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P A C K E T GLENDALE CITY COUNCIL (STAFF ACCESS ONLY) COUNCIL CHAMBERS 613 E. Broadway, 2nd Floor Glendale, CA 91206 Welcome to Glendale City Hall. Meetings are broadcast on Spectrum Cable, channel 6, AT&T U- verse, channel 99, and streaming live in high definition (HD) on the city's webpage, glendaleca.gov/live. In addition, city meetings are available on YouTube.com/myglendale and on Apple TV, Roku, and Amazon Fire devices using a free app called Screenweave and choosing “Glendale TV” from the menu. Call (818) 548-4013 for program schedules. DVDs of the proceedings are available for purchase in the City Clerk's Office. Meetings are also archived on the City Website for viewing anytime at glendaleca.gov/agendas. If you have any question about matters on the agenda, or requests for assistance, please contact the City Clerk at (818) 548-2090 during regular business hours. PLEASE TURN OFF CELLULAR PHONES WHILE INSIDE THE COUNCIL CHAMBER. In compliance with the Americans with Disabilities Act (ADA) of 1990, auxiliary hearing aids, sign language translation, and Braille transcripts are available upon request. Assisted listening devices are available same-day upon request. At least 48 hours (or two business days) notice is required for requests regarding sign language translation and Braille transcription services. All documents related to open session items on this agenda that are received less than 72 hours prior to this meeting, and are public records, will be available for review in the Office of the City Clerk, 613 E. Broadway, RM 110, Glendale, CA 91206. Translation services are provided for meetings through the use of bilingual staff for speakers who wish to utilize the service as available. Speakers should state their request by contacting the City Clerk’s office at (818) 548-2090, at least 24 hours prior to the scheduled meeting. Please specify the language for which you require translation. The exclusive use of City provided interpreters is not required and persons are welcome to use their own interpreter or speak in their native language.

JULY 27, 2021

To help slow the transmission of COVID-19, and protect the health and safety of the community, City Council, as well as Board & Commission meetings, will continue to be closed to the public for in- person attendance.

The public is encouraged to watch and participate from the safety of their homes to practice social distancing.

TYPED 7/26/2021 3:13:50 PM 07 27 21 1 CC The meetings can be viewed: • On local cable Charter Cable Channel 6 and AT&T U-verse Channel 99. • Streaming in high definition online at glendaleca.gov/live, YouTube.com/myglendale, and a free app called Screenweave on Apple TV, Roku, and Amazon Fire devices. Choose “Glendale TV” from the menu.

For public comments and questions during the meeting, call (818) 937-8100. City staff will be submitting these questions and comments in real time to the appropriate person during the Glendale City Council meeting.

REVISED - Items 1d and 3c were added ROLL CALL 1. CLOSED SESSION – 1:00 PM (To Commence at 3:00 PM) a. Conference with Labor Negotiators. The City-designated negotiators attending the closed session are: Roubik Golanian, Michael J. Garcia, Gillian van Muyden, Matt Doyle, John Takhtalian, Silvio Lanzas and Michele Flynn. The names of the employee organizations are: Glendale City Employees’ Association, Glendale Management Association, and the Glendale Fire Fighters Association. Unrepresented Employees: Executives and Confidential Employees b. Conference with real property negotiators: Property location - 480 Mount Carmel Drive (APN 5662-009-901). Negotiating parties: Raz Zadorian. Agency negotiators attending the closed session are: Roubik Golanian, Michael J. Garcia, Gillian van Muyden, Philip Lanzafame, Michele Flynn, Mark Berry, and Onnig Bulanikian. Instructions to the negotiator(s) will concern the price and terms for the potential sale of property c. Conference with Legal Counsel - Pending Litigation: Zedoushian v. City of Glendale, L.A.S.C. Case BC717150 d. Conference with Legal Counsel – Anticipated Litigation: Significant exposure litigation pursuant to paragraph subdivisions (d)(2) and (e)(2) of Section 54956.9: One (1) potential case 2. REGULAR BUSINESS AGENDA – 6:00 PM Roll Call a. Flag Salute: Mayor Devine b. Invocation: Aram Adjemian, City Clerk c. Report of City Clerk, re: Posting of Agenda. The Agenda for the July 27, 2021 Regular Meeting of the Glendale City Council was Posted on July 20, 2021 on the Bulletin Board Outside City Hall 3. PRESENTATIONS AND APPOINTMENTS

TYPED 7/26/2021 3:13:50 PM 07 27 21 2 CC a. Agenda Preview for the Meetings of Tuesday, August 3, 2021 b. Mayor's Commendation: Los Angeles County Commission on Human Relations c. Appointment of the Board and Commission Member (Devine, 7/20/2021) 1. Rose Nazarian, Audit Committee 4. CONSENT ITEMS (Including Minutes) The following are Routine and May be Acted Upon by One Motion. Any Member of Council or the Audience Requesting Separate Consideration May do so by Making Such Request Before Motion is Proposed. a. City Clerk, re: Minutes of the Joint City Council and Successor Agency meeting of July 20, 2021 and the Special City Council meeting of June 29, 2021 b. Public Works, re: Tenant Improvement at the Glendale Police Department's Crime Lab 1. Resolution adopting Plans and Specification No. 3892 for the Tenant Improvements at the Glendale Police Department's Crime Lab, and directing the City Clerk to advertise for bids c. Community Services and Parks, re: Award of 2021-22 Federal Workforce Innovation and Opportunity Act funds to the Glendale Youth Alliance and the City of Burbank as approved and recommended by the Verdugo Workforce Development Board 1. Accepting 2021-22 Federal Workforce Innovation and Opportunity Act (WIOA) funds in the amount of $694,334 to enable the Verdugo Workforce Development Board (VWDB) to distribute those funds to the Glendale Youth Alliance (GYA) and the City of Burbank; 2. Awarding Workforce Innovation and Opportunity Act (WIOA) funds in the amount of $563,834 to the GYA; as recommended and approved by the Verdugo Workforce Development Board; 3. Awarding Workforce Innovation and Opportunity Act (WIOA) funds in the amount of $130,500 to the City of Burbank; as recommended and approved by the Verdugo Workforce Development Board; and 4. Authorizing the City Manager, or a designee, to execute all agreements, certifications, and documents necessary to accept and implement the funding d. Community Services and Parks, re: Acceptance of Los Angeles County, Workforce Development, Aging, and Community Services 2021-2022 funds in the amount of $342,100 to the Verdugo Workforce Development Board (VWDB) for Youth Employment Services and approval of VWDB’s funding recommendations of $309,568 to the Glendale Youth Alliance 1. Accepting Youth Employment funds from the Los Angeles County, Workforce Development, Aging and Community Services Department in the amount of $342,100 to enable the Verdugo Workforce Development Board (VWDB) to distribute $309,568 to the Glendale Youth Alliance (GYA) to provide youth employment services 2. Approving Award of $309,568 WDACS summer youth funds to the GYA, as approved and recommended by the VWDB 3. Authorizing the City Manager, or a designee, to execute all agreements, certifications, and documents necessary to accept and implement funding e. Public Works, re: Solid Waste Hauler Transition Assistance 1. Motion awarding a Professional Services Agreement (PSA) to R3 Consulting Group, Inc. to Provide Solid Waste Hauler Transition Assistance for the City’s Proposed Franchise Hauler Program

TYPED 7/26/2021 3:13:50 PM 07 27 21 3 CC f. Community Development, re: Submission of a Grant Application to the CA Department of Housing and Community Development under the LEAP Planning Grants Program 1. Resolution authorizing the submission of the funding application in the amount of $500,000 to the California Department of Housing and Community Development under the LEAP Planning Grants Program and execution of any agreements or other documents required to evidence and secure the LEAP Grant 5. CITY COUNCIL/STAFF COMMENTS 6. COMMUNITY EVENT ANNOUNCEMENTS (3-Minutes) 7. ADOPTION OF ORDINANCES a. Public Works, re: AN ORDINANCE OF THE COUNCIL OF THE CITY OF GLENDALE AMENDING SECTION 8.56.150, OF THE GLENDALE MUNICIPAL CODE, 1995, RELATED TO AB 939 FEES; AND ADDING SECTIONS 8.56.170, 8.56.180, 8.56.190, 8.56.200, AND 8.56.210 ESTABLISHING AN EXCLUSIVE FRANCHISE SYSTEM FOR SOLID WASTE COLLECTION SERVICES OF COMMERCIAL ESTABLISHMENTS AND APPLICABLE MULTI-FAMILY ESTABLISHMENTS (Kassakhian, 7/13/2021) 8. ACTION ITEMS a. Public Works, re: Contracts for Franchising of the Solid Waste Collection Services for Commercial Establishments and Multi-Family Residential Establishments of 5- Units or Greater 1. Resolution Establishing Franchise Zones and Granting Exclusive Solid Waste Franchises for Solid Waste Collection Services for Commercial Establishments and Multi-Family Residential Establishments of five units or greater for each of the four exclusive collection zones established by the City, authorizing the City Manager or designee to execute franchise agreements with Southland Disposal Company, Athens Services, Waste Resource Technologies, Inc., and NASA Services, Inc. 2. Resolution Establishing AB 939 and Franchise Fee Amounts 3. Motion authorizing the City Manager or his Designee to Execute an Amendment to the Professional Services Agreement (PSA) between the City of Glendale and Stearns, Conrad and Schmidt, Consulting Engineers, Inc. increasing the Contract by an amount not to exceed $15,000 and extending the Contract duration to August 31, 2021, for analysis, recommendations and guidance regarding the franchising of commercial refuse collection in Glendale 9. HEARINGS 10. REPORTS - INFORMATION 11. WRITTEN COMMUNICATIONS 12. ORAL COMMUNICATIONS Discussion is Limited to Items NOT a Part of this Agenda. Council May Question or Respond to The Speaker But There Will be no Debate or Decision. The City Manager May Refer the Matter to the Appropriate Department for Investigation and Report. 13. NEW BUSINESS 14. ADJOURNMENT

TYPED 7/26/2021 3:13:50 PM 07 27 21 4 CC 5 of 221 6 of 221 7 of 221 8 of 221 9 of 221 10 of 221 M I N U T E S JOINT MEETING: CITY COUNCIL AND SUCCESSOR AGENCY COUNCIL CHAMBERS JULY 20, 2021

The Joint Meeting of the Glendale City Council and Glendale Successor Agency convened in the City Hal Council Chambers, in said City, at 4:06 p.m. on the above date, pursuant to a call for such meeting signed by the City Clerk of the City Council, and on file with the City Clerk, a copy of which is as follows:

July 13, 2021 Date

A JOINT PUBLIC MEETING of the City Council and Successor Agency is hereby called to meet at 3:00 PM on Tuesday, July 20, 2021, in the Council Chamber, 613 E. Broadway, 2nd Floor, Glendale, CA 91206 to consider the following item(s) of business, to wit;

1. Community Development, re: Findings in support of the proposed transfer of former Glendale Redevelopment Agency owned property to the City of Glendale for “government use” per California Health & Safety Code section 34181, et seq. (Property located at the southwest corner of Brand Boulevard and Glenoaks Avenue consisting of public right of way and APNs: 5644-013-905, 907, 914, 915, 917, 919, 921, 923, 924, 929, 930, 934, 935, and 936 created by Los Angeles County Flood Control District prior to construction of the Verdugo Wash. The property is referred to herein as the “ROW/Wash Parcels”) a. Successor Agency Resolution finding that the ROW/Wash Parcels proposed for transfer to the City of Glendale are for government use and authorizing the Executive Director to execute a grant deed, and any other documents, necessary to effectuate transfer of the ROW/Wash Parcels to the City of Glendale for the appraised value ($33,000) b. City Council Resolution authorizing the City Manager to accept a grant deed, and to execute other documents necessary to effectuate transfer of ROW/Wash Parcels from the Successor Agency to the City of Glendale for the appraised value ($33,000) c. Resolution of Appropriation in the amount of $33,000 from the Unassigned General Fund Balance to the Capital Improvement Fund to fund the purchase of ROW/Wash Parcels for the appraised value ($33,000)

Written Notice of said meeting was given, which Notice consisted of a copy of the foregoing Call, and was served on each Member of the Council not joining in the Call, and upon the in said City not less than 24 hours before the time fixed in said Call for said meeting, as follows: Upon Robert Adjinian at 5:00 p.m. July 13, 2021 Glendale, CA Upon Vrej Agajanian at 5:00 p.m. July 13, 2021 Glendale, CA Upon Dan Brotman at 5:00 p.m. July 13, 2021 Glendale, CA Upon Ardy Kassakhian at 5:00 p.m. July 13, 2021 Glendale, CA Upon Ara Najarian at 5:00 p.m. July 13, 2021 Glendale, CA Upon Laura Parazian at 5:00 p.m. July 13, 2021 Glendale, CA Upon Paula Devine at 5:00 p.m. July 13, 2021 Glendale, CA 11 of 221 4A 07 20 21 SP SA Mayor Devine called the meeting to order at 4:06 p.m.

ROLL CALL - All Present - Report of the City Clerk of the City Council and the Secretary of the Successor Agency, re: Posting of Agenda. The Agenda for the Tuesday, July 20, 2021 Joint Public Meeting of the City Council and Successor Agency was posted on July 13, 2021 on the Bulletin Board outside City Hall

1. Community Development, re: Findings in support of the proposed transfer of former Glendale Redevelopment Agency owned property to the City of Glendale for “government use” per California Health & Safety Code section 34181, et seq. (Property located at the southwest corner of Brand Boulevard and Glenoaks Avenue consisting of public right of way and APNs: 5644-013-905, 907, 914, 915, 917, 919, 921, 923, 924, 929, 930, 934, 935, and 936 created by Los Angeles County Flood Control District prior to construction of the Verdugo Wash. The property is referred to herein as the “ROW/Wash Parcels”)

Presenting: Tamar Sadd, Sr. Administrative Officer

a. Successor Agency Resolution SA-61 finding that the ROW/Wash Parcels proposed for transfer to the City of Glendale are for government use and authorizing the Executive Director to execute a grant deed, and any other documents, necessary to effectuate transfer of the ROW/Wash Parcels to the City of Glendale for the appraised value ($33,000) Motion: Agajanian Seconded: Kassakhian Vote as Follows Ayes: Agajanian, Brotman, Kassakhian, Najarian, Devine Noes: None Absent: None Abstain: None

b. City Council Resolution 21-112 authorizing the City Manager to accept a grant deed, and to execute other documents necessary to effectuate transfer of ROW/Wash Parcels from the Successor Agency to the City of Glendale for the appraised value ($33,000) Motion: Agajanian Seconded: Kassakhian Vote as Follows Ayes: Agajanian, Brotman, Kassakhian, Najarian, Devine Noes: None Absent: None Abstain: None

12 of 221 07 20 21 SP SA c. Resolution 21-113 of Appropriation in the amount of $33,000 from the Unassigned General Fund Balance to the Capital Improvement Fund to fund the purchase of ROW/Wash Parcels for the appraised value ($33,000) Motion: Agajanian Seconded: Kassakhian Vote as Follows Ayes: Agajanian, Brotman, Kassakhian, Najarian, Devine Noes: None Absent: None Abstain: None

ADJOURNMENT – 4:15 p.m.

- City Council Moved: Najarian Seconded: Agajanian

Mayor of the City of Glendale

City Clerk of the City of Glendale

13 of 221 07 20 21 SP SA M I N U T E S SPECIAL MEETING: GLENDALE CITY COUNCIL (STAFF ACCESS ONLY) COUNCIL CHAMBERS 613 E. Broadway, 2nd Floor Glendale, CA 91206 JUNE 29, 2021

The Special Meeting of the Glendale City Council convened in the Council Chambers, in said City, at 1:04 p.m. on the above date, pursuant to a call for such meeting signed by the City Clerk of the City Council, and on file with the City Clerk, a copy of which is as follows: June 22, 2021 Date

A SPECIAL PUBLIC MEETING of the City Council is hereby called to meet at 1:00 PM on Tuesday, June 29, 2021, in the Council Chamber, 613 E. Broadway, 2nd Floor, Glendale, CA 91206 to consider the following item(s) of business, to wit;

1. CLOSED SESSION a. Conference with real property negotiators: Property location - 216 N. Brand Blvd and 116 W. California Avenue. Negotiating parties: Glendale Arts. Agency negotiators attending the closed session are: Roubik Golanian, Michael J. Garcia, Gillian van Muyden, Philip Lanzafame, Michele Flynn, and Bradley Calvert. Instructions to the negotiator(s) will concern the price and terms for the lease of property 2. Community Development, re: Management and Operation of the , 216 N. Brand Blvd; Authorization to Terminate Exclusive Negotiations with Glendale Arts; Provide Direction to Begin Alternate Negotiations; and Temporarily Extend Current Lease and Management Agreement to Facilitate Transition a. Motion authorizing staff to terminate exclusive negotiations with Glendale Arts for the lease and management of the Alex Theatre and provide direction to commence alternate negotiations for a theatre manager/operator b. Motion authorizing staff to extend current Lease and Management Agreement with Glendale Arts for interim term to facilitate transition

Written Notice of said meeting was given, which Notice consisted of a copy of the foregoing Call, and was served on each Member of the Council not joining in the Call, and upon the in said City not less than 24 hours before the time fixed in said Call for said meeting, as follows: Upon Vrej Agajanian at 5:00 p.m. June 22, 2021 Glendale, CA Upon Dan Brotman at 5:00 p.m. June 22, 2021 Glendale, CA Upon Ardy Kassakhian at 5:00 p.m. June 22, 2021 Glendale, CA Upon Ara Najarian at 5:00 p.m. June 22, 2021 Glendale, CA Upon Paula Devine at 5:00 p.m. June 22, 2021 Glendale, CA Mayor Devine called the meeting to order at 1:04 p.m.

ROLL CALL - All Present - Report of the City Clerk of the City Council, re: Posting of Agenda. The Agenda for the Tuesday, June 29, 2021 Special Public Meeting of the City Council was posted on June 22, 2021 on the Bulletin Board Outside City Hall

14 of 221 4A 06 29 21 SP CC 1. CLOSED SESSION a. Conference with real property negotiators: Property location - 216 N. Brand Blvd and 116 W. California Avenue. Negotiating parties: Glendale Arts. Agency negotiators attending the closed session are: Roubik Golanian, Michael J. Garcia, Gillian van Muyden, Philip Lanzafame, Michele Flynn, and Bradley Calvert. Instructions to the negotiator(s) will concern the price and terms for the lease of property

City Attorney Mike Garcia indicated that action is not anticipated. Council recessed to Closed Session at 1:07 p.m.

2. Community Development, re: Management and Operation of the Alex Theatre, 216 N. Brand Blvd; Authorization to Terminate Exclusive Negotiations with Glendale Arts; Provide Direction to Begin Alternate Negotiations; and Temporarily Extend Current Lease and Management Agreement to Facilitate Transition

Presenting: Bradley Calvert, Asst. Director of Community Development

Staff Comments: Roubik Golanian, City Manager Mike Garcia, City Attorney

Public Comments: Nina Crowe Tiffany Nitche Charles Bergman Lisa Yeghiayan Paul Wong Manuel Sanchez Helen McDonagh Jill Carrigan Estcott Norton Phil Kubel Megan Sayers Elissa Glickman Laura Crook Mike Hume Frier McCollister Chris Green Justin Smith Kevin Bartanian Susan Ebert Monica Campagna Bri Patillo Rick Lemmo Justin Ike Cathy Jurca Leigh Kennicott Gilles Chiasson Alex Parajon 15 of 221 06 29 21 SP CC Marilyn Tokuda Beatrice Porto

a. Motion authorizing staff to terminate exclusive negotiations with Glendale Arts for the lease and management of the Alex Theatre and provide direction to commence alternate negotiations for a theatre manager/operator

Motion to direct staff to terminate exclusive negotiations and to commence non- exclusive negotiations with Glendale Arts with respect to the lease, management and operation of the historic Alex Theatre at 216 N. Brand, and to open negotiations with the two other proposers, SAS Entertainment and General Admission, for purposes of determining which of the proposers presents the best proposal for the lease, management and operation of the Alex, subject to future Council review and approval Moved: Agajanian Seconded: Najarian Vote as Follows Ayes: Agajanian, Najarian, Devine Noes: Brotman, Kassakhian Absent: None Abstain: None

b. Motion authorizing staff to extend current Lease and Management Agreement with Glendale Arts for interim term to facilitate transition

Motion to extend current lease of the Alex Theatre to Glendale Arts, extend the City’s Management Agreement with Glendale Arts for management of the Alex Theatre, and extend the City’s lease of office space at 116 W. California to Glendale Arts for three months from July 1, 2021 until September 30, 2021, and continuing on a month to month basis thereafter Moved: Kassakhian Seconded: Najarian Vote as Follows Ayes: Agajanian, Brotman, Kassakhian, Najarian, Devine Noes: None Absent: None Abstain: None

ADJOURNMENT – 3:43 p.m. Moved: Najarian Seconded: Kassakhian

Mayor of the City of Glendale

City Clerk of the City of Glendale

16 of 221 06 29 21 SP CC CITY OF GLENDALE, CALIFORNIA REPORT TO THE CITY COUNCIL

AGENDA ITEM

Report: Tenant Improvement at the Glendale Police Department's Crime Lab

1. Resolution adopting Plans and Specification No. 3892 for the Tenant Improvements at the Glendale Police Department's Crime Lab, and directing the City Clerk to advertise for bids.

