPLIANCE
without the prior written consent of the City.
As of the Effective Date of this Agreement, Petaluma Refuse
the City has approved Contractor's use of
the Subcontractors listed in Exhibit L. & Recycling
The Contractor's implementation of the new
services or change in the Approved
Disposal Location or Approved Composting
Site shall occur in a timely, smooth, and
seamless manner such that Customers
N/A
and/or Generators do not experience
disruption in Collection services. Contactor (start-up requirement
3 4.5.E 19 for GreenWaste
shall be responsible for managing
implementation of new Collection services Recovery, does not
or change in the Approved Disposal apply to PR&R)
Location or Approved Composting Site and
other related services and shall do so in
• accordance with an approved
implementation plan.
ARTICLE 5 -COLLECTION SERVICES
Contractor shall Collect Solid Waste from
Single-Family Premises once per week
4 from Contractor-provided Carts. Contractor 5.1.2 22 IN COMPLIANCE
shall provide each Customer with a 20-, 35-
, 65-, or 95-gallon Cart as requested by the
Customer.
Contractor shall provide Solid Waste
5 Collection service to Multi-Plex Premises in 5.1.3 22 IN COMPLIANCE
a manner identical to service provided to
Single-Family Premises.
1Z3
•
Page 9
•
TABLE 1
Contract Compliance Assessments of Performance and erating Re�uirements
Citatio • . Compliance
Compliance Requ pad'. assessment
Review and Contractor shall Collect Solid Waste from
Multi-Family Premises as frequently as
scheduled by Customer, but not less than
Profitability once per week. Contractor shall allow a
Multi-Family Premise to use Carts or Bins
Analysis of for Solid Waste Collection that are shared
by the Occupants of the Multi-Family
Petaluma Refuse Premises. Contractor shall provide one or
more Carts or Bins to such Premises as
& Recycling 6 requested by Owner provided that no less 5.1.4 22 IN COMPLIANCE
than 95 gallons of Container capacity are
provided for every four dwelling units in the
Premises. Contractor shall provide each
Customer with a choice of one or more
Carts with capacities ranging from 35 to 95
gallons or Bins with capacity ranging from
1.5 to 8 cubic yards(or similar sizes).
Contractor shall Collect Solid Waste from
Carts and Bins at a location selected by
Customer and approved by the City _
Contractor shall Collect Solid Waste from
7 Commercial Premises as`requently as 5.1.5 23 IN COMPLIANCE
scheduled by the Customer, but not less
than once per week.
Contractor shall allow each Commercial
Premises to use Carts or Bins for Solid
Waste Collection. Contractor shall provide
8 each Customer with a choice of one or 5.1.5.A 23 IN COMPLIANCE
more Carts with capacities ranging from 35
to 95 gallons or Bins with capacity ranging
from 1.5 to 8 cubic yards(or similar sizes).
Contractor shall allow each Commercial
Premise to use Carts or Bins for Solid
Waste Collection that are shared by the
Occupants of two or more adjacent
Commercial Premises. In such case,
Contractor shall provide one or more Carts
or Bins as requested by Customer(s)
9 provided that no less than 95 gallons of 5.1.5.B 23 IN COMPLIANCE
Container capacity is provided for every
four Commercial Premises. Contractor
shall provide each Customer with a choice
of one or more Carts with capacities
ranging from 35 to 95 gallons or Bins with
capacity ranging from 1.5 to 8 cubic yards
(or similar sizes).
123
•
Page 10
• TABLE 1
Compliance Assessments of Performance and Operating Requirements_ Contract
Citatioi Compliance
equireme - Assessment Compliance
icle •
Contractor shall allow a Customer to use a Review and
Drop Box or Compactor for Solid Waste
Collection to meet the Customer's Profitability
permanent Disposal needs. In such case,
10 Contractor shall provide Customer with a 5.1.5.0 23 IN COMPLIANCE
choice of Container capacities ranging from Analysis of
10 to 50 cubic yards(or similar sizes).
Contractor shall offer Customers the option Petaluma Refuse
to purchase or lease Compactors through
either the Contractor or an outside vendor. _ & Recycling
Contractor shall Collect commingled (�( I�
Recyclable Materials from Single-Family
Premises once per week. Contractor shall
11 provide each Customer with a one Cart for 5.2.2 24 IN COMPLIANCE
Recyclable Materials as requested by the
Customer. Contractor shall provide each
Customer with a 35-, 65-, or 95-gallon Cart,
as requested by the Customer.
Contractor shall provide commingled
Recyclable Materials Collection service to
12 Multi-Plex Premises in the same manner 5.2.3 24 IN COMPLIANCE
described in Section 5.2.2 for Single-Family
Premises.
Contractor shall Collect commingled
Recyclable Materials from Multi-Family
Premises as frequently as scheduled by
Customer, but not less than once per week.
Contractor shall provide each Customer
13 with Container for Recyclable Materials 5.2.4 24 IN COMPLIANCE
Collection. Contractor shall provide each
Customer with a 35-. 65-. or 95-gallon Cart.
or Bins with capacities ranging from 1.5 to 8
cubic yards(or similar sizes), as requested
by the Customer.
Contractor shall Collect Recyclable
Materials from Commercial Premises as
14 frequently as scheduled by Customer, but 5.2.5 24 IN COMPLIANCE
not more than once per day and not on
Sundays or scheduled holidays.
Contractor shall allow Commercial
Customers to use Cart(s)or Bin(s)for
Recyclable Materials Collection. Contractor
15 shall provide each Customer with a choice 5.2.5.A 24 IN COMPLIANCE
of one or more Carts with capacities of 35,
65, or 95 gallons, or Bins with capacity
ranging from 1.5 to 8 cubic yards(or similar
sizes).
•
123
Page 11
•
TABLE 1
Contract Compliance Assessments of Performance and Operating Requirements
Complian
Compliance Assessment`
Review and Contractor shall allow for Commercial
Customers to use Cart(s)or Bin(s)for
Recyclable Materials Collection that are
Profitability shared by the Occupants of two or more
Commercial Premises. In such case,
Analysis of 16 Contractor shall provide one or more Carts 5.2.5.B 24 IN COMPLIANCE
or Bins to such Premises as requested by
Petaluma Refuse Customer(s)provided that a minimum of 95
gallons of Container capacity for Recyclable
& Recycling Materials is provided for every four
Commercial Premises.
Contractor shall allow Commercial
Customers to use a Drop Box or Compactor
for Recyclable Materials Collection to meet
Customer's permanent needs. In such
case, Contractor shall provide Customers
17 with a choice of Container capacities 5.2.5.0 25 IN COMPLIANCE
ranging from 10 to 50 cubic yards.
Contractor shall offer Customers the option
to purchase or lease Compactors through
Contractor or an outside vendor.
Contractor shall Collect Source Separated
Yard Trimmings from Single-Family
18 Premises once a week. Contractor shall 5.3.2 25 IN COMPLIANCE 41)
provide each Customer with a 65-or 95-
gallon Cart, as requested by the Customer.
Contractor shall provide Yard Trimmings
Collection service to Multi-Plex Premises in
the same manner as described in Section
5.3.2 for Single-Family Premises, with the
exception that Yard Trimmings Collection
19 services shall not be provided to Multi-Plex 5.3.3 25 IN COMPLIANCE
condominium and townhouse complexes
unless the Owners or Occupants of such
Premises request Yard Trimming Collection
service and pay an additional fee for such
service.
Contractor shall Collect Source Separated
Yard Trimmings from Multi-Family Premises
as frequently as scheduled by Customer,
but not less than once per week.
20 Contractor shall provide each Customer 5.3.4 25 IN COMPLIANCE
with a 65-or 95-gallon Cart, or Bins with
capacities ranging from 1.5 to 8 cubic yards
(or similar sizes), as requested by
Customer.
Contractor shall Collect Yard Trimmings
21 from Commercial Premises as frequently as 5.3.5 26 IN COMPLIANCE
scheduled by Customer, but not less than
once per week.
123
•
Page 12
5
TABLE 1
Compliance Assessments of Performance and Operating Requiremen Contract
Citatio Compliance
• Requireme • isle Page's Assessment Compliance
Contractor shall allow Commercial Review and
Premises to use Cart(s)or Bin(s)for Yard
Trimmings Collection. Contractor shall
22 provide each Customer with a choice of one 5.3.5.A 26 IN COMPLIANCE Profitability
or more Carts with capacities of 65 or 95
gallons, or Bins with capacity ranging from Analysis of
1.5 to 8 cubic yards(or similar sizes).
Contractor shall allow Commercial Petaluma Refuse
Premises to use Cart(s)or Bin(s)for Yard
Trimmings Collection, which are shared by & Recycling
the Occupants of two or more Commercial
Premises. In such case, Contractor shall
23 provide one or more Carts or Bins to such 5.3.5.B 26 IN COMPLIANCE
Premises as requested by Customer(s)
provided that no less than 95 gallons of
Container capacity for Yard Trimmings is
provided for every four Commercial
Premises.
Contractor shall allow Premises to use a
Drop Box or Compactor for Yard Trimmings
Collection to meet Customer's permanent
needs. In such case. Contractor shall
24 provide Premises with a choice of Container 5.3.5.0 26 IN COMPLIANCE
• capacities ranging from 10 to 50 cubic
yards. Contractor shall offer Customers the
option to purchase or lease Compactors
through Contractor or an outside vendor.
Contractor shall promote, manage, staff,
and operate an annual drop-off event for
Residential Customers that is scheduled for
10 consecutive calendar days covering two
weekends. The annual drop-off event shall
take place at the Petaluma Airport or other
location selected by City... Contractor shall
promote the event by preparing billing
inserts to be included in each customer's
bill and by advertising in a minimum of two
local area newspapers as approved by the N/A
25 City. Contractor shall manage, staff, and 5.4.A 26 (deleted under 2nd
supervise the event. Contractor shall amendment)
provide traffic control, provide signage,
inspect materials delivered to the event,
separate materials, document each material
type and quantity of such, Transport
collected materials to reuse, Process or
Disposal locations, and clean up of the
location at the end of the event. Contractor
shall not charge Residents delivering
materials unless Customer delivers an item
that weighs more than 75 pounds.
Contractor shall accept materials from
Residential Customers over a 10-day period N/A
26 from 9:00 a.m. to 4:00 p.m., Monday 5.4.D 27 (deleted under 2nd 123
through Friday, and 8:00 a.m. to 5:00 p.m., amendment)
• Saturdays and Sundays.
Page 13
•
TABLE 1
Contract Compliance Assessments of Performance and Operating Requirements
Compliance
Compliance •;-.quirement Assessment
•Review and Recycling and Reuse. Contractor shall
separate Recyclable Materials and Yard
Trimmings and Transport such materials to
Profitability 27 the appropriate Processing Site. Contractor 5 N/A
.4.E 27 (deleted under 2nd
shall coordinate with Re-Use Vendor(s)to
Analysis of have a representative present at a minimum amendment)
of four days of the drop-off event to accept
Petaluma Refuse donated clothes or other reusable items.
Contractor shall supply two Drop Boxes that
& Recycling will serve as drop-off locations for holiday
trees. The Contractor shall place the Drop
Boxes at two locations determined by the
City. The Contractor shall service the
holiday tree Drop Boxes so that there is
space in the Drop Boxes for Residents to
discard trees and maintain the surrounding
28 area so it is kept free of any debris. 5.5 27 IN COMPLIANCE
Contractor shall deliver the Drop Boxes to
the City-specified sites on the first business
day after December 25 and shall service
the Drop Boxes until the third Monday of
January. Holiday tree Drop Boxes shall be
Transported to, and holiday trees
Processed at, the Approved Composting
Facility.
On a weekly basis, Contractor shall Collect
from Single-Family and Multi-Plex
Customers used motor oil and used motor
oil filters placed Curbside for Collection in
Contractor-provided containers...
Contractor shall provide one-gallon
29 translucent plastic containers with screw on 5.6 28 IN COMPLIANCE
tops for used motor oil Collection and 6-mil
plastic Ziploc-type bags for used oil filter
Collection to Single-Family and Multi-Plex
Occupants upon Occupant's request within
three Business Days of such request, at no
additional cost.
•
Page 14
TABLE 1
Compliance Assessments of Performance and Operating Requirements Contract
Citatio.-. Compliance
Requireme icle Pa ' ssessment Corn p I i a n ce
9'i
Contractor shall Collect Solid Waste, Review and
Recyclable Materials, and Yard Trimmings
from City locations at the service levels
identified in Exhibit B. Collection from City Profitability
Facilities shall occur at least once per week Analysis
or more frequently as requested by the City. of
Contractor shall Collect materials from
public litter containers and Recycling cans Petaluma Refuse
one time per day, six days per week...
30 Contractor shall provide and maintain 5.7 28 IN COMPLIANCE & Recycling
Collection Containers for the City's use,
with the exception of public litter and public
recycling cans that shall be provided,
maintained, and replaced(as needed) by
the City... Contractor shall provide the
services required by this Section at no
charge to the City, but the cost of providing
the services shall be an allowable expense
under Article 12.
Contractor shall Collect Solid Waste and
Recyclable Materials at up to 12 special
events selected by the City including the
Butter and Eggs event held the last
• Saturday in April, the Antiques Faire held
the last Sunday in April, the Art and Garden
Festival held the 2nd Sunday in June, the
Antique Fair held the last Sunday in
September, and other events determined by
31 the City... Contractor shall prepare and 5.8 28 IN COMPLIANCE
distribute information to the public during
such events describing the Collection
options available and promoting Recycling.
The Contractor shall report the Tonnage of
material collected to the City within 10
Business Days of each event. Contractor
shall provide the services required by this
Section at no charge to the City, but the
cost of providing the services shall be an
allowable expense under Article 12.
Contractor shall direct its Collection vehicle
drivers to note (i)the addresses of any
Premises at which the driver observes that
Solid Waste, Recyclable Materials, and/or
Yard Trimmings is accumulating; and(ii)the
address,or other location description, at
which Solid Waste, Recyclable Materials,
32 and/or Yard Trimmings has been dumped in 5.9 29 IN COMPLIANCE
an apparently unauthorized manner.
Contractor shall deliver the address or
description to City within five Business Days
of such observation... Tonnage or volume of
material Collected shall be separately
recorded and reported to the City on a 125 quarterly basis.
•
Page 15
•
TABLE I
Contract Compliance Assessments of Performance and Operatin• Re.uirements
Complian
Compliance Assessment.
Review and ARTICLE 6-PROCESSING AND DISPOSAL
Contractor agrees to Transport and deliver
Profitability all Source Separated Recyclable Materials
it Collects in the City to the Approved
Analysis of Recyclable Materials Processing Site...
33 Contractor, or its Subcontractor, shall keep 6.1.A 30 IN COMPLIANCE
all existing permits and approvals
Petaluma Refuse necessary for use of the Recyclable
Materials Processing Site(s)in full
& Recycling _regulatory compliance.
Contractor, or its Subcontractor, shall
prepare and maintain a City-approved
marketing plan for all Recyclable Materials
Collected in the City. The plan shall be in
place on or before the Commencement N/A
Date of this Agreement. The marketing (start-up requirement
34 plan shall fully describe the Contractor's, or 6.1.0 31 for GreenWaste
its Subcontractor's, marketing methods and Recovery, does n
approach, targeted primary and contingent apply to Poes not
markets, pricing policy and assumed
salvage value for each Collected type of
Recyclable Material products, and
contingency plans if market conditions are •
severe.
Contractor, or its Subcontractor, shall
provide proof to the City that all Recyclable
Materials Collected are marketed for
Recycling or reuse in such a manner that
materials shall be considered as Diverted in
accordance with the State regulations
35 established by the Act. All residual material 6.1.0 31 IN COMPLIANCE
from the Processing activities that is not
marketed for use shall be accounted for as
Disposal Tonnage at a permitted Disposal
Site. No Recycling Material shall be
transported to a domestic or foreign location
if Solid Waste Disposal of such material is
its intended use.
Contractor shall Transport all Yard
Trimmings Collected in the City to the
Approved Composting Site... All Yard
Trimmings shall be processed for use as
Compost, mulch, or soil amendment and
36 none shall be deposited for Disposal or 6.2.A 31 IN COMPLIANCE
used as ADC. Residue from the Yard
Trimmings Processing and Composting
activities shall be Disposed of at a Disposal
Site selected by Contractor, of by its
Composting Subcontractor.
123
111
Page 16
•
TABLE 1
Compliance Assessments of Performance and Operating Requirements Contract
ftati• Compliance
equiremen -.
icle Assessment Compliance
The Owner and Operator of the Approved Review and
Composting Site, if different than the
Contractor, shall be considered a Profitability
Subcontractor to Contractor. Contractor
shall cause its Composting Site
37 Subcontractor to Process, Compost, and 6.2.B 32 IN COMPLIANCE Analysis of
market the Yard Trimmings... Contractor
shall require its Composting Site Petaluma Refuse
Subcontractor to keep all existing permits
and approvals necessary for use of the & Recycling
Approved Composting Site in full regulatory
compliance.
Contractor shall verify compliance for the
Approved Composting Site that neither it
nor its Affiliates own by contacting the local
38 enforcement agency and other regulatory 6.2.E 34 IN COMPLIANCE
agencies having jurisdiction over the
Approved Composting Site at least
quarterly.
Contractor shall Transport all Solid Waste
Collected in the City to the Approved
39 Disposal Location. Contractor shall pay all 6.3.A 34 IN COMPLIANCE
costs associated with transfer(if
• applicable). Transporting, and Disposal of
Solid Waste.
The owner and operator of the Approved
Disposal Location, if different than the
Contractor, shall be considered a
Subcontractor to Contractor. Contractor
40 shall cause its Disposal Subcontractor to 6.3.B 34 IN COMPLIANCE
Dispose of Solid Waste... Contractor shall
require its Disposal Subcontractor to keep
all existing permits and approvals
necessary for use of the Approved Disposal
Location in full regulatory compliance.
Contractor shall verify compliance for the
Approved Disposal Location that neither it
nor its Affiliates own by contacting the local
41 enforcement agency and other regulatory 6.3 F 37 IN COMPLIANCE
agencies having jurisdiction over the
Approved Disposal Location at least
_ quarterly.
•
123
Page 17
•
TABLE 1
Contract Compliance Assessments of Performance and Operating Requirements
Complian.
Corn p 11 a n ce Assessment
Review and ARTICLE 7-OTHER SERVICES
Contractor's public education program shall
Profitability focus on providing information to
Customers in accordance with the specific
Analysis of requirements described in Exhibit E.
Educational media shall include, but not be
limited, to newsletters, flyers, door hangers,
Petaluma Refuse notification tags, and direct contact.