COUNCIL ACTION

Item Type: Consent Calendar

Approved for July 27, 2021 calendar

ADMINISTRATIVE ACTION

Submitted by: Yazdan T. Emrani, P.E., Director of Public Works Carl Povilaitis, Police Chief

Prepared by: Arthur L. Asaturyan, Project Manager

Reviewed by: Kevin C. Todd , Assistant Director of Public Works Michele Flynn, Director of Finance Michael J. Garcia, City Attorney

Approved by: Roubik R. Golanian, P.E., City Manager

17 of 221 4b RECOMMENDATION Staff respectfully requests that City Council approve a Resolution adopting Plans and Specifications No. 3892 for the Tenant Improvements at the Glendale Police Department’s Crime Lab, and directing the City Clerk to advertise for bids.

BACKGROUND/ANALYSIS In 2013, the Verdugo Regional Crime Laboratory (VRCL) commenced DNA testing after being granted accreditation through the American Society of Crime Laboratory Directors Lab Accreditation Board International Program. Since becoming a National DNA Index System (NDIS) participating laboratory in January 2014, the VRCL has experienced a five-fold increase in forensic biology casework requests. Originally envisioned to serve three communities as a regional facility, the VRCL currently provides forensic testing services for over 20 regional, local, and federal law enforcement agencies. As the demand for DNA testing grows, the City has used grant funds to expand testing capacity at the VRCL. For example, these funds have been used for the acquisition of liquid handling robots, DNA testing instrumentation, and analysis software. Approval of project specifications for further expansion is now recommended.

In October 2019, the Glendale Police Department received approval from the City Council for to accept National Institute of Justice 2019 DNA Capacity Enhancement and Backlog Reduction Program Grant funds and appropriate these funds to DNA Capacity Enhancement Grant project accounts. A portion of this appropriation is intended to increase laboratory space for evidence processing.

The VRCL Forensic Biology Unit currently consists of one examination room, one extraction room, one pre-amplification room (quantitation and amplification set-up) and one post-amplification room. Analysts currently work staggered shifts for sample processing so that only one individual is performing laboratory work at a time due to the limited space. While this method prevents scheduling conflicts in this space, it has created a bottleneck for sample processing. Staff proposes to convert existing office space located within the Police Building to evidence examination space, which will expand DNA testing capacity and increase processing efficiency.

On March 23, 2021, the Public Works Department issued a task order to La Canada Design Group (LCDG) for professional, architectural and engineering services for the proposed tenant improvements. LCDG has since completed all programming, plans, and specifications for this project.

The scope of works includes the construction of two new lab spaces and reconfiguration of existing adjacent lab rooms, storage spaces, and restroom. The design and construction of the project is being managed by the Public Works Department.

The construction work tentatively scheduled to begin November 2021 and be completed in December 2021, is anticipated to have minimal impact to Police Department staff and operations since the area being renovated is currently unoccupied.

18 of 221 24 b

2 5 0 3 ENVIORNMENTAL REVIEW This project is Categorically Exempt under the provisions of the California Environmental Quality Act (CEQA) as a Class 1 exemption pursuant to the California Code of Regulations, Title 14, Section 15301.

FISCAL IMPACT The project budget factoring the Engineer’s estimate is below:

Construction $200,000

Project Management $15,000

Construction Contingency $20,000

Design and Construction Support $20,630

Permits $5,000

Total Cost $260,630

Funding for this project has been previously approved and carried over into the Fiscal Year 2021-22 Budget in the following accounts:

GL Account PL Account Amount Project Name

2019 DNA Capacity 43110-2610-GPD- GPD00200AG $200,000 Enhancement 0020

2019 DNA Capacity 43110-2610-GPD- GPD00200BN $60,630 Enhancement 0020

Total $260,630

ALTERNATIVES Alternative 1: The City Council may adopt Plans and Specification for the Tenant Improvement at the Glendale Police Department’s Crime Lab, and direct the City Clerk to advertise for bids.

Alternative 2: The City Council may elect to defer all of the improvements in which case the existing lab rooms will continue to operate in a limited capacity and grant funding will be lost. Alternative 3: The City Council may elect any other alternative not proposed by staff.

EXHIBITS None. 19 of 221 34 b

2 5 0 3 RESOLUTION NO. ______

A RESOLUTION OF THE COUNCIL OF THE CITY OF GLENDALE, CALIFORNIA ADOPTING THE PLANS AND SPECIFICATIONS FOR THE TENANT IMPROVEMENTS AT THE GLENDALE POLICE DEPARTMENT’S CRIME LAB, PER SPECIFICATIONS NO. 3892; AND DIRECTING THE CITY CLERK TO ADVERTISE FOR BIDS.

BE IT RESOLVED BY THE COUNCIL OF THE CITY OF GLENDALE:

SECTION 1. The Plans and Specifications on file in the City Clerk’s office for the Tenant Improvement at the Glendale Police Department’s Crime Lab, per Specifications No. 3892 including the various documents incorporated therein, are hereby approved, adopted, and designated.

SECTION 2. The City Clerk is hereby directed to advertise for bids for the work, equipment and materials described in these Specifications adopted by this Resolution. Adopted this _____ day of ______, 2021.

______Mayor, City of Glendale

ATTEST:

______City Clerk

STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) CITY OF GLENDALE )

I, Aram Adjemian, City Clerk of the City of Glendale, certify that the foregoing Resolution No.______was Adopted by the Council of the City of Glendale, California, at a regular meeting held on the ______day of ______, 2021, the same was adopted by the following vote:

Ayes: Noes: Absent: Abstain:

______City Clerk

20 of 221 CITY OF GLENDALE, CALIFORNIA REPORT TO THE CITY COUNCIL

AGENDA ITEM

Report: Award of 2021-22 Federal Workforce Innovation and Opportunity Act funds to the Glendale Youth Alliance and the City of Burbank as approved and recommended by the Verdugo Workforce Development Board.

1) Motion: a) Accepting 2021-22 Federal Workforce Innovation and Opportunity Act (WIOA) funds in the amount of $694,334 to enable the Verdugo Workforce Development Board (VWDB) to distribute those funds to the Glendale Youth Alliance (GYA) and the City of Burbank;

b) Awarding Workforce Innovation and Opportunity Act (WIOA) funds in the amount of $563,834 to the GYA; as recommended and approved by the Verdugo Workforce Development Board;

c) Awarding Workforce Innovation and Opportunity Act (WIOA) funds in the amount of $130,500 to the City of Burbank; as recommended and approved by the Verdugo Workforce Development Board; and

d) Authorizing the City Manager, or a designee, to execute all agreements, certifications, and documents necessary to accept and implement the funding.

COUNCIL ACTION

Item Type: Consent Calendar

Approved for July 27, 2021 calendar

ADMINISTRATIVE ACTION

Submitted by: Onnig Bulanikian, Director of Community Services & Parks

Prepared by: Judith Velasco, Workforce Development Administrator

21 of 221 4c Reviewed by: Michele Flynn, Director of Finance Michael J. Garcia, City Attorney

Approved by: Roubik R. Golanian, P.E., City Manager

22 of 221 24 c

2 5 0 0 RECOMMENDATION It is respectfully recommended that the City Council adopt the Motion:

a) Accepting 2021-22 Federal Workforce Innovation and Opportunity Act (WIOA) funds in the amount of $694,334 to enable the Verdugo Workforce Development Board to distribute those funds to the Glendale Youth Alliance (GYA) and the City of Burbank; b) Awarding WIOA funds in the amount of $563,834 to the GYA; as recommended and approved by the Verdugo Workforce Development Board; c) Awarding WIOA funds in the amount of $130,500 to the City of Burbank; as recommended and approved by the Verdugo Workforce Development Board; and d) Authorizing the City Manager, or a designee, to execute all agreements, certifications, and documents necessary to accept and implement the funding.

BACKGROUND/ANALYSIS The Verdugo Consortium is a Joint Powers Agreement (JPA) comprised of the Cities of Glendale, Burbank, and La Cañada Flintridge. The Verdugo Workforce Development Board (VWDB) is the planning and policy body for the Consortium. Its purpose is to provide employment and training programs within the three cities and to allocate and award all WIOA funds toward its goals. Through the JPA, the City of Glendale is given responsibility for the administration of all Consortium activities, including acting as the recipient of all Workforce Innovation and Opportunity Act funds (WIOA). As the administrative entity for the Verdugo Consortium, the City and the Glendale City Council give approval of funding awards recommended by the VWDB.

The City of Burbank is a partner in the Verdugo Consortium. Although the Verdugo Jobs Center is the only comprehensive one-stop center in the Verdugo Consortium, in order to provide services more conveniently to the job seekers and employers of Burbank, the City of Burbank operates an Annex of the Verdugo Jobs Center. This Annex provides basic services for job seekers and employers in Burbank. The VWDB has recommended awarding the City of Burbank $130,500 for the 2021-22 program year. These funds will be used to provide core workforce services to at least 80 new clients per month, and Rapid Response assistance to local businesses that are experiencing major layoffs. The Burbank Annex has been in operation since 2000. They have a proven track record of successfully serving Burbank job seekers and employers.

The GYA has been operating year-round youth employment programs and summer employment programs since 1994.They have been operating WIOA youth employment programs since 2000. They have a proven track record of successfully serving youth. For the 2021-22 program year, the VWDB has recommended awarding $563,834 in workforce funds to provide services to youth in the Verdugo region as listed below:

23 of 221 34 c

2 5 0 0 Program Name Minimum Number of Approximate Hours of Work Youth Experience

In-School Youth 25 180

Out-of-School Youth 65 200

FISCAL IMPACT All of this funding is grant funding, and there is no local match required. The funding allocations recommended by the VWDB for GYA and the City of Burbank are within the City’s FY 2021-22 Federal WIOA formula allocation and consistent with the Adopted FY 2021-22 Workforce Development budget.

Funding is available in the account strings as follows:

GYA Contract:

Cost Category Account TOTAL REVENUE WIOA Youth G/L: 31240-2060-CSP-0020-P0000-T0000- $563,834 F0000-0000-0000

P/L: CSP00701AG-FEDERAL-0000-2060 EXPENSES Direct Assistance-GYA G/L: 43112-2060-CSP-0020-P0000- $140,959 Contract In-School T0000-F0000-0000-0000 Youth P/L: CSP00701AG-DirectAsst-0000-2060

Direct Assistance-GYA G/L: 43112-2060-CSP-0020-P0000- $422,875 Contract Out of School T0000-F0000-0000-0000 Youth P/L: CSP00701AG-DirectAsst-0000-2060

24 of 221 44 c

2 5 0 0 Burbank Workforce Connection Contract:

Cost Category Account TOTAL REVENUE WIOA Adult, Dislocated G/L: 31240-2060-CSP-0020-P0000-T0000- $130,500 Worker, Rapid Response F0000-0000-0000

P/L: CSP00699AG-FEDERAL-0000-2060

P/L: CSP00700AG-FEDERAL-0000-2060

P/L: CSP00705AG-FEDERAL-0000-2060

EXPENSES Direct Assistance- G/L: 43112-2060-CSP-0020-P0000-T0000- $40,000 Burbank Workforce F0000-0000-0000 Connection-Adult P/L: CSP00699AG-DirectAsst-0000-2060

Direct Assistance- G/L: 43112-2060-CSP-0020-P0000-T0000- $40,000 Burbank Workforce F0000-0000-0000 Connection-Dislocated Worker P/L: CSP00700AG-DirectAsst-0000-2060

Direct Assistance- G/L: 43112-2060-CSP-0020-P0000-T0000- $50,500 Burbank Workforce F0000-0000-0000 Connection-Rapid Response P/L: CSP00705AG-DirectAsst-0000-2060

ALTERNATIVES Alternative 1: The City Council may adopt a Motion accepting 2021-22 Federal WIOA funds in the amount of $694,334 to enable the Verdugo Workforce Development Board to distribute $563,834 to the GYA and $130,500 to the City of Burbank, as recommended and approved by the Verdugo Workforce Development Board; and authorizing the City Manager, or a designee, to execute all agreements, certifications, and documents necessary to accept and implement the funding.

Alternative 2: City Council may consider any other alternative not proposed by staff.

25 of 221 54 c

2 5 0 0 CAMPAIGN DISCLOSURE N/A

EXHIBITS Exhibit 1: Verdugo Workforce Development Board Full Board Meeting Minutes-June 2, 2021

26 of 221 64 c

2 5 0 0 MOTION

Moved by Council Member , seconded by Council Member , that the Council of the City of Glendale hereby:

1. Accepts 2021-2022 Workforce Innovation Opportunity Act (WIOA) funds in the amount of $694,334, to enable the Verdugo Workforce Development Board (VWDB) to distribute those funds to the Glendale Youth Alliance and the City of Burbank in the amounts listed below, as more fully outlined in the Director of Community Services and Park’s July 27, 2021 Report to the City Council;

2. Approves two separate awards of the WIOA funds— as recommended by the Verdugo Workforce Development Board— to: A. The Glendale Youth Alliance, in the amount of $563,834, to provide in-school and out-of-school youth employment services; and

B. The City of Burbank, in the amount of $130,500, to provide core workforce services, and to furnish reemployment assistance (Rapid Response) to workers who are a part of major layoffs by local businesses; and

3. Authorizes the City Manager, or a designee, to execute all agreements, amendments, certifications, and documents necessary to accept and implement the funding.

Vote as Follows:

Ayes:

Noes:

Absent:

Abstain:

27 of 221

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VERDUGO WORKFORCE DEVELOPMENT BOARD FULL BOARD MEETING MINUTES 6/2/2021 8:30 a.m. to 9:00 a.m.

MEMBERS PRESENT: Ara Aslanian, Onnig Bulanikian, Jim Darcey, Marisol Espinoza, Nick Hacopian, Mary Hamzoian, Steve Kaplan, Gavin Koon, Debbie Kukta, Pamela Marcello, Stephanie O’Keefe, Nancy Osipo-Peera, Michael Ritterbrown, Veronica Romero, Tamar Sadd, Nona Yegiazaryan MEMBERS ABSENT: Greg Astorian, Lee Casady, BJ McGuire, Julio Ruiz, Teresa Sánchez

COMMUNITY & Darlene Galvan and Elizabeth Goldman (City of OTHER AGENCY Burbank), Melanie Bautista (Employment Development REPRESENTATIVES: Department), Eliza Dzhaneryan and Karine Grigoryan (Glendale Youth Alliance), Terry Walker (Providence Saint Joseph Medical Center) STAFF PRESENT: Judith Velasco, Diana Antonio, MaryAnn Pranke, Melissa Younesian CALL TO ORDER: 8:32 am by Chair Ara Aslanian via WebEx

I. Introductions A. VWDB Chair Ara Aslanian welcomed the VWDB to the June meeting. He reminded the attendees that they will be muted during the meeting. B. Mr. Aslanian welcomed and introduced new board member Tamar Sadd, representing Glendale Economic Development and welcomed back Terry Walker, representing Providence St. Joseph Hospital.

II. Minutes of February 10, 2021 A. VWDB called the roll to confirm attendance. Quorum confirmed. B. Minutes presented and reviewed. MOTION: Michael Ritterbrown 2nd: Pamela Marcello Action: APPROVED

III. Action Items • Mr. Aslanian reminded the board members to review the action items prior to the board meeting. a) Approval of the release of the VWDB’s Local Workforce Development Plan 2021-2024 and the Los Angeles Basin Regional Planning Unit’s Regional Workforce Development Plan 2021- 2024 for public review and comment

b) Approval of the VWDB’s Local Workforce Development Plan 2021-2024 and the Los Angeles Basin Regional Planning Unit’s Regional Workforce Development Plan 2021-2024 and their submission to the California Workforce Development Board and the State of California Employment Development Department

c) Approval of the submission of the Verdugo Workforce Development Board’s application for Local Area Subsequent Designation and Local Board Recertification to the Governor, California State Workforce Board, and the State of California Employment Development Department for the period of July 1, 2021- June 30, 2023 28 of 221

VWDB Full Board Minutes 6/2/2021 Page 1 of 4 VERDUGO WORKFORCE DEVELOPMENT BOARD FULL BOARD MEETING MINUTES 6/2/2021 8:30 a.m. to 9:00 a.m.

d) Approval of the full certification of the comprehensive Verdugo Jobs Center (VJC) and the specialized affiliate Burbank Workforce Connection (BWC) as required by the Workforce Innovation and Opportunity Act of 2014

e) Approval of Phase II Fourth Amendment to the Memorandum of Understanding between the Verdugo Workforce Development Board and Local Partners

f) Approval of the Revised Verdugo Workforce Development Board Conflict of Interest Policy

g) Approval of the recommendation to the Arroyo Verdugo Communities Joint Powers Authority for Stephanie O’Keefe to be appointed to the Verdugo Workforce Development Board, in compliance with State and Federal requirements under the Workforce Innovation and Opportunity Act of 2014

h) Approval of the recommendation to the Arroyo Verdugo Communities Joint Powers Authority for Tamar Sadd to be appointed to the Verdugo Workforce Development Board, in compliance with State and Federal requirements under the Workforce Innovation and Opportunity Act of 2014

i) Approval of the recommendation to the Arroyo Verdugo Communities Joint Powers Authority for Anahit (Nona) Yegiazaryan to be appointed to the Verdugo Workforce Development Board, in compliance with State and Federal requirements under the Workforce Innovation and Opportunity Act of 2014

j) Approval of the recommendation to the Arroyo Verdugo Communities Joint Powers Authority for Terry Walker to be appointed to the Verdugo Workforce Development Board, in compliance with State and Federal requirements under the Workforce Innovation and Opportunity Act of 2014

k) Approval of the Fiscal Year (FY) 2021-2022 Slate of Officers for the Verdugo Workforce Development Board

l) Approval of the Verdugo Workforce Development Board Preliminary Budget for Fiscal Year 2021-2022

m) Approval of FY 20-21 Workforce Innovation and Opportunity Act (WIOA) Out of School (OSY) contract amendment with Glendale Youth Alliance (GYA) extending contract end date from June 30, 2021 to March 31, 2022

n) Approval of award of $120,000 Workforce Innovation and Opportunity Act, Additional Assistance funds for the Regional BioScience Industry-Valued Credential Project to a Community College and/or testing administrator and to enter into contract with selected entity

o) Approval of Allocation of $130,500 to the Burbank Employment Connection to Provide Services in the City of Burbank as the Verdugo Jobs Center Affiliate Site for Fiscal Year 2021- 2022

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VWDB Full Board Minutes 6/2/2021 Page 2 of 4 VERDUGO WORKFORCE DEVELOPMENT BOARD FULL BOARD MEETING MINUTES 6/2/2021 8:30 a.m. to 9:00 a.m.

p) Approval to Award an amount not to exceed $50,000 in Workforce Innovation and Opportunity Act Funding for One-Stop Operator to Glendale Youth Alliance and to Enter into Contractual Agreement for Fiscal Year 2021-2022

q) Approval of the Glendale Youth Alliance Contract for FY 2021-2022 as the Board’s Youth provider and Approval of Allocation of $563,834 to Glendale Youth Alliance to Provide Workforce Innovation and Opportunity Act Youth Services as the Youth Provider for Program Year 2021-2022

r) Approval to Accept Funds of $342,100 from Los Angeles County for Youth Employment Services and to provide an Award of $309,568 to the Glendale Youth Alliance to Provide Youth Services for the Fiscal Year 2021-2022

s) Approval to Accept the Summer Training and Employment Program for Students funds of $400,000 from the California Department of Rehabilitation and to Award Funds to Glendale Youth Alliance, Glendale Community College’s Professional Development Center, and the Foundation for California Community Colleges for Fiscal Year 2021-2022

t) Approval to Accept funding from Glendale Community College in the amount of $500,000 to implement the California Adult Education Program and enter into contract with Glendale Youth Alliance, Jesse Villarreal, Armenian Relief Society, Foundation for California Community Colleges, Copy&Design, Vocational English as a Second Language Instructors, and Glendale Library Arts & Culture for the period of July 1, 2021 through June 30, 2022

MOTION FOR CONSENT ITEM A-H: Motion: Gavin Koon 2nd: Mary Hamzoian APPROVED

IV. Director’s Report A. Presentation: FY 20-21 Year in Review 1. Ms. Velasco facilitated the presentation that outlined the accomplishments over the past program year. a. Ms. Velasco recognized the VWDB and Verdugo Jobs Center (VJC) staff who demonstrated great resiliency by addressing the challenges of the pandemic to continue delivering services remotely to the community. i. Staff continued to provide services virtually, provided emergency services, and assisted with triaging phone calls from callers that were attempting to reach Unemployment Insurance (UI) assistance. b. VJC staff continued to conduct Rapid Response activities, serving 109 businesses and assisted 6,616 laid off workers. From the laid off workers, 717 were enrolled in VJC services and 300 received supportive services. c. Although many businesses were laying off workers, 90 businesses contacted the VJC for their hiring needs with 3,829 positions available. d. GYA, the VWDB’s Youth Provider, experienced difficulty placing youth at worksites due to employers limiting the number of employees at the site.