Information shall be provided for initial start
& Recycling of service, to solicit feedback about the
service and suggested
improvement/change, and to educate
42 Customers about source reduction, reuse, 7.1 37 IN COMPLIANCE
and Recycling opportunities. Materials shall
be printed on paper containing the highest
levels of recycled content material as is
reasonably practical with a minimum
requirement of 30% post-consumer content
based on Federal standards.All public
education materials required in this Section
and Exhibit E shall be printed in English and
Spanish... During the Term of the
Agreement, the Contractor shall employ •
public education personnel in accordance
with staffing levels in Section A of Exhibit C.
Contractor shall bill all Customers and
collect Billings at Rates net to exceed City-
approved maximum Rates. Contractor shall
not charge Customers in excess of City-
approved maximum Rates and shall charge
all Customers in a consistent and uniform
manner so that Contractor's Rates are the
same for the same service level(e.g.,the
same for the type of material collected,
container size, collection frequency, and/or
extra services). The Contractor shall
prepare, mail, and collect bills(or shall
issue written receipts for cash payments) See"Billing
43 for Collection services provided by 7.2.A 38 Review
Contractor... Contractor shall make
arrangements to allow its Customers to pay
bills through the following means: check,
cash, credit card, internet payment service,
or automatic withdrawal from banking
account. Contractor shall provide at least
one, and preferably two, drop-off location(s)
in the City where Customers may deposit
their payments. Contractor shall maintain
copies of all Billings and receipts, each in
chronological order, for five years for
inspection and verification by City at any
reasonable time upon request.
12.5
•
Page 18
• TABLE 1
Compliance Assessments of Performance and Operatin• Requirements Contract
Citation • Compliance
Requir: Compliance
ge# Assessment
Bills for Single-Family and Multi-Plex Review and
service shall be mailed to Customers
44 7.2.B.1 38 IN COMPLIANCE
quarterly in advance of the provision of
service. Profitability
Bills for Multi-Family service shall be mailed
to Customers monthly in advance of the Analysis of
45 provision of service. Contractor shall bill 7.2.B.2 39 IN COMPLIANCE
Owner or property manager of the Multi- Petaluma Refuse
Family Premises.
Bills for Commercial service(including & Recycling
permanent Drop Box and Compactor
46 services)shall be mailed to Customers 7.2.B 3 39 IN COMPLIANCE
monthly in advance of the provision of
service.
Contractor shall review its Billings to
Customers to determine(i) if the amount
the Contractor is Billing each Customer is
correct in terms of the level of service(i.e.,
frequency of Collection, size of Container,
location of Container) Contractor is
providing such Customer. and (ii)that all
parties receiving service are invoiced for
service. Contractor shall review Residential
• Customer accounts at least annually and
Commercial Customer accounts at least
47 every other year, unless City directs 7.2.D 39 IN COMPLIANCE
Contractor to do otherwise. Contractor
shall submit to City every year, a written
report of the billing review 30 days after the
end of each Rate Period, commencing in
2006. The scope of the review, the
Contractor's work plan, and the format of
the report(including supporting exhibits)
shall be submitted to the City for approval
no later than 60 days prior to
commencement of the Billing review
process.
Contractor shall review all applications from
Customers requesting life-line Rates for
Collection services. Such applicants shall
be required to submit documentation of
their then-current PG&E life-line status. If
Customers demonstrate that their PG&E
48 life-line status is current, Contractor shall 7.3.B 40 IN COMPLIANCE
charge such Customers a Rate equal to 75
percent of Contractor's regular Rate for
similar service not to exceed City-approved
maximum life-line Rates. Contractor shall
review each life-line Customer's eligibility
status at least annually.
IZ3
•
Page 19
•
TABLE 1
Contract Compliance Assessments of Performance and Operating Requirements
,
Comp
Compliance s
ssessment
Review and Contractor shall maintain a business office
in the City. The office shall be staffed with
at least one customer service
Profitability representatives capable of accepting
payments from Customers, answering
Analysis of service questions, changing Customer
49 service levels, and resolving other 7.4.1.A 40 IN COMPLIANCE
Petaluma Refuse Customer service issues. If another office
located outside of the City assists with
& Recycling Customer service issues related to this
Agreement, Contractor must ensure that
telephone calls to it from locations within
the City are billed to Customer as"local
calls"by all telephone companies.
Contractor's Customer service office shall
50 be open to the public from 7 a.m. to 6 p.m. 7.4.1.8 40 IN COMPLIANCE
Monday through Friday.
At a minimum, Contractor shall employ a
Customer service supervisor and Customer
service representatives dedicated to serving
the City and its Customers in accordance
with staffing levels in Section A of Exhibit C.
A representative of the Contractor shall be
available from 7 a.m. to 6 p.m. Monday
through Friday to communicate with the
public in person and by telephone. A
51 message machine shall be available for 7.4.1.0 40 IN COMPLIANCE
Customers to leave messages during non-
business hours. Contractor shall return
calls received during non-business hours no
later than noon of the following Business
Day. If Contractor fails to perform some or
all of the requirements described in this
Section, the Contractor shall pay the City
Liquidated Damages as described in
Section 15.5.
Contractor shall maintain a telephone
system in operation at its office from 7 a.m.
to 6 p.m. and shall have staff available to
answer calls. Contractor shall install
telephone equipment sufficient to handle
the volume of calls typically experienced on
the busiest days and such telephone
52 equipment shall be capable of recording the 7.4.1.D 40 IN COMPLIANCE
responsiveness to call... An answering
machine shall record Customer calls and
voice messages between 6:00 p.m. and
7:00 a.m. If Contractor fails to meet the
requirements described in this Section, the
Contractor shall pay the City Liquidated
Damages in accordance with Section 15.5.
113
S
Page 20
•
TABLE 1
Compliance Assessments of Performance and Operating Requirements Contract
C1tatio ompliance
'cle Pa g ssessment
Compliance
Contractor shall develop and maintain a Review and
web site describing services provided in the
City that is accessible by the public. The
site shall include answers to frequently Profitability
asked questions, service Rates, Recyclable PARTIAL
Materials and Yard Trimmings COMPLIANCE Analysis of
53 specifications, Collection service schedule 4 1.E 41 (website does not
and map, Street Sweeping service schedule contain service Petaluma Refuse
and map, and other related topics. schedules and
Contractor shall arrange for the City's web maps) & Recycling
site to include an e-mail link to Contractor
and a link to Contractor's web site. The
Contractor's web site shall provide the
public the ability to e-mail Contractor.
Customer service representatives shall
receive training during each quarter of the
calendar year on City-specific service
54 requirements. During the training, a City 7.4.1.G 41 IN COMPLIANCE
specific Collection service and Rate
information sheet, training agenda, and
associated documentation shall be provided
to employees.
Contractor shall be responsible for the
• prompt and courteous attention to, and
prompt and reasonable resolution of, all
Complaints. Contractor shall record in a
separate log all Complaints, noting the
name and address of complainant, date and
time of Complaint, nature of Complaint, and
nature and date of resolution. The
55 Contractor shall retain this Complaint log for 7.4.2 41 IN COMPLIANCE
the Term. In addition, Contractor shall
compile a summary statistical table of the
Complaint log, satisfactory to the City, and
submit the table to City each month...
Contractor shall respond to all Complaints
received within 24 hours, weekends and
Holidays excluded.
ARTICLE 8-STREET SWEEPING AND WASHING
Contractor shall sweep and wash all City
streets and parking lots identified in Exhibit PARTIAL
56 J and as frequently as specified in Exhibit 8 1 42 COMPLIANCE
J... The Contractor shall provide a Best (no BMP provided
Management Plan (BMP)for pollution initially)
prevention and control.
Contractor shall supply street sweeping and
washing equipment, including all parts and
accessories and shall be solely responsible
57 for its proper license, maintenance, and 8.2 42 IN COMPLIANCE
repairs of the street sweeping and washing
vehicle as described in Section 9.3. Street
Sweeping vehicles must be equipped with 123
an efficient dust control system.
•
Page 21
S
TABLE I
Contract Compliance Assessments of Performance and Operating Requirements
-s
Compliance ssessmenlam
• t
Review and ARTICLE 9-STANDARDS AND REQUIREMENTS FOR SERVICES, EQUIPMENT,AND
PERSONNEL
Collection from, or Street Sweeping at,
Profitability 58 Residential Premises shall only occur
9.1.A.1 43 IN COMPLIANCE
between the hours of 6:00 a.m. and 6:00
Analysis of p.m., Monday through Friday.
Collection from, or Street Sweeping at,
Petaluma Refuse Commercial Premises that are two hundred
(200)feet or less from Residential Premises
& Recycling shall only occur between the hours of 6:00
59 a.m. and 6:00 p.m., Monday through Friday. 9.1.A.2 43 IN COMPLIANCE
Collection from, or Street Sweeping at.
Commercial Premises more than two
hundred (200)feet from Residential
Premises shall only occur between the
hours of 5:00 a.m. and 7:00 p.m.
Contractor shall provide City with route
60 maps and daily schedules for each type of 9.1.B 43 IN COMPLIANCE
collection and Street Sweeping service.
The Contractor shall provide Customers
notice of Holiday-related changes in
61 Collection schedules at least two weeks 9.1.0 43 IN COMPLIANCE
prior to the change; but in no case, shall
Contractor notice Customers three weeks •
prior to the change.
Contingency Plan. Contractor shall submit
to City, on or before the Commencement N/A
Date, a written contingency plan
(start-up requirement
62 demonstrating Contractor's arrangements to 9.1.D 43 for GreenWaste
provide vehicles and personnel and to Recovery, does not
maintain uninterrupted service during
mechanical breakdowns, and in case of apply to PR&R)
natural disaster or other emergencies.
Contactor shall be responsible for N/A
managing implementation of new Collection (start-up requirement
63 services and other related services and 9.2.1 44 for GreenWaste
shall do so in accordance with the Recovery, does not
implementation plan in Exhibit G. apply to PR&R)
Contractor shall pick up and return each
Container to the location where the
64 Occupant properly placed the Container for g 2 2 44 IN COMPLIANCE
Collection. Contractor shall place the
Containers upright with lids properly
secured.
Contractor shall instruct Customers as to
65 any preparation of Solid Waste. Recyclable g 2 4 44 IN COMPLIANCE
Materials, or Yard Trimmings and the
proper placement of Containers.
Contractor shall direct its employees not to
Collect Solid Waste beyond each
66 Customer's subscription level of service
925 44 IN COMPLIANCE
unless the business office of Contractor has
123 granted prior authorization to make such
Collection.
Page 22
0 _
TABLE 1
Compliance Assessments of Performance and Operating Requirements Contract
'Matto, ompliance
Requireme Assessment Compliance
• - Article Pag: ,,J
Contractor shall not damage private Review and
property. Contractor shall ensure that its
employees: (i) close all gates opened in
making Collections, unless otherwise Profitability
directed by the Generator, (ii)do not cross
67 landscaped areas, and (iii)do not climb or g 2 6 45 IN COMPLIANCE Analysis of
jump over hedges and fences... Contractor
shall repair all damage to private property Petaluma Refuse
caused by its employees. Contractor shall
repair any damages to public property & Recycling
caused by its employees to its previous
condition.
Minimization of Spills. If any materials are
spilled or scattered during Collection,
68 Transportation, or Street Sweeping 9.2.7.A 45 IN COMPLIANCE
operations,the Contractor shall promptly
clean up all spilled and scattered materials.
During Collection, the Contractor shall
clean-up litter in the immediate vicinity of
any Container storage area (including the
areas where Containers are delivered for
Collection)whether or not Contractor has
caused the litter. Each Collection vehicle
shall carry protective gloves, a broom, and
0 69 shovel at all times for cleaning up litter. 9.2.7.B 45 IN COMPLIANCE
Cat-litter or similar absorbent material shall
be by Contractor for cleaning up liquid
spills. The Contractor shall discuss
instances of repeated spillage not caused
by it with the Customer of the Premise
where spillage occurs, and Contractor shall
report such instances to City.
Contractor shall cover all open Drop Boxes,
with a City-approved cover, at the pickup
70 location before Transporting materials to 9.2.7.0 45 IN COMPLIANCE
the Approved Disposal Location or
Processing Sites.
All Collection operations shall be conducted
as quietly as possible and shall conform to
applicable Federal, state, county and City
71 noise level regulations. Contractor will 9.2.8 45 IN COMPLIANCE
promptly resolve any Complaints of noise
during the morning or evening hours of the
day to the satisfaction of the City.
Contractor shall own or lease vehicles.
Contractor shall confer with the City before
purchasing any new Collection and Street-
72 Sweeping vehicles during the Term, 9.3.1 46 IN COMPLIANCE
including extensions, as described in
Section 3.4. Contractor shall submit the
specifications for all vehicles to the City for
review and approval before acquisition.
123
•
Page 23
•
TABLE 1
Contract Compliance Assessments of Performance and Operating Requirements
Compliant
Compliance z e9uireme
icle Assessm
Review and Contractor shall register all vehicles with the
California Department of Motor Vehicles.
All such vehicles shall have watertight
Profitability bodies designed to prevent leakage,
spillage, or overflow. All such vehicles shall
Analysis of comply with California Environmental
Protection Agency(EPA)noise emission
Petaluma Refuse 73 and air quality regulations and other
9.3.2 46 IN COMPLIANCE
applicable noise control regulations.
& Recycling Collection vehicles shall comply with the
State of California Air Resources Control
Board regulations requiring the
implementation of"Diesel Particulate Matter
Control Measure for On-Road Heavy-Duty
Residential and Commercial Solid Waste
Collection Vehicle Diesel Engines."
Contractor's name. local telephone number,
and a unique vehicle identification number
for each vehicle shall be prominently
displayed on all vehicles, in letters and
74 numbers that are a minimum of 4 inches 9.3.3 46 IN COMPLIANCE
high. Contractor shall not place the City's
logo on its vehicles. Contractor shall not
use vehicles identified for use in the City in •
any other jurisdiction without prior approval
from the City.
Contractor shall furnish the City a written
inventory of all vehicles used in providing
service, and shall update the inventory
75 report annually. The inventory shall list all 9.3.4 46 IN COMPLIANCE
vehicles by manufacturer, ID number, date
of acquisition, type, capacity, decibel rating,
average weight of load, and average loaded
axle weights.
Collection vehicles shall be thoroughly
washed and thoroughly steam cleaned on a
76 minimum of one time per week, or more 9.3.5.B 47 IN COMPLIANCE
frequently if necessary, to present a clean
appearance of the exterior and interior
compartment of the vehicle.
123
•
Page 24
• TABLE 1
Compliance Assessments of Performance and Operating Requirements Contract
tea ' Compliance
zequ a rticle Page#' Assessment Compliance
Contractor shall inspect each vehicle daily Review and
to ensure that all equipment is operating
properly. Vehicles that are not operating Profitability
properly shall be taken out of service until
they are repaired and operate properly. Analysis of
Contractor shall perform all scheduled
maintenance functions in accordance with
the manufacturer's specifications and Petaluma Refuse
schedule or in accordance with California
77 Highway Patrol standards whichever are 9.3.5.0 47 IN COMPLIANCE & Recycling
more stringent. All vehicles shall be painted
in a uniform manner that does not create a
resemblance between Contractor's vehicles
and City utility vehicles. Contractor shall
keep accurate records of all vehicle
maintenance, recorded according to date
and mileage, and shall make such records
available to the City upon request to the
extent necessary to perform the inspections
described in Sections 9.8 and 10.1.3.
Contractor shall maintain accurate records
of repair, which shall include the
78 date/mileage, nature of repair and the 9.3.5.D 47 IN COMPLIANCE
• signature of a maintenance supervisor that
the repair has been properly performed.
Contractor shall not load vehicles in excess
of the manufacturer's recommendations or
limitations imposed by State or local weight
restrictions for vehicles and roads.
Contractor shall have each Collection
vehicle weighed at the Approved Disposal
Location or Processing Sites to determine IN COMPLIANCE
79 the unloaded weight("tare weight")of the 9 3.6 47 (per sample of 34
vehicle, and the total loaded weight of each weight tags)
load delivered to the Approved Disposal
location or Processing Sites. On a monthly
basis, Contractor shall report all loads in
excess of the manufacturer's
recommendations or limitations imposed by
State or local weight restrictions for vehicles
and roads.
1Z3
•
Page 25
•
TABLE 1
Contract Compliance Assessments of Performance and Operating Requirements
Citation om Ilan
Compliance icle Assessm
Review and Contractor shall provide all Carts, Bins, and
Drop Boxes to all Customers as part of its
services. Contractor-provided Containers
Profitability shall be designed and constructed to be
watertight and prevent the leakage of
Analysis of liquids. All Containers with a capacity of
one cubic yard or more shall meet
Petaluma Refuse applicable federal, state, and local
regulations for Bin safety and be covered
& Recycling with attached lids. All Carts shall be
manufactured by injection or rotational
molding methods and shall meet the Cart
80 design and performance requirements 9.4.A 48 IN COMPLIANCE
provided in Exhibit N. Contractor shall
obtain City's written approval of Cart colors
before acquisition. The useful life of Carts,
Bins, and Drop Boxes provided to
Customers shall be equal to or longer than
the Term of the Agreement. Containers
shall be depreciated over 10 years. All
Containers, except Carts, shall be painted
the Contractor's standard color. All
Containers shall prominently display the
Contractor's name; Carts shall have
Contractor's name molded. hot stamped, or
•
displayed using an adhesive label.
Contractor shall steam clean and repaint all
81 Containers, except Carts,at least every two 9.4.B 48 IN COMPLIANCE
years, or more frequently,to present a
clean appearance.
At no additional cost, Contractor shall
replace Customer Carts that have been
stolen or damaged once per year.
82 Contractor shall allow Customer to 9.4.0 48 IN COMPLIANCE
exchange Containers for a Container of a
different size at no additional cost once per
year.
Provision of Field Supervision. Contractor
shall designate at least one qualified
employee as supervisor of field operations.
83 The field supervisor will devote at least 50% 9.5.0 49 IN COMPLIANCE
of his or her time in the field checking on
Collection and Street Sweeping operations,
including responding to Complaints.
Driver Qualifications. All drivers shall be
trained and qualified in the operation of
Collection or Street Sweeping vehicles, and
must have in effect a valid license, of the
84 appropriate class, issued by the California 9.5.D 49 IN COMPLIANCE
Department of Motor Vehicles. Contractor
shall use the Class II California Department
of Motor Vehicles employer"Pull Notice
Program"to monitor its drivers for safety.
•
Page 26
• TABLE 1
Compliance Assessments of Performance and Operating Requirements Contract
• Citatib_ • ompliance•icle Assessment Compliance
Customer Service Representative Training. Review and
Customer service representatives shall be R
trained on specific City service
requirements, a minimum of once per Profitability
quarter. A City information sheet shall be
85 provided to each Customer service 9.5.E 49 IN COMPLIANCE Analysis of
representative for easy reference of City
requirements and general Customer needs. Petaluma Refuse
The information sheet,training agenda, and
associated documentation shall be & Recycling
forwarded to the City each quarter after the
training.