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i. As a result of the challenges in recruiting youth, the contract with GYA for Out-of- School was extended to allow them to meet their contractual goals. e. The Biotechnology Technician Industry-Valued Credential project is being led by Grifols Biologicals in partnership with Biocom Institute, Los Angeles Mission College and Los Angeles Valley College. This is the first time the VWDB has a business led project with business association coming together with a community college. i. The credential has been developed, and it will be launched at a larger scale. f. The VWDB was able to secure $1.85 million grant dollars. This funding allowed the VJC to provide assistance to those impacted by COVID-19. g. The VWDB also fulfilled many compliance requests and met deadlines for the following: Workforce Development Plan and Regional Plan, Career Services Application, Board Recertification, AJCC Certification, and successfully completed five comprehensive Audits and Monitorings. h. Future projects include revising the Joint Powers Agreement and By Laws, and launching the Musicians Employment Recovery Project in partnership with AFM Local 41. In addition, the VJC looks forward to resuming the CNC Machinist Academy and expanding career pathways to build economic equity. 2. Ms. Velasco acknowledged the VWDB and VJC staff for adapting constantly and continuing to serve the Verdugo region. 3. Mr. Aslanian congratulated the staff for thriving and carrying out its mission despite the obstacles brought on by the COVID-19 pandemic.

V. Other Businesses and Announcements A. The next VWDB Full Board meeting will be held on Wednesday, September 22nd.

VI. Public Comments: None

VII. Adjournment: 9:02 am

31 of 221

VWDB Full Board Minutes 6/2/2021 Page 4 of 4 CITY OF GLENDALE, CALIFORNIA REPORT TO THE CITY COUNCIL

AGENDA ITEM

Report: Acceptance of Los Angeles County, Workforce Development, Aging, and Community Services 2021-2022 funds in the amount of $342,100 to the Verdugo Workforce Development Board (VWDB) for Youth Employment Services and approval of VWDB’s funding recommendations of $309,568 to the Glendale Youth Alliance.

1) Motion: a. Accepting Youth Employment funds from the Los Angeles County, Workforce Development, Aging and Community Services Department in the amount of $342,100 to enable the Verdugo Workforce Development Board (VWDB) to distribute $309,568 to the Glendale Youth Alliance (GYA) to provide youth employment services. b. Approving Award of $309,568 WDACS summer youth funds to the GYA, as approved and recommended by the VWDB. c. Authorizing the City Manager, or a designee, to execute all agreements, certifications, and documents necessary to accept and implement funding.

COUNCIL ACTION

Item Type: Consent Calendar

Approved for July 27, 2021 calendar

ADMINISTRATIVE ACTION

Submitted by: Onnig Bulanikian, Director of Community Services & Parks

Prepared by: Judith Velasco, Workforce Development Administrator

Reviewed by: Michele Flynn, Director of Finance Michael J. Garcia, City Attorney

32 of 221 4d Approved by: Roubik R. Golanian, P.E., City Manager

33 of 221 24 d

2 5 0 0 RECOMMENDATION It is respectfully recommended that the City Council adopt a motion accepting Youth Employment funds from the Los Angeles County, Workforce Development, Aging and Community Services Department (WDCAS) in the amount of $342,100 to enable the Verdugo Workforce Development Board (VWDB) to distribute $309,568 to the Glendale Youth Alliance (GYA) to provide youth employment services; approving award of $309,568 WDACS summer youth funds to the GYA; and authorizing the City Manager, or a designee, to execute all agreements, certifications, and documents necessary to accept and implement funding.

BACKGROUND/ANALYSIS The Verdugo Consortium is a Joint Powers Agreement (JPA) comprised of the Cities of Glendale, Burbank, and La Cañada Flintridge. The VWDB is the planning and policy body for the Consortium. Its purpose is to provide employment and training programs within the three cities and to allocate and award all funds toward its goals. Through the JPA, the City of Glendale is given responsibility for the administration of all Consortium activities, including acting as the recipient of L.A. County WDACS funds. As the administrative entity for the Verdugo Consortium, the City and the City Council give approval of funding awards recommended by the VWDB.

GYA has been operating year-round youth employment programs since 1994 including their summer youth employment programs. They have a proven track record of successfully serving youth. For the 2021-22 program year, the VWDB received L.A. County summer funding in the amount of $342,100 and has recommended awarding $309,568 to GYA to provide summer youth employment services and the remaining $32,532 will be used to cover staff salaries for the VWDB under the LA County’s Youth @ Work Program for grant administration.

Program Name Minimum Number of Approximate Hours of Work Youth Experience per Youth

L.A. County Summer 127 120 Youth- Youth@Work Program

FISCAL IMPACT All of this funding is grant funding, and there is no local match required. The total funding in the amount of $342,100 consists of Los Angeles County Workforce Development Aging and Community Service Summer Youth Employment Funds. The funding allocations recommended by the VWDB for GYA are within the City’s FY 2021-22 LA County funds and consistent with the Adopted FY 2021-22 Workforce Development budget approved by the City Council as part of the City budget process.

34 of 221 34 d

2 5 0 0 The account strings are as follows:

Cost Category Account Total Revenue G/L: 31240-2060-CSP-0020-P0000-T0000-F0000 $75,000 PL: CSP00681AG-FEDERAL-0000-2060

G/L: 34301-2060-CSP-0020-P0000-T0000-F0000 $267,100 PL: CSP00681AG-LOCAL-0000-2060 Expenses Staff Salaries, G/L: 41100-2060-CSP-0020-P0000-T0000-F0000 $ 32,532 Verdugo Workforce PL: CSP00681AG-LABOR-0000-2060 Development Board Direct Assistance- G/L: 43112-2060-CSP-0020-P0000-T0000-F0000 $309,568 GYA Contract PL: CSP00681AG-DirectAsst-0000-2060

The breakdown of the total award to GYA is as follows:

Account Total

Contract with GYA G/L: 43112-2060-CSP-0020-P0000-T0000-F0000 $106,236 for Youth on PL: CSP00681AG-DirectAsst-0000-2060 CalWorks

Contract with GYA G/L: 43112-2060-CSP-0020-P0000-T0000-F0000 $133,383 for Other PL: CSP00681AG-DirectAsst-0000-2060 Underserved Youth

Contract with GYA G/L: 43112-2060-CSP-0020-P0000-T0000-F0000 $20,722 for Foster Youth PL: CSP00681AG-DirectAsst-0000-2060

Contract with GYA G/L: 43112-2060-CSP-0020-P0000-T0000-F0000 $10,678 for Youth on PL: CSP00681AG-DirectAsst-0000-2060 Probation

Contract with GYA G/L: 43112-2060-CSP-0020-P0000-T0000-F0000 $38,549 for System Involved PL: CSP00681AG-DirectAsst-0000-2060 Youth

Total for GYA Contract (Youth @Work Employment Funds) $309,568

35 of 221 44 d

2 5 0 0 ALTERNATIVES Alternative 1: The Council may adopt a Motion to accept the Los Angeles County Workforce Development, Aging and Community Services Department Youth Employment funds, in the amount of $342,100, to enable the Verdugo Workforce Development Board to distribute $309,568 to the Glendale Youth Alliance to provide youth employment services; approve the award of $309,568 WDACS youth @ work funds to the GYA, as approved and recommended by the VWDB; and authorize the City Manager, or a designee, to execute all agreements, certifications, and documents necessary to accept and implement funding.

Alternative 2: The Council may consider any other alternative not proposed by staff.

Alternative 3: There are no other alternatives because the funding to GYA was competitively procured and the funds cannot be distributed to any other recipient.

CAMPAIGN DISCLOSURE N/A

EXHIBITS Exhibit 1: Verdugo Workforce Development Board Meeting Minutes, June 2, 2021

36 of 221 54 d

2 5 0 0 MOTION

Moved by Council Member , seconded by Council Member , that the Council of the City of Glendale, consistent with the Verdugo Workforce Development Board’s recommendation, hereby:

1. Accepts Youth Employment funds from the County of Los Angeles Workforce Development, Aging, and Community Services (WDACS), in the amount of $342,100, to enable the Verdugo Workforce Development Board to distribute a portion of those funds to the organization listed in Section 2 below and to cover City staff’s salaries for the Verdugo Workforce Development Board under Los Angeles County’s Youth@Work Program, as more fully outlined in the Director of Community Services and Park’s July 27, 2021 Report to the City Council;

2. Approves the award of $309,568 in Youth Employment funds to the Glendale Youth Alliance (GYA) to provide summer youth employment services for the 2021-2022 Program Year; and

3. Authorizes the City Manager, or a designee, to execute all agreements, amendments, certifications, and documents necessary to accept and implement the funding.

Vote as Follows:

Ayes:

Noes:

Absent:

Abstain:

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2 3 0

6 Exhibit 1

VERDUGO WORKFORCE DEVELOPMENT BOARD FULL BOARD MEETING MINUTES 6/2/2021 8:30 a.m. to 9:00 a.m.

MEMBERS PRESENT: Ara Aslanian, Onnig Bulanikian, Jim Darcey, Marisol Espinoza, Nick Hacopian, Mary Hamzoian, Steve Kaplan, Gavin Koon, Debbie Kukta, Pamela Marcello, Stephanie O’Keefe, Nancy Osipo-Peera, Michael Ritterbrown, Veronica Romero, Tamar Sadd, Nona Yegiazaryan MEMBERS ABSENT: Greg Astorian, Lee Casady, BJ McGuire, Julio Ruiz, Teresa Sánchez

COMMUNITY & Darlene Galvan and Elizabeth Goldman (City of OTHER AGENCY Burbank), Melanie Bautista (Employment Development REPRESENTATIVES: Department), Eliza Dzhaneryan and Karine Grigoryan (Glendale Youth Alliance), Terry Walker (Providence Saint Joseph Medical Center) STAFF PRESENT: Judith Velasco, Diana Antonio, MaryAnn Pranke, Melissa Younesian CALL TO ORDER: 8:32 am by Chair Ara Aslanian via WebEx

I. Introductions A. VWDB Chair Ara Aslanian welcomed the VWDB to the June meeting. He reminded the attendees that they will be muted during the meeting. B. Mr. Aslanian welcomed and introduced new board member Tamar Sadd, representing Glendale Economic Development and welcomed back Terry Walker, representing Providence St. Joseph Hospital.

II. Minutes of February 10, 2021 A. VWDB called the roll to confirm attendance. Quorum confirmed. B. Minutes presented and reviewed. MOTION: Michael Ritterbrown 2nd: Pamela Marcello Action: APPROVED

III. Action Items • Mr. Aslanian reminded the board members to review the action items prior to the board meeting. a) Approval of the release of the VWDB’s Local Workforce Development Plan 2021-2024 and the Los Angeles Basin Regional Planning Unit’s Regional Workforce Development Plan 2021- 2024 for public review and comment

b) Approval of the VWDB’s Local Workforce Development Plan 2021-2024 and the Los Angeles Basin Regional Planning Unit’s Regional Workforce Development Plan 2021-2024 and their submission to the California Workforce Development Board and the State of California Employment Development Department

c) Approval of the submission of the Verdugo Workforce Development Board’s application for Local Area Subsequent Designation and Local Board Recertification to the Governor, California State Workforce Board, and the State of California Employment Development Department for the period of July 1, 2021- June 30, 2023 38 of 221

VWDB Full Board Minutes 6/2/2021 Page 1 of 4 VERDUGO WORKFORCE DEVELOPMENT BOARD FULL BOARD MEETING MINUTES 6/2/2021 8:30 a.m. to 9:00 a.m.

d) Approval of the full certification of the comprehensive Verdugo Jobs Center (VJC) and the specialized affiliate Burbank Workforce Connection (BWC) as required by the Workforce Innovation and Opportunity Act of 2014

e) Approval of Phase II Fourth Amendment to the Memorandum of Understanding between the Verdugo Workforce Development Board and Local Partners

f) Approval of the Revised Verdugo Workforce Development Board Conflict of Interest Policy

g) Approval of the recommendation to the Arroyo Verdugo Communities Joint Powers Authority for Stephanie O’Keefe to be appointed to the Verdugo Workforce Development Board, in compliance with State and Federal requirements under the Workforce Innovation and Opportunity Act of 2014

h) Approval of the recommendation to the Arroyo Verdugo Communities Joint Powers Authority for Tamar Sadd to be appointed to the Verdugo Workforce Development Board, in compliance with State and Federal requirements under the Workforce Innovation and Opportunity Act of 2014

i) Approval of the recommendation to the Arroyo Verdugo Communities Joint Powers Authority for Anahit (Nona) Yegiazaryan to be appointed to the Verdugo Workforce Development Board, in compliance with State and Federal requirements under the Workforce Innovation and Opportunity Act of 2014

j) Approval of the recommendation to the Arroyo Verdugo Communities Joint Powers Authority for Terry Walker to be appointed to the Verdugo Workforce Development Board, in compliance with State and Federal requirements under the Workforce Innovation and Opportunity Act of 2014

k) Approval of the Fiscal Year (FY) 2021-2022 Slate of Officers for the Verdugo Workforce Development Board

l) Approval of the Verdugo Workforce Development Board Preliminary Budget for Fiscal Year 2021-2022

m) Approval of FY 20-21 Workforce Innovation and Opportunity Act (WIOA) Out of School (OSY) contract amendment with Glendale Youth Alliance (GYA) extending contract end date from June 30, 2021 to March 31, 2022

n) Approval of award of $120,000 Workforce Innovation and Opportunity Act, Additional Assistance funds for the Regional BioScience Industry-Valued Credential Project to a Community College and/or testing administrator and to enter into contract with selected entity

o) Approval of Allocation of $130,500 to the Burbank Employment Connection to Provide Services in the City of Burbank as the Verdugo Jobs Center Affiliate Site for Fiscal Year 2021- 2022

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p) Approval to Award an amount not to exceed $50,000 in Workforce Innovation and Opportunity Act Funding for One-Stop Operator to Glendale Youth Alliance and to Enter into Contractual Agreement for Fiscal Year 2021-2022

q) Approval of the Glendale Youth Alliance Contract for FY 2021-2022 as the Board’s Youth provider and Approval of Allocation of $563,834 to Glendale Youth Alliance to Provide Workforce Innovation and Opportunity Act Youth Services as the Youth Provider for Program Year 2021-2022

r) Approval to Accept Funds of $342,100 from Los Angeles County for Youth Employment Services and to provide an Award of $309,568 to the Glendale Youth Alliance to Provide Youth Services for the Fiscal Year 2021-2022

s) Approval to Accept the Summer Training and Employment Program for Students funds of $400,000 from the California Department of Rehabilitation and to Award Funds to Glendale Youth Alliance, Glendale Community College’s Professional Development Center, and the Foundation for California Community Colleges for Fiscal Year 2021-2022

t) Approval to Accept funding from Glendale Community College in the amount of $500,000 to implement the California Adult Education Program and enter into contract with Glendale Youth Alliance, Jesse Villarreal, Armenian Relief Society, Foundation for California Community Colleges, Copy&Design, Vocational English as a Second Language Instructors, and Glendale Library Arts & Culture for the period of July 1, 2021 through June 30, 2022

MOTION FOR CONSENT ITEM A-H: Motion: Gavin Koon 2nd: Mary Hamzoian APPROVED

IV. Director’s Report A. Presentation: FY 20-21 Year in Review 1. Ms. Velasco facilitated the presentation that outlined the accomplishments over the past program year. a. Ms. Velasco recognized the VWDB and Verdugo Jobs Center (VJC) staff who demonstrated great resiliency by addressing the challenges of the pandemic to continue delivering services remotely to the community. i. Staff continued to provide services virtually, provided emergency services, and assisted with triaging phone calls from callers that were attempting to reach Unemployment Insurance (UI) assistance. b. VJC staff continued to conduct Rapid Response activities, serving 109 businesses and assisted 6,616 laid off workers. From the laid off workers, 717 were enrolled in VJC services and 300 received supportive services. c. Although many businesses were laying off workers, 90 businesses contacted the VJC for their hiring needs with 3,829 positions available. d. GYA, the VWDB’s Youth Provider, experienced difficulty placing youth at worksites due to employers limiting the number of employees at the site.

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i. As a result of the challenges in recruiting youth, the contract with GYA for Out-of- School was extended to allow them to meet their contractual goals. e. The Biotechnology Technician Industry-Valued Credential project is being led by Grifols Biologicals in partnership with Biocom Institute, Los Angeles Mission College and Los Angeles Valley College. This is the first time the VWDB has a business led project with business association coming together with a community college. i. The credential has been developed, and it will be launched at a larger scale. f. The VWDB was able to secure $1.85 million grant dollars. This funding allowed the VJC to provide assistance to those impacted by COVID-19. g. The VWDB also fulfilled many compliance requests and met deadlines for the following: Workforce Development Plan and Regional Plan, Career Services Application, Board Recertification, AJCC Certification, and successfully completed five comprehensive Audits and Monitorings. h. Future projects include revising the Joint Powers Agreement and By Laws, and launching the Musicians Employment Recovery Project in partnership with AFM Local 41. In addition, the VJC looks forward to resuming the CNC Machinist Academy and expanding career pathways to build economic equity. 2. Ms. Velasco acknowledged the VWDB and VJC staff for adapting constantly and continuing to serve the Verdugo region. 3. Mr. Aslanian congratulated the staff for thriving and carrying out its mission despite the obstacles brought on by the COVID-19 pandemic.

V. Other Businesses and Announcements A. The next VWDB Full Board meeting will be held on Wednesday, September 22nd.

VI. Public Comments: None

VII. Adjournment: 9:02 am

41 of 221

VWDB Full Board Minutes 6/2/2021 Page 4 of 4 CITY OF GLENDALE, CALIFORNIA REPORT TO THE CITY COUNCIL

AGENDA ITEM

Report: Solid Waste Hauler Transition Assistance

1. Motion awarding a Professional Services Agreement (PSA) to R3 Consulting Group, Inc. to Provide Solid Waste Hauler Transition Assistance for the City’s Proposed Franchise Hauler Program

COUNCIL ACTION

Item Type: Consent Calendar

Approved for July 27, 2021 calendar

ADMINISTRATIVE ACTION

Submitted by: Yazdan T. Emrani, P.E., Director of Public Works

Prepared by: Shea Eccleston-Banwer, Senior Public Works Manager

Reviewed by: Michele Flynn, Director of Finance Michael J. Garcia, City Attorney

Approved by: Roubik R. Golanian, P.E., City Manager

42 of 221 4e RECOMMENDATION Staff respectfully recommends that the City Council approve the Motion authorizing the City Manager or his designee to award a PSA to R3 Consulting Group for $98,800 plus a 20 percent contingency in the amount of $19,760 to provide Solid Waste Hauler Transition Assistance for the City’s proposed Commercial Solid Waste Franchise hauler program.

BACKGROUND/ANALYSIS In 2013, the City of Glendale formally began the process to transition from an open permit system for private waste haulers to a closed franchised system by submitting a notification letter to all private haulers permitted to operate in the City at the time. Following a lengthy study of the various franchise hauling options, the City Council authorized the release of a Request for Proposals (RFP) for commercial solid waste collection services under a franchise zone system in 2017 and that RFP was eventually released in 2019. The City received nine proposals and staff met with and conducted interviews with eight of the proposers. In 2020, the City Council authorized staff to meet with the four top ranked proposers to negotiate the terms of the franchise contracts and perform site visits of their facilities. Then in 2021, the City Council approved the franchise zone boundaries and authorized staff to complete franchise agreements with the four selected haulers for final approval from the City Council. Staff is bringing this final approval back for consideration by the City Council this evening.

There is a need to use the services of a qualified consultant to assist the City to successfully transition to a franchise system in a three to four-month timeframe. As part of the RFP process, each of the four selected franchise hauler finalists submitted transition plans for assuming commercial hauling responsibilities in their assigned zone. To make certain that a seamless and consistent transition throughout the entire City occurs, the City combined these varied plans into one comprehensive transition plan with the assistance of R3 Consulting Group. After the franchise hauler agreements are completed, the consultant will work with the City and haulers to make sure the transition plan is being correctly implemented. This includes making sure the haulers are providing services to their new customers and benefits to the City as required by the franchise agreements.

The solid firm, R3 Consulting Group, Inc. is uniquely qualified to provide these solid waste hauler transition assistance services. They recently provided the City with consulting services under PSA 8001043 related to the development of the franchise fee and AB 939 fees for the franchise hauler program. Additionally, in 2020, following a RFP process they were awarded a PSA for providing regulatory compliance oversight of permitted haulers under the City’s current open permit system. R3 Consulting Group is familiar with the City’s proposed franchise program, the four top rated haulers and the solid waste hauling environment in Glendale. Finally, under the previous PSA, R3 Consulting Group developed the consolidated transition plan that needs to be implemented. The firm has operated in the State of California for nearly a decade, they specialize in sustainability programs and they have assigned their highly experienced staff members to this program.

43 of 221 24 e

2 5 2 4 FISCAL IMPACT The total cost of the proposed PSA including contingencies is $118,560. There is funding available in the Refuse Fund, Contractual Services account 43110-5300-PWD- 7523 for these consulting services.

ALTERNATIVES The alternatives relating to the proposed resolution are as follows:

Alternative 1: Approve the attached Motion. The private firm, R3 Consulting Group Inc. will assist the City with the implementation of the consolidated transition plan for commercial franchise hauling. Alternative 2: Do not approve attached Motions and Resolution. The City will allow each hauler to implement their own transition plans with divergent schedules and service levels. Additionally, City oversight of the haulers over these initial critical months will be less than optimal. Alternative 3: The City Council may consider any other alternative not proposed by staff.

CAMPAIGN DISCLOSURE In accordance with the City Campaign Finance Ordinance N. 5744, the following are the names and business addresses of the members of the board of directors, the chairperson, CEO, COO, CFO, Subcontractors and any other person with more than 10 percent interest in the company proposed in this Agenda Item Report:

Full Name Title Business Address City State Zip Garth Schultz President 1512 Eureka Rd, Suite Roseville CA 95661 /C.E.O. 220 Richard Tagore- Board of 1512 Eureka Rd, Suite Roseville CA 95661 Erwin Directors 220

EXHIBITS None.

44 of 221 34 e

2 5 2 4 MOTION

Moved by Council Member , seconded by Council Member , that the Council of the City of Glendale hereby:

1. Authorizes the City Manager, or his designee, to execute a professional

services agreement -subject to approval by the City Attorney- with R3

Consulting Group, Inc., to provide solid waste hauler transition assistance for

the City’s proposed franchise hauler program for an amount not to exceed

$98,800.

2. Authorizes a 20% reserve for contingencies equal to $19,760 creating a total,

not-to-exceed professional services agreement amount of $118,560.

Votes as follows:

Ayes:

Noes:

Absent:

Abstain:

______City Clerk

45 of 221 4e CITY OF GLENDALE, CALIFORNIA REPORT TO THE CITY COUNCIL

AGENDA ITEM

Report: Submission of a Grant Application to the CA Department of Housing and Community Development under the LEAP Planning Grants Program.

1. Resolution authorizing the submission of the funding application in the amount of $500,000 to the California Department of Housing and Community Development under the LEAP Planning Grants Program and execution of any agreements or other documents required to evidence and secure the LEAP Grant.

COUNCIL ACTION

Item Type: Consent Item

Approved for July 27, 2021 calendar

ADMINISTRATIVE ACTION

Submitted by: Philip S. Lanzafame, Director of Community Development

Prepared by: Vilia Zemaitaitis, Principal Planner Bradley Calvert, Assistant Director of Community Development

Reviewed by: Michele Flynn, Director of Finance Michael J. Garcia, City Attorney

Approved by: Roubik Golanian, P.E., City Manager

46 of 221 RECOMMENDATION It is respectfully recommended that the City Council adopt a resolution authorizing the submission of the funding application in the amount of $500,000 to the California Department of Housing and Community Development under the LEAP Planning Grants Program and authorizing entering into an agreement and any and all other documents required or deemed necessary or appropriate to evidence and secure the LEAP grant, the City’s obligations related thereto, and all amendments thereto.

BACKGROUND/ANALYSIS In January 2020, the California Department of Housing and Community Development (Department) announced the release of a Notice of Funding Availability for approximately $119 million as part of the Local Early Action Planning Grants Program (LEAP). This amount is almost half of the $250 million that Governor Gavin Newsom allocated as part of the 2019-20 Budget Act for all regions, cities, and counties to help meet identified housing needs of every community by prioritizing planning activities that accelerate housing production. The LEAP program provides one-time grant funding to cities and counties to update their planning documents and implement process improvements that will speed up housing production and help local governments prepare for their 6th cycle Regional Housing Needs Assessment (RHNA).

Eligible applicants for the non-competitive LEAP grants are limited to local governments (i.e., cities and counties). Maximum award amounts are determined based on population estimates as of January 1, 2019. Because Glendale had a population between 100,000 and 299,000 people at that time, per the guidelines, the city is eligible for a maximum grant amount of $500,000. The allocated grant funding must be exhausted by December 31, 2023.

Awarded grants may only be used for the following eligible planning documents, activities and strategies that demonstrate an increase in housing-related planning activities and facilitate accelerated housing production, such as:  Rezoning and encouraging development by updating planning documents and zoning ordinances, such as General Plans, community plans, specific plans, or local planning related to implementation of sustainable communities’ strategies;  Performing infrastructure planning, including for sewers, water systems, transit, roads, or other public facilities necessary to support new housing and new residents;  Revamping local planning processes to speed up housing production;  Preparing planning documents for a smaller geography (less than jurisdiction- wide) with a significant impact on housing production, including an overlay district, project level specific plan, or development standards modifications

47 of 221 2 2 5 3 4 proposed for significant areas of a locality, such as corridors, downtown or priority growth areas; and other such activities.

Staff proposes to utilize the $500,000 grant for the following:  Complete the Land Use and Housing Element Updates. These General Plan Element updates are part of the De Novo Planning Group contract for the “Glendale Land Use, Housing and Circulation Elements Update, SB 743 Implementation and Transportation Impact Fee Analysis”, as approved for execution by City Council on December 3, 2019. The majority of this contract is budgeted using Measure M funds, while a portion of the Housing Element and Land Use Element updates utilize SB 2 grant funding. The LEAP grant award would pay for any remainder not covered by the SB 2 grant for the Housing Element, and all of the Land Use Element update, including the environmental review.  Research, develop and implement a Specific Plan for the area identified in the South Glendale Community Plan as “Pacific Avenue Gateway”, an approximately 30-acre area directly adjacent to the 134 Freeway off-ramp at Pacific Avenue and within walking distance of Downtown Glendale. This area encompasses the 2.8 acre AT&T Site (515 Pioneer Drive) that was acquired by the City to develop a 100% affordable housing project involving a density bonus. The specific plan would consider upzoning sites to strategically provide for higher density housing allowed by right within this area located near transit, jobs and other civic amenities. Objective design standards would be included in the proposed specific plan.

Staff submitted a LEAP Grant program application by the deadline on January 31, 2021. Additional time was necessary to provide supplemental material. In order to complete the application, HCD requires a resolution from City Council authorizing the submission of the funding application and the subsequent execution of agreements or other documents to evidence and secure the grant.

Environmental Review: Staff has determined that the adoption of this resolution is exempt from further environmental review under the California Environmental Quality Act ("CEQA") pursuant to Title 14 of the California Code of Regulations ("CEQA Guidelines") for all of the following reasons: 1) the activity is not subject to CEQA because it does not involve the exercise of discretionary powers of the City and the adoption of the resolution to apply for and accept funding will not result in direct or reasonably foreseeable indirect physical change to the environment under CEQA Guidelines Section 15060(c)(1-2); 2) the activity is not a project under CEQA Guidelines Section 15060(c)(3) and 15378(b)(4) because it constitutes the creation of government funding mechanisms or other 48 of 221 2 3 5 3 4 governmental fiscal activity that does not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment; and 3) the activity is exempt from further environmental review under CEQA pursuant to CEQA Guidelines Section 15262 because it funds only feasibility or planning studies for possible future actions which the City has not yet approved, adopted, or funded.

FISCAL IMPACT The proposed grant application to State of California under the LEAP Planning Grants Program will be in the amount of $500,000. Staff will return to Council to appropriate the grant funds awarded by HCD and authorize the Community Development Director to prepare any associated Requests for Proposals (RFPs), if necessary.

ALTERNATIVES Alternative 1: The City Council may adopt the resolution authorizing the submission of the funding application in the amount of $500,000 to the California Department of Housing and Community Development under the LEAP Planning Grants Program; and authorize the City Manager, or a designee, to execute all necessary agreements and documents to complete the application and accept the grant.

Alternative 2: The City Council may decide not to adopt the above-describe resolution and not apply for the $500,000 LEAP grant. In this case, the City of Glendale would not be eligible for the LEAP grant and would have to identify other funding sources to complete the necessary work.

Alternative 3: The City Council may consider any other alternative not proposed by staff.

CAMPAIGN DISCLOSURE Not required.

EXHIBITS 1. None.

49 of 221 2 4 5 3 4 RESOLUTION NO. ______

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GLENDALE, CALIFORNIA, AUTHORIZING APPLICATION FOR, AND RECEIPT OF, LOCAL GOVERNMENT PLANNING SUPPORT GRANT PROGRAM FUNDS

WHEREAS, pursuant to California Health and Safety Code Sections 50515 et. seq., the California Department of Housing and Community Development (“Department”) is authorized to issue a Notice of Funding Availability (“NOFA”) as part of the Local Government Planning Support Grants Program (hereinafter referred to as “the Local Early Action Planning Grants program” or “LEAP”); and

WHEREAS, the City of Glendale desires to submit a LEAP grant application package (“Application”), on the forms provided by the Department, for approval of grant funding for projects that assist in the preparation and adoption of planning documents and process improvements that accelerate housing production and facilitate compliance to implement the sixth cycle of the regional housing need assessment; and

WHEREAS, the Department issued a NOFA and Application on January 27, 2020 in the amount of $119,040,000 for assistance to all California Jurisdictions; and

WHEREAS, the adoption of this resolution is exempt from further environmental review under the California Environmental Quality Act ("CEQA") pursuant to Title 14 of the California Code of Regulations ("CEQA Guidelines") for all of the following reasons: 1) the activity is not subject to CEQA because it does not involve the exercise of discretionary powers of the City and the adoption of the resolution to apply for and accept funding will not result in direct or reasonably foreseeable indirect physical change to the environment under CEQA Guidelines Section 15060(c)(1-2); 2) the activity is not a project under CEQA Guidelines Section 15060(c)(3) and 15378(b)(4) because it constitutes the creation of government funding mechanisms or other governmental fiscal activity that does not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment; and 3) the activity is exempt from further environmental review under CEQA pursuant to CEQA Guidelines Section 15262 because it funds only feasibility or planning studies for possible future actions which the City has not yet approved, adopted, or funded.

NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GLENDALE:

SECTION 1. The City Council authorizes and directs the City Manager, or his designee, to apply for and submit to the Department the Application package.

50 of 221 1 SECTION 2. In connection with the LEAP grant, if the Application is approved by the Department, the City Manager, or his designee, is authorized to submit the Application, enter into, execute, and deliver on behalf of the City of Glendale (“Applicant”) a State of California Agreement (Standard Agreement) for the amount of $500,000, and any and all other documents required or deemed necessary or appropriate to evidence and secure the LEAP grant, the Applicant’s obligations related thereto, and all amendments thereto.

SECTION 3. The Applicant shall be subject to the terms and conditions as specified in the NOFA, and the Standard Agreement provided by the Department after approval. The Application and any and all accompanying documents are incorporated in full as part of the Standard Agreement. Any and all activities funded, information provided, and timelines represented in the Application will be enforceable through the fully executed Standard Agreement. Pursuant to the NOFA and in conjunction with the terms of the Standard Agreement, the Applicant hereby agrees to use the funds for eligible uses and allowable expenditures in the manner presented and specifically identified in the approved Application.

Adopted this ______day of ______2021,

______Mayor

ATTEST:

______City Clerk

51 of 221 2 STATE OF CALIFORNIA ) ) SS. COUNTY OF LOS ANGELES )

I, Aram Adjemian, City Clerk of the City of Glendale, hereby certify that the foregoing Ordinance was adopted by the Council of the City of Glendale, California, at a regular meeting held on the______day of______, 2021, and that the same was adopted by the following vote:

Ayes:

Noes:

Absent:

Abstain:

______City Clerk

52 of 221 3 ORDINANCE NO. ______

AN ORDINANCE OF THE COUNCIL OF THE CITY OF GLENDALE AMENDING SECTION 8.56.150, OF THE GLENDALE MUNICIPAL CODE, 1995, RELATED TO AB 939 FEES; AND ADDING SECTIONS 8.56.170, 8.56.180, 8.56.190, 8.56.200, AND 8.56.210 ESTABLISHING AN EXCLUSIVE FRANCHISE SYSTEM FOR SOLID WASTE COLLECTION SERVICES OF COMMERCIAL ESTABLISHMENTS AND APPLICABLE MULTI-FAMILY ESTABLISHMENTS

WHEREAS, Article XI, § 7 of the California Constitution authorizes cities to protect public health and safety by taking measures in furtherance of their authority over police and sanitary matters; and WHEREAS; the Legislature of the State of California, by enactment of the California Integrated Waste Management Act of 1989 (Act) (California Public Resources Code Section 40000 et seq.), has declared that it is in the public interest to authorize and require cities to make adequate provisions for Solid Waste Collection within their jurisdiction; and WHEREAS, Public Resources Code Section 40059 authorizes the cities to determine (i) all aspects of solid waste handling which are of local concern, including, but not limited to, frequency of collection, means of collection and transportation, level of services, charges and fees, and nature, location and extent of providing solid waste handling service; (ii) whether the services are to be provided by means of non-exclusive franchise, contract, license, permit, or otherwise, either with or without competitive bidding, or if, in the opinion of its governing body, the public health, safety and well- being so require by partially exclusive or wholly exclusive franchise, contract, license, permit or otherwise, either with or without competitive bidding; and WHEREAS, state law requires mandatory commercial recycling in all business and multifamily establishments and imposes additional reporting requirements on local agencies, including the City and in order to meet these requirements and goals, increasing recycling and diversion in the commercial and multifamily waste sectors are imperative; and WHEREAS, the City of Glendale has a responsibility under state law to ensure effective and efficient waste, recycling, and organics diversion services for its businesses and residents and will most successfully fulfill that responsibility by ensuring its solid waste, including recyclables and organics, are collected, transported and processed in a manner that reduces environmental and social impacts on the City; and WHEREAS, the existing waste hauler permit system and the AB 939 Fee limits the City’s ability to comply with new state mandates, City diversion goals, and the environmental and health impacts of waste hauling; and WHEREAS, the City Council of the City of Glendale determines and finds that the establishment of an exclusive, competitive franchise system for the collection, 53 of 221 transportation and processing of commercial and multifamily solid waste will aid the City in meeting its diversion goals; and other beneficial effects including reducing adverse environmental impacts such as unnecessary solid waste traffic, emissions, and street impacts.

BE IT ORDAINED BY THE COUNCIL OF THE CITY OF GLENDALE:

SECTION 1. The above recitals are true and correct and are incorporated by this reference.

SECTION 2. Section 8.56.150, titled AB 939 Fees, is amended as follows:

A. Purpose and Regulatory Authority. Section 41901 of the California Public Resources Code authorizes a city or county to “impose fees in amounts sufficient to pay the costs of preparing, adopting, and implementing an integrated waste management plan.” Section 41902 adds that “a local agency may directly collect the fees authorized by this Chapter or may, by agreement, arrange for the fees to be collected by a solid waste hauler providing solid waste collection for the city or county.” B. Use of Fees. The fees collected under this program are to be used exclusively to pay the costs of preparing, adopting and implementing the city’s integrated waste management plans developed pursuant to the State of California Integrated Waste Management Act of 1989 (AB 939), including the administration of the AB 939 fee program. C. Basis for Assessment. The fee will be calculated by conducting an analysis of the costs of implementation and management of solid waste and recycling, including outreach and education, city staffing and consulting needs and shall be included in each franchise agreement. The fee amount will be established and may be modified by resolution of the city council. D. Payment Schedule. The fee will be paid quarterly and will be due forty-five days following the end of each calendar quarter in which the gross receipts are received. E. Late Fees. Payments received more than fifteen days past the due date will be assessed a late charge equal to twenty-five percent of the amount past due. A monthly interest charge equal to the amount set by resolution for delinquent licenses required by Title 5 shall also be added to the unpaid balance at the end of each subsequent month that the fees remain unpaid. F. Verification of Proper Payment. Verification of proper payment will be accomplished through periodic reviews of the permittee’s financial and operational information by the city, or the city’s representative. G. The director of public works may establish shorter reporting periods for any solid waste services permittee if he or she deems it necessary in order to ensure collection of AB 939 fees. Payments of AB 939 amounts are due to the city immediately upon cessation of business for any reason.

54 of 221 SECTION 3. The following sections are added to Chapter 8.56 of the Glendale Municipal Code, 1995, as follows:

8.56.170 Exclusive Franchise for Collection Services.

A. The City may award contracts for solid waste collection services for commercial establishments and multifamily dwellings, defined in this chapter as composed of five or more units, through an exclusive franchise agreement authorizing and obligating the holder to provide collection services within a franchise zone.

B. A franchisee's exclusive right to provide collection services shall not include the right to collect the following materials, the collection of which is not prohibited by this Section:

1. Solid waste removed from a commercial establishment or multifamily dwelling by a self-hauler;

2. Construction and demolition waste;

3. Solid waste collected by the City.

4. Collection of temporary bin service and temporary rolloff service.

8.56.180 Unlawful Activities.

A. Provision of Collection Services. Except as provided in Sections 8.56.170(B) and Section 8.56.180(B), it is unlawful for any person to provide collection services to a commercial establishment or multifamily dwelling within a franchise zone unless a written franchise agreement therefor has been executed between such person and the City, and such agreement is in full force and effect.

B. Transition Period. The City, in its sole discretion and consistent with state law, may authorize a solid waste hauler possessing a valid permit issued pursuant to Section 8.56.080, et seq., to continue providing collection services in a franchise zone to the extent necessary to meet the needs of any customer in that zone until the franchisee is able to perform the collection services.

C. Temporary Services. No person shall provide temporary bin service or temporary rolloff service to a commercial establishment or multifamily dwelling within a franchise zone unless that person holds a written franchise agreement for any zone in the City, and such agreement is in full force and effect.

8.56.190 Franchise Zones.

55 of 221 The Director of Public Works shall divide the territory within the City into four (4) franchise zones, the designation of which shall be subject to the approval of the City Council and shall be established and adjusted by resolution of the City Council.

8.56.200 Franchise Agreement Fees.

The Director of Public Works shall include in each franchise agreement a negotiated annual franchise fee to be paid to the City by the respective franchisee. The franchise fee shall reflect a reasonable estimate of the value of the franchise and shall be established and adjusted as necessary by City Council by resolution. Franchise Fees will be conveyed to the City’s General Fund.

8.56.210 Permit Requirement for Franchisees.

Nothing in Sections 8.56.170 through 8.56.200 relieves any franchisee from the requirement to obtain and maintain a permit pursuant to Sections 8.56.080 through 8.56.160 of this Chapter or any other permit or license otherwise required by law for the provision of such services.

SECTION 4. CEQA.

The City Council finds that this Ordinance is exempt from the California Environmental Quality Act ("CEQA") pursuant to State CEQA Guidelines Sections 15061(b)(3) and 15308 on the grounds that it can be seen with certainty that the exclusivity of franchised zones for solid waste hauling in the City, as provided for in this Ordinance, will not have a significant effect on the environment. Rather, this exclusivity combined with the implementation of SB 1383 and the franchising of solid waste hauling for commercial and multi-family accounts in the City as part of a combined effort to implement greater environmental protections, will afford the City greater oversight and strengthen requirements for the handling of solid waste, which represent actions by a regulatory agency (the City) for the protection of the environment.

SECTION 5. Severability.

This Ordinance’s provisions are severable. If any portion of this Ordinance or its application to any person or circumstance is held invalid or unconstitutional, that decision does not affect the validity of the Ordinance’s remaining portions and the Ordinance’s application to other persons and circumstances. The City Council declares that it would have passed the remainder of the Ordinance without the invalid or unconstitutional provision.

SECTION 6. Effective Date.

This Ordinance shall take effect and be in force thirty (30) days after the date of its passage.

56 of 221 Adopted by the Council of the City of Glendale on the _____ day of ______, 2021.

______Mayor ATTEST:

______City Clerk

STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) SS. CITY OF GLENDALE )

I, Aram Adjemian, City Clerk of the City of Glendale, hereby certify that the foregoing Ordinance was adopted by the Council of the City of Glendale, California, at a regular meeting held on the ______day of ______, 2021, and that the same was adopted by the following vote:

Ayes:

Noes:

Absent:

Abstain:

______City Clerk

57 of 221 CITY OF GLENDALE, CALIFORNIA REPORT TO THE CITY COUNCIL

AGENDA ITEM

Report: Introduction of Ordinance Authorizing Commercial and Multifamily Franchise Hauling System

1. Introduction of Ordinance Authorizing Commercial and Multifamily Franchise Hauling System and Amending Section 8.56.150 related to AB 939 Fees.

COUNCIL ACTION

Item Type: Action Item

Approved for July 13, 2021 calendar

ADMINISTRATIVE ACTION

Submitted by: Yazdan T. Emrani, P.E., Director of Public Works

Prepared by: Daniel Hardgrove, Assistant Director of Public Works

Reviewed by: Michele Flynn, Director of Finance Michael J. Garcia, City Attorney

Approved by: Roubik R. Golanian, P.E., City Manager

58 of 221 7a RECOMMENDATION Staff respectfully recommends that the City Council introduce the Ordinance Authorizing Commercial and Multifamily Franchise Hauling System and Amending Section 8.56.150 related to AB 939 Fees. If introduced, staff will return to Council on July 20, 2021 with the Franchise Agreements for the collection, hauling, recycling and disposal of solid waste from commercial establishments and multi-family residential properties of five units or more.