Employee Conduct and Courtesy.
Contractor shall regularly train its
employees in Customer courtesy, shall
86 prohibit the use of loud or profane 9.5.H 50 IN COMPLIANCE
language, and shall instruct Collection
employees to perform the work as quietly
as possible.
While performing services under this
Agreement, all of the Contractor's
employees performing field service shall be
dressed in clean uniforms and shall wear
0 87 badges that include the employee's name g.5.1 50 IN COMPLIANCE
and/or employee number, and Contractor's
name, as approved by the City. Uniforms
shall include a highly visible piece of
reflective material measuring at least one
square foot.
Inspection Program and Training.
Contractor shall develop a load inspection
program that includes the following
components: (i) Personnel and training; (ii)
Load checking activities; (iii) Management
of wastes; and (iv) Record keeping and
emergency procedures. Contractor's load
88 checking personnel, including its Collection 9.6.A 50 IN COMPLIANCE
and Street Sweeping vehicle drivers, shall
be trained in(i)the effects of Hazardous
Substances on human health and the
environment; (ii) identification of prohibited
materials; and (iii)emergency notification
and response procedures. Collection
vehicle drivers shall inspect Containers
before Collection when practical.
III 5
Page 27
•
TABLE 1
Contract Compliance Assessments of Performance and Operating Requirements
Compliance -
Compliance
Review and Regulations and Record Keeping.
Contractor shall comply with emergency
notification procedures required by
Profitability Applicable Laws and regulatory
requirements. All records required by
Analysis of 89 regulations shall be maintained at the 9.6.D 51 IN COMPLIANCE
Contractor's facility. These records shall
Petaluma Refuse include: waste manifests,waste
& inventories, waste characterization records,
& Recycling inspection records, incident reports, and
training records.
Contractor shall not discriminate in the
provision of service or the employment of
Persons engaged in performance of this
90 Agreement on account of race, color, 9.7 51 IN COMPLIANCE
natural origin, ancestry, religion, gender,
marital status, sexual orientation, age,
physical or mental disability in violation of
any Applicable Law.
ARTICLE 10 -RECORD KEEPING AND REPORTING
Unless otherwise required in this Article,
Contractor shall retain all records and data
required to be maintained by this
91 Agreement for the Term of this Agreement 10.1.2 53 IN COMPLIANCE
plus 5 years after its expiration or earlier
termination. Records and data shall be in
chronological and organized form and
readily and easily interpreted.
Contractor shall maintain adequate record
security to preserve records from events
92 that can be reasonably anticipated such as 10.1.4 53 IN COMPLIANCE
a fire. theft, and an earthquake.
Electronically maintained data and records
shall be protected and backed-up.
Records shall be maintained by Contractor for City relating to:
93 Customer services and Billing including 10.2.2.A 53 IN COMPLIANCE
service exemption information;
Weight and volume of material Collected by
type(e.g., Solid Waste, Recyclable
94 Materials, and Yard Trimmings). Where 10.2.2.B 54 IN COMPLIANCE
possible, information is to be separated by
Service Type:
95 Routes; 10.2.2.0 54 IN COMPLIANCE
96 Facilities, equipment and personnel used; 10.2.2.D 54 IN COMPLIANCE
97 Facilities and equipment operations, 10.2.2.E 54 IN COMPLIANCE
maintenance and repair;
Tonnage of Solid Waste, Recyclable
98 Materials, and Yard Trimmings listed by 10.2.2.E 54 IN COMPLIANCE
Processing Site or Disposal Site where
123 such materials were delivered;
•
Page 28
• TABLE 1
Compliance Assessments of Performance and Operating Requirements Contract
`
Math Compliance
•equireme ` rticle Pag Compliance
Assessment
99 Recyclable Materials and Yard Trimmings 10.2.2.G 54 IN COMPLIANCE Review and
Collection participation and setout rates;
Tonnage of Recyclable Materials and Yard
100 Trimmings Collected and Diverted from 10.2.2.H 54 IN COMPLIANCE Profitability
Disposal by Contractor;
101 Diversion Level: 10.2.2.1 54 IN COMPLIANCE Analysis of
102 Recyclable Materials sales revenue; 10.2.2.J 54 IN COMPLIANCE Petaluma Refuse
End use and markets for recovered
103 materials. 10.2.2.K 54 IN COMPLIANCE
&
Contractor shall maintain records of `-^ Recycling
transfer, Processing, Diversion, and
104 Disposal of all Solid Waste, Recyclable 10.2.3 54 IN COMPLIANCE
Materials, and Yard Trimmings Collected by
Contractor.
Records for other programs shall be tailored
to specific needs. In general, the records
shall include: (A) Plans, tasks, and
milestones; and (B)Accomplishments in
105 10.2.4 54 IN COMPLIANCE
terms such as dates, activities conducted,
quantities of products used, produced or
distributed, and numbers of participants and
responses.
• Records shall be maintained by Contractor
for City related to: (A) Number of calls; (B)
Average hold time for calls; percentage of
calls answered in 30 seconds; percentage
of calls answered in 3 minutes; (C)
106 Categories(missed pickups, Complaints, 10.2.5 54 IN COMPLIANCE
damage, etc.)of calls; (D)Training
materials and records; (E)Complaint log
noting the name and address of
complainant, date and time of Complaint,
nature of Complaint, and nature and date of
resolution; and (F) New Customer log.
Contractor shall maintain, retain and
preserve records which can establish where
107 Solid Waste Collected and Street Sweeping 10.2.6 55 IN COMPLIANCE
materials were Disposed(and therefore
establish where they were not).
Contractor agrees to mail a copy of all
reports and submit all reports on computer
discs, by e-mail or by modem in a format
compatible with City's software and
computers at no additional charge.
108 Contractor will provide a certification 10.3 55 IN COMPLIANCE
statement, under penalty or perjury, by the
responsible Contractor official, that the
report being submitted is true and correct to
the best knowledge of such official after
their reasonable inquiry.
• 123
Page 29
•
TABLE 1
Contract Compliance Assessments of Performance and Operating Requirements
Compliance
remen
Compliance Assessment
Review and Contractor shall submit monthly reports
within 15 calendar days after the end of the
reporting month. Contractor shall submit
Profitability 109 quarterly reports within 45 calendar days 10.3 55 IN COMPLIANCE
after the end of the report quarter.
Analysis of Contractor shall submit annual reports no
later than 45 calendar days after the end of
Petaluma Refuse the each Rate Period.
& Recycling Monthly Reports. Reports shall present the following information:
Solid Waste Services. Total Tonnage
110 Collected, Diverted, and Disposed by 10.4.A 56 IN COMPLIANCE
Service Type.
Recyclable Materials Services. Tonnage
Collected and Recycled by Service Type
and Tonnage of Residue Disposed by PARTIAL
Service Type. If the Processing Site COMPLIANCE
111 handles Recyclable Materials Collected in 10.4.B 56 (description of
the City and from other parties, provide a tracking/allocation
description of how the quantities of not included)
Recyclable Materials are tracked and
allocated to the City.
Yard Trimmings Services. Tonnage
Collected and Composted by Service Type. PARTIAL
If the Processing Site handles Yard COMPLIANCE
112 Trimmings Collected in the City and from 10.4.0 56 (description of
other parties, provide a description of how tracking/allocation
the quantities of Yard Trimmings are not included)
tracked and allocated to the City.
Diversion Level. Tonnage Diverted by
Contractor divided by the Tonnage
113 Collected by Contractor multiplied by 100. 10.4.3 56 IN COMPLIANCE
The report shall state the Tonnage Diverted
and Tonnage Collected as well as the
calculated Diversion Level.
Customer Service: (1) Number of
Customer, Generator, or other Person calls
by category(e.g., missed pickups.
scheduled clean-ups, Billing concerns,
damage claims, etc.); (2) Number of
Complaints, resolved Complaints, and
114 number of Complaints which were 10.4.E 56 IN COMPLIANCE
unresolved for more than five Business
Days. Provide explanations on unresolved
calls; and(3) Number of new Commercial
Recyclable Materials and Yard Trimmings
Customers by Cart, Bin, and Drop Box
services.
Account Information. In table format, the
115 number of Customers and service levels for 10.4.E 56 IN COMPLIANCE
all Service Types and the number of service
location exemptions granted.
1Z3
•
Page 30
TABLE 1
Compliance Assessments of Performance and O•eratin• Re•uirements Contract
Complian'.
Assessmen Compliance
Education Activities: (1) Public education Review and
materials produced and total number of
116 each distributed; (2) Dates, times, and 10.4.G 57 IN COMPLIANCE
group names of meetings attended; and (3) Profitability
Dates, times, and names of school where Analysis presentations were performed. of
Overloaded Vehicles. In table format, list all
loads in excess of manufacturer's Petaluma Refuse
recommendations or limitations imposed by
State or local weight restrictions for vehicles & Recycling
117 and roads. The table shall include vehicle 10,4.H 57 IN COMPLIANCE
number, date of occurrence, vehicle tare
weight, load weight.total loaded vehicle
weight, and the manufacturer's and
regulatory weight restriction.
Customer Notices for High Contamination.
List of customers that received warning
118 notices from Contractor for contamination 10.4.4 57 IN COMPLIANCE
levels in excess of standards specified in
Section 9.2.4.
Quarterly Reports
Reports shall present the following
S information by each month's data in the PARTIAL
reported quarter and include a quarterly
119 average. In addition, each quarterly report 10.5 57 COMPLIANCE
shall show the past four quarters average (past four quarters
for data comparison(the first three quarters average not
of the Agreement shall only include the included)
available quarterly information.)
Solid Waste Services: (1)Quarterly
summary of monthly report required in
Section 10.4.A.; (2)Accounts collected by PARTIAL
Service Type. Include number of accounts, COMPLIANCE
120 as well as number of total yards for Bin 10.5.A 57
service; and number of pulls, deliveries, and (insufficient account
pickups for Drop Box and Compactor information)
Service; and(3)Solid Waste Tonnage
Disposed listed separately by Disposal Site.
Recyclable Materials Services: (1)Quarterly
summary of monthly report required in
Section 10.4.B.; (2)Accounts collected by
Service Type. Include number of accounts,
as well as number of total yards for Bin
service; and number of pulls,deliveries, and PARTIAL
pickups for Drop Box and Compactor COMPLIANCE
121 Service; (3)Participation percentage by 10.5.B 57
Service Type(number of accounts actually (insufficient account
serviced!number of accounts scheduled information)
for service); (4)Tonnage by Recyclable
Materials commodities and Service Type;
and (5) Identification of severe market
depressions for Recyclable Materials and
contingency plans for such events.
•
Page 31
•
TABLE 1
Contract Compliance Assessments of Performance and Operating Requirements
equirement Complian
Compliance Assessment
Review and Yard Trimmings Service: (1)Quarterly
summary of monthly report required in
Section 10.4.C.; (2)Accounts collected by
Profitability Service Type. Include number of accounts, PARTIAL
as well as number of total yards for Bin
Analysis of 122 service; and number of pulls, deliveries, and 10.5.0 57
COMPLIANCE
pickups for Drop Box and Compactor (insufficient account
Petaluma Refuse Service; and (3) Participation percentage by information)
Service Type(number of accounts actually
& Recycling serviced/number of accounts scheduled
for service).
PARTIAL
Diversion Level: (1)Quarterly summary of COMPLIANCE
123 monthly report required in Section 10.4.D., 10.5.D 58 (variance from
and (2)Variance from Diversion Goal. Diversion Goal not
included)
Customer Service: (1)Quarterly summary
of monthly report required in Section
10.4.E., (2)Customer Service overview
sheet, training agenda, and other training PARTIAL
supplements provided at the quarterly COMPLIANCE
124 Customer service meeting; and(3)Call 10.5.E 58 (training agenda and
center reports documenting the number of training supplements •
calls received per month (or quarter), the not included)
percentage of calls answered within 30
seconds, and the percentage of calls
answered within 3 minutes.
Drop-Off Event: (1) Disposal Tonnage; (2) N/A
125 Diversion Tonnage by commodity; (3) 10.5.F 58 (drop-off event
Number of participants; and(4) Names of removed under 2nd
Re-use Vendors that participated. amendment)
Holiday Tree Services. In the first quarterly
126 report of the calendar year, Tonnage of 10.5.G 58 IN COMPLIANCE
Holiday trees collected at the Drop-Box
sites.
127 Abandoned Waste Collection. Quarterly 10.5.H 58 IN COMPLIANCE
report in accordance with Section 5.9.
128 Education Activities. Quarterly summary of 10.5.1 58 IN COMPLIANCE
monthly report required in Section 10.4.G.
Pilot and New Programs. For each pilot
and/or new program,Activity related and
narrative reports on goals and milestones
129 and accomplishments;description of 10.5.J 58 IN COMPLIANCE
problems encountered, actions taken, and
any recommendations to facilitate progress;
and description of vehicles, personnel, and
equipment utilized for each program.
125
•
Page 32
•
TABLE 1
Compliance Assessments of Performance and Operating Requirements Contract
tro ompliance Compliance
F2equiremen
isle ssessment
Summary Assessment: (1)Summary
assessment of the overall Solid Waste, Review and
Recyclable Materials, and Yard Trimmings Profitability
program from Contractor's perspective
relative to financial and physical status of
program; (2) Description of the physical Analysis of
status is to relate to how well the program is
130 operating for efficiency, economy, and 10.5.K 58 IN COMPLIANCE
effectiveness relative to meeting all the Petaluma Refuse
goals and objectives of this Agreement & Recycling
including particularly the Diversion Goal; (3)
Recommendations and plans to improve:
and(4) Highlights of significant
accomplishments and problems.
Other Reports. Provide a summary,
including number of events or incidents and
Tonnage Collected (if applicable)of the
131 following' (1)Special events(Section 5.8); 10.5.L 59 IN COMPLIANCE
(2)Warnings to Customers(Section 9.2.4);
and (3) Hazardous Waste incidents
(Section 9.6.B).
Annual Reports
• The annual report shall be in the form of the
quarterly reports and shall provide the same
type of information as required pursuant to PARTIAL
Section 10.5 of this Agreement, COMPLIANCE
132 summarized for the preceding four quarters. 10.6.1 59 (audited financial
In addition, Contractor's and Related-Party statements and
Entities'annual audited financial statements equipment inventory
shall be included. The annual report shall not included)
also include a complete inventory of
equipment used to provide all service. _
Provide a list of Contractor's officers and NOT IN
133 members of its board of directors with the 10.6.2 59 COMPLIANCE
annual report. (list not included)
123
I
Page 33
•
•
TABLE I
Contract Compliance Assessments of Performance and Operating Re•uirements
Compliance °ms
■ Assessment
—
Review and Within 120 calendar days after the close of
Contractor's fiscal year, Contractor shall
deliver to the City four copies of the audited
Profitability consolidated financial statements and profit
and loss statements of Contractor for the
Analysis of preceding fiscal year. Financial statements
shall show Contractor's results of
Petaluma Refuse operations, including the specific revenues
and expenses in connection with the
& Recycling operations provided for in this Agreement.
The financial statements and footnotes shall
be prepared in accordance with Generally
Accepted Accounting Principles(GAAP)
consistently applied and fairly reflecting the
results of operation and Contractor's
financial condition. Annual financial
statements shall be audited, in accordance
with Generally Accepted Auditing Standards
(GAAS)by a Certified Public Accountant
(CPA) licensed On good standing)to
practice public accounting in the State of
California as determined by the State of
California Department of Consumer Affairs
Board of Accountancy, and that the CPA
134 10.6.3 59 IN COMPLIANCE S opinion on Contractor's annual financial
statements shall be unqualified, and that
the supplemental schedule be prepared on
a compiled basis.
The financial statements required by this
Agreement shall include a supplemental
combining schedule showing Contractor's
results of operations for the services
provided under the terms of the Agreement
separately from others included in the
financial statements. Such schedule shall
be prepared in an income and expense
format documenting the allocation of
expenses and attribution of revenues for the
services provided under the terms of the
Agreement separately from Contractor's
other operations. The format of the
supplemental schedule shall be reviewed
and approved by the City. The
supplemental schedule may be reviewed by
an independent CPA firm that is different
from the firm that prepared the Contractor's
overall audited financial statements.
12.5
•
Page 34
•
TABLE 1
Compliance Assessments of Performance and Operating Requirements Contract
CFt�ti. omplianc
equirement
Article :r; Assessmen' Compliance
Pag
Operational Information. In addition to requirements stated elsewhere in this Agreement. Review and
the annual report shall include the following information:
Routes by Service Type: (1) Number of
routes per day: (2)Types of vehicles; (3) NOT IN Profitability
Crew size per route; (4) Number of full time COMPLIANCE
135 equivalent(FTE) routes; (5) Number of 10.6.5.A 60 Analysis of
accounts per route; (6)Total hours per (information not
Service Type per day and per year;and(7) included) Petaluma Refuse
Average cost per route.
Personnel: (1) Organizational chart; (2)Job & Recycling
classifications and number of employees
(e.g. administrative, Customer service
representatives. drivers, supervisors, NOT IN
136 educational staff); (3)Annual wages by job 10.6.5.B 60 COMPLIANCE
classification including benefits; (4) Number (information not
of full time equivalent(FTE)positions for included)
each job classification; and(5) Number of
hours per job classification per day and per
year.
Productivity Statistics: (1) Number of NOT IN
137 accounts per Service Type; (2) Number of 10.6.5.0 61 COMPLIANCE
setouts per Service Type; and (3)Tons per (information not
route per day. included)
•
NOT IN
138 Maintenance: Average cost per vehicle 10.6.5.D 61 COMPLIANCE
type. (information not
included)
Operational Changes: (1) Number of routes; NOT IN
139 (2) Staffing; (3) Supervision: and (4) 10.6.5.E 61 COMPLIANCE
Collection services. (information not
included)
NOT IN
Equipment: An inventory of equipment in COMPLIANCE
140 6E 61
accordance with Section 9.3.4. 10. .5. (information not
included)
NOT IN
Billing: Billing review report in accordance COMPLIANCE
141 G 61
with Section 7.2.D. 10.6.5. (information not
included)
For the annual report information submitted
in Rate Periods Two. Five, and Eight,
Contractor shall provide the following IN COMPLIANCE
annual historical data for the most recently
completed twelve months for each Service (Rate Period Five in
Type: (A)Customer levels and subscription compliance; Rate
142 10.6.6 61 Period Two predates
levels; (B)Solid Waste, Recyclable
PR&R operations;
Materials, and Yard Trimmings Tonnage Rate Period Eight
Collected; (C) Diversion Tonnage; (D) has not yet occurred)
Customer Rate Revenues; and(E)
Revenues from the sale of Recyclable
Materials.