BACKGROUND/ANALYSIS The City of Glendale has been engaged in an extensive process to implement an exclusive franchise system for the collection, hauling, recycling and disposal of solid waste from commercial establishments and multi-family residential properties of five units or more. The exclusive franchise system furthers sustainability goals, brings improvement to the environment, and allows the City to meet additional mandates by the State of California related to recycling and organics diversion.

Current Solid Waste Management System Pursuant to Article XI, §7 of the California Constitution, the City has the authority to protect public health and safety by taking measures in furtherance of their authority over police and sanitary matters. State Public Resources Code (PRC) section 40059 et seq., provides that the City has the sole discretion to contract, license, and/or permit private haulers, and may award franchise agreements including, but not limited to, frequency of collection, means of collection and transportation, level of services, charges and fees, and nature, location and extent of providing solid waste handling services.

Solid waste collection, hauling, recycling, and disposal in the City of Glendale are currently managed by both the City and permitted private waste haulers. Single family homes and multifamily properties with four (4) units or fewer are serviced by the City. Private waste haulers collect from all multifamily and commercial establishments not collected by the City under an open permit system. Currently, there are approximately 31 private haulers collecting from multifamily and commercial sites. The City also imposes AB 939 fees currently to pay the costs of preparing, adopting, and implementing the current waste management plan.

Although the existing waste hauler open permit system and the AB 939 Compliance Fee have been an effective tool used by the City in establishing significant recycling programs, the current solid waste hauling system limits the City’s ability to address many of the current challenges it faces. These challenges include compliance with new state mandates, City diversion goals, and the environmental and health impacts of waste hauling. In addition, multiple haulers operating in a given area translate to more refuse trucks on the road, traffic impacts, and more localized emissions. Price and customer service vary widely depending on the size of the business and current private waste hauler.

59 of 221 27 a

2 4 5 3 Changes in Regulations over Solid Resources Management in California The California Integrated Waste Management Act of 1989 (AB 939), adopted by the state to regulate solid waste management in California, established an integrated waste management hierarchy to guide the California Integrated Waste Management Board (now CalRecycle). AB 939 mandated cities and counties to divert 25 percent of all solid waste from by January 1, 1995 and 50 percent by January 1, 2000, through source reduction, recycling, composting and transformation activities.

In 2011, AB 341 was signed, requiring not less than 75% of solid waste generated in California be source reduced, recycled, or composted by the year 2020. On and after July 1, 2012, AB 341 also requires a business that generates more than four cubic yards of commercial solid waste per week or a multifamily residential dwelling of five units or more to arrange for recycling services. CalRecycle is the state agency charged with developing the plan to bring the entire state to 75% waste diversion from landfills by 2020.

The State has also passed laws affecting organic solid waste handling. In October 2014, AB 1826 Chesbro (Chapter 727, Statutes of 2014) was signed, requiring businesses to recycle their organic waste on and after April 1, 2016, depending on the amount of waste they generate per week. AB 1826 phases in the mandatory recycling of commercial organics over time, requiring businesses that generate four cubic yards or more of commercial solid waste per week to arrange for organic waste recycling services by January 1, 2019. If statewide disposal of organic waste in 2020 is not reduced by 50 percent below the 2014 baseline disposal level the organic recycling requirements on businesses will expand to cover businesses that generate two cubic yards or more of commercial solid waste per week.

In 2016, an additional State law (SB 1383), designed to keep organics out of the landfills, was passed. SB 1383 requires a 50 percent reduction in organic waste disposal by 2020 and 75 percent by 2025. Final rulemaking was completed in November 2020 with regulations to go into effect January 1, 2022. Under the new law, jurisdictions are required to provide organics services to all residents and businesses, establish an edible food recovery program, procure recyclable and recovered organic products, secure access to organics recycling capacity, monitor compliance, and conduct enforcement.

Establishment of Exclusive Franchises for Commercial and Multifamily Solid Waste Collection The City of Glendale has a responsibility under state law to ensure effective and efficient waste, recycling, and organics diversion services for its businesses and residents and will most successfully fulfill that responsibility by ensuring its solid waste, including recyclables and organics, are collected, transported and processed in a manner that reduces environmental and social impacts on the City. The existing waste hauler permit system and the AB 939 Fee limits the City’s ability to comply with new state mandates, City diversion goals, and the environmental and health impacts of waste hauling. The establishment of an exclusive, competitive franchise system for the

60 of 221 37 a

2 4 5 3 collection, transportation and processing of commercial and multifamily solid waste will aid the City in meeting its diversion goals; and other beneficial effects including reducing adverse environmental impacts such as unnecessary solid waste traffic, emissions, and street impacts.

To that end, the City formally issued notice of its intention to implement an exclusive franchise system in 2013. In 2019, after substantial analysis and preparation, a Request for Proposals was issued. Nine proposals were received, eight were identified as responsive, and the City began meetings with those proposers to check references and qualitatively rate their abilities to service the City of Glendale. In July of 2020, Council authorized staff to negotiate terms with the four top ranked firms. In April of 2021, Council authorized negotiation of final contracts with those four firms for each of the assigned four exclusive collection zones established for the City.

In anticipation of the conclusion of those negotiations, an ordinance to amend the GMC is necessary to effectuate an exclusive franchise system and establish authority for the City Council to award exclusive franchise agreements to provide collection services to commercial establishments and multi-family dwellings within a franchise zone. That also creates a strict prohibition on any person or entity other than a franchise holder to do such hauling within a zone (subject to limited exceptions).

The proposed ordinance also establishes a franchise fee, a fee paid by any franchisee to the City in consideration of the award of an exclusive franchise. The franchise fee reflects a reasonable estimate of the value of the franchise and the Ordinance provides that the amount be established and adjusted as necessary by City Council by resolution. The subject ordinance also amends the basis for calculating AB 939 fees, which like the franchise fee, will be established and adjusted as necessary by City Council by resolution.

FISCAL IMPACT While the fiscal impact to the City for adopting this ordinance is minimal, once the City enters into franchise agreements with franchisees, the City will experience fiscal impacts related to discontinuing the provision of commercial waste management services with in-house resources, the enactment of new franchise fees, the adjustment of AB 939 fees and the alteration of other waste management fees

ALTERNATIVES Alternative 1: The City Council may introduce the Ordinance amending Chapter 8.56 of the GMC, authorizing an exclusive Commercial and Multifamily Franchise Hauling System and Amending Section 8.56.150 related to AB 939 Fees.

Alternative 2: The City Council may choose not to introduce the Ordinance. If the Ordinance is not introduced and adopted, the City may not award exclusive franchises for commercial and multifamily solid waste collection.

Alternative 3: The City Council may consider any other alternative not proposed by staff. 61 of 221 47 a

2 4 5 3 EXHIBITS None.

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2 4 5 3 CITY OF GLENDALE, CALIFORNIA REPORT TO THE CITY COUNCIL AGENDA ITEM Report: Contracts for Franchising of the Solid Waste Collection Services for Commercial Establishments and Multi-Family Residential Establishments of 5-Units or Greater 1. Resolution Establishing Franchise Zones and Granting Exclusive Solid Waste Franchises for Solid Waste Collection Services for Commercial Establishments and Multi-Family Residential Establishments of five units or greater for each of the four exclusive collection zones established by the City, authorizing the City Manager or designee to execute franchise agreements with Southland Disposal Company, Athens Services, Waste Resource Technologies, Inc., and NASA Services, Inc. 2. Resolution Establishing AB 939 and Franchise Fee Amounts 3. Motion authorizing the City Manager or his Designee to Execute an Amendment to the Professional Services Agreement (PSA) between the City of Glendale and Stearns, Conrad and Schmidt, Consulting Engineers, Inc. increasing the Contract by an amount not to exceed $15,000 and extending the Contract duration to August 31, 2021, for analysis, recommendations and guidance regarding the franchising of commercial refuse collection in Glendale.

COUNCIL ACTION

Item Type: Action Item

Approved for July 27, 2021 calendar

ADMINISTRATIVE ACTION

Submitted by: Yazdan T. Emrani, P.E., Director of Public Works

Prepared by: Daniel Hardgrove, Assistant Director of Public Works

Reviewed by: Michele Flynn, Director of Finance Michael J. Garcia, City Attorney

Approved by: Roubik R. Golanian, P.E., City Manager

63 of 221 8a RECOMMENDATION Staff respectfully recommends that the City Council approve:

1. Resolution Establishing Franchise Zones and Granting Exclusive Solid Waste Franchises for Solid Waste Collection Services for Commercial Establishments and Multi-Family Residential Establishments of five units or greater for each of the four exclusive collection zones established by the City, authorizing the City Manager or designee to execute franchise agreements with Southland Disposal Company, Athens Services, Waste Resource Technologies, Inc., and NASA Services, Inc. 2. Resolution Establishing AB 939 and Franchise Fee Amounts 3. Motion authorizing the City Manager or his Designee to Execute an Amendment to the Professional Services Agreement (PSA) between the City of Glendale and Stearns, Conrad and Schmidt, Consulting Engineers, Inc. increasing the Contract by an amount not to exceed $15,000 and extending the Contract duration to August 31, 2021, for analysis, recommendations and guidance regarding the franchising of commercial refuse collection in Glendale.

BACKGROUND/ANALYSIS RFP Process

On July 11, 2013, the City issued a formal notification letter to all private solid waste haulers operating in Glendale, informing them of the City’s intention to implement a franchise system for the collection and removal of solid waste from commercial establishments and multi-family residential properties. This notification letter was issued in accordance with Public Resources Code Section 49520, which states that if a solid waste collection company has been lawfully providing services for more than three years; the company may continue to do so for up to five years after the City provides notice of its intention to implement a franchise system.

Following a Request for Proposals (RFP) process, on March 1, 2016 the City Council authorized a PSA with the consulting firm Stearns, Conrad and Schmidt, Consulting Engineers, Inc. (SCS) to provide analysis, recommendations and guidance regarding the franchising of commercial refuse collection in Glendale for $265,010 plus $26,501 for contingencies. SCS has assisted City staff with the commercial franchising project over the past five years pursuant to the terms of this agreement.

At the September 26, 2017 special meeting, Council directed staff to issue an RFP for commercial solid waste collection services under an Exclusive Franchise Zone System.

On August 12, 2019, the Public Works Department in coordination with SCS, developed and released the RFP to provide Commercial and Multi-Family Solid Waste Collection Services with submitted proposals due back to the City on October 23, 2019.

The City received nine proposals. A preliminary proposal responsiveness review was conducted by the City’s consultant. One of the nine proposals was determined to be

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2 5 4 5 unresponsive. The eight remaining proposals that met the minimum requirements of the RFP were then reviewed and evaluated by the selection committee for a technical review based on the criteria set forth in the RFP, with the goal of identifying the proposers who would be the best fit for the City’s needs and who are perceived to be capable of delivering the greatest level of service to the City’s commercial and multi- family businesses and property owners.

At the January 28, 2020 meeting, Council directed staff to meet with the eight proposers for a more in-depth discussion of the proposals and to seek clarification and additional information, as necessary. Concurrent to the selection committee’s discussions with proposers, staff reached out via email and telephone in an effort to contact the professional references provided by the proposers. Staff developed a pre-established set of specific questions that were posed uniformly to each of the references provided. The questions were designed to be able to qualitatively rate each proposer based upon the answers received by responsive reference agencies.

Based upon the proposal responsiveness review, the results of the technical review, as well as the qualitative analysis of the subsequent discussions held with the remaining proposers, and the feedback received from their responsive professional references, the selection committee determined a ranking for all eight proposers relative to their overall ability to meet the City’s objectives and deliver the greatest value to their customers.

On July 7, 2020, Council approved a motion authorizing staff to meet and negotiate the terms of the engagement, including costs, as well as perform site visits with the recommended four top ranked firms: Athens Services; Southland Disposal Company; NASA Services, Inc.; and, Waste Resource Technologies, Inc. for consideration of franchise of the City’s Commercial and Multi-Family Solid Waste Collection Services.

During the month of October 2020, staff also conducted site visits to each of the Material Recovery Facilities (MRFs) utilized by the four proposers to ensure they possess a robust capacity for the processing and diversion of recyclable and organic materials.

On April 20, 2021, Council approved a motion authorizing the City Manager or his designee to negotiate the final contracts for Solid Waste Franchise Collection Services for Commercial and Multi-Family Residential of five units or greater with Southland Disposal Company, Athens Services, Waste Resource Technologies, Inc., and NASA Services, Inc., for each of the assigned four exclusive collection zones.

After a thorough consideration of the selection committee’s evaluation and scoring, professional reference analysis, subsequent negotiations with the short list of approved proposers, and site visits to the respective haulers’ MRFs, staff is respectfully requesting that Council award franchises for the City’s Commercial and Multi-Family Solid Waste Collection Services as follows:

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2 5 4 5 Zone A – Southland Disposal Company Zone B – Athens Services Zone C – Waste Resources Technologies, Inc. Zone D – NASA Services, Inc.

A map of the exclusive collection zones is shown in Exhibit 1. The estimated value of each for the four zones is shown in the table below. It should be noted that these are estimated net revenues (excluding any City fees) and are only as accurate as of the last data updates that have been collected by the City from permitted haulers. Furthermore, these estimates may not be reflective of any recent changes in the levels of service for any of the subject accounts.

Number of Estimated Annual Zone Accounts Revenue A 1292 $ 3,840,792 B 1183 $ 3,986,916 C 1021 $ 3,471,324 D 1233 $ 3,579,792

The Agreement

The Franchise Agreement (Exhibit 2), was developed to ensure compliance with SB 1383 and other state regulations. Commercial service was designed to operate as a bundled service, whereby separate garbage, recycling, and organics containers will be provided to customers. Key provisions of the Agreement include:  A 10-year term, with two 5-year options to renew by the City  Compliance with legislative requirements, including AB 341, AB 1826, AB 1594 and SB 1383  Processing facilities are required to be fully permitted transfer and processing facilities that are capable of handling the City’s solid waste during the term of the agreement  A maximum cap on rates that may be charged for all services so that all of the City’s business and multi-family customers will receive the same quality of service at predictable rates  Extra Service fees, which are confined to those expressly stated in the Agreement  An annual franchise fee payment to the City based on gross revenues  Abandoned Item pickup from the City’s right of way  Four-times-per-year complimentary bulky item pickup  Holiday tree removal  Customer Education Program Fee paid by haulers  Edible Food Recovery Program Fee paid by haulers  Compost Giveaway contribution by haulers  Compliance tracking and reporting  Performance accountability and penalties 66 of 221 48 a

2 5 4 5 1. Franchise System Timeline and Transition Plan

Each of the four proposed franchisees submitted transition plans to the City to describe their procedure for taking over all commercial solid waste accounts in a zone. The consultant R3 Consulting Group, Inc. consolidated these four plans into a single plan so that this transition will be uniform and consistent throughout the entire City. This plan includes extensive outreach requirements, implementation of mandated sustainability programs, billing and regulatory compliance. Additionally, R3 Consulting Group, Inc. will work with the franchise haulers during this transition to make sure they adhere to the transition plan as well as the franchise agreements. This transition is expected to be completed before the end of the 2021 calendar year.

2. Rates

To ensure compliance with State mandates, the new Agreement is structured so that commercial customers (businesses and multi-family) subscribe to a bundled service for refuse, recycling and organics. Rates for this new service are not directly comparable to existing rates because (i) most customers do not yet receive organics service; and (ii) their current recycling service has historically been lower volume than their current garbage service.

One of the goals of the Franchise system is to have a fair rate structure, with predictable rates. To that end, staff met with each of the four proposers and conducted price negotiations, including negotiation to ensure uniformity of rates across all zones. These negotiations involved a few iterations and follow ups, but the resultant product of this effort is a maximum rate cap, citywide, for all services — which is reflected in the Maximum Rate Table, Exhibit D of the Franchise Agreement (Exhibit 2).

The Maximum Rate Table establishes the maximum rate a franchisee can bill its customers. The franchisees will be solely responsible for collecting bill payments from customers. The Agreement also contains a list of Extra Services and the corresponding fees (Table 3 of the Agreement) that the franchisee may charge and clearly states that any services not listed in the Agreement must be provided at no extra charge to the customer.

The Maximum Rates will be adjusted annually, each July 1 of the Agreement’s term. The adjustment will be based on three components: a service component (65%), a fuel component (5%), and a disposal component (30%), each individually calculated and weighted for a combined adjustment percentage. Franchisees will also have an opportunity to request an extraordinary rate adjustment in the event of unusual increased costs that are not included in the annual rate adjustment. Any disputes regarding rate adjustments shall be decided by the City Manager or referred to the City Council.

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2 5 4 5 3. Fees

 Administrative Fee – As a condition to the execution of the Agreement, each franchisee must pay an administrative fee ranging from $111,520 to $128,080 (based on the respective zone). The Administrative Fee covers all costs incurred by the City to date on the development, evaluation and selection of franchisees for the Solid Waste Franchise program. This fee is designed to cover all City staff time for the initial implementation and transition period, including customer education and responsiveness to concerns and comments. This fee has been incorporated into the Maximum Rates as 0.32% of net receipts.  Franchise Fee – The franchisees will pay the City, on a quarterly basis, a negotiated Franchise Fee of 11.66% of net receipts.  AB 939 Compliance Fee – The AB 939 Compliance Fee to be paid to City, also on a quarterly basis, is 21.42% of net receipts.  Customer Education Program Fee – The franchisees will pay an annual customer education fee to fund the City’s costs for implementing a program, which shall not exceed a franchisee’s proportional share of $150,000 total (ranging from $34,996 to $40,194 depending on respective zone) annually. This program will assist customers with the transition to commercial waste franchising, enhance recycling and diversion programs, and help the City achieve regulatory compliance. This fee has been incorporated into the Maximum Rates as 1.01% of net receipts.  Edible Food Recovery Program Fee – Franchisees will contribute to the cost of the City’s Edible Food Recovery Program, which shall not exceed a franchisee’s proportional share of $150,000 total (ranging from $34,996 to $40,194 depending on respective zone) annually. The goal of the edible food recovery program is to recover 20% of edible food that would normally end up in landfills. This fee has been incorporated into the Maximum Rates as 1.01% of net receipts.

The City commissioned preparation of a franchise fee study by R3 Consulting Group, Inc., (R3’s Final Report of Solid Waste Franchise Fee Valuation Analysis, Exhibit 3) to analyze and ensure that franchise and AB 939 fees that are to be collected from the selected franchisees would reflect both the value of the franchises granted as well as accurate costs to the City for administering these respective programs and regulatory mandates. R3’s Final Report of Solid Waste Franchise Fee Valuation Analysis and Rate Methodology are attached hereto as Exhibits 3 and 4. In their analysis, R3 determined that maximum potential valuation is $1,735,529 for franchise fees and $3,187,375 for AB 939 fees. For ease of application and certainty for the City and franchisees, the franchise fees and AB 939 fees were converted to percentages of net receipts, based on estimated gross revenues, by the City’s consultant (R3 Rate Methodology, Exhibit 4) and are considered a reasonable estimate of the City’s costs and the value of the franchises granted. Additionally, the updated AB 939 percentages would apply to all permitted haulers within the City of Glendale.

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2 5 4 5 4. Performance Provisions

 Liquidated Damages: As with many of the City’s comprehensive service contracts, the Franchise Agreements include an extensive schedule of liquidated damages to ensure the franchisees closely adhere to the terms of the agreements. The schedule of liquidated damages includes eighteen potential violations including missed collections, failure to clean up spillage, failure to resolve a customer complaint, operating too early or too late, and failure to properly handle recyclables The schedule of Liquidated Damages can be found in Table 4 of the Franchise Agreement (Exhibit 2). Liquidated damages allow the City and the contractors to ensure consistent and reliable service by reasonably estimating the amount which a failure to meet these listed performance standards harms the City, customers, and the community as a whole. In addition, liquidated damages allow the City to not treat such non-performance as an event of default and work with the contractor toward better compliance and better customer service going forward. If the contractor’s record of performance shows frequent or repetitive non-compliance resulting in liquidated damages, even if the contractor has corrected conditions and paid liquidated damages, the City has reserved the right to deem contractor a “habitual violator,” which may be grounds for termination of the agreement.

 Performance Reviews: The City may conduct billing, financial audit and reviews of any contractor’s performance and review their reports and other information. Upon such review, the City may hold a public hearing to determine whether the contractor’s performance is satisfactory, and whether to take any action the City deems in its best interest, including taking any action against the contractor, or making changes to the agreement. In addition, the City may conduct full reviews during the 3rd and 8th year of the agreement, and prior to any extension of the agreement’s term, to determine the contractor’s compliance. Contractors will be responsible to reimburse the City for the cost of each such performance review. The reviews will be designed to verify that customer billing rates have been properly calculated, that Contractor is correctly billing for all services provided, that all fees (including franchise fees and AB 939 fees) have been properly calculated and paid to City, and that contractor complies with the reporting requirements and performance standards of the agreement.

 Default: In the event that any contractor defaults on the terms of their franchise agreement, either by a specified event of default or failure to perform in compliance with California laws and regulations, the City Manager may provide a written notice of default to the contractor, specifying the deficiency in reasonable detail. The notice will also specify a reasonable time within which the contractor is to respond (within 7 days, depending on the circumstances and the need for correction). The City reserves the discretion to respond to an event of default with either termination of all or a portion of the franchise agreement, suspension

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2 5 4 5 of all or a portion of the agreement, or performance of the franchise services by the City or another contractor.

 Alternate remedies: Additionally, if the contractor fails to perform – either by refusal or inability – for more than 48 hours (or such an amount of time as the City Manager finds that accumulation of uncollected waste endangers the public health, safety, welfare, or the environment), the City may contract with another solid waste enterprise for collection and transport of any or all of the waste obligated to collection under the agreement. Again, the contractor shall reimburse the City for all expenses in regard to such substitute services.

5. Consultant

 As mentioned previously in this report, SCS provided technical consulting services throughout the commercial franchising project. This work that was originally intended to take three years ended up lasting five. Preparation of the RFP to provide Commercial and Multi-Family Solid Waste Collection Services and drafting of the Franchise Agreements took significantly longer to complete and cost greater consultant resources than originally intended. The original budget for this task was $24,770 but ultimately ended up costing $64,595. Additionally, the City agreed to extra work related to mapping the commercial accounts Citywide which cost $11,000. Staff worked with the consultant to reduce the costs of other project tasks to absorb these increased costs; however, $15,000 in additional funding is still needed to pay the consultant for all services rendered and to close out this PSA. The proposed amendment to PSA C106205 will be used to pay for SCS’s review of proposer documents which is consistent with the scope of work of the PSA. The amendment will also extend the PSA duration to August 31, 2021 to provide the City with adequate time to process the remaining invoices.

FISCAL IMPACT The costs associated with these contracts will be between the contractor or franchisee and their customers. However, the City will experience fiscal impacts related to discontinuing the provision of commercial waste management services with in-house resources, the enactment of new franchise fees, the adjustment of AB 939 fees, and the alteration of other waste management fees as determined by a subsequent rate study.

The City’s commercial waste management operation would be discontinued once the franchisee contracts are executed. Generally, the revenue fees charged for this operation are offset by the costs of providing commercial waste management services. The Refuse Fund (5300) currently includes an annual $1,150,000 transfer to the General Fund for the revenues generated through bin rentals. However, the Franchise Fees collected may offset this transfer revenue in the General Fund in the future years for customers that will now be serviced by these new vendors.

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2 5 4 5 Franchise fees are commonly charged by California municipalities and are expected to have a reasonable relationship to the value of the franchise rights conveyed and the costs associated with various City services that support the commercial waste management services such as street sweeping, stormwater trash capture, street tree trimming, law enforcement, fire suppression and litter abatement. Franchise fee revenue is conveyed to the City’s General Fund (1010).

AB 939 fees are collected from commercial haulers to pay for the City’s costs of preparing, adopting, and implementing an integrated waste plan. Unlike franchise fees, the City is currently charging all private commercial haulers AB 939 fees equal to 20 percent of gross receipts. The budgeted amount of revenue for AB 939 fees in FY 2021-22 is $2,300,000; however, the actuals may fall short of this amount due to the economic downturn. AB 939 fees are conveyed to the City’s Refuse Fund (5300). The budgeted amount of projected revenue for Franchise fees in FY 2021-22 is $1,302,350 in the City’s General Fund (1010). Based on the Franchise Fee and AB 939 Valuation, the maximum potential annual valuation is $1,736,467 for franchise fees and $3,402,831 for AB 939 fees, but subject to fluctuation depending on actual gross receipts collected.

Adequate funding for the proposed amendment to PSA C106205 with SCS is in the Refuse Fund, Contractual Services account 43110-5300-PWD-7524-P0000-T0000-F0000- 0000-0000-.

ALTERNATIVES Alternative 1: 1. Approve the attached resolution establishing the four franchise zones and authorizing the City Manager or his designee to execute agreements for franchises for Solid Waste Collection Services for Commercial and Multi-Family Residential of five units or greater as follows:  Zone A - Southland Disposal Company  Zone B - Athens Services  Zone C - Waste Resource Technologies, Inc.  Zone D - NASA Services, Inc. 2. Approve the attached resolution establishing the amounts for the City’s AB 939 Fee and City’s Franchise Fee 3. Approve the attached motion authorizing the City Manager or designee to Execute an Amendment to the Professional Services Agreement (PSA) between the City of Glendale and Stearns, Conrad and Schmidt, Consulting Engineers, Inc. increasing the Contract by an amount not to exceed $15,000 and extending the Contract duration to August 31, 2021.

Alternative 2: The City Council may consider any other alternative not proposed by staff.

CAMPAIGN DISCLOSURE In accordance with the City Campaign Finance Ordinance N. 5744, the following are the names and business addresses of the members of the board of directors, the 71 of 221 98 a

2 5 4 5 chairperson, CEO, COO, CFO, Subcontractors and any other person with more than 10 percent interest in the company proposed in this Agenda Item Report:

Full Name Title Business Address City State Zip Ron Arakelian, Jr. C.E.O. Athens Services,14048 City of CA 91746 Valley Blvd Industry Michael Arakelian Secretary Athens Services,14048 City of CA 91746 Valley Blvd Industry Ron Arakelian, III Executive Athens Services,14048 City of CA 91746 Officer Valley Blvd Industry Adam Arakelian Executive Athens Services,14048 City of CA 91746 Officer Valley Blvd Industry Greg Loughnane Executive Athens Services,14048 City of CA 91746 Director Valley Blvd Industry Kevin Hanifin Executive Athens Services,14048 City of CA 91746 Director Valley Blvd Industry Paul Holt C.F.O. Athens Services,14048 City of CA 91746 Valley Blvd Industry Gary Clifford Executive Athens Services,14048 City of CA 91746 VP Valley Blvd Industry Arsen Sarkisian President NASA Services, Montebell CA 90640 Inc.,1100 S. Maple o Ave Nick Sarkisian V.P. NASA Services, Montebell CA 90640 Inc.,1100 S. Maple o Ave Ella Sarkisian Treasurer NASA Services, Montebell CA 90640 Inc.,1100 S. Maple o Ave Robert M. Owner Southland Disposal Los CA 90063 Arsenian Company Angeles 1525 Fishburn Ave. Tommy Gendal COO and Waste Resource Los CA 90059 Exec. VP Technologies Inc, 850 Angeles East 111th St. James Walsh President SCS 3900 Kilroy Long CA 90806 /CEO/ Airport, Suite 100 Beach Chair Curtis Jang CFO SCS 3900 Kilroy Long CA 90806 Airport, Suite 100 Beach Robert Gardner Board SCS 3900 Kilroy Long CA 90806 Airport, Suite 100 Beach Thomas Barham Board SCS 3900 Kilroy Long CA 90806 Airport, Suite 100 Beach

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2 5 4 5 Eduardo Smith Board SCS 3900 Kilroy Long CA 90806 Airport, Suite 100 Beach Michelle Leonard Board SCS 3900 Kilroy Long CA 90806 Airport, Suite 100 Beach Galen Petroyan Board SCS 3900 Kilroy Long CA 90806 Airport, Suite 100 Beach

EXHIBITS Exhibit 1 – Franchise Zone Map Exhibit 2 – Franchise Agreement Exhibit 3 – R3 Final Report of Solid Waste Franchise Fee Valuation Analysis Exhibit 4 – R3 Rate Methodology

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2 5 4 5 RESOLUTION NO.______

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GLENDALE GRANTING EXCLUSIVE FRANCHISES FOR SOLID WASTE COLLECTION SERVICES FOR COMMERCIAL ESTABLISHMENTS AND MULTI-FAMILY ESTABLISHMENTS OF FIVE UNITS OR GREATER AND AUTHORIZING THE CITY MANAGER OR DESIGNEE TO EXECUTE FRANCHISE AGREEMENTS WITH SOUTHLAND DISPOSAL COMPANY, ATHENS SERVICES, WASTE RESOURCE TECHNOLOGIES, INC., AND NASA SERVICES, INC.

WHEREAS; pursuant to the authority granted in Article X, § 7 of the California Constitution, the Legislature of the State of California, by enactment of the California Integrated Waste Management Act of 1989 (Act) (California Public Resources Code Section 40000 et seq.), has declared that it is in the public interest to authorize and require cities to make adequate provisions for Solid Waste Collection within their jurisdiction; and WHEREAS, Public Resources Code Section 40059 authorizes the cities to determine (i) all aspects of solid waste handling which are of local concern, including, but not limited to, frequency of collection, means of collection and transportation, level of services, charges and fees, and nature, location and extent of providing solid waste handling service; (ii) whether the services are to be provided by means of non-exclusive franchise, contract, license, permit, or otherwise, either with or without competitive bidding, or if, in the opinion of its governing body, the public health, safety and well-being so require by partially exclusive or wholly exclusive franchise, contract, license, permit or otherwise, either with or without competitive bidding; and WHEREAS, the City Council has adopted Ordinance No. _____ which will, upon its effect, add Section 8.56.170 to the Glendale Municipal Code, 1995 (“GMC”), authorizing the City to award contracts for solid waste collection services for commercial establishments and multifamily dwellings of five units or more, through an exclusive franchise agreement authorizing and obligating the holder to provide collection services within a franchise zone (therefore this Resolution will have no effect if Ordinance No. _____ does not become effective); and WHEREAS, at the September 26, 2017 special meeting, Council directed staff to issue a Request for Proposals (RFP) for commercial solid waste collection services under an Exclusive Franchise Zone System. WHEREAS, on August 12, 2019, the City released the RFP to provide Commercial and Multi-Family Solid Waste Collection Services; and WHEREAS, the City received nine proposals, of which one was found to be non- responsive and the remaining eight proposals that met the minimum requirements were reviewed and evaluated based on the technical review criteria, with the goal of identifying the proposers who would be the best fit for the City’s needs and who are perceived to be

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- 1 – C:\inetpub\wwwroot\Glendale\temp\CC_07272021_Resolution_8a1.pdf capable of delivering the greatest level of service to the City’s commercial and multi-family businesses and property owners; and WHEREAS, at the January 28, 2020 meeting, the City Council directed staff to meet with the eight proposers for more in-depth discussions, and to seek clarification and additional information pertaining to the proposals to determine their financial feasibility and effectiveness, whereby the eight proposals were ranked relative to their overall ability to meet the City’s objectives and deliver the greatest value to the City’s ratepayers; and WHEREAS, on July 7, 2020, the City Council approved a motion authorizing staff to meet and negotiate the terms of the engagement, including costs, as well as perform site visits with the recommended four top ranked firms: Athens Services; Southland Disposal Company; NASA Services, Inc.; and, Waste Resource Technologies, Inc., for consideration of franchise of the City’s Commercial and Multi-Family Solid Waste Collection Services; and WHEREAS, on April 20, 2021, the City Council approved a motion adjusting the boundaries of the City’s four franchise zones, assigning exclusive zones, and authorizing the City Manager to negotiate agreements for Solid Waste Franchise Collection Services for Commercial and Multi-Family Residential of five units or greater with Southland Disposal Company, Athens Services, Waste Resource Technologies, Inc., and NASA Services, Inc. (collectively “Franchisees”); and WHEREAS, the parties have negotiated the terms of the Franchise Agreement and all four Franchisees have agreed to the terms in the Agreement (attached hereto as Exhibit 1), including:  A 10-year term, with two 5-year options to renew by the City  Certifying that all proposed transfer and processing facilities are fully permitted and capable of handling the City’s solid waste during the term of the agreement  City Council setting the maximum rates that may be charged for all services so that all of the City’s business and multi-family customers will receive the same quality of service at predictable rates  An annual franchise fee payment to the City based on gross revenues  Compliance with legislative requirements, including AB 341, AB 1826, AB 1594 and SB 1383 WHEREAS, Articles XIII(C) and (D) of the California Constitution, commonly known as Proposition 218, imposes substantive and procedural requirements upon public agencies that provide certain property-related services; WHEREAS, the Franchisees are under no obligation to comply with the requirements of Proposition 218, because under the Franchise Agreement, the comprehensive services are private services, provided by private companies, which will only serve those customers 75 of 221

- 2 – C:\inetpub\wwwroot\Glendale\temp\CC_07272021_Resolution_8a1.pdf who choose to receive the service (rather than self-haul, which is authorized in Glendale Municipal Code Section 8.44.150), which service rates are independently set and collected by the franchisees; and WHEREAS, the City will receive an annual franchise fee of 11.66% of haulers’ net receipts, which is estimated to reasonably relate to costs and expenses to be incurred by the City (1) in managing the contract for waste and recycling services by third parties, (2) in meeting the mandates of the State of California for waste collection and recycling services, and (3) in addressing physical impacts on the City’s roads, storm water facilities, and other infrastructure that the City’s contractor and its vehicles and equipment will cause, and which the City would suffer and was the result of bona fide, arm’s-length negotiations and represents the parties’ estimate of the reasonable value of the franchise; and WHEREAS, the City Council finds that it is in the best interests of the City to award Agreements for Business and Multi-Family Solid Waste Collection Services to Southland Disposal Company; Athens Services; Waste Resource Technologies, Inc.; and NASA Services, Inc., for a 10-year period with two five-year options to renew. NOW THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GLENDALE AS FOLLOWS:

Section 1. The above recitals are true and correct, and are the findings of the City Council.

Section 2. Pursuant to Glendale Municipal Code Section 8.56.190, the City Council establishes the four Franchise zones as follows (corresponding map at Attachment 1): . Zone A – Northwest Quadrant . North – Verdugo Mountains . West – City Boundary . South – Doran St: San Fernando Rd easterly to Brand Blvd or MTA Railroad Tracks easterly to Brand Blvd . East – • Maryland Av: Kenneth Rd southerly to • Ventura Freeway: Maryland Av westerly to Brand Blvd • Brand Blvd: Ventura Freeway southerly to Doran St . Zone B – Northeast Quadrant . North – City Boundary . West – • Maryland Av: Kenneth Rd southerly to Ventura Freeway • Ventura Freeway: Maryland Av westerly to Brand Blvd • Brand Blvd: Ventura Freeway southerly to Wilson Av . South – Wilson Av: Brand Blvd easterly to City Boundary . East – City Boundary . Zone C – Southwest Quadrant . North – Doran St: San Fernando Rd easterly to Brand Blvd or MTA Railroad Tracks easterly to Brand Blvd 76 of 221

- 3 – C:\inetpub\wwwroot\Glendale\temp\CC_07272021_Resolution_8a1.pdf . West – City Boundary . South – City Boundary . East – • Brand Blvd: Doran St southerly to San Fernando Rd • San Fernando Rd: San Fernando Rd southeasterly to Glendale Av • Glendale Av: Northeasterly to City Boundary Corner • City Boundary . Zone D – Southeast Quadrant . North – Wilson Av: Brand Blvd easterly to City Boundary . West – Brand Blvd: Wilson Av southerly to San Fernando Rd . South – • San Fernando Rd: Brand Blvd southeasterly to Glendale Av • Glendale Av: Northeasterly to City Boundary Corner • City Boundary . East – City Boundary

Section 3. The City Council takes the following action regarding the Request for Proposals to Provide Commercial and Multi-Family Solid Waste Collection Services within the City of Glendale, issued on August 12, 2019: (1) authorizes and directs the City Manager to execute the Franchise Agreements substantially in the form as presented to the City Council at this meeting, subject to approval as to form by the City Attorney, as follows: Zone A – Southland Disposal Company; Zone B – Athens Services; Zone C – Waste Resource Technologies, Inc.; Zone D – NASA Services, Inc. (2) approves the maximum rates set forth in the Maximum Rate Table contained in Exhibit 1 to the Agreement (attached for reference as Attachment 2), which represents the rates negotiated by the Franchisees and does not constitute City- imposed rates.

Section 4. The City Council finds that establishment of exclusive franchise zones and approval of respective franchise agreements is exempt from environmental review under the California Environmental Quality Act (CEQA) because they do not meet the definition of “project” by virtue of being administrative activities that will not result in direct or indirect physical changes in the environment (14 CCR § 15378(b)(5). Furthermore, these meet the categorical exemption of 14 CCR § 15301 involving ongoing operations where there is no expansion of use, as solid waste hauling for the affected accounts will simply change from a current, permitted hauler to an exclusively franchised hauler based on zone. Finally, these meet the categorical exemption of 14 CCR § 15308 involving actions by regulatory agencies for protection of the environment, as the franchise agreements seek to implement various State laws for waste reduction and diversion.

Section 5. Pursuant to Article VI, Section 7 of the City of Glendale Charter, this Resolution shall become effective thirty (30) days from the adoption of this Resolution.

Section 6. This Resolution shall have no force or effect unless and until Ordinance No. _____ takes effect 30 days after its adoption.

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- 4 – C:\inetpub\wwwroot\Glendale\temp\CC_07272021_Resolution_8a1.pdf Adopted this ______day of ______, 2021.

______Mayor

ATTEST:

______City Clerk STATE OF CALIFORNIA ) ) SS COUNTY OF LOS ANGELES )

I, ARAM ADJEMIAN, City Clerk of the City of Glendale, certify that the foregoing Resolution was adopted by the City Council of the City of Glendale, California, at a regular meeting held on the

______day of ______, 2021, and that same was adopted by the following vote:

Ayes:

Noes:

Absent:

Abstain:

______City Clerk

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- 5 - Attachment 1

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- 6 - Attachment 2

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- 7 - RESOLUTION NO.______

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GLENDALE ESTABLISHING FRANCHISE FEES AND AB 939 FEES

WHEREAS, City Council of the City of Glendale adopted Ordinance No. ______, on DATE (“the Ordinance”), adding Section 8.56.200 to the Glendale Municipal Code, 1995 (“GMC”), which authorizes the City Council to establish and modify, as necessary, by resolution, Franchise Fees for exclusive solid waste collection services in commercial establishments and multifamily dwellings, in accordance with the terms of the Ordinance and this Resolution; and WHEREAS, the City Council finds and declares that the value of the Franchise is reasonably related to the expenses and costs to be incurred by the City (1) in managing the contract for waste and recycling services by third parties, (2) in meeting the mandates of the State of California for waste collection and recycling services, and (3) in addressing physical impacts on the City’s roads, storm water facilities, and other infrastructure that the City’s contractor and its vehicles and equipment will cause, and which the City would suffer; and WHEREAS, the Franchise Fee determination was the result of bona fide, arm’s- length negotiations with the franchisees and represents the estimate of the reasonable value of the franchise; and WHEREAS, the City Council has adopted Ordinance No. _____ which will, upon its effect, amend GMC Section 8.56.150, authorizing the Council to establish and modify, by resolution, AB 939 Fees, in accordance with the terms of the Ordinance and this resolution (therefore this Resolution will have no effect if Ordinance No. _____ does not become effective); and WHEREAS, Public Resources Code Section 41901 and GMC Section 8.56.150 authorize the City of Glendale to impose fees in amounts sufficient to pay the costs of preparing, adopting and implementing the City’s integrated waste management program and arrange for the fees to be collected by a solid waste hauler providing solid waste collection for the City. NOW THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GLENDALE AS FOLLOWS:

Section 1. The above recitals are true and correct, and are the findings of the City Council.

Section 2. Franchise Fee. The City is by this Resolution authorized to charge and collect from each franchisee Franchise Fees in an amount equal to 11.66% of the net receipts collected by franchisee from providing solid waste handling services to its customers in the City of Glendale.

Section 3. AB 939 Fees. The City is by this Resolution authorized to charge and collect from each permitted hauler AB 939 Fees in an amount equal to 21.42% of the net receipts collected by the permitted hauler from providing solid waste handling services in the City of81 Glendale.of 221

- 1 - Section 4. This Resolution shall have no force or effect unless and until Ordinance No. _____ takes effect 30 days after its adoption.

Adopted this ______day of ______, 2021.

______Mayor

ATTEST:

______City Clerk

STATE OF CALIFORNIA ) ) SS COUNTY OF LOS ANGELES )

I, ARAM ADJEMIAN, City Clerk of the City of Glendale, certify that the foregoing Resolution was adopted by the City Council of the City of Glendale, California, at a regular meeting held on the

______day of ______, 2021, and that same was adopted by the following vote:

Ayes:

Noes:

Absent:

Abstain:

______City Clerk

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- 2 - MOTION

Moved by Council Member ______, seconded by

Council Member ______, that the City Council authorizes the City Manager or designee, in a form approved by the City Attorney, to execute an amendment to the Professional Services Agreement with Stearns, Conrad and Schmidt,

Consulting Engineers, Inc., increasing Contract No. 106205 by an amount not to exceed $15,000, for a total not-to-exceed contract amount of $306,511, and extending the Contract duration to

August 31, 2021.