•
Page 35
_•
TABLE 1
Contract Compliance Assessments of Performance and Operating Requirements
Compliance
Assessment
Compliance
Assesssmenmen
t
Review and For the annual report information submitted
in Rate Periods Two, Five, and Eight,
Contractor shall provide the following IN COMPLIANCE
Profitability variance analysis for each Service Type. (Rate Period Five in
For any variances greater than 5% compliance; Rate
Analysis of 143 annually, Contractor shall provide sufficient 10.6.7 61 Period Two predates
rationale to support variance. (A)Variance PR&R operations;
Petaluma Refuse analysis comparing current year to each of Rate Period Eight
the prior years of Agreement, and(B) has not yet occurred)
& Recycling Variance analysis comparing current year to
each of the future projected years.
For the annual report information submitted
in Rate Periods Two, Five, and Eight,
Contractor shall: (A) Provide a concise
general explanation of the various allocation
methodologies used, if any, for each Rate IN COMPLIANCE
application line item; (B) Provide specific (Rate Period Five in
examples of each type of allocation, if any, compliance; Rate
144 used showing how an entry is reported in 10.6.8 62 Period Two predates
the general ledger(GL)and ties to the rate PR&R operations;
application; and(C)Provide a statement Rate Period Eight
indicating whether there have been any has not yet occurred)
changes in allocation methods used since
the last rate application. If any allocation •
methods have changed, clearly identify
those changes. _
For annual report information submitted in
Rate Periods Two, Five, and Eight, IN COMPLIANCE
Contractor shall: (A) Provide support for the (Rate Period Five in
basis for projected revenues and line items compliance; Rate
145 expenses, clearly indicate the supporting 10.6.9 62 Period Two predates
calculations and assumptions; and (B) PR&R operations;
Provide support for the basis for projected Rate Period Eight
Tonnage; clearly indicate the supporting has not yet occurred)
calculations and assumptions.
Event-Specific Reporting
Special Event Collection. As required by
Section 5.8,the Contractor shall submit to
the City a written report identifying the
146 Tonnage of Solid Waste and Recyclable 10.7.A 62 IN COMPLIANCE
Materials Collected and any suggestions
Contractor proposes for the next event.
The report shall be submitted no later than
10 Business Days following each event.
123
Page 36
• L
TABLE 1
Compliance Assessments of Performance and Operating Requirements Contract
fin... Compliance•
Compliance
rticle Assessment
Report of Unauthorized Dumping. As Review and R
required by Section 5.9, Contractor shall R
report: (i)the addresses of any Premises at
which the driver observes that Solid Waste, Profitability
Recyclable Materials, and/or Yard
147 Trimmings is accumulating; and(ii)the 10.7.B 62 IN COMPLIANCE Analysis of
address, or other location description, at
which Solid Waste, Recyclable Materials, Petaluma Refuse
and/or Yard Trimmings has been dumped in
an apparently unauthorized manner. The
report shall be delivered to the City within & Recycling
five Business Days of such observation.
Hazardous Waste. Upon City request, the
Contractor shall notify the City of any
148 Hazardous Waste identified in Containers 10.7.0 62 IN COMPLIANCE
or left at any Premises within 24 hours of
such request.
Warning Notices for High Level of
Contaminates. As required by Section
9.2.4. Contractor shall report to the City any
warning notices issued to Customers for
149 high levels of contaminates found in the 10.7.D 62 IN COMPLIANCE
Recyclable Materials or Yard Trimming
• Containers. The report shall be delivered to
the City within 24 hours of issuance of the
warning notice.
ARTICLE 11 -FRANCHISE FEES AND OTHER FEES
In consideration of the exclusive rights
provided Contractor herein, Contractor shall
pay Franchise Fees to the City each month See"Payment
150 equal to 10.00%of Rate Revenues remitted 11.1 63
Review"
by Customers for Collection services
provided in City. (Note. Changed from
13.22%to 10.00%by 2nd Amendment)
Contractor shall pay a Vehicle Impact Fee
to the City each month equal to 8.12% of
Rate Revenues remitted by Customers for See"Payment
151 Collection services provided in City. (Note: 11.2 63 Review'
Changed from $0.00 per month to 8.12%of
Rate Revenues per month by 2nd
Amendment)
i
123
Page 37
•
TABLE 9
Contract Compliance Assessments of Performance and Operating Requirements
•Requirement Complian
Compliance .ssessmen'
•
Review and In Rate Period One, Contractor shall pay to
the City$12,500 per month to provide the
City with funds that will be used for the
Profitability purpose of covering costs associated with a
Household Hazardous Waste(HHW)
Analysis of program and other AB 939 related services
152 (which the City may secure through the 11.3 63 See"Payment
Petaluma Refuse Sonoma County Waste Management RevieW'
Agency). In Rate Period Two,the monthly
& Recycling payment shall be increased to$12,813. In
the following Rate Periods, the City shall
determine the monthly amount to be paid by
Contractor at the time Contractor's
Compensation is adjusted.
On or before the 20th day of each month
during the Term of this Agreement,
Contractor shall remit to City Franchise
Fees, the Vehicle Impact Fee, HHW and AB
939 Program Fee, and other fees as
described in this Article. If such remittance
is not paid to the City on or before the 20th
day of any month, Contractor shall pay, in See"Payment
153 addition to the amount owed to City, 11.6 63
Review"
Liquidated Damages stated in item number •
48 of Exhibit D. Each monthly remittance to
City shall be accompanied by a statement
itemizing each fee paid; detailing calculation
of all fees; and stating Rate Revenues, by
Service Type, for the monthly period
collected from all operations conducted or
permitted by this Agreement.
Within 14 calendar days of the Effective
Date of this Agreement, Contractor shall
pay the City$400,000 for the City's
procurement-related expenses(including, N/A
but not limited to consulting and legal fees).
(start-up requirement
154 The cost for the one-time payment by 11.7 64 for GreenWaste
Contractor may be recovered by Contractor Recovery, does not
over the 10-year Term in the amount of
$46,050 per year,which shall be an apply to PR&R)
allowable expense in the determination of
Contractor's Compensation as described in
Article 12.
ARTICLE 12-CONTRACTOR'S COMPENSATION
One hundred eighty days before the first N/A
day of the Rate Period Three, Contractor (Rate Three
Period
155 shall submit an application requesting the 12.3.1 66 predates Period PR&R hr
amount of Contractor's Compensation for operations)
Rate Period Three.
123
•
Page 38
•
TABLE 1
Compliance Assessments of Performance and Operating Requirements Contract
CItatio� Compliance
equireme Compliance
cle ssessment
Ninety calendar days before the first day of
Rate Period Four, Contractor shall submit N/A Review and
an application requesting the amount of (the beginning of
156 Contractor's Compensation for Rate Period 12.4.1 71 Rate Period Four Profitability
Four. The application shall be based on predates PR&R
Contractor's Compensation for Rate Period operations) Analysis of
Three.
Ninety calendar days before the first day of Petaluma Refuse
Rate Period Five, Contractor shall submit
157 an application requesting the amount of 12.4.2 73 IN COMPLIANCE & Recycling
Contractor's Compensation for Rate Period
Five.
DEFERRED
One hundred eighty days before the first (rate setting
day of the Rate Period Six, Contractor shall procedures post
158 submit an application requesting the 12.4.3 73 Rate Period 5 have
amount of Contractor's Compensation for been deferred
Rate Period Six. pending negotiation
of new franchise
agreement)
DEFERRED
Ninety calendar days before the first day of (rate setting
1111 Rate Period Seven, Contractor shall submit procedures post
159 an application requesting the amount of
Contractor's Compensation for Rate Period 12.4.4 73 Rate Period 5 have been deferred
Seven. pending negotiation
of new franchise
agreement)
Ninety calendar days before the first day of N/A
Rate Period Eight, Contractor shall submit (Rate Period Eight
160 an application requesting the amount of 12.4.5 74 refers to upcoming
Contractor's Compensation for Rate Period FY 2013/14)
Eight.
One hundred eighty days before the first N/A
day of the Rate Period Nine, Contractor (Rate Period Nine
161 shall submit an application requesting the 12.4.6 74 refers to upcoming
amount of Contractor's Compensation for
Rate Period Nine. FY 2014115)
Ninety calendar days before the first day of NIA
Rate Period Ten, Contractor shall submit an (Rate Period Ten
162 application requesting the amount of 12.4.7 74 refers to upcoming
Contractor's Compensation for Rate Period FY 2015/16)
Ten.
S IZ3
Page 39
•
TABLE 1
Contract Compliance Assessments of Performance and Operating Resuirements
Complian
Compliance .assessment
Review and ARTICLE 13-RATES AND RATE REVENUE RECONCILIATION
By April 10, of each year of the Agreement,
Profitability Contractor shall submit to the City its
audited financial statement for Contractor's
Analysis of most recently completed fiscal year,which
shall describe the actual Rate Revenues
collected for services billed and performed N/A
Petaluma Refuse 163 in the City, and Contractor shall describe 13.2.B 76 (deleted under 2nd
any difference in the audited actual Rate amendment)
& Recycling Revenues and the Rate Revenues
anticipated to be due for the prior Rate
Period, as determined by these procedures.
The difference shall be reconciled as
described in Section 13.2.A above.
ARTICLE 14-INDEMNITY, INSURANCE,AND PERFORMANCE BOND
Minimum Limits of Insurance. Contractor shall maintain limits no less than:
Comprehensive General Liability:
164 $10,000,000 combined single limit per 14.2.2 78 IN COMPLIANCE
occurrence for bodily injury, personal injury,
and property damage.
Automobile Liability: $10,000.000 combined 41)
165 single limit per accident for bodily injury and 14.2.2 78 IN COMPLIANCE
property damage.
Workers'Compensation and Employers
Liability: Workers'compensation limits as
166 required by the Labor Code of the State of 14.2.2 78 IN COMPLIANCE
California and Employers Liability limits of
$1,000,000 per accident.
Employee Blanket Fidelity Bond in the
amount of$500,000 per employee,
167 covering dishonesty, forgery, alteration, 14.2.2 78 IN COMPLIANCE
theft. disappearance,destruction (inside or
outside).
Pollution Legal Liability: $10,000,000 for
168 bodily injury, property damage, and 14.2.2 78 IN COMPLIANCE
remediation of contaminated site.
123
•
Page 40
•
TABLE 1
Compliance Assessments of Performance and Operating Requirements Contract
"Citatio Compliance
Requireme'
lik-ticle Pagq Assessment Compliance
Other Insurance Provisions. The policies are to contain, or be endorsed to contain, the Review and
following provisions:
General Liability and Automobile Liability
Coverages. (1)The City, its officials, Profitability
employees and volunteers are to be /�
covered as additional insureds as respects: Analysis of
liability arising out of activities performed by
or on behalf of the Contractor; products and Petaluma Refuse
completed operations of the Contractor;
premises owned, leased or used by the & Recycling
Contractor; or automobiles owned, leased,
hired or borrowed by the Contractor. The
coverage shall contain no special limitations
on the scope of protection afforded to the
City, its officials, employees, or volunteers.
The automobile liability is endorsed to
contain MCA-90 coverage; (2)The
169 Contractor's insurance coverage shall be 14.2.4.A 79 IN COMPLIANCE
primary insurance as respects the City, its
officials, employees, and volunteers. Any
insurance or self-insurance maintained by
the City, its officials, employees, or
volunteers shall be excess of the
• Contractor's insurance and shall not
contribute with it; (3)Any failure to comply
with reporting provisions of the policies shall
not affect coverage provided to the City, its
officials, employees, or volunteers; and(4)
Coverage shall state that the Contractor's
insurance shall apply separately to each
insured against whom claim is made or suit
is brought, except with respect to the limits
of the insurer's liability.
Workers'Compensation and Employers
Liability Coverage. The insurer shall agree
to waive all rights of subrogation against the
170 City, its officers, employees, and volunteers 14.2.4.8 79 IN COMPLIANCE
for losses arising from work performed by
the Contractor for the City.
All Coverages. Each insurance policy
required by this clause shall be endorsed to
state that coverage shall not be suspended,
171 voided, canceled by either party, reduced in 14.2.4.0 79 IN COMPLIANCE
coverage or in limits except after 30
calendar days' prior written notice by
certified mail, return receipt requested, has
been given to the City.
123
•
Page 41
— •
TABLE I
Contract Compliance Assessments of Performance and Operating Requirements
Compliance Ass ss`m
Review and The insurance policies required by this
Section shall be issued by an insurance
company or companies authorized to do
Profitability business in the State of California and with
a rating in the most recent edition of Bests
Analysis of Insurance Reports of size category VII or
172 larger and a rating classification of A or 14.2.5 79 IN COMPLIANCE
Petaluma Refuse better. If the rating classification is an A-,
Contractor must demonstrate to the City
& Recycling that the insurance company is licensed to
do business in California and has an active
status with the State of California
Department of Insurance.
Simultaneously with the execution of this
Agreement, Contractor shall furnish the City
certificates of each policy of insurance
required hereunder, in form and substance
173 satisfactory to City. Such certificates shall 14.2.8 81 IN COMPLIANCE
show the type and amount of coverage,
effective dates and dates of expiration of
policies and shall have all required
endorsements.
The Comprehensive General and
Automobile Liability insurance required by •
Sections 14.2.2 and 14.2.4.A shall be
written on an "occurrence" rather than a
"claims made"basis, if such coverage is
174 obtainable. If it is not obtainable, 14.2.9 81 IN COMPLIANCE
Contractor must arrange fora 36 month"tail
coverage"to protect the City from claims
filed after the expiration or termination of
this Agreement relating to incidents, which
occurred prior to such expiration or
termination. _
On or before the Effective Date of this
Agreement, Contractor shall file with the
City a bond, payable to the City, securing
the Contractor's faithful performance of its
obligations under this Agreement and such
bond shall be renewed annually if
necessary so that the performance bond is
175 maintained at all times during the Term. 14.3 81 IN COMPLIANCE
The principal sum of the bond shall be
$3,500,000. The bond shall be executed by
a corporation authorized to issue surety
bonds in the State of California,with a
financial condition and record of service
satisfactory to the City. The performance
bond is included in Exhibit K.
123
•
Page 42
• 1
TABLE 1
Compliance Assessments of Performance and Operating Requirements Contract
ompliance
ssessment Compliance
ARTICLE 15 -DEFAULT AND REMEDIES Review and
Contractor shall accomplish the 50%
Diversion Goal by the end of the first Rate See"Tonnage Profitability
176 Period. The Contractor's Diversion Level 15.8 87 Review'
shall be calculated in accordance with Analysis 10.4.D. Analysis of
ARTICLE 16 -OTHER AGREEMENTS OF THE PARTIES Petaluma Refuse
The Contractor shall, by the Effective Date,
designate in writing a responsible officer & Recycling
who shall serve as the representative of the
177 Contractor in all matters related to the 16.10 91 IN COMPLIANCE
Agreement and shall inform the City in
writing of such designation and of any
limitations upon his or her authority to bind
the Contractor.
ARTICLE 17-MISCELLANEOUS AGREEMENTS
EXHIBIT A-SECRETARY'S CERTIFICATE
EXHIBIT B-CITY SERVICE LOCATIONS
EXHIBIT C -CLARIFICATION OF CONTRACTOR'S COMPENSATION
EXHIBIT D-SCHEDULE FOR LIQUIDATED DAMAGES
EXHIBIT E-PUBLIC EDUCATION AND COMMUNITY OUTREACH PROGRAMS
Residential Education Program-Initial Start-Up Public Education Activities:
Newspaper Advertisements shall be
developed and printed in the Press
Democrat and the Argus Courier describing N/A
the new Recycling program and detailing (start-up requirement
178 the new Residential Rate structure. A mail Ex. E 1 for GreenWaste
in form will also be included in the Recovery, does not
advertisement. This form will allow apply to PR&R)
Residents to choose their Solid Waste and
Recyclable Materials Cart sizes.
An initial mailing to Residents shall be
developed and mailed to all Residents
explaining the transitions from the existing
Collection program to the new program. A
N/A
return mail-in form will also be included in
the mailer, which would allow Residents to (start-up requirement
179 Ex. E 1 for GreenWaste
choose their Solid Waste and Recyclable
Materials Cart sizes. Residents can also Recovery, does not
call Contractor directly and talk to a apply to PR&R)
Customer Service Representative about the
program or their selection of their Cart
sizes,
12.3
Page 43
•
410
Contract Compliance Assessments of PerformanTABLE 1 ce and Operating Requirements
eft:, ompliance.,,
Compliance Ssessme
Review and N/A
Door hanger/flyer/mailer informing (start up requirement
180 Residents of their specific Collection day. Ex. E 1 for GreenWaste
Profitability Recovery, does not
Analysis of apply to PR&R)
A"How to Recycle Brochure/Calendar"
explaining the overall Recyclable Materials N/A
Petaluma Refuse and Organic Materials program and the
(start-up requirement
181 materials to be Collected will be delivered to Ex. E 1 for GreenWaste
all Residents when the Carts are delivered.
Recycling Separate brochures shall be prepared for Recovery, does not
Single-Family/Multi-Plex, and Multi-Family apply to PR&R)
residents.
Contractor shall conduct at least four N/A
community workshops where our Outreach (start-up requirement
182 Coordinator will explain Collection and Ex. E 1 for GreenWaste
Street Sweeping programs and answers Recovery, does not
questions. apply to PR&R)
Included with the"How to Recycle N/A
Brochure"will be a separate Street (start-up requirement
183 Sweeping schedule. These items shall be Ex. E 1 for GreenWaste
delivered with the new Recyclable Materials Recovery, does not
Carts. apply to PR&R)
Contractor's quarterly newsletter"Trash N/A
Talk"shall be sent to all Residential and (start-up requirement
184 Commercial accounts in Petaluma. The Ex. E 1 for GreenWaste
newsletter shall be reviewed and approved Recovery, does not
by City staff prior to distribution. apply to PR&R)
Residential Education Program-Public Education Activities to Be Performed throughout
the Term of the Agreement.
As necessary Contractor's Outreach
Coordinator will prepare and distribute a
brochure describing how to prepare Organic
Materials for Collection. This brochure shall
instruct Customers as to any necessary
185 preparation of Organic Materials, such as Ex E 1 IN COMPLIANCE
the cutting of items, placement of materials
outside a Cart(provided such material is
bundled in lengths less than five feet and
bundles that weigh less than 30 pounds),
and the appropriate use and placement of
Organic Materials Carts.
As necessary Contractor's Outreach
Coordinator will prepare and distribute a
brochure describing how to prepare
Recyclable Materials for Collection.