Vote as follows:

Ayes:

Noes:

Absent:

Abstain:

83 of 221 Alpine Wy Alethea Dr

Denivelle Rd Ellenbogen St Grove St

Brownstone St e St e Dr Ln Le Berthon St Le Berthon St Exhibit 1: Franchise Zone Map N ReMountair Ave Redmont Ave Wentworth St Tujunga Canyon Blvd Sevenhills Dr

Jayseel St Terecita Rd Grizzly Flat Rd Kyle St

Owens St DelibanAve Hillrose St Hillrose St Mather Ave Parsons Trl

HelendaleAve

Truck Trl Bellclaire St State Route 2

Irma Ave Irma

LeolangAve Mount GleasonAve

FernglenAve Ccc Ridge Rd

WilseyAve

Las LunitasAve

SamoaAve

CommerceAve PinyonAve WoodwardAve Wyngate St

HillhavenAve

Glory Ave

W ValmontJardineAve St Apperson St

Fairgrove Ave

Day St Breezie Ln Day St Mahogany Trl Tokay Rd

Mather Ave Valaho Dr Haines CanyonAve

PlainviewAve SilvertonAve Beckett St Day St Gyral Dr McGroarty St Valmont St

Elmo St SamoaAve Valaho Ln PinewoodAve Elmo St Sky View Ln Greeley St France Ave Elmo St Tujunga Canyon Blvd Olcott St Estaban Wy Greeley St Mount Lukens Tktr Boston Ave Dunsmore Ave Markridge Rd Shadygrove St Shadygrove St ¹

Alene Dr Ave Pali Burritt WyHenrietta Ave Haines Canyon Ave

LowellAve Glencove Ave Santa Carlotta St Hopeton Rd Ridgepine Dr

AmanitaAve

CabanasAve Parcher Marnice Ave Amoret Dr SamoaAve Los Olivos Ln Pine Cone Rd Burritt Wy Pinelawn Dr

Marcus Ln Highridge Rd Harmony Pl

Estepa Dr Creemore Dr Franklin St Vista Ct

FinehillAve Seapine Ln CherylAve Charrick Dr Vista Ct Trebert Pl Saluda Ave Henrietta Ave Reverie Rd

Canyonside Rd Eagan St La Reina Dr Gertrude Ave Tranquil Dr Alta Ter Jayma Ln Brookhill St Pontiac St Elmhurst Dr Abella St LauderdaleAve Reta St Shields St Fairesta St Henrietta Ave Pineglen Rd 1st Ave Paraiso Wy Frances Ave Rockdell St

NewAve York Foothill Blvd Utley Rd Upper Ter La Tuna Canyon Rd Lirio Ln4th Ave2nd Ave El Caminito St Fairmount Ave Brookhill Ave Mayfield Ave LowellAve Harmony Pl W La Tuna Canyon Rd Paraiso Wy Fairhurst Dr 5th AveCommunity Ave La Tuna Canyon Rd Teasley St Alabama St Vicwood Ave Henrietta Ave Mary St Thelma St Encinal Ave Caracas St Stevens St Anderson Ave Orange Ave Prospect Ave Los Olivos Ln

LowellAve Laughlin Ave BostonAve Altura Ave Foothill Frwy Escalante Dr Linda Vista Dr Cedarbend Dr Montrose Ave La Forest Dr

RamsdellAve

BriggsAve

Dyer St

Jessen Dr

Honolulu Ave GlenwoodAve

CloudAve

SunsetAve Janvier Wy

El El SerenoAve La Sierra Dr

Castle Rd

LaBlvd Canada

Northwoods Ln SharonAve Mills Ave Earlmont Ave Cross St Haskell St Angeles Crest Hwy Altura Ave Cross St Earl Dr El Vago St

Raymond Ave Ravista Ln

Foothill Frwy RosemontAve Mary St PennsylvaniaAve Pinewood Ln Altura Ave Orchard Ln State Route 2 Leir Dr

Kadletz Rd Lyans Dr Harter Ln Piedmont Ave

Castle Rd

Jarvis Ave Evelyn St Rosebank Dr Montrose Ave Green Ln

Rockland Pl Leata Ln Mayfield Ave ZONEPalm Dr B Lavender Ln El Lado DrHonolulu Ave Terracita Ln Green Ln

HillardAve Green Ln Olive Ln

BriggsAve Mesa Lila Ln

Sycamore Ave PrincessAnne Rd

Fairlawn Dr Whiting Woods Rd Waltonia1183 Dr Alcorn Dr Accounts Manhattan Ave Godbey Dr Hill St Lynnhaven Ln Hermosa Ave

Mesa Lila Rd Interstate 210 Grand Ave

Alta Canyada Rd

Ocean View Blvd

State Route 2 Glenwood LaAve CrescentaAve Sycamore Ave Lasheart Dr Fairview Dr

La Canada Blvd Milmada Dr Encinas Dr Mira Vista Ave IndianaAve Knight Wy Vista Pl Shirlyjean St La Granada Wy Malafia Dr Florencita Dr Interstate 210

De Bell Dr Orangedale Ave Valley Sun Ln StoughAve Canyon Broadview Dr Park Pl Verdugo Blvd

Eilinita Ave Country Club Dr

Descanso Dr Indianola Wy

Foothill Blvd OakwoodAve

RoselawnAve

Sunview Dr GouldAve Clifton Pl Wildwood Canyon Rd Stancrest Dr State Route 2

AngelusAve Vineta Ave

Hampton Rd

Sierra VistaAve

Sparr Blvd Vickers Dr Foothill Blvd Rinetti Ln

CornishonAve Chevy Chase Dr Shepherds Ln

BelAire Dr

N Sunset Canyon Dr HaymanAve Beaudry Blvd Oakmont View Dr

ZONE A Encinas Dr Greenmont Dr

Beulah Dr Georgian Rd Downing Ave

Delaware Rd Beaudry Ter CasteraAve Glendale Frwy

CommonwealthAve E Walnut Ave1292 AccountsS Via Montana Menlo Dr Edison Rd Valane Dr Woodleigh Ln Berkshire Ave E Fairmount Rd N Bel Aire Dr Skyline Dr

Beresford Wy E Grinnell Dr Peters Cir S Sunset Canyon Dr Alta Pso San Gabriel Ave Bayberry Dr Flintridge Cir E Harvard Rd Flintridge Ave Foxwood Rd N 6th StE Cypress Ave E San Jose Ave Santa Rosa Ave E Magnolia Blvd S 9th St Santa Maria Ave Alpha Rd Hillcrest Ave Ransom Rd Sugar Loaf Dr S Bel Aire Dr Ramona Ave Vista Del Verde Dr Stratford Dr E Palm Ave E Elmwood Ave Los Encinos Ave Cathcart Dr E Olive Ave Watson St Paseo Redondo Glorietta Ave Bogue Dr

Chilton Dr N Verdugo Rd Don Carlos Ave Chadney Dr S Kenneth Rd Thurber PlAllen Ave Bellevue Dr Risa Dr Highland Dr W Mountain St Flintridge Dr Madison Rd N 3rd St E Orange Grove Ave E Angeleno Ave Fern Ln Brand Park Dr Sylvan Ln Hampstead Rd Inverness Dr E Tujunga Ave E Verdugo Ave Bel Aire Dr S 6th St Andenes Dr

S 3rd St San Luis Rey Dr Dublin Dr E Santa Anita Ave Figueroa St S 5th St W Kenneth Rd Calafia St Kirkham Dr Erin Wy S Glenoaks Blvd Branta Dr Bara Rd S 1st St Haven St Emerald Isle Dr Alameda Ave Sunshine Dr B 5th St Spazier Ave Wabasso Wy S Front St Elm Ave Hillside Dr Idlewood Rd Nolan Ave Buckingham Pl

E Providencia Ave Raymond Ave Colina Dr Maginn Dr San Augustine Dr Linden Ave Cleveland Rd Rohr St Audraine Dr Aspen Oak Ln S Varney St W Glenoaks Blvd Western Ave Starvale Rd Irving Ave KildonanTrafalger Dr Dr Rimcrest Dr Canada Blvd Chevy Knoll Dr Winchester Ave Gladys Mtwy Sheridan Rd Royal Blvd Hillfair Dr Cumberland Rd Sherer Ln Elm Ave Thompson Ave S Flower St E Alameda Ave Belleau Rd Alcalde Dr Arvin Dr Golf ClubParway Dr Dr Ben Lomond Dr Justin Ave LasFlores Dr Kirkby Rd W Glenoaks Blvd Ruberta Ave Ard Eevin Ave Glenmont Dr Greenbriar Rd Lida St

Glendale Frwy S Lake St Irving Ave VirginiaAve Imperial Dr Tyrrell Pl Lawson Pl Larco Wy Melwood Dr Linda Vista Rd E Linden Ave Standard Ave Ridgeway Dr Campus Wy Sonora Ave N San Fernando Rd Dorothy Dr Dana St 5th St HillcrestAve Puebla DrMoreno Dr Cornwall Dr Pheasant St Interstate 5 Highland Ave Olmsted Dr Hazbeth Ln N Pacific Ave Elm Ct A Spencer St Hillcroft Rd Dragonfly St Norton Ave Hollywell Pl Virginia Ave E Mountain St Glenwood Rd N Columbus Ave CavanaughE MountainRd St Marengo Dr W Alameda Ave Lake St Camino San RafaelCalle Sirena Grover Ave Chaparro Dr Flower St Kennington Dr Allen Ave Davis Ave Bruce Ave Cosmic Wy W Loraine St Campbell St W Stocker St Cleveland Rd Calle Amable Newby St Graynold Ave W Stocker St W Spazier Ave Irving Ave Air Wy Grandview Ave E Stocker St W Elm Ave Rossmoyne Ave Ethel St Grand Central Ave Norton Ave Victory Blvd Lake St South St Moncado Dr Zook Dr N Isabel St W Linden Ave W Dryden St Swarthmore Dr Ridge Dr Alma St Palm Dr E Dryden St

Allen Ave N Geneva St Foxkirk Rd N Cedar St CordovaAve N Everett St N Howard St Randall St N Kenilworth Ave Hazel St E Fairview Ave Viscano Dr Jesse Ave Glenmore Blvd Burchett St MelroseAve Davis Ave Arden Ave Barnett Dr Riverside Dr Avonoak Ter Drury Ln Cameron Pl N Glendale Ave Cascadia Dr Rancho Ave Paula Ave Pelanconi Ave Arden Ave Alma St Omar St Ina Dr Coronado Dr Glen Ave Beulah St Burchett St Monterey Rd Solway St Western Avenue Trl Circle Seven Dr Lilac Ln Paula Ave State Route 134 Ventura Frwy Ventura Frwy Haverkamp Dr N Zoo Dr Fairmont Ave N Adams St

Grange St N PacificAve Pioneer Dr E Doran St Sylvanoak Dr W Doran St E Doran St Ter Avonglen State Route 134 Scholl Canyon Rd Alexander St Lynglen Dr E Glenoaks Blvd W Milford St Richard Pl Canyon Dr Orchard Ave Gardner Pl E Chevy Chase Dr Zoo Dr W Lexington Dr E Lexington Dr Woodbury Rd Skyline Trl Hollister Ter Bridle Pth N Everett St Wyndale Pl

Myrtle St Geneva St Myrtle St CentralN Ave Zerr Ct Holly Dr N HowardN St Sleepy Hollow Dr

Brent Pl Chester St E California Ave Wilson Ter

W California Ave Scholl Dr N MarylandN Ave

Cutter St LouiseN St

Griffith Park Dr Waltonia Dr Bywood Dr N BrandN Blvd San Fernando Rd W IsabelN St Stanley Ave

Salem St Tryon Pl N JacksonN St N KenwoodN St Sperry St Concord St Bridle Pth E Wilson Ave Mineral Wells Rd W Wilson Ave

N OrangeN St Harvey Dr Valle Vista Dr Brazil St W Broadway Barrington Wy Maemurray Dr

E Broadway N Cedar St Blue Hill Rd Ivy St Carlton Dr S Verdugo Rd Hawthorne St State Route 2 E Harvard St W Hill Dr Crystal Springs Dr W Harvard St Mount Hollywood Trl Carr Dr Bridle Pth Franklin Ct Orange Grove Ave Hill Dr Hill Dr HillLa Roda Ave Dr

Oak St ArtsakhS Ave Estes Rd Southern Pacific RR

Argus Dr Lunsford Dr

S Everett St E Colorado St Sumner Ave

EagledaleAve W Elk Ave E Elk Ave Lockhaven Ave Upton Pl Dixon St Sierra Villa Dr S Brand Blvd Las Flores Dr

TownsendAve

S Louise St E Lomita Ave Camp Rd Colorado Blvd Rock Glen Ave Loy Ln

E Chestnut St Hartwick St Dahlia DahliaDr E Chestnut St El RioAve Griswold St Eagle Vista Dr E Maple St El Roble Dr W Colorado Blvd

Wing St CasparAve Porter St

E Maple St Merton Ave Hartwick St Fischer St LoletaAve SaginawColorado St Frwy

Bridle Pth Onteora Wy La Loma Rd S PacificAve C E Windsor Rd E Garfield Ave S Chevy Chase Dr Sequoia St AdamsS St

VincentAve Mulholland Hwy Alger St S CentralAve Baywood St W Garfield Ave Argus Dr E Acacia Ave Hilda Ave Glen IrisAve Cindy Ln Linda Rosa Ave Neola St Bemis St Yosemite Dr Neola Pl Wiota St Addison Wy Fair Park Ave Avoca St Lanark St

Old Zoo Trl W Chevy Chase Dr S Brand Blvd Palmer Dr Chevy Chase Dr ReposoEl Dr Bridle Pth Golden State Frwy D Corona Dr

E Palmer Ave Caledonia Wy Round Top Dr Mount Royal Dr

Mariposa St Norwalk Ave Los Angeles St College View Ave N Figueroa St

W Palmer Ave Boynton St StTyler

Oakridge Dr

Verdant St Verdant St Columbia Dr Green St Olson St Oak Grove Dr N Eagle Rock Blvd Magnolia Ave W Avenue 42

Verdugo Rd Wawona St Yosemite Wy Ellenwood Dr Silverwood Dr W Cypress St E Cypress St Coons Rd Wildwood Dr Campus Rd Tipton Wy Marion Dr HOGBACK Trl W Avenue 41 W Avenue 40 Corliss St Perlita Ave W Los Feliz Rd S GlendaleAve ZONE D Vista DEL VALLE Dr Nordyke St ZONE C RigaliGarden Ave Ave Railroad St W Laurel St Stanford Dr Medlow AveCollege View Ave Bird Rd Mount Hollywood Trl Upper Beacon Trl Interstate 5 W Eulalia St Arlington Rd Eaton St Burwood Ave Cathedral Dr Paulhan Ave Nolden St San Fernando Rd Mission Rd W Avenue 43 Coringa Dr Riverside Trl Seneca Ave Aguilar St 1233 Accounts Almaden Dr Eaton St Brunswick AveRevere Ave Alumni Ave 1021Commonwealth Accounts Canyon Dr Boyce Ave Range View Ave Edenhurst Ave Lincoln Ave Delphi St Bridle Pth Weldon Ave Stratford Rd

Vermont Canyon Rd Avenue N 55 Hollypark Pl Vassar St Delevan Dr York Blvd Avenue N 56 84 of 221 Munson Ave Roy St Gardena Ave Meridian St Valle Vista Dr N Avenue 46N Avenue 46 Dover St Armadale Ave Lincoln Ave

Griffith Park Dr Toland Pl Toledo St Mont Eagle Pl Avenue N 57 Golden State Frwy Estara Ave Buchanan St

Shannon Rd Nolden St Fierro St El Paso Dr Chapman St Roderick Rd Eagle Rock Blvd Baltimore St Treadwell St Toland Wy N San Fernando Rd Milwaukee Ave E Observatory Rd Valleybrink Rd Hub St La CledeCasitas Ave Ave Drew St Buchanan St Neva Pl N Avenue 51 Riverside Dr Perlita Ave Mendota Ave Baltimore St Toledo St Glendale Blvd Marguerite St Ackerman Dr N Avenue 52 Carnavon Wy Atwater Ave Andrita St Delay Dr Mesa Ave Larga Ave Fletcher Dr Bushwick St Kinney St Terrace 49 N Avenue 53

Tyburn St Oban Dr Avenue N 54 Dundee Dr Aldama St Outlook Ave Glencairn Rd Cromwell Ave Verdugo Rd Division St Los Feliz Blvd Raphael St N Hobart Blvd Lowry Rd Palmero Dr Canada St N Avenue 50 Agreement for Business and Multi-Family Solid Waste Collection Service in Zone _ Between The City of Glendale and ______

85 of 221 Table of Contents

Section Page

Agreement for Solid Waste Collection Service ...... 8 1.0 Definitions ...... 10 1.1 AB 341...... 10 1.2 AB 901...... 10 1.3 AB 939...... 10 1.4 AB 1826...... 10 1.5 Act ...... 10 1.6 Agreement ...... 11 1.7 Bin ...... 11 1.8 Bin Collection Service...... 11 1.9 Bulky Items...... 11 1.10 Business...... 11 1.11 CalRecycle ...... 11 1.12 Cart...... 11 1.13 Cart Collection Service ...... 11 1.14 City...... 12 1.15 City Manager ...... 12 1.16 Collection...... 12 1.17 Container...... 12 1.18 Complaint...... 12 1.19 Composting or Compost ...... 12 1.20 Construction and Demolition Debris...... 12 1.21 Consumer Price Index or CPI ...... 12 1.22 Container...... 13 1.23 Contamination...... 13 1.24 Customer...... 13 1.25 Designated Collection Location...... 13 1.26 Disposal ...... 13 1.27 Disposal Site ...... 13 1.28 Disposal Tipping Fee ...... 13 1.29 Dwelling Unit ...... 13 1.30 Food Waste...... 14

City of Glendale Business and Multi-Family Solid Waste Collection Agreement 1

86 of 221 1.31 Franchise...... 14 1.32 Green Waste ...... 14 1.33 Gross Receipts ...... 14 1.34 Hazardous Substance...... 14 1.35 Hazardous Waste ...... 15 1.36 Holiday ...... 15 1.37 Medical Waste ...... 15 1.38 Multi-family...... 16 1.39 Organic Waste or Green Container Waste ...... 16 1.40 Person...... 16 1.41 Premises...... 16 1.42 Recyclable Materials or Blue Container Waste...... 16 1.43 Recycle or Recycling...... 17 1.44 Refuse or Gray Container Waste ...... 17 1.45 Regular Bin Collection Customer ...... 17 1.46 Regular Bin Collection Service ...... 17 1.47 Regular Rolloff Collection Customer ...... 17 1.48 Regular Rolloff Collection Service...... 17 1.49 Rolloff Box...... 18 1.50 Rolloff Collection Service ...... 18 1.51 Rolloff Compactor ...... 18 1.52 SB 1383...... 18 1.53 Solid Waste ...... 18 1.54 Solid Waste Handling Services...... 19 1.55 Temporary Bin Collection Customer...... 19 1.56 Temporary Bin Collection Service ...... 19 1.57 Temporary Rolloff Collection Customer ...... 19 1.58 Temporary Rolloff Collection Service...... 19 1.59 Term ...... 19 1.60 Waste Generator ...... 19 1.61 Work Day...... 19 1.62 Zone A ...... 19 1.63 Zone B...... 20 1.64 Zone C...... 20 1.65 Zone D ...... 20 2.0 Grant of Right and Privilege to Collect Solid Waste ...... 22

City of Glendale Business and Multi-Family Solid Waste Collection Agreement 2

87 of 221 2.1 Grant of Exclusive Rights ...... 22 2.2 Limitations to Scope of Exclusive Agreement ...... 22 2.3 Enforcement of Exclusive Rights...... 24 2.4 Annexation ...... 24 3.0 Representations and Warranties ...... 25 4.0 Effective Date and Term ...... 26 4.1 Conditions to Effectiveness of Agreement ...... 26 4.2 Effective Date...... 26 4.3 Term ...... 26 4.4 City’s Option to Extend Term ...... 26 4.5 City Solid Waste Services Permit...... 27 4.6 Requirements Prior to Agreement Expiration...... 27 5.0 Scope of Services ...... 29 5.1 Solid Waste Services – General ...... 29 5.1.1 Recyclables and Organics Service Mandatory ...... 29 5.1.2 SB 1383 Acknowledgement...... 29 5.1.3 No Mixing Loads of Materials...... 30 5.1.4 Disposition of Recycling and Organic Waste ...... 30 5.1.5 Minimum Diversion Requirements ...... 30 5.1.6 Status of Transfer Station, Processing Facilities, and Disposal Site ...... 30 5.2 Business and Multi-Family Collection Service...... 31 5.2.1 Container Collection – General ...... 31 5.2.2 Cart Collection – Refuse, Recyclables, and Organics ...... 31 5.2.3 Bin Collection – Refuse, Recyclables, and Organics ...... 32 5.2.4 Bulky Item Pickup ...... 32 5.2.5 Abandoned Items...... 33 5.2.6 Regular Rolloff Collection Service ...... 33 5.2.7 City Facilities and City Events Collection Service...... 33 5.2.8 Multi-family Holiday Trees ...... 34 6.0 Operations, Personnel and Equipment ...... 35 6.1 Operations ...... 35 6.1.1 Hours of Collection...... 35 6.1.2 Holidays ...... 35 6.1.3 Complaints for Missed Collections ...... 35 City of Glendale Business and Multi-Family Solid Waste Collection Agreement 3