186 Contractor shall inform Residents as to the Ex. E 1 IN COMPLIANCE
acceptable materials that can be included in
the Recyclable Materials Carts and any
common contaminants to be excluded from
Collection.
Page 44
• TABLE 1
Compliance Assessments of Performance and Operating Requirements Contract
- Citatio Compliance Requireme Article A s sessment
Compliance
Prior to the holiday season, the Outreach Review and
Coordinator shall prepare a bill insert
187 describing the dates, time, and places of all Ex. E 2 IN COMPLIANCE
holiday tree collection drop boxes. The Profitability
same information shall also be advertised in Analysis
the Press Democrat and the Argus Courier of
Contractor's Outreach Coordinator shall
prepare and distribute a flyer describing the Petaluma Refuse
residential drop-off event. Public education N/A
188 materials for the drop-off event shall include Ex. E 2 (drop-off event & Recycling
preparation, printing, and mailing of a flyer changed under 2nd
announcing and describing the services and amendment)
advertising in the Press Democrat and the
Argus Courier.
Contractor's Outreach Coordinator shall
visit homeowner associations or other
189 groups to promote and explain the program Ex. E 2 IN COMPLIANCE
throughout the term of the agreement, as
requested by the associations or scheduled
by the City.
A corrective actions notice shall be
190 prepared and used in instances where Ex. E 2 IN COMPLIANCE
waste generators set out inappropriate
materials prior to start-up.
School education programs to teach
students about source reduction, reuse, and
191 recyclable materials shall be prepared and Ex. E 2 IN COMPLIANCE
made available to schools by Contractor's
Outreach Coordinator.
-
Non-program related information on source
reduction; reuse and recyclable materials
(e.g.junk mail reduction, household
192 hazardous waste events, grass cycling Ex. E 2 IN COMPLIANCE
composting, etc.)shall be made available
by the Outreach Coordinator. This
information will also be included in Trash
Talk.
Contractor's Outreach Coordinator will
193 annually prepare a mailing to Residents Ex. E 2 IN COMPLIANCE
describing the Street Sweeping schedule
and map.
Contractor's quarterly newsletter''Trash
Talk"shall be sent to all Residential and
194 Commercial accounts in Petaluma. The Ex. E 2 IN COMPLIANCE
newsletter shall be reviewed and approved
by City staff prior to distribution.
Commercial Education Program-Initial Start-Up Public Education Activities:
A Commercial/Multi Family, "How to N/A
Recycle" brochure and poster will be (start-up requirement
195 developed and mailed or hand delivered Ex. E 2 for GreenWaste
prior to start-up to all businesses and Multi Recovery, does not
Family Premises. apply to PR&R �2
•
Page 45
•
TABLE I
Contract Compliance Assessments of Performance and Operating Requirements
Coan«
ssessssmen
Compliance f
•
Review and Contractor shall have a full time Outreach N/A
Coordinator to interact with the Commercial
and Multi-Family residents. This staff (start-up requirement
Profitability 196 member shall be hired well in advance of Ex. E 2 for GreenWaste
start-up and provide meetings and outreach Recovery, does not
Analysis of apply to PR&R)
as specified below:
Promote and conduct a total of eight
Petaluma Refuse training meetings, two for each general
business type(i.e., restaurants,
N/A
office/commercial buildings, strip malls, and
& Recycling large commercial businesses)to educate (start-up requirement
197 Commercial Customers on the Recyclable Ex. E 2 for GreenWaste
Materials and Organic Materials Collection Recovery, does not
programs, answer questions, and provide apply to PR&R)
information to businesses to increase
diversion.
The Outreach Coordinator will also be in
attendance at least six business association
and organizations(e.g., Chamber of N/A
Commerce, churches, and other (start-up requirement
198 organizations)to educate commercial Ex. E 3 for GreenWaste
customers on the Recyclable Materials and Recovery, does not
Organic Materials Collection programs, apply to PR&R)
answer questions, and provide information
to increase diversion. •
Commercial Education Program-Public Education Activities to Be Performed throughout
the Term of the Agreement'
The Outreach Coordinator will also prepare
and distribute a recyclable materials
resource guide to provide vendors' names,
199 numbers and contacts for purchasing Ex. E 3 IN COMPLIANCE
recycled products, re-use donation
locations, and other recyclable materials
companies, to be updated annually.
Contractor's quarterly newsletter"Trash
Talk" shall be sent to all Residential and IN COMPLIANCE
200 Commercial accounts in Petaluma. The Ex. E 3 (twice yearly
newsletter shall be reviewed and approved newsletter instead)
by City staff prior to distribution.
A corrective actions notice shall be
201 prepared and used in instances where Ex. E 3 IN COMPLIANCE
waste generators set out inappropriate
materials prior to start-up.
All Customers-Contractor through its
"Trash Talk" or other public education
202 materials shall educate Generators Ex. E 3 IN COMPLIANCE
regarding proper methods of handling and
disposing of Hazardous Waste.
EXHIBIT F -CUSTOMER RATES FOR COLLECTION SERVICES
EXHIBIT G-IMPLEMENTATION PLAN
EXHIBIT H -INTENTIONALLY DELETED
Page 46
TABLE 1
Compliance Assessments of Performance and Operating Requirements Contract
C =t On '.Compliance
r 7 + ment
article Page f Assessment Compliance
EXHIBIT I-CONTRACTOR'S COMPENSATION FOR RATE PERIODS ONE AND TWO Review and
EXHIBIT J -STREET SWEEPING AND WASHING STANDARDS Profitability
Daily Work Logs.At the end of the day or
shift, the operator will fill out a daily work Analysis of
log, which will be included in the monthly PARTIAL
203 report to the City. The log will include but is Ex. J 2 COMPLIANCE Petaluma Refuse
not limited to the following items:Activity (not included in
Description: Date Started and Completed monthly reports) & Recycling
with times in A.M. or P.M.; Job Description:
Miles Swept; and Signature.
EXHIBIT K-PERFORMANCE BOND
EXHIBIT L-CITY-APPROVED SUBCONTRACTORS
EXHIBIT M-NOTARY'S CERTIFICATION
EXHIBIT N -CART SPECIFICATIONS
AMENDMENT 1
By October 10, of each year of the
Agreement, Contractor shall submit to the
City its audited financial statement for
Contractor's most recently completed fiscal
year, which shall describe the actual Rate
Revenues collected for services billed and N/A
204 performed in the City, and Contractor shall 13.2.8 5 (deleted under 2nd
describe any difference in the audited
actual Rate Revenues and the Rate amendment)
Revenues anticipated to be due for the prior
Rate Period, as determined by these
procedures. The difference shall be
reconciled as described in Section 13.2.A
above.
AMENDMENT 2
The City elects to have Contractor provide
each residential customer two pre-
scheduled clean-ups during a period
mutually established by Contractor and the
City. Each residential customer shall be
205 limited to four(4)cubic yards of materials 5.4 - IN COMPLIANCE
per event. The Contractor shall pick up solid
waste placed at curbside and transport
such items to the Approved Disposal
Location at no additional charge to
customers.
Vehicles identified for use in the City shall NOT IN
display on both sides in letters that are a COMPLIANCE
206 minimum of 4 inches high the following: 9.3.3 -
"This vehicle is for use solely under the City (identification not
of Petaluma Waste Franchise." displayed)
1111
Page 47
TABLE 1
Contract Compliance Assessments of Performance and Operating Requirements
Compliance As essment-
Review and Containers identified for use in the City shall NOT IN
display on two sides in letters that are a COMPLIANCE
207 minimum of 4 inches high the following: 9.4 (identification not
Profitability "This container is for use solely under the ( displayed)
City of Petaluma Waste Franchise."
Analysis of The Contractor will cooperate with and
compensate the City up to a total of
Petaluma Refuse $15,000 for up to two reviews of the
Contractor's compliance with the
& Recycling procedures contained in the Contractor's
transition and ongoing records
management plan for management of
208 records and reporting in accordance with 10.1.1 - IN COMPLIANCE
this Agreement. Contractor's costs of
reviewing and monitoring the Contractor's
transition and ongoing records
management plan and monitoring ongoing
compliance with such plan shall be borne
by the Contractor and not be passed
through to the ratepayers.
Contractor shall collect, manage and report
all information required under this
Agreement concerning the Franchise
separately and distinctly from all other 4111
209 operations of the Contractor in accordance 10.1.1 - IN COMPLIANCE
with all applicable Agreement requirements,
and keep such information available for
inspection as described in Section 10.1.3
below.
Contractor shall offer employment to the
workers employed in positions listed in
Exhibit C of the Agreement by GreenWaste
under the same terms and conditions as in
effect between such workers and
210 GreenWaste on date immediately prior to 16.12 - IN COMPLIANCE
the Effective Date of this Amendment,
unless such workers have already been
terminated for cause prior to the date
immediately prior to the Effective Date of
this Amendment.
Recommendations
R3's recommendations for handling each item of non-compliance
and partial compliance identified during the Performance and
Operating Review are as follows:
IZ3
•
Page 48
•
(Requirement #53)• Website #53 uirement Re — PR&R's website5 does not
include route maps, collection service schedules, or street Contract
sweeping maps as required by Article 7.4.1.E.
o R3 recommends that the City require PR&R to Compliance
include these items on their website and update Review and
them as appropriate.
• Street Sweeping Best Management Plan (BMP) Profitability
(Requirement #56) — PR&R is providing street sweeping
and washing services as required by the Agreement, but Analysis of
did not initially provide R3 with any evidence of a Best
Management Plan (BMP) for pollution prevention and Petaluma Refuse
control. & Recycling
o PR&R has since submitted an updated BMP for
pollution prevention and control of street sweeping
and washing services as part of this review, and is
now in compliance with this requirement. In the
future, R3 recommends that the City require the
service provider to submit this document as part of
commencement procedures.
• Monthly Reports (Requirements #111, 112 & 203) —
PR&R's monthly reports contain sections that mirror those
required by Article 10.4 of the Agreement, but do not
• include descriptions of tracking and allocation methods for
recyclable materials and yard trimmings. The monthly
reports also do not include daily work logs as required by
Exhibit J of the Agreement.
o R3 recommends that the City confer with PR&R
regarding monthly reporting expectations, and
incorporate streamlined reporting requirements into
future franchise agreement language to help clarify
the agreed upon expectations.
• Quarterly Reports (Requirements #119, 120, 121, 122,
123 & 124) — PR&R's quarterly reports contain sections
that mirror those required by Article 10.5 of the Agreement,
but do not include information such as: past four quarters
average for data comparison; variance from Diversion
Goal; and training agenda / training supplements. The
quarterly reports also do not include sufficient account and
operational information for solid waste, recycling and yard
trimmings accounts, as required by Articles 10.5.A, 10.5.B,
and 10.5.C.
o R3 recommends that the City confer with PR&R
regarding quarterly reporting expectations, and
5 https://unicycler.com/residential/sonoma/petaluma
• Page 49
•
incorporate streamlined reporting requirements into
Contract future franchise agreement language to help clarify
the agreed upon expectations.
Compliance • Annual Reports (Requirements #132, 133, 135, 136, 137,
Review and 138, 139, 140 & 141) — PR&R's annual reports contain
sections that mirror those required by Article 10.6 of the
Profitability Agreement, but do not include audited financial statements
or a list of PR&R's officers and members of its board of
Analysis of directors as required by Articles 10.6.1 and 10.6.2. PR&R's
annual reports also do not include a majority of the
Petaluma Refuse information required by Article 10.6.5 of the Agreement,
& Recycling including: routes by service type; personnel data;
productivity statistics; maintenance data; operational
changes; equipment inventory; and billing review report.
o R3 recommends that the City confer with PR&R
regarding annual reporting expectations, and
incorporate streamlined reporting requirements into
future franchise agreement language to help clarify
the agreed upon expectations.
• Vehicle Identification (Requirement #206) — PR&R's
collection vehicles are not identified with letters reading
"This vehicle is for use solely under the City of Petaluma
Waste Franchise." •
o R3 recommends that the City confer with PR&R
regarding the cost-effectiveness and permanence
of various vehicle signage options (e.g., painted
letters, adhesive labels, etc.), in order to establish a
mutually agreeable identification requirement.
• Container Identification (Requirement #207) — Upon the
purchase of the City's franchise from GreenWaste
Recovery, PR&R also obtained a number of GreenWaste
Recovery assets, including their collection containers. As
such, the containers currently used in the City still retain
the original hot-stamps designed for use by GreenWaste
Recovery and are not identified with letters reading "This
container is for use solely under the City of Petaluma
Waste Franchise."Figure 1, below, provides an example.
o In order to hot-stamp new letters into all City
containers, PR&R would likely be required to
purchase entire new containers, which R3
estimates could cost$800,000 to $1,000,000, if not
more. On the other hand, if PR&R chose to apply
adhesive labels displaying the required signage,
the labels would degrade over time and would soon
1Z5 present an unclean appearance. Hence, R3
recommends that the City confer with PR&R in
order to establish a mutually agreeable •
Page 50
•
identification requirement that does not cause
unnecessary burden on PR&R and/or the City. Contract
FIGURE 1 Compliance
Example Container Signage p
: * : Review and
•
� Profitability
an .. � - x Analysis of
•
Petaluma Refuse
& Recycling
In addition to the recommendations listed above for PR&R's
monthly, quarterly and annual reports, R3 developed the following
detailed reporting recommendations as part of our previous
engagement with the City to review PR&R's records and reports.6
These recommendations are still applicable and are directed
toward monthly, quarterly and annual reporting contents.
Tonnage Reporting
• Provide a running total of monthly tonnage data for each
calendar year as part of each Monthly, Quarterly and
Annual reports. Attachment 1 includes a suggested format
for this data. Include reporting of historical annual disposal
and diversion tonnage data for all prior years.
• Provide a separate monthly accounting of roll-off tonnages
as part of monthly tonnage data.
6 Letter Report dated March 8, 2011; Re: Review of Petaluma Refuse
and Recycling's Rate Transition and Ongoing Records Management 123 Plan.
Page 51
• Break out Clean-up Program and Special Event Program
Contract tonnages diverted and disposed separately from
residential and commercial collection tonnages and report
Compliance as part of monthly tonnage data.
Review and • Include specific tracking of annual clean-up tonnages by
clean-up event as part of monthly tonnage data.
Profitability • Clearly identify the facilities materials are directed to in the
monthly, quarterly and annual reports and notify city of any
Analysis of changes to those facilities.
Petaluma Refuse Account / Service Level Tracking
& Recycling • Identify the number of commercial solid waste, recycling
and organic accounts by service levels as part of each
Quarterly and Annual report. Attachment 1 includes a
suggested format for this data. As part of this information:
o Commercial container accounts that are currently
listed at "5 or more X Week" should be listed
specifically for 5, 6 and 7 X Week, as applicable;
o Total solid waste, recycling and organic weekly
service volumes should be calculated and
percentages of total service volume calculated; and
o Total number of solid waste, recycling and organic
1110
weekly accounts should be calculated and
percentage of solid waste accounts subscribing to
recycling and organic service calculated.
Report Format / Sections
• Include under each required section of the Monthly and
Quarterly Reports all required subheadings and provide
appropriate information (if not applicable or there is nothing
to report state so) (e.g., and specifically identify any
instances of Unauthorized Dumping, Hazardous Waste or
Notices of High Level of Contamination).
• Include copies of Special Events Materials Reports as part
of Monthly Reports (in addition to or in lieu of separate
reports).
Discontinuing Monthly Reports
PR&R has proposed that the Monthly Reports be discontinued
with ongoing reporting on a quarterly basis. The City may wish to
consider this recommendation to streamline the reporting and
review process. Should the City decide to eliminate the Monthly
Reports, however, we recommend that PR&R continue to submit
123 monthly tonnage data in the format recommended in Attachment
1. We also recommend that any required Monthly Report data that •
Page 52
•
is not also required in the Quarterly Reports be incorporated into
the Quarterly Reports going forward (e.g., reporting of overloaded Contract
vehicles).
The City may also wish to restructure certain reporting Compliance
requirements to provide for more effective reporting by PR&R and Review and
limit the receipt of information that it deems of limited value. As an
example, PR&R is required to report to the City any warning Profitability
notices issued to customers for high levels of contaminants found
in the recyclable materials or yard trimming containers within 24 Analysis of
hours of issuance of the warning notice. This information is also to Petaluma Refuse
be included in the Monthly Reports. The City may wish to consider
eliminating the 24 hour City noticing requirement. & Recycling
Billing Review
Background
The purpose of this task was to allow R3 to determine the extent
to which residential and commercial subscribers are billed
correctly for the level of service provided, and if billings are
consistent with the approved rate schedule. The test of
subscribers included the following tasks:
• R3 reviewed the Company's most recent billing register
and compared the amounts billed to the approved rate
schedule (Billing Audit); and
• R3 conducted a one-day residential and commercial field
audit and physically examined the carts at various service
addresses to determine if the service levels provided are
consistent with the service levels billed to customers (Field
Audit).
Analysis and Findings
Billing Audit
R3 requested and obtained a copy of PR&R's current billing
register, which contains information on the levels of service
received by each account in the City. R3 analyzed the customer
rates associated with each internal billing code used in PR&R's
billing register, and confirmed that PR&R is billing customers in
amounts equal to those found on the approved rate schedule.
However, R3 did note that PR&R's internal billing rates do not
match the approved rates for the following service levels:
• 3-cubic yard compactor, 4 pickups per week (billing code:
C34);
o Approved rate: $2,607.24
S
Page 53
•
o Billing rate: $1,949.18
Contract • 3-cubic yard compactor, 5 pickups per week (billing code:
C35);
Compliance a Approved rate: $3,310.04
Review and a Billing rate: $2,436.46
• 3-cubic yard compactor, 6 pickups per week (billing code:
Profitability
C36);
Analysis of a Approved rate: $4,061.24
Petaluma Refuse o Billing rate: $2,923.76
Although these internal billing rates do not match the approved
& Recycling rates, there are currently no customers utilizing these specific
service levels. As such, there is no revenue loss associated with
these billing discrepancies. R3 recommends that PR&R review
their billing structure for any additional discrepancies, and correct
the identified mistakes going forward.
R3 also noted that the following charges are not currently listed on
PR&R's customer rate sheet:
• Commercial food scrap rates; and
• Walk-in charges.
In the future, R3 recommends that the City require PR&R to •
include all existing customer charges on the rate sheet provided to
customers.
Field Audit
In addition to our review of PR&R's billing register, R3 conducted
a one-day field audit on Wednesday, May 9, 2012, which
surveyed 757 of 16,827 residential accounts and 105 of 951
commercial accounts, and determined that the majority of
customers are billed for service levels consistent with those listed
in PR&R's billing register. Specifically, 0.8% of residential
customers surveyed and 5.7% of commercial customers surveyed
were identified as receiving solid waste collection service levels
different from those listed in PR&R's billing register.
The audit also identified three (3) residential accounts receiving
collection service that were not listed in PR&R's billing register.
The net financial impact of all identified instances of incorrect
residential billings is an annual revenue loss of approximately
$1,500. Assuming this impact is proportional across the entire
residential customer base, R3 estimates PR&R's net annual
revenue loss to incorrect billings is approximately $33,000, with an
associated loss in annual Franchise Fees to the City of
approximately $3,300.
IZ3 Because the collection frequencies of surveyed commercial
accounts were unable to be verified, no revenue loss or gain •
Page 54
• resulting from incorrectly billed commercial accounts can be
9 Y
determined. Contract
Detailed field audit results, as well as pictures of residential and Compliance
commercial containers, are provided in Attachment 2. p
Review and
Payment Review Profitability
Background Analysis of
Article 11 (Franchise Fees and Other Fees) of the Agreement lists Petaluma Refuse
the following fees to be paid by PR&R to the City:
• Franchise Fee — 10.00% of Rate Revenues (Article 11.1, & Recycling
Second Amendment);
• Vehicle Impact Fee — 8.12% of Rate Revenues (Article
11.2, Second Amendment); and
• HHW and AB 939 Program Fee — As determined by City
(Article 11.3).
Each of these fees is to be paid on a monthly basis, and the
Agreement defines "Rate Revenue" as "the actual monies
received by Contractor from Customers"(Article 1 — Definitions).
Analysis and Findings
In order to provide an assessment of PR&R's fee payments to the
City, R3 requested and obtained copies of monthly franchise fee
remittance forms from PR&R. Using these forms, R3 verified that
PR&R correctly calculated Franchise Fees as 10.00% of Rate
Revenues and Vehicle Impact Fees as 8.12% of Rate Revenues
for each month (March 2010 through April 2012). A summary of
PR&R Franchise Fees and Vehicle Impact Fees paid by month is
provided in Table 2, below.
12_5
•
Page 55
•
TABLE 2
Franchise Fee and Vehicle Impact Fee Payments by Month
Rate Period 4(FY 2009/2010) Rate Period 5(FY 2010/2011) Rate Period 6(FY 2011/2012)
Reported Franchise Vehicle Reported Franchise Vehicle Reported Franchise Vehicle
Rate Fees Impact Fees Rate Fees Impact Fees Rate Fees Impact Fees
Revenues 10% 8.12% Revenues 10% 8.12% Revenues 10% 8.12%
~
Jul N/A N/A N/A $1,277,814 $ 127,781 $ 103,758 $1,196,444 $ 119,644 $ 97,151
Aug N/A N/A N/A $ 642,418 $ 64,242 $ 52,164 $ 738,205 $ 73,821 $ 59,942
Sep N/A N/A N/A $ 497,610 $ 49,761 $ 40,406 $ 474,996 $ 47,500 $ 38,570
Oct N/A N/A N/A $1,264,590 $ 126,459 $ 102,685 $1,138,830 $ 113,883 $ 92,473
Nov N/A N/A N/A $ 615,047 $ 61,505 $ 49,942 $ 684,977 $ 68,498 $ 55,620
Dec N/A N/A N/A $ 721,511 $ 72,151 $ 58,587 $ 583,096 $ 58,310 $ 47,347
Jan N/A N/A N/A $1,198,753 $ 119,875 $ 97,339 $1,395,562 $ 139,556 $ 113,320
Feb N/A N/A N/A $ 530,384 $ 53,038 $ 43,067 $ 523,036 $ 52,304 $ 42,470
Mar $ 355,515 $ 35,552 $ 28,868 $ 493,699 $ 49,370 $ 40,088 $ 565,842 $ 56,584 _ $ 45,946
Apr $1,296,642 $ 129,664 $ 105,287 $1,146,209 $ 114,621 $ 93,072 $1,086,358 $ 108,636 $ 88,212
May $ 655,146 $ 65,515 $ 53,198 $ 549,688 5 S4,969 $ 44,635 N/A N/A N/A
Jun $ 569,220 $ 56,922 $ 46,221 $ 508,762 $ 50,876 $ 41,311 N/A N/A N/A
TOTAL $2,876,523 $ 287,652 $ 233,574 $9,446,486 $ 944,649 $ 767,055 $8,387,346 $ 838,735 $ 681,052
R3 also verified that PR&R made HHW and AB 939 Program Fee
payments for each month between March 2010 and February 411)2012. Table 3, below, summarizes the amount and date of each
payment.
TABLE 3
HHW and AB 939 Program Fee Payments by Month
Rate Period 4(FY 2009/2010) Rate Period 5(FY 2010/2011) Rate Period 6(FY 2011/2012)
Amount Date of Payment Amount Date of Payment Amount Date of Payment
Jul N/A N/A $ 13,991.67 8/16/2010 $ 14,756.60 8/15/2011
Aug N/A N/A $ 13,991.67 9/15/2010 $ 15,980.81 9/30/2011
Sep N/A N/A $ 15,638.39 10/29/2010 $ 14,808.42 10/31/2011
Oct N/A N/A $ 15,604.77 12/15/2010 $ 15,613.51 11/30/2011
Nov _ N/A N/A $ 16,935.49 1/31/2011 $ 15,150.01 12/30/2011
Dec N/A N/A $ 16,310.02 3/14/2011 $ 13,774.25 1/31/2012
Jan N/A N/A $ 15,483.80 3/15/2011 $ 14,637.83 2/29/2012
Feb N/A N/A $ 12,828.14 3/31/2011 $ 13,623.24 3/15/2012
Mar _$ 13,991.67 6/30/2010* $ 16,080.83 4/29/2011 N/A N/A
Apr $ 13,991.67 6/30/2010* $ 14,389.36 5/16/2011 N/A N/A
May $ 13,991.67 6/30/2010* $ 15,714.31 6/30/2011 N/A N/A
Jun $ 13,991.67 7/15/2010 $ 15,745.37 7/15/2011 N/A N/A
TOTAL $ 55,966.68 _ N/A $ 182,713.82 N/A $ 118,344.67 N/A
*HHW and AB 939 Program Fee Payments for March 2010 through May 2010 were paid as a lump sum of$41,975.01 on June 30,2010.
This is equivalent to payments of$13,991.67 for each of the three months.
•
Page 56
As shown, PR&R was paying a flat HHW and AB 939 Program
p Y g 9
Fee of $13,991.67 per month through August 2010. Since then, Contract
monthly HHW and AB 939 Program Fee payments have varied
between approximately $13,000 and $16,000. PR&R reported that Compliance
the variable nature of these payments is due to the City's direction
that HHW and AB 939 Program Fees be calculated based on Review and
monthly tonnage; however, R3 was unable to verify the accuracy P rof ita b i l it
of these payment amounts due to the absence of documentation Y
supporting this directive. Analysis of
Going forward, R3 recommends that the City incorporate any Petaluma Refuse
changes in fee payment methodology as amendments to the
Agreement, so that the Agreement may serve as a comprehensive & Recycling
record of the bases used for Franchise Fee, Vehicle Impact Fee,
and HHW and AB 939 Program Fee calculations. R3 also
recommends that the City require PR&R to include a summary of
all fees paid by month in their annual reports to the City.
R3 also noted that only 7 out of the 24 verified HHW and AB 939
Program Fee payments were submitted by the 20th of the month,
as required by Article 11.6 of the Agreement. R3 was not able to
verify the timing of Franchise Fee and Vehicle Impact Fee
payments due to lack of documentation.
• Tonnage Review
Background
Article 15.8 (Diversion Goal Performance) establishes a 50%
Diversion Goal for PR&R. PR&R's "Diversion Level" is defined in
Article 10.4.D as "Tonnage Diverted by Contractor divided by
Tonnage Collected by Contractor multiplied by 100."
Should PR&R's Diversion Level fall short of the Diversion Goal,
the City is may issue a warning notice and allow time (i.e., a
"corrections period") in which PR&R may improve its performance.
If PR&R does not improve their performance to meet the Diversion
Goal by the end of this corrections period, the City may assess
Liquidated Damages. Should PR&R continue to fall short of the
Diversion Goal after six months from the date Liquidated
Damages were levied, the City may elect to terminate the
Agreement.
Analysis and Findings
In order to provide an assessment of PR&R's tonnages and
diversion levels, R3 reviewed the tonnage figures and diversion
levels reported in PR&R's monthly, quarterly, and annual reports.
A summary of PR&R Diversion Levels by month is provided in 123
• Table 4, below.
Page 57
•
TABLE 4
PR&R Diversion Levels by Month
Rate Period 4(FY 2009/10) Rate Period 5(FY 2010/11) Rate Period 6(FY 2011/12)
Tonnage Diversion Tonnage Diversion Tonnage Diversion
Diverted Collected Level Diverted Collected Level _ Diverted Collected _ Level
Jul _ N/A N/A _ N/A 2,104 4,300 49% 1,751 3,941 44%
Aug N/A N/A N/A 2,076 4,264 49% 1,775 4,139 43%
Sep N/A N/A N/A 2,447 4,583 53% 1,619 3,846 42%
Oct N/A N/A N/A 1,661 3,642 46% 1,573 3,873 41%
Nov N/A N/A N/A 1,697 3,758 45% 1,958 4,233 46%
Dec N/A N/A N/A 1,723 4,017 _ 43% 1,946 4,054 48%
Jan N/A N/A N/A 1,779 3,840 46% 1,656 3,717 45%
Feb N/A N/A N/A 1,401 3,207 44% 1,677 3,967 42%
Mar 1,661 3,966 42% 1,561 3,681 42% 1,679 3,885 43%
Apr _ 1,983 4,290 46% 2,093 4,101 51% N/A N/A N/A
May _ 1,879 4,136 45% 1,939 3,903 50% N/A N/A N/A
Jun i 1,896 4,092 46% 1,907 4,063 47% _ N/A N/A N/A
TOTAL 7,418 16,484 , 45% 22,388 47,358 47% 15,634 35,655 44%
Though PR&R's Diversion Level has not consistently met the 50%
Diversion Goal, as shown above, PR&R is not obligated to
improve their Diversion Level until given a warning notice by the
City. As such, R3 must conclude that PR&R's diversion record is •
in compliance with the Agreement for the time being.
As previously mentioned, before the City is able to levy Liquidated
Damages for PR&R's failure to meet the Diversion Goal, Article
15.8 of the Agreement specifies that the City must first issue a
written warning to PR&R. Such warning notice shall specify the
amount of time the City grants PR&R to improve its performance
and meet the Diversion Goal. If PR&R has still not improved its
Diversion Level by the end of the corrections period specified in
the City's warning notice, the City may levy Liquidated Damages
in amounts of "$50.00/ Ton for each Ton that should have been
Diverted to achieve the Diversion Goal, but was Disposed"
(Exhibit D, Item 50).
If the City wishes to recover such Liquidated Damages in the
future, a warning notice should be issued to PR&R regarding their
diversion shortfall for Rate Period 5.
Profit Analysis
Background
123 PR&R is required to issue audited financial statements and profit
and loss statements to the City within 120 days after the close of
III
Page 58
•
each fiscal year, per Article 10.6.3 of the Agreement. The
Y P 9
Agreement further specifies that: Contract
"The financial statements and footnotes shall be prepared in Compliance
accordance with Generally Accepted Accounting Principles
(GAAP) consistently applied and fairly reflecting the results of Review and
operation and Contractor's financial condition. Annual financial
statements shall be audited, in accordance with Generally Profitability
Accepted Auditing Standards (GAAS) by a Certified Public
Accountant (CPA) licensed (in good standing) to practice Analysis of
public accounting in the State of California as determined by Petaluma Refuse
the State of California Department of Consumer Affairs Board
of Accountancy, and that the CPA opinion on Contractor's & Recycling
annual financial statements shall be unqualified, and that the
supplemental schedule be prepared on a compiled basis"
(Article 10.6.3).
Additionally, Article 12.4.1.D of the Agreement specifies that
"Contractor's Compensation" for each Rate Period is to be
calculated as the sum of the following:
1. Forecasted annual cost of operations (i.e., allowable
costs);
2. Profit (calculated using a target operating ratio of 88%, or
• 13.64% profit on allowable costs); and
3. Forecasted pass-through costs.
The Agreement defines "Contractor's Compensation" as "the
monetary compensation received by Contractor in return for
providing services in accordance with this Agreement as
described in Article 12" (Article 1 — Definitions). For each Rate
Period, "Contractor's Compensation" is to be recalculated using
the method described above, and customer rates are adjusted in
order to meet the associated revenue requirement.
Analysis and Findings
For this review, R3 performed a high-level profit analysis for
PR&R's Rate Period 5 fiscal year (July 2010 through June 2011).
Specifically, R3 analyzed PR&R's profit as reported in their Rate
Period 5 income statement, and calculated the rate adjustment
required to reestablish the Agreement's 88% target operating
ratio.
In their income statement for Rate Period 5 (July 2010 through
June 2011), PR&R reported a 6.60% profit on allowable costs,
which equates to an operating ratio of approximately 94% and a
profit on allowable costs of approximately $356,000.
PR&R's total revenue for this period was approximately
$9,598,000, and the revenue from allowable costs (including the IZ3
11111
Page 59
aforementioned $356,000 profit) totaled approximately
Contract $5,392,000.
Pass-through costs totaled approximately $4,206,000, including:
Compliance
• Dump fees (—$1,837,000);
Review and • Yard waste fees (—$465,000);
Profitability • Franchise fees (—$1,717,000); and
Analysis i s of • Integrated waste fees (—$187,000).
Y The income statement also accounts for total non-allowable costs
Petaluma Refuse of approximately $44,000, including:
& Rec cl i n • Donations (—$18,000);
y g • Penalties (-$4,000);
• Amortization (—$19,000); and
• Collision Damages (—$3,000).
R3 previously completed a Rate Review of PR&R's Rate Period 5
Rate Adjustment Request.' For that review, R3 completed a
detailed assessment of PR&R's rate adjustment request, and
assembled the following table of rate adjustment options for Rate
Periods 5 and 6 (i.e., RY5 and RY6).
TABLE 5
Rate Adjustment Options for RY5 and RY6 •
OPTION RY5 RY6 COMBINED
RY5 & RY6
Option 1: As submitted by PR&R 3.69% N/A N/A
Option 2: As corrected by R3 3.20% 0.95% 4.18%
Option 3: As corrected by R3 AND a
total of$175,000 additional 5.29% 0.93% 6.27%
VIF ($175, 000 in RY5)
Option 4: As corrected by R3 AND a
total of$350,000 additional 5.29% 2.91% 8.360/o
VIF ($175,000 in RY5 and an
additional $175,000 in RY6)
123 ' R3's Letter Report dated February 28, 2011; Re: Review Petaluma
Refuse and Recycling's Rate Period 5 Rate Adjustment Request.
111111
Page 60
• Although R3 previously recommended a co rr ected Rate P eriod 5
rate adjustment of 3.20% (as shown above), PR&R has since Contract
resubmitted their Rate Period 5 income statement as part of this
review, and R3's recalculations now agree that PR&R's originally Compliance
requested rate adjustment of 3.69% would be the rate adjustment
required to reestablish the Agreement's 88% target operating Review and
ratio. Profitability
For an analysis of how the 3.69% rate adjustment would affect
specific customer rates, please see the "Rate Survey" section Analysis of
below, as well as the detailed rate comparisons provided in Petaluma Refuse
Attachment 3.
Rate Survey & Recycling
In addition to the Contract Compliance Review and Profit Analysis,
R3 conducted a rate survey to compare PR&R's collection rates to
those of other Sonoma County jurisdictions. For purposes of
illustration, R3 also included PR&R's rates as adjusted by a
hypothetical 3.69%8 rate increase in the rate comparisons.
Summary Findings are provided below. Detailed results of the
Rate Survey are provided as Attachment 3.
• List of Cities Surveyed
Sonoma County jurisdictions surveyed:
• Cotati
• Cloverdale
• Healdsburg
• Rohnert Park
• Santa Rosa
• Sebastapol
• Sonoma City
• Windsor
• Unincorporated Areas
This is the rate increase required to reestablish PR&R's target
operating ratio of 88 percent (88%), based on their Rate Period 5 1Z3
• income statement(see "Profit Analysis" section).
Page 61
•
Summary Findings
Contract Residential Rate Comparison
Compliance In general, R3 found PR&R's residential solid waste collection
Review and rates to be lower on average than the rates of other Sonoma
County jurisdictions. Specifically:
Profitability • The 20-gallon container rate is 40% lower than Sonoma
Analysis i s of County's average;
Y ■ The 32-gallon container rate is 27% lower than Sonoma
Petaluma Refuse County's average;
• The 64-gallon container rate is 16% lower than Sonoma
& Recycling County's average; and
• The 96-gallon container rate is 6% lower than Sonoma
County's average.
After a hypothetical rate increase of 3.69%, PR&R's residential
rates would be 2-4% closer to the average of the rates in other
Sonoma County jurisdictions. Specifically:
• The 20-gallon container rate would be 38% lower than
Sonoma County's average;
• The 32-gallon container rate would be 24% lower than
Sonoma County's average;
• The 64-gallon container rate would be 13% lower than •
Sonoma County's average; and
• The 96-gallon container rate would be 2% lower than
Sonoma County's average.
The following figures provide a comparison of the City's current
residential rates and hypothetical increased rates to the average
of rates in other Sonoma County jurisdictions. Detailed service
level comparison figures are provided in Attachment 3.
FIGURE 2
Residential 20-Gallon Service
515.00
$13.73
$10.00
.26
$5.00
1S-
5>et22'lL`�ace^�l a1369o/o `f ease l �cho��Pe‘aWmal
et3u11‘ Pie<a%e l •
Page 62
• FIGURE 3
Residential 32-Gallon Service Contract
$25.00 Compliance
$20.00 Review and
$20.03
$15.00 Profitability
$14.64 $15.18
$10.00 Analysis of
55.00 Petaluma Refuse
5- & Recycling
Peown'a Jt�ertl J1al369lo ode
ase1 elr�l�r°) Pea1)�al
petal roe g,
FIGURE 4
Residential 64-Gallon Service
$40.00
• 530.00 $32.98
$27.75 $28.77
$20.00
$10.00
$-
�69 5el l a
alc°te�cl ofo`r`te � ?eta
petaWI` � ,h
c
p ea�U
1.0 e<a6
•
IZ3
Page 63
i
FIGURE 5
Contract Residential 96-Gallon Service
Compliance $50.c0
$4854
Review and $40.00
Profitability $30.m
Analysis of $20.00
Petaluma Refuse 510.00
& Recycling $_ I
V eta—IC kU"e^tl a l3 6��°vrese Sel ��h°Ut �`a\v�al
petalufi RVe<2$e l
Commercial Rate Comparison
In general, R3 found PR&R's commercial solid waste collection
rates to be greater on average than the rates of other Sonoma
County jurisdictions. For example: •
• PR&R's current 1.5-cubic yard bin rate (one pickup per
week) is 11% higher than Sonoma County's average;
• PR&R's current 2-cubic yard bin rate (one pickup per
week) is 7% higher than Sonoma County's average; and
• PR&R's current 3-cubic yard bin rate (one pickup per
week) is 6% higher than Sonoma County's average.
After a hypothetical rate increase of 3.69%, PR&R's commercial
rates would be 4% greater as compared to the average of rates in
other Sonoma County jurisdictions. For example:
• PR&R's 1.5-cubic yard bin rate (one pickup per week)
would be 15% higher than Sonoma County's average;
• PR&R's 2-cubic yard bin rate (one pickup per week) would
be 11% higher than Sonoma County's average; and
• PR&R's 3-cubic yard bin rate (one pickup per week) would
be 10% higher than Sonoma County's average.
The following figures provide a comparison of the City's current
commercial rates and hypothetical increased rates to the average
of rates in other Sonoma jurisdictions. Detailed service level
comparison figures are provided in Attachment 3.
123
•
Page 64
• FIGURE 6 •
Commercial 1.5-Cubic Yard Service (One Pickup per Week) Contract
5250.00 Compliance
$200.00 $225.46 Review and
$150.00 Profitability
$100.00 Analysis of
$50.00 Petaluma Refuse
S.
& Recycling
elN't�out2e`a\unal Ve�d\�R`al�Utte��\ `U�a`�691o`l`{easel
Poet at Veto
FIGURE 7
Commercial 2-Cubic Yard Service (One Pickup per Week)
$300.00
III $250.00
$238.33
$200.00
$150.00
$100.00
II II
$50.00
5-
aQe�N tt ob 01- etatJs`21 PQ<a`J�a l�tte��l �a 13 69�`n`tersel
Poet Vet\�
S
123
Page 65
•
FIGURE 8
Contract Commercial 3-Cubic Yard Service (One Pickup per Week)
Compliance 54)0.00
Review and 5350.00
$354.39
53)0.00
Profitability 5250.00
Analysis of 52)0.00
0.
Petaluma Refuse $1' °°
5
I i
100.00
& Recycling 55 0.00
5-
voal ^l Se\
alG` 9 �(ea
co,pet3 taWtn 36
ia8e � b pe 1�na1
pea
P`e
III
123
41111
Page 66
S
Attachment 1
Recommended Data Tracking Format
• Tonnage Data
• Special Event Tonnage Tracking
• Clean Up Event Tonnage Tracking
• Quarterly Service Level Analysis
•
123
•
4
i ry E
• s ~
S
ry E
" E
e2R 2.44- V u$ non
H vF i 6 --z
222 222
g V
242 p^ m n o r, e N yN
N m n N.fir I R N m n a O ''4
. wnry m ry
g 9
$ °m 2:;2 a Y
$ e e o� ae nme °
o ry a ^ o 6 o e cY
z � � ;1';1Y, ° n $M oe Mme
m N
° e
e.om rvry o .�'. $AA
G eva m$°u $,^o Mme
9 eg
O p
A r ry m .. n m �e 1,4.;
�f m "^ 2 a w o ry w ex. g u
m�
C Q e eon AD; o�g! ern mm X
a ry ^ a ry S,N$ 2A *4
ry v
a xxx
2 — &° RH wee
< 0 ry rvry ry
H
ra $dry 7q.e $so ax
sry n. ry ry
M28 7.2rG ,8 MA 4Mm
ry ry " 4
aM r44
N d q m e ry e
a ry m
Agg non m $t AAA gma
3s ma 3� 59F per$
ua ,
o _
^_ N
E,11 N N a31!
; 01 E .R u
x °' F C 6 E g ° E i w E c v E
;3E 1 3 0 '°- " o C E v u e u c u o u
2
a,
N
`"
1111CLW
H
m N c
m O
C O N
C N 0
0
I. m
75 E
0 0 N m
N
I u
E
H
0 m
I-1
O 0
N
a,
C
a,
E
E
o
O. v
cc
C
a,
a, E
n L
V
h
>
O W
Z
Z
Q■
U o o
a
a
CC cc
3
C a a
G1 Z °
z no c a..0
t O c r.
I-
C I—
++ H a,
4'' Z c
CZ W 3
> o
W s
J H
a c
V o
W a`
a
N
CT
C
a
a
la
C
a
al
C
m
al
>
To . =
T A
E E p O
r 1-
a a, m a,
m q
E o o o -0 o o E v
`• v n v aa,, n w m v oa v
• o 0 e o 0 a 0 0 0
W C C
7.. am+
W F
0
cu
o.
vl
co
a
> m
• M ¢
O
N a
to
V
aJ fp
00 N
N c
C O C
C N q
H `
N
V a+
a a
O N O
N N
x E
0
o m
c
1-1 O Y
N
T
.
N
- N
a
To a a,
o a
H a,
E
E
0
v a,
o cc
a,
> E
Z m
W Q
Y a
a L
a
W a t
o D co
I--I I. N n
a,
++ Q a<
C Z
Sn v
v a Q a- — o
+, z a,
CC
Q W l E
W
Q.
D 0.
m
Z o
Q
w
J .6
u >
a`
Q
40
2
-o
a,
c
m
7m ro
I-- ro-
c m a, v
0./ A
w CC C ---
C -0 a C O -o '0,„ O a! a, O N O
" "'E ! ' `w ¢• O O To
Attachment 1
QUARTERLY SERVICE LEVEL ANALYSIS
Service Level First Quarter •
Solid Waste Recyclables Yard Waste/Organics Total
volume frequency •
It of Units Volume #of Units l Volume tf of Units Volume #of Units Volume
Commercial Containers
1.5 1
2 1
3 1
4 1
6 1
1.5 2
2 2
3 2
4 2
6 2
1.5 3
2 3
3 3
4 3
6 3
1.5 4
2 4
3 4
4 4
6 4
1.5 5
2 5
3 5 •4 5
6 5 _
Total Weekly Cubic Yards
Percent of Total
Commercial Cans
20
35
64
96
Total
Commercial Compactor
2 2
2 3
2 5
3 2
4 1
15
20
25
30
40
Total
Residential Cans
20
35
64
96 •Total
R:\Projects\110037 Petaluma Records Review\Report\Attachments\Attachment 1-Recommended Data Tracking Format 020911Attachment 1-
Recommended Data Tracking Format 020911Subscription Profile
4 of 4
•
Attachment 2
Field Audit Results
• Detailed Field Audit Results
• Residential Container Pictures
• Commercial Container Pictures
•
P.....3
•
DETAILED FIELD AUDIT RESULTS
R3 conducted a review of the reported service levels for various residential and commercial
accounts versus their actual service levels on Wednesday May 9, 2012. In total, 757 of 16,827
residential accounts and 105 of 951 commercial accounts were reviewed in the field.
Most residential customers appeared to be charged the correct rate; however, six (6) (or
approximately 0.8%) of the residential customers surveyed appeared to be charged rates
different from the service levels identified in the field, specifically:
• One (1) account is billed for 20-gallon service but has a 32-gallon cart;
• One (1) account is billed for 20-gallon service but has a 64-gallon cart;
• Three (3) accounts are billed for 32-gallon service but have a 64-gallon cart;
• One (1) account is billed for 64-gallon service but has a 32-gallon; and
In addition, three (3) addresses that were not included on the customer list appeared to be
receiving collection service, two of which had 64-gallon carts and one of which had a 32-gallon
cart. As these addresses were not included on the customer list, R3 assumed that these
accounts are non-billed and are receiving free service.
R3 also identified six (6) commercial accounts (or approximately 5.7%) that appeared to be
receiving collection service levels different from those reported in the customer list. Specifically,
the following bin/cart size differences were noted:
• One (1) account is billed for a 64-gallon garbage service but has a 32-gallon cart;
• Two (2) accounts are billed for a 96-gallon garbage service but have a 64-gallon
cart;
S • One (1) account is billed for 4-yard garbage service but has a 2-yard bin;
• One (1) account is billed for 4-yard garbage service but has two (2) 4-yard bins;
• One (1) account is billed for a 4-yard garbage service but has a 4-yard bin and a
64-gallon cart.
Because the collection frequencies of surveyed commercial accounts were unable to be
verified, no revenue loss or gain resulting from incorrectly billed commercial accounts can be
determined. However, the revenue gain/loss associated with incorrectly billed residential
accounts is as follows:
• The annual revenue loss associated with under-billed surveyed residential
accounts is $782.40;
• The annual revenue gain associated with over-billed surveyed residential
accounts is $157.32; and
• The annual revenue loss associated with non-billed surveyed residential
accounts is $841.68.
Of the residential customers surveyed, the net annual revenue loss due to all instances of
incorrect billing is approximately $1,467, with an associated loss of annual Franchise Fees to
the City of approximately $147. Assuming a proportional impact across the entire residential
customer base, the net annual revenue loss due to incorrectly billed accounts is approximately
$32,603, and the annual Franchise Fees not paid to the City as a result of this revenue loss is
approximately $3,260.
4110
RESIDENTIAL CONTAINER PICTURES
0 ''::, lik "A." AM U44. • n'rrr:' k - . -I, .. . ...
PP _
,--. '.4.* gilt ':.•.'... -' r
_ 1 �
w, r M s
IMO
`,M
r' Vii' ''''
3. A � f - - - -
0 •■• -•••..
011111; '
•
ter'
! 1 A
•
9• ■
111- . - fir-
(_ 3
.---4111111A .-".. --- I.' f 1. ONO i
--ter ,pcz i.f s .
•
COMMERCIAL CONTAINER PICTURES
0 I
Vii,:: e i
• x ,,.
r/: L p
i Ili
\t
• •
•
a-+�' ..''a z,, ' ` ,-., _ .. .h .
. VI , , .., .,.. ,
t.'r _mai Y ' , '
! 1•■ ! !Nolh Bay
IV Redwood!n:pi,.,
0 ,
♦ !- (600)243-0291
I;;R.
—(iiimif.
J
A
��;I l'I I, i a — a�'•
.� `."`1 • ''���Illl�h!!IIII1111 '`'K i h.r,E,
1 .
r -i-- = ,^ 1� y ;!'�I ci f F�an
•
gaultii
I _
141...
_. .. ,........Willi t" '•"" • . •_—.---
0
Attachment 3
Rate Survey
• Jurisdiction Data
• Residential Rate Comparison
• Commercial Rate Comparison
123
•
•
JURISDICTION DATA
• Jurisdiction County Population Hauler
Cotati Sonoma 7,265 Redwood Empire Disposal(North Bay)
Sebastapol Sonoma 7,379 Redwood Empire Disposal(North Bay)
Cloverdale(City) Sonoma 8,618 Redwood Empire Disposal(North Bay)
Sonoma City Sonoma 10,648 Sonoma Garbage Collectors
Healdsburg Sonoma 11,254 Redwood Empire Disposal(North Bay)
Windsor Sonoma 26,801 Windsor Refuse&Recycling(North Bay)
Rohnert Park Sonoma 40,971 Rohnert Park Disposal(North Bay)
Petaluma Sonoma 57,941 Petaluma Refuse&Recycling(North Bay)
Santa Rosa Sonoma 167,815 Santa Rosa Recycling&Collection(North Bay)
Unincorporated-Eastern Sonoma County/Petaluma Sonoma - Redwood Empire Disposal(North Bay)
Unincorporated-Southwest Santa Rosa Sonoma - Redwood Empire Disposal(North Bay)
Unincorporated-Larkfield Sonoma - Redwood Empire Disposal(North Bay)
Unincorporated-Sebastapol/South Sonoma County Sonoma - Redwood Empire Disposal(North Bay)
Unincorporated-Cloverdale Sonoma - Redwood Empire Disposal(North Bay)
Unincorporated-Pacific Coast Sonoma - Redwood Empire Disposal(North Bay)
Unincorporated-Sunrise Sonoma - Redwood Empire Disposal(North Bay)
Unincorporated-West Sonoma County Sonoma - Redwood Empire Disposal(North Bay)
Unincorporated-Temelec Sonoma - Sonoma Garbage Collectors
Unincorporated-Creekside Sonoma - Sonoma Garbage Collectors
III
ill
RESIDENTIAL RATE COMPARISON
Residential Rates
Jurisdiction Effective 64-68 95 96
Date 20 32-35
Gallon Gallon
Petaluma(Current) 3/1/2010 $ 8.26 $ 14.64 $ 27.75 $ 45.79
Petaluma(3.69%Increase)Ili - $ 8.56 $ 15.18 $ 28.77 $ 47.48
Cotati 1/1/2011 $ 7.84 $ 11.01 $ 28.86 $ 44.49
Sebastapol 7/1/2011 $ 8.00 $ 13.96 $ 25.39 $ 42.41
Cloverdale(City) 9/1/2009 $ 13.39 $ 18.86 $ 30.37 $ 39.83
Sonoma City - $ 6.97 $ 11.43 $ 24.81 $ 38.07
Healdsburg 12/1/2011 $ 8.69 $ 12.13 $ 18.16 $ 25.01
Windsor 10/1/2011 $ 8.01 $ 13.64 $ 24.78 $ 41.38
Rohnert Park 12/1/2008 $ 6.52 $ 11.95 $ 18.68 $ 29.15
Santa Rosa 7/1/2011 $ 10.03 $ 12.03 $ 20.10 $ 33.59
Unincorporated- Eastern Sonoma County/Petaluma 7/1/2011 $ 22.90 $ 27.01 $ 32.26 $ 37.82
Unincorporated-Southwest Santa Rosa 7/1/2011 $ 10.92 $ 12.77 $ 19.05 $ 34.47
Unincorporated- Larkfield 7/1/2011 $ 8.80 $ 15.02 $ 27.31 $ 45.59
Unincorporated-Sebastapol/South Sonoma County 7/1/2011 $ 22.25 $ 26.06 $ 49.48 $ 72.96
Unincorporated-Cloverdale 7/1/2011 $ 23.67 $ 27.97 $ 53.34 $ 78.68
Unincorporated - Pacific Coast 7/1/2011 $ 20.40 $ 32.63 N/A N/A
Unincorporated-Sunrise 7/1/2011 $ 18.90 S 30.29 $ 55.59 $ 80.67
Unincorporated- West Sonoma County 7/1/2011 $ 22.31 $ 35.68 $ 62.69 $ 89.73
Unincorporated-Temelec - N/A $ 23.29 $ 34.07 $ 44.86
Unincorporated-Creekside - N/A _ $ 24.89 $ 35.67 $ 46.46
Average $ 13.73 $ 20.03 $ 32.98 $ 48.54
High $ 23.67 $ 35.68 $ 62.69 $ 89.73
Low $ 6.52 $ 11.01 $ 18.16 $ 25.01
%Difference between Petaluma(Current)and Average -40% -27% -16% -6%
%Difference between Petaluma(3.69%Increase)and Average -38% -24% -13% -2%
(1)For purposes of illustration only-3.69%is the approximate rate increase required for PR&R to reestablish their target operating ratio(88%),
based on their FY 2010/11 income statement.
S
• %,
<,./.9
4o,
woo.
o4
`hO J Pw4,jo o n J P�0`O
0 S
4.4
S 7re�.Sa'/doo 41' Aa
�
A a
J u 4 P oG 0 oa o o
P/d
17111111ri". S "0°G/ n
No 4/1/S eOJ,
• 1/.04, Ss/
/00.64_
d. 9a
CO as/JG,7S.A Aa�P40,y `'(/ S Aa/P,Oa�°o
a/P o
C
1Od 0
O (ems J03
11/e/a 0
d�iiiE CO (4).0 16, °04�,,yJa�eJa°/)
e'S'O C
O visa
•L es0 SOS
II iv
0..
a ss
E 000`2
A/a� 0
O 't�'JP,•Aa;PLO
a,,
c'a▪-I ���9sA/Pa
kb,,
H
C *.69F
a) (boa J Jn / 46,egad
J�P
� 405.
�n/P/ad
CC At,
/0„,
gas
I,?
I
4100
°S
, L. IMO '/.Pd
• 0 0 0 0 °o
�n o �n o
in
N N ci 1 in.
ih N
•
I •
U- J Pk,
O`
°S i /s
iimmo.
_0
e,°
akale
'0,)as'J`
MIME. 'S Aa/e i•/(6.,00 a1OJ
a/ 40,,,,-PA4a 'Rio■■■ �O/J
_
Aat
Po
■■■ Pin/e�ad��j4n,a,OJ41G7
C
�4 of e
k 0`
o
U OMEN I � wo0 s o�a°s 4PO a A is 97 SOS/ �
�a�J Aa�P /o a P Is P9as
,Ad/%--,o,),,.
fC wOa� n
ry I I /a'ad. °JG�4
0094.
in Aa,1e1%0,,
7 a,oJ`/
m /P 47
N 4'niP�a ��0
1/209��
C
0 � 1 :40).0)a a /a�P�
���� /eAr^ a�b
o9f/ •
CO IN A/a��e). Pin/Pad
o Aa�eo
u /,JV,, IOJ
CJ JhJ/P �i`0
CO /Oa �n/Piad
CC P/sP9as
CO
'o
4a No
C
0)
.4.°6'6.
/4
o
cu
1 ' eSTsa
9sA/Pay S Aa4:.,
oa,
I or e/`e 0
S
yob
41/J P
'� O°o
S
o o °o, o 0 °o o 0 ,�
O m m N CN '�-I O-
i" V1 IA
• V U'7O
J p4_
O0°
as././
S,/sa
• S
A
vp Aa ,
0 a
it.,
o,a/po x OOG�ori
"400 n
A aJp-100,,4)4//70 0'a 0 0�
OVo S
aA'S�aa.„ 4)4_
Spa Os//0O,
C o gas.
CO �a/a a�o� AaJp
V �a1 `'�47 ro,.
C Aar proar ,4i„7
o /pin/pia o,G,4,
co a
l0
00 wh/04) �p�a4b
X40
l0 �a/p 0
AJ'40,_ Sora�S._
C 4)(7) 'Oaf pro
0 •■
aJO)
VI Ssoai /0
0
E -- = /TOarr �69SJp4O/pi
V ',.Jjp4i
n
a p/a, y/pla
CC Aar pro
',CV,,,9as °JG/42
C
a 4'?,j
13 p10oVo
H S
re rosA`�
pso
bp/4ps
pso
21,,
pSJsa
3rpd21a0yob
4,-,
3'40,
100`�
4,' o
9sA/pay
So 0 0 0 0 °0 0 v�
N.LT °V ). ifi V? vii i"
fj�nOJ P •
Slsa `.. . s Pa
_tot,,OJ
aa °b,,,
„�
1 ` .... p ,O
11 a
o„
0
/P os yjno
4'niP�a si/Oa
C
�� 4.s. 4.490 gas pa
(..) , a'3V P'ai JP'Oa
C 1 /9669. b X004/4
/P 0
O apps wn
*;90 /P ad
co 1 13.pal
a,�n o'4,
0101 J�P 4 n •
Lf 1 "—'� /P/a
p/a--��P).p d
CA 1 a,1e.
C as/°' O.,_
O
I 1 wad pa 40
•In I
CCI 1 I I •,1 P�OJ �P°a,OJG��/� •
O
E /0
0.e I aP
�sP
V gas
0: I I .4/
(4..,
pi
I a/PO4/OU
w04Os
N
W I Pwn
Ce
/Pad
no
N,PJ J E.,,
r
PSaaa�4� S4 40
IS.
PSOb� nOs• PojE,
P,)4PS pa;P' JoaJO
wo
ri
%
I 704,
J119sp/PaF1
0 0 0 0 0 0 0 0 0 0 •
0 0 �
0 0 0 0 0 0 0 0
o. N t 1 V}
COMMERCIAL RATE COMPARISON
Y N CO CO CO CO CO M N CO CO CO CO CO CO CO V) CO o 0
CO CO CO n N CO CO o n N •"1 CO N .-1 co .1 O N
SW CO ri CO n` Q Q CO n CO ni CO ni CO CO Q N CO Q Q .-i CO CO ai ~ CO
CO CO n Cr CO CO CO N CO CO ■-■ Vl CO CO N CO N
Cf) O V) 00 a Z N CO V) N C0 N Cl C0 Z Z Cn .1 Z a CO c1 V)
X 1 .1 ,
CO
CO V} V) CO CO CO CO V) V) CO CO CO V) V) V} V) CO
CO CO CO CO CO CO CO CO CO .N 00 CO N .-1 . CO ci N o 0
C CO .-1 .1 N CO CO M V 00 CO CO V) N CO CO CO CO CO CO CO
CO d N CO .-i (N M Q N CO N NI N CO CO N Q Q C CO < < CO 01 .1
} V0) O (4 C)) C -2 VM CO V CO C' O V)) CO (N to -2 2- N CO 2 2 V) n) CO
(
CO 'V
CO CO CO CO CO CO CO CO CO CO CO CO CO CO CO CO CO CO
N CO N CO N CO O tO tO tO M N C) V m M V) CO CO CO o 0
Y N CO CO N Cl N C11 C) V) N CO CO Vl .-1 O C) N M N CO CO CO
N .1 4 C V CO Q CO CO CO CO CO ( CO N CO CO CO M Q Q
N M CO
'~
7 VM M M - T N CO C) LO O W C N M 44 -. � N CO co 3 M M N M N z N M .i N M m m M M C' M Cz
a CO d c1
X
.-1
CO CO CO CO CO CO CO CO CO CO CO CO CO CO CO CO CO CO CO CO
C
d
Y N CO CO CO CO CO . N r1 N N CO N CO N .--1 o o E
N CO co CO N N N CO CO CO .--I co CO co N CO CO N N d
CO CO CO CO < < 0 0 CO CO CO N N < < < CO CO < < CO CO CO N
• CO N CO N - CO CO CO CO CO CO CO - - - CO CO - N CO CO
` CO lO CO CO Z z V) C CO V) N O CO Z Z Z IO 00 Z z CO CO M
X E
CO O
✓ CO CO CO CO CO CO CO CO CO CO CO CO CO CO CO CO
CO CO CO CO CO N CO N CO CO c-1 CO CO CO CO CO CO 00 C) o o .-1
O C -,:ti CO CO N .1 N CO CT N Q C0 O V) tO 0) N CO N N N CO 0
_ O
N CO M CO .-I N N Q N Vl CO N N CO CO 6 Q < V) CO < < CO CO CO ~O
y } 3 CO CO .-1 N co - co (N V) (N c1 co CO N - - co N - - N N CO N
U X CO CO CT M Z M 7 N CO CO C' C' CO z z CO CO z z CO lO N LL
w
E N N
E CO CO CO CO CO v) CO CO CO CO CO CO CO CO CO CO CO CO C
o 0 0
U Y CO CO N N .-1 CO co CO CO CO n m O CO CO CO CO m V) V) - -
N a CO CO M T V) Cn M tO C71 C' N .1 O O 6 CO O M O O N .1 a
N N CO n CT •c-■ M a CO V CO CO CO CO C CO CO N a < < CO C a d
3 CO CO CO co CO CO .1 co N M CO CO CO n CO CO n CO - CO CO 01 '^
N N N N .1 .1 N N ci N N N N N N N N M Z Z N M (N
X
.-1 0
CO CO CO CO V} CO V) CO tn. CO V) CO CO CO CO CO CO CO CO CO CO co
W
CO N N CO N CO N .1 CO CO CO CO CO CO N o o O
Y ( CO CO co .-1 CO N CO CO CO CO CO CO CO N CO Cr)
y .-i CO CO O Q
< r ,--+ .-i ci < a CO < < < '-i CO < < CO CO .-■
3 c+ CO CO ,-k CO CO CO CO CO CO - ,„ CO CO - - CO CO CO
W
CO V1 M CO Z z C
CO N C' Z V V) Z a Z V) N Z z CO N N
X
M
CO CO CO CO CO CO CO CO CO CO CO CO CO V) CO n
0
SE Y CO N N n l N N CO CO CO V1 CO CO CO N o o A
CO CO CO CO CO V) N CO N CO N CO CO N CO N n co N
Y N CO N co CO co < CO N CO N < lO .-1 Q Q Q CO O) < < N N O
U CO ' CO M N M N Z CO M N M Z CO rn CO Z Z Z M V Z a CO V � t
X
■-i N .0
CO CO CO CO} CO V} ) CO V) CO V) CO V) CO V) CO V) CO V) CO V) CO V) } CO CO V}
CO CO N CO CO N N N N CO CO CO CO N N of CO CO n o 0
Y CO CO n CO N CO N CO CO CO CO CO CO CO CO .1 CO .-1 of •-1 CO Lo
3 N CO .-i O CO Q .-i CO CO 10 N a CO CO O Q .-1 ni < < CO N CO '' '-1 a
r1 N CO CO CO _ N CO CO Cl N CO N .N •� N CO - C) Co CO O
N N c1 N - z .--1 N .-I N N N N N z N N Z a c-1 N
X
N °C
V} V} CO CO V) CO CO CO CO CO CO CO CO CO CO CO CO CO CO CC
CL
(1) C 3 a v `o
0 r . CO .1 -1 CO ti N y N (N N -1 N N CO 0.0 0 00 m
.1 .I CO j H .1 ' CO -1 .1 -1 - ri .1 . -1 .1 ra = a
N
CO CO CO CO CO CO CO N
evrvry- ) O O O O O O O O O
.� Q Q Q.-1 .-1 1-1 .-1 .I .-1 .-■ ,--I c1 .-1 c-1 .-1 . d
N
W CO .-I n CO .1 .1 ..1 n n N n n n N N N -o -o v
rC CO N
c
v CO
T
@ } Li 7 u
E c
0 0 t0 o E
v
u 2 'o 2
a E ra " a
v ,o
>. cO > a E t
C a 0 C ta
C u L 0 og°
O CO U 0) d .O1n
E c kJ) ra .0 c M
'.5 0 C CO 1 E v ?'
- O p 0 ra 0 C 3
.0 'di to C 0 0 O U Cl) N v O
E 3 a N ), N .n v , v 10
i/ v L Y ra > w •.t al d U
U v+ c a 0 '-' C v E ai O c
C w 01 5, cn U a N 3 H U a° N
d ° ?
°
al o a a a a v a o a
j l0 U
v Cl Cl CJ Cl 01 01 CC CU N Q y
U M � T CO CO ra cc R Ca Ca ro is r0 p
O N U m 2 N 0 0 O O 0 0 0 0 0 0
¢ co 7 i O ¢ ¢ ¢ ¢ ¢ ¢ E. ¢ ¢ ¢ n
SE
-' '- ro 0 0 C a 0 0 0 0 0 0 0 0 0 0
17 C Y U U U U V 3 U U U U
Y ��. C6 C L C C C C C_ C C_ C_ C C
C1 O/ O N O O O ry C C C C C C C C C C
a o. u vl u vt x > Ct V) D D CO CO > > > CO CO CO
COMMERCIAL RATE COMPARISON
E.--I ui LD r-1 N rn ul al rn Ln- - - - - o- o E
Y
0
O ,-4 co n N 01 0 d' al 0 d' N M n 00 Lfl O ,�.,
a) oo m Q Q LA ,--i n d a6 ni Q Q Q Q In Q Q Ci Ln ui N
3 LIl 0 LD r-1 \ \ o CO Lo ao n 0) en \ \ \ \ o \ \ 00 0 LO v
Xm Cr 01 CO z z c-1 CO ,-1 N CO N d z z z z Lrl z z MI Ln 01 I)
1 r-i ri r-i ri 1 ri ri ri r-♦ ri r-1' ri 0
m VT 1/} t/) tn. 1h to +J} V} t/) t/} (J if} V? if} If} C
1-1
N 00 CO d- M 01 01 L) 0 0 0) O N CO LID O n CO o o ri
C Y a) r-1 LO d' L) LI LD 00 CO n LO Ln 0) 01 u) CO 01 Ln 01 r-1 O
CD aJ M LD d" N M Q Ol 4 Ni O n in 01 Ln LD Q Q n Q Q n Ll1 M o
N O O 07 n \ N O lD Lt-1 Ill L/) co CO ,-- \ \ 0l \ \ 0) CO N N
CO rn N CO LD z CO 0) n CO 0) CO al m CO z z 0 z z o0 1 >-
L.)
'X r-1 r-i r-i "
VT . t/) t/T 10 tl} tC t/} V) to V� t/) t/) t/} in. VT 1h t/} .a)
L
Y 0) LD d' N O d- LD N O (N 07 n O 01 d' al U N a o 0
CO 00 CO N 1-I N LD 0) LID O ,-t N O 00 01 0) co O1 (N (N -a
N y M N M d- M Q r-1 r-I M 0o r-1 n n M Q 01 Q L i Q < M Q, M a)
4.. 3 r1 M d- N -1 \ LO CO N 01 d- 0 N ID \ N \ d' \ \ N N N ,o
O . LI) LA d" d' d' z d ' CO d' LI) Ln V1 LD z N z LD z z LA N CO .0
e
io V)- to ill 1/} th if} tf). tf,- tl) t/} V} V) t/) V) V) in ill tf). CO
V CO
a/ N d' LO LD r-1 O V CO V 0 CO N N Ln O OD 0 L.r) o 0 0
E O N n n d' Ln O n o n n CO d; d' up m LD n �-I , i
y o0 0o N in Q Q n ni 06 06 0) 4 0i 0) 0) Q ni r-i Q Q - ,-■ N m
E ` CO N LD n \ \ CO n u1 Cl D CO N 0) \ d CO
O .-+ LD O z z CO O n 00 O CO ,--1 O 0) z O m z Z 001 M LSD
-x r- .- r- r ,- r-1 r' r-1 ri , co
m
v
t/? VT V) tf) iff (f) 1.0 to V) V) V) V/) VT V) V) u? V) Ill 0-
0
N ,--1 Cr ,-I CO 00 -1- lb L11 d CO r-1 M 01 O al CO 01 d- e o m
C V o P. 00 v (N LD U) N d- N LD CO N N N r-1 n Co L0 0 @
00 a1 M al co 4 lD Q LD 4 o6 r-i in' rri N N 4 Q r-i 4 Q Q m d: Co --
N d• LID CO O \ N N O n LD CO 0) N Ol \ CO CO \ \ CO CO Lb
• N N. 0- n V1 z LD N Ln LD n LD n n LD z n 0) z z LD 0) 0 t
U X
ct N r
-1/)- 01 VV) VT t/) V} t/) t/) ill if} t/) V) V). t/) tf) V) V) tf) tR
a
ro
,-I N O 00 00 N CO co n (N d- CO ID 0) r-1 CO 0) N \ o\°
1.11 M CO n LI1 O CO d' N LI) O CD CO LIl n 0) 0 CO N CO N r'1 CO N
a) in Ol Ol O d n L(7 Ln Ol n N L. O n r-1 ai M n Q Q 0) n 01 ' N
3 n 00 n CO CO CO LD N d' VD CO N r-I O U ,-4 rI N •
\ M en N CO N N CO CO N CO d m d d m in d n z z M uN (N
CC
cc
VT VT V} V} th t!) V) V} tI) tIF V) V} V) V) 1.0 VF 01 th VT 10 V) a
CU C aJ CU o
al O r-I c-I 01
� ,-1
-I -1 C) i-1 ,1 rI 1-1 r-I rI 1-1 r-I 1-I 03 00 p 00 00 ,D> .1 r-1 r-I 0 ,-I ri rI 1-1 r-I ri r-1 r I r1 CO ' @ (o N O O O J
}, O O O O N N N O O O O O O 0 O O y
v a) cr
CU 0 - Q Q Q e-I\ 1-1 c--1 ,-t
\ \ \ \ \ \ c-1 ri ,-i r-i ,-t r1 ,-1 ,-I ,-I
(N O N \ \ \ \ \ \ \ \ \ -0 -a
`)
ti M r-1 n O r-1 rI r-1 n n n
n n n n n n C C N
(0 r0 co
. , y
y Q) U
C N c
L
L f- N
N ? 3 V
U c N
C m
3 o\° E
ro 0 E at .X
v U 3 la 0
a (0 ra m a
\ E 4, a
>, 0 01 ro O-
M
co
_ E Y
o , cc, . aa,
C
C V -,
o a a°
O (0 (a 3 0 3 0.
v U c E V1 m C
°c 0' \ E a) v
'i J
0 ,mil O 0) `0 O N C 3 0
3 cu v1 aJ � ❑, ro O 0 u _0 al „_, c
1 N c 3 N -6 U 0 aJ - L a1 0
ro aJ + L n ^ ^ a .n
aJ aJ Y j L._..‘:-.) N w aJ rd
C L(0 0 (0 aJ O r0 0 > U Q C o
C ' V) J V) U 0 V) > 'e a) _
p
Ol .,-, -0 -0 -O -O -0 -0 -O -0 -0 P v-CU 0
7 LD U aJ al . aJ 4-' 4-, cu 4O+ cu aJ moo—
V Cr; i >^ r0 (0 CO CO (0 (O CO (0 (O (0 p
--• be ,._ f_ L f_ L 1_ L L L p SZ
(0 CO O 4J U a O O o o O O o O O O
E E r°0 (o 0 0 a a 0 a a Q 0 0 0
3 3 _ +' -° V1 ° v 0 0 0 `0 0 0 0 0 0 0
-,
Tc, (O f-, r''; > O CO .0 C _C C C C _C C C C C LL •
aJ aJ 0 _0 O 0 01 > O ,71 C C C C C C C C C C -_
- 0_ U Ln U (../) 2 ? CC 01 0 D 0 D D D D D D D
• I 1
MI J P�
(4/04
,0_
P 4i
■■■ 4,,,,,/614 6'dOcy
cy
/'69 Sts .
'3/4:I S. /P�n/P/ad pa/PJ00,0J4'li
G. /0,4_ 0
OO,,
/ OJ4/U,
`�0
I U
S_■ Pwo
�o
y/i,o
Cl. //pa S,/o=I J,b)
l P /.
P4SP9ds. Aa
a
L �ory4
0
}a /P°�a ooA,
U ^O/J.
AaP,°a
oy J
I OOG7`• Pi V PSaSa41 ,
l.i /o°e,,,S S.
pa4 P9aS '100,./...4C /G
40x,_ 0
/f 4
SAME
C
E PS°
or P'?VP
S
o 1
U
(P
4 �'/e,7ad
f13 ,CC
ii:_ a��,�9s
eat)4b/a'V
L
E 4,10
0/Pp,,,
7%3
o
IMMO 4
• o o O O O O v�
0 0 0 0 0 0
o in o �n o to
m (N (N -4 - i
V
4,vhO
■■M Je4,
°U
os4sd
EMI Pin/P�d M %oa)
d/';UhOJ JOaJOJ`'4
CU u■■■ as,J s pa�P,O F4,o4Os4,d'�sP
4,1Uh J`j47 paAb,
0
L J P�OUos �J J`/47
0 \\ \\\\\ /as yh°S
O. PawJ "/o
OI 4/�6 . aP,s,9aS.ce
Va/eA�a�O, p 4/h/eit, pa7%0:4°JU,U
CL ■�■ d�PJO 7
ri ■� JSeOJ J�,JP aJOJ4'U7
Cv. ',./1/
°a4P,O 7
as /JUa O�OJU,
P
V �Uh/P/atl
esOd,,
J
V 1 ' 4es/sa •
N
's'o,. hOS.
■ e/4es paae,OaJ
O -_ /oaP oJ,'47
N �____ �se9a
•� 1 I I s
CO
0. (e4,
E h/e/ad
o 1h
u 'os oyt�M/a<8
al p4/�! e,a�b
(d
'h9sp/PaH
(U
,i 4,to.
W a/ep.1a
E /'P1°J
0
V
4,k)e
4100
4
■ U9O4,
°o 0 0 0 0 0 °o °o, •
0 m 0 N N `. ---1 ° tn
v 1.4
in tA 1 tA I"
• 444%
1111. J Pzo°`°Sasd�t
ISPO '!.p
U II J�f/J a�P✓O
Pd.pale aJO,44�
✓d 7
EmV . I P�n/Pld°,/ O JO,`,417
4nOJ
p/af4JP). P�OUOs0 a
J
0.
il1�`\�\\\\\\\�`�I /aSPa✓,`/o °'O, j/) Aa/P✓oaJO,`/U
0.D MI --V 'kilo kin,
CL 111111111 i s pa 1 d
!' 44 JO
o
J
0
J4)4 n C 1111111 J P 41040
Ca
UI S Vl�o s
/
/oa L J Jn Jj
P
Pi
SP
CO �n/Pid gas`Aa
, loo' d 1P'O
UI.. P1SP9ds CJOj4/00
• 3
M MIII a^
J.p
di,
J°
,L 1
UI
CO /P4,
CIL n/Pl ad
E 1
O PSO6,Pl nOyli y/aaP Jai
Pslsd
f b
.e■ 4/9,/ii
CD Rdn9sp/Pay °S.pd4,oaJ
NI
cc
� o°wok
PSO
•� lUll d�P14PS
E �f�%.
o 1111 d a
4°,_
/J
11PlOJ
dl✓a4
O 0 O o O O O o• 0 0 1J
o v 0 ° 0 ci O 0 ° 0 +o
.n .n .n V? of ./? .A V? V?