88 of 221 6.1.4 Hazardous Waste Inspection and Reporting ...... 35 6.1.5 Contaminated and Overfilled Containers...... 35 6.1.6 Refusal to Collect ...... 37 6.1.7 Load Weight ...... 37 6.1.8 Property Damage ...... 37 6.1.9 Collection Schedule Changes ...... 37 6.1.10 Collection Route Audits...... 38 6.2 Personnel...... 38 6.2.1 Contractor Project Manager...... 38 6.2.2 Contractor Personnel...... 39 6.2.3 Qualifications...... 39 6.2.4 Conduct...... 39 6.2.5 Drug and Alcohol Testing...... 40 6.2.6 Drivers and Operators...... 40 6.2.7 Employment of City Employees ...... 40 6.3 Vehicles/Collection Equipment ...... 40 6.3.1 General ...... 40 6.3.2 Vehicle Type and Fuel ...... 41 6.3.3 Vehicle Age ...... 41 6.3.4 Appearance...... 41 6.3.5 Damage to Streets...... 41 6.3.6 Communications...... 42 6.3.7 Maintenance...... 42 6.3.8 Storage...... 42 6.3.9 Equipment Inventory...... 42 6.3.10 Reserve Equipment ...... 43 6.3.11 Emissions ...... 43 6.3.12 Noise ...... 43 6.3.13 Safety...... 43 6.3.14 Inspection of Vehicles ...... 43 6.4 Containers ...... 44 6.4.1 Carts...... 44 6.4.2 Bins ...... 44 6.4.3 Bin & Cart Replacement ...... 45 6.4.4 Locking Bins...... 45 6.4.5 Rolloff Boxes ...... 45 6.4.6 Rolloff Compactors ...... 45

City of Glendale Business and Multi-Family Solid Waste Collection Agreement 4

89 of 221 7.0 Customer Service ...... 46 7.1 Office Hours ...... 46 7.2 ADA Compliance ...... 46 7.3 Emergency Telephone Number...... 46 7.4 Service Complaints...... 46 7.5 Customer Education Program...... 47 7.6 Recycling Coordinator...... 47 7.7 Customer Privacy...... 47 8.0 Flow Control and Marketing of Recyclables ...... 48 8.1 Ownership of Solid Waste ...... 48 8.2 Marketing of Recyclables ...... 48 9.0 Rates and Billing ...... 49 9.1 False Claims Act...... 49 9.2 Rates...... 49 9.3 Adjustment of Rates ...... 49 9.3.1 Calculation of Rate Adjustment...... 49 9.3.2 Service Component...... 50 9.3.3 Fuel Component ...... 50 9.3.4 Disposal Component...... 50 9.3.5 Combined Rate Adjustment Percent ...... 51 9.4 Extraordinary Rate Adjustment...... 51 9.5 Resolution of Disputes Regarding Rate Adjustments...... 51 9.6 Extra Services & Fees ...... 52 9.7 Billing and Payment ...... 53 9.7.1 Billing ...... 53 9.7.2 Payment ...... 54 9.7.3 Collection...... 54 10.0 City Fees and Additional Requirements ...... 55 10.1 Administrative Fee ...... 55 10.2 AB 939 Fees...... 55 10.3 Franchise Fee ...... 55 10.4 Customer Education Program; Program Fee ...... 55 10.4.1 Customer Education Program...... 56 10.5 Edible Food Recovery Program Fee...... 57 City of Glendale Business and Multi-Family Solid Waste Collection Agreement 5

90 of 221 10.6 Compost Giveaway ...... 58 11.0 Contractor’s Books and Records; Audits ...... 59 11.1 Record Retention...... 59 11.2 Audits...... 59 11.3 Overpayment or Underpayment...... 59 11.4 Protection of Confidential Writings...... 59 12.0 Reports and Other Information ...... 61 12.1 Reports - General...... 61 12.2 Quarterly Reports ...... 61 12.3 SB 1383 Reporting...... 62 12.4 Annual Report ...... 62 12.5 Reporting of Adverse Information...... 62 12.6 Failure to Report...... 62 12.7 Enforcement of Mandatory Recycling Laws ...... 63 13.0 Indemnification, Insurance and Performance Bond ...... 63 13.1 Indemnification of City...... 63 13.2 Hazardous Substances Indemnification...... 63 13.3 CalRecycle Indemnification...... 64 13.4 Proposition 218 Release...... 64 13.5 Insurance ...... 64 13.6 Evidence of Insurance Coverage; Insurance Repository ...... 65 13.7 Performance Bond ...... 65 13.7.1 Power of Attorney ...... 65 13.7.2 Approved Surety ...... 65 13.7.3 Required Provisions ...... 65 13.7.4 New or Additional Sureties ...... 66 13.7.5 Approval of Bonds ...... 66 13.8 Forfeiture of Performance Bond...... 66 14.0 Emergency Service ...... 66 14.1 Preparedness...... 66 14.2 Assistance with Disaster Recovery ...... 66 14.3 Personnel and Equipment Normally Assigned to City ...... 67 14.4 Additional Costs ...... 67 14.5 City-wide Effort to Manage Disaster Debris ...... 67 City of Glendale Business and Multi-Family Solid Waste Collection Agreement 6

91 of 221 14.6 Record Keeping and Reimbursement...... 67 15.0 Schedule of Fines ...... 68 16.0 Administrative Remedies; Termination ...... 71 16.1 Review; Notice of Default; Response ...... 71 16.1.1 Review of Contractor’s Performance...... 71 16.1.2 Events of Default ...... 73 16.1.3 Assurance of Performance ...... 74 16.1.4 Notice of Default...... 74 16.1.5 Remedies upon Default ...... 74 16.2 Reservation of Rights by City ...... 75 16.3 Cumulative Rights ...... 76 17.0 Failure to Perform ...... 77 18.0 Transfer or Assignment ...... 78 19.0 Mediation ...... 79 20.0 General Provisions ...... 80 20.1 Force Majeure ...... 80 20.2 Independent Status ...... 80 20.3 Compliance with Laws and Regulations ...... 80 20.4 Law to Govern; Venue...... 80 20.5 Americans with Disabilities Act...... 81 20.6 Amendments...... 81 20.7 Notices ...... 81 20.8 Savings Clause and Entirety...... 82 20.9 Survival ...... 82 20.10 Attorney’s Fees ...... 82 20.11 Waiver of Breach...... 82 20.12 Counterparts ...... 83 20.13 Digital Signatures ...... 83 20.14 Entire Agreement ...... 83

City of Glendale Business and Multi-Family Solid Waste Collection Agreement 7

92 of 221 Tables

Table 1. End of Agreement Term Transition Requirements ...... 27 Table 2. Rate Adjustment Components ...... 50 Table 3. Extra Services & Fees ...... 52 Table 4. Schedule of Liquidated Damages...... 69

Exhibits

Exhibit A – Zone Map Exhibit B – Transition Plan Exhibit C – List of City Facilities Exhibit D – Maximum Rate Table Exhibit E – Rate Adjustment Example Exhibit F – Insurance Requirements Exhibit G – Performance Bond Exhibit H – Performance Review Firm Qualifications

City of Glendale Business and Multi-Family Solid Waste Collection Agreement 8

93 of 221 AGREEMENT FOR SOLID WASTE COLLECTION SERVICE This Agreement FOR BUSINESS AND MULTI-FAMILY SOLID WASTE COLLECTION SERVICE IN ZONE _ (“Agreement”) is entered into this ______day of ______, 20___, by and between the CITY OF Glendale (“City”), a California municipal corporation, and ______, a ______corporation (“Contractor”), for the collection, transportation, recycling, processing, composting and disposal of solid waste.

RECITALS

WHEREAS, Article XI, § 7 of the California Constitution authorizes cities to protect public health and safety by taking measures in furtherance of their authority over police and sanitary matters; and

WHEREAS; the Legislature of the State of California, by enactment of the California Integrated Waste Management Act of 1989 (Act) (California Public Resources Code Section 40000 et seq.), has declared that it is in the public interest to authorize and require cities to make adequate provisions for Solid Waste Collection within their jurisdiction; and

WHEREAS, Public Resources Code Section 40059 authorizes the cities to determine (i) all aspects of solid waste handling which are of local concern, including, but not limited to, frequency of collection, means of collection and transportation, level of services, charges and fees, and nature, location and extent of providing solid waste handling service; (ii) whether the services are to be provided by means of non-exclusive franchise, contract, license, permit, or otherwise, either with or without competitive bidding, or if, in the opinion of its governing body, the public health, safety and well- being so require by partially exclusive or wholly exclusive franchise, contract, license, permit or otherwise, either with or without competitive bidding; and

WHEREAS, Public Resources Code Section 40900 et seq. establishes a solid waste management process that requires cities and other local jurisdictions to implement plans for source reduction, reuse and recycling as integrated waste management practices; and

WHEREAS, the City is obligated to protect the public health and safety of the residents and businesses of the City of Glendale, and Collection of solid waste should be undertaken in a manner consistent with the exercise of the City’s obligations for the protection of public health and safety; and

WHEREAS, the City and Contractor are mindful of the provisions of the laws governing the safe collection, transport, recycling and disposal of solid waste, including California Public Resources Code Section 40000 et seq., the Resource Conservation and Recovery Act (“RCRA”), 42 U.S.C. §§ 6901 et seq. and the Comprehensive City of Glendale Business and Multi-Family Solid Waste Collection Agreement 9

94 of 221 Environmental Response, Compensation and Liability Act (“CERCLA”), 42 U.S.C. §§ 9601 et seq.; the Electronic Waste Recycling Act of 2003 (SB 20, Chapter 526, Statutes of 2003; SB 50, Chapter 863, Statutes of 2004; AB 575 Chapter 59, Statutes of 2011), laws governing Universal Waste, including, but not limited to, Universal Waste Electronics Devices (“UWED”), non-empty aerosol cans, fluorescent tubes, high intensity discharge lamps, sodium vapor lamps, and any other lamp exhibiting a characteristic of a hazardous waste, batteries (rechargeable nickel-cadmium batteries, silver button batteries, mercury batteries, small sealed lead acid batteries, alkaline batteries, carbon- zinc batteries and any other batteries which exhibit the characteristic of a hazardous waste), mercury thermometers, mercury-containing switches; and

WHEREAS, the City and Contractor desire to leave no doubts as to their respective roles and to make it clear that by entering into this Agreement, City is not thereby becoming a “generator” or an “arranger” as those terms are used in the context of CERCLA § 107(a)(3) and that it is Contractor, an independent entity, and not City, which shall Collect from premises in the City of Glendale, transport and dispose of solid wastes (which may contain small amounts of consumer products with the characteristics of hazardous substances); Collect, transport, and recycle and/or compost organic waste and recyclable solid wastes Collected from premises in the City of Glendale; and

WHEREAS, City and Contractor agree that, subject to City’s exercise of its reserved flow control right under of this Agreement, it is Contractor, and not City, that will select the or transformation facility destination of the non-recyclable residential and commercial Solid Waste and Construction and Demolition Materials which Contractor will arrange to collect, that City has not, and by this Agreement does not, instruct Contractor on its collection methods, nor supervise Contractor in the collection of waste and nothing in this Agreement or other action of the City shall be construed to give rise to any inference that the City has any title, ownership or right of possession of such Solid Waste; and

WHEREAS, Contractor represents and warrants to City that it has the experience, responsibility and qualifications to provide solid waste handling services, to conduct recycling programs, to provide City with information sufficient to meet the City’s reporting, compliance, and other requirements under AB 939, AB 341, AB 1826 and SB 1383, to assist the City in meeting its zero waste plan goals, to Collect, transport and dispose of solid waste in a safe manner which will minimize the adverse effects of collection vehicles on air quality and traffic, and has the ability to indemnify the City against liability under CERCLA; and

WHEREAS, the City Council of the City of Glendale determines and finds pursuant to California Public Resources Code Section 40059(a)(1), that the public health, safety and well-being, including the minimization of adverse impacts on air quality and traffic

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95 of 221 from excessive numbers of collection vehicles, and the protection of the City against CERCLA liability, require that Contractor be awarded a contract for Collection, recycling and disposal of solid waste from premises in the City of Glendale.

NOW, THEREFORE, in consideration of the mutual covenants and conditions contained in this Agreement, the parties hereby agree as follows:

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96 of 221 1.0 DEFINITIONS The terms used in this Agreement shall have the meaning set forth in this Article. In the event a term is not defined in this Article, then it shall have the meaning set forth in the Glendale Municipal Code or in Division 30, Part 1, Chapter 2 of the California Public Resources Code (with precedence given to definitions in the Glendale Municipal Code over conflicting definitions contained in the Public Resources Code). Except as provided in this Article, words beginning with lower case letters are being used with their common ordinary meanings, not as defined terms. Otherwise, the following capitalized words and terms shall have the following meanings:

1.1 AB 341 ‘AB 341’ means Assembly Bill 341, which was approved by the Governor in October 2011 and requires businesses and multi-family dwellings to recycle their waste. AB 341 directed the California Department of Resources, Recycling and Recovery to develop and adopt regulations for mandatory commercial recycling. The final regulations pursuant to AB 341 were included in Chapter 476 of Statutes 2011, and are incorporated into Section 40000 et seq. of the Public Resources Code related to solid waste.

1.2 AB 901 ‘AB 901” means Assembly Bill 901, which was approved by the Governor and went into law July 1, 2019, establishing the Recycling and Disposal Facility Report System (RDRS) law that requires select businesses to report the types, quantities, and destinations of materials that are disposed of, sold or transferred and reporting on recycling and composting data, as codified in Public Resources Code Section 41821.5.

1.3 AB 939 ‘AB 939’ means the California Integrated Waste Management Act of 1989, codified in part at Public Resources Code Section 40000 et seq., as it may be amended from time to time and as implemented by the regulations of the California Department of Resources Recycling and Recovery (CalRecycle), or its successor agency.

1.4 AB 1826 ‘AB 1826’ means Assembly Bill 1826, which was approved by the Governor in September 2014 and requires businesses and multi-family dwellings to recycle their organic waste. The final regulations pursuant to AB 1826 were included in Chapter 727 of Statutes 2014, and are incorporated into Section 40000 et seq. of the Public Resources Code related to solid waste.

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97 of 221 1.5 ACT ‘The Act’ means the California Integrated Waste Management Act of 1989 (sometimes referred to as “AB 939”), Public Resources Code § 40000 and following as it may be amended, including but not limited to AB 341, AB 1826, AB 827, AB 1594, SB 1383, and as implemented by the regulations of CalRecycle.

1.6 AGREEMENT ‘Agreement’ means this agreement between City and Contractor, including all exhibits, and any future amendments hereto.

1.7 BIN ‘Bin’ means a metal or plastic Container with plastic lids and a capacity from 2 to 6 cubic yards, which is typically emptied by a front-loading collection vehicle.

1.8 BIN COLLECTION SERVICE ‘Bin Collection Service’ means providing Solid Waste Handling Services using Bins. Bin Collection Service includes Regular Bin Collection Service and Temporary Bin Collection Service.

1.9 BULKY ITEMS ‘Bulky Items’ means Solid Waste that cannot or would not typically be accommodated within a Bin or Cart because of its size or shape, including specifically: furniture (including chairs, sofas, mattresses, and rugs) and appliances (including refrigerators, ranges, washers, dryers, water heaters, dishwashers, plumbing, small household appliances and other similar items, commonly known as “white goods”). Bulky Items do not include car bodies, auto parts, tires, Construction and Demolition Debris, or items requiring more than two persons to remove.

1.10 BUSINESS ‘Business’ means a Person located on any property or premises occupied for or devoted to a use permitted in the commercial, institutional and public Zones pursuant to Sections 30.10.010 (B), (C), and (D) of the Glendale Municipal Code.

1.11 CALRECYCLE ‘CalRecycle’ means the California Department of Resources Recycling and Recovery (CalRecycle), which is the Department designated with responsibility for developing, implementing, and enforcing statewide regulations, or its successor agency.

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98 of 221 1.12 CART ‘Cart’ means a plastic Container with wheels and a hinged lid with a capacity from 35 to 101 gallons, which is typically emptied by an automated side-loading solid waste collection vehicle.

1.13 CART COLLECTION SERVICE ‘Cart Collection Service’ means providing Solid Waste Handling Services using Carts.

1.14 CITY ‘City’ means the City of Glendale, California, a municipal corporation, and all the territory lying within the municipal boundaries of the City as it currently exists, or as such boundaries may be adjusted.

1.15 CITY MANAGER ‘City Manager’ means the City Manager or the Person designated by the City Manager to administer this Agreement.

1.16 COLLECTION ‘Collect or Collection’ means the act of collecting Solid Waste, Recyclable Materials, Organic Materials, Bulky Items, and other material at the place of generation in the City pursuant to this Agreement.

1.17 CONTAINER ‘Container’ means a Bin or a Cart.

1.18 COMPLAINT ‘Complaint’ means a grievance, criticism, or objection in the form of a written letter, email, or telephone call either to the City or to the Contractor regarding Contractor’s performance of its duties under the terms of this Agreement. ‘Complaints’ concern missed pick-ups, property damage caused by the Contractor, tardy service, unresponsiveness to requests, billing problems, and similar issues. ‘Complaints’ exclude normal or standard service requests (e.g., exchanging a Cart or Bin), and criticisms directed at the City’s solid waste ordinance and its provisions.

1.19 COMPOSTING OR COMPOST ‘Composting or Compost’ means the controlled biological decomposition of Organic Materials into fertilizer, soil amendments, or other useful products.

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99 of 221 1.20 CONSTRUCTION AND DEMOLITION DEBRIS ‘Construction and Demolition Debris includes, but is not limited to, rock, brick, sand, ceramics, building materials, asphalt, concrete, drywall, metals, roofing materials, soils, wood, packaging, and rubble resulting from construction, remodeling, repair and demolition operations on pavement, houses, commercial, industrial or institutional buildings and other properties or structures.

1.21 CONSUMER PRICE INDEX OR CPI ‘Consumer Price Index’ or ‘CPI’ means the Consumer Price Index, Series ID: CUURS49ASA0, All items in Los Angeles-Long Beach-Anaheim, CA, all urban consumers, not seasonally adjusted (published by the U.S. Department of Labor, Bureau of Labor Statistics).

1.22 CONTAINER ‘Container’ means any can, wheeled cart, receptacle, dumpster, bin, or box, including a Bin or Cart, used or intended to be used for the purpose of holding Solid Waste, recyclable or organic material for Collection.

1.23 CONTAMINATION ‘Contamination’ means the following; (i) discarded materials placed in the blue Container that are not identified as acceptable Recyclable Materials for the City’s blue Container; (ii) discarded materials placed in the green Container that are not identified as acceptable Organic Waste for the City’s Green Container; (iii) discarded materials placed in the Gray Container that are acceptable Recyclable Materials and/or Organic Wastes; and (iv) any other items or substances that are not Refuse, Recyclables, or Organics placed in any container.

1.24 CUSTOMER ‘Customer’ means any Person within the City holding a Solid Waste Handling Services account with Contractor.

1.25 DESIGNATED COLLECTION LOCATION ‘Designated Collection Location’ means the place where the Customer shall place, and from where the Contractor is to Collect, Solid Waste in Containers designed for that purpose.

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100 of 221 1.26 DISPOSAL ‘Disposal’ means the final deposition of Solid Waste at a permitted Disposal Site that is in full compliance with all laws and regulations. Disposal shall have the same meaning as set forth in Public Resource Code Section 40192.

1.27 DISPOSAL SITE ‘Disposal Site’ means the place, location, tract of land, area, or premises in use, intended to be used, or which has been used, for the Disposal of Solid Waste.

1.28 DISPOSAL TIPPING FEE ‘Disposal Tipping Fee’ means the rate per ton for Disposal of Refuse upon which the Contractor’s rates are based.

1.29 DWELLING UNIT ‘Dwelling unit’ means a room or group of internally connected rooms that have sleeping, cooking, eating, and sanitation facilities, but not more than one kitchen, which constitutes an independent housekeeping unit, occupied by or intended for one household on a long-term basis. Types of dwellings include single-family dwellings, duplexes, multifamily dwellings, mobile homes, condominiums and townhouses. Mixed use structures where both residential and commercial streams are created, are considered commercial Generators.

1.30 FOOD WASTE ‘Food Waste’ means waste that will decompose and/or putrefy and is segregated for Collection and Recycling. Food waste includes: (i) kitchen and table food waste; (ii) animal or vegetable waste that is generated during or results from the storage, preparation, cooking or handling of food stuffs; (iii) discarded paper that is contaminated with Food Waste; and, (iv) fruit waste, grain waste, dairy waste, meat, and fish waste.

1.31 FRANCHISE ‘Franchise’ means the exclusive right and privilege to provide Solid Waste Collection services within a pre-determined Zone of the City granted by City to Contractor pursuant to the City’s authority under Article 11, Section 7 of the State of California Constitution, Section 40059 of the Public Resources Code, and this Agreement.

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101 of 221 1.32 GREEN WASTE ‘Green Waste’ means non-contaminated material composed of organic matter or plant matter which is the result of seasonal variations or landscape and gardening activities, or as otherwise defined in 14 CCR Section 17852(a)(21a). Green waste includes, without limitation, grass clippings, shrubbery, leaves, tree trimmings, branches, flowers, plant stalks, wood and other plant material. Green Waste does not include stumps or branches exceeding six inches (6”) in diameter or four feet (4’) in length or palm fronds.

1.33 GROSS RECEIPTS ‘Gross Receipts’ means any and all monies, fees, charges, consideration, and revenue collected or received by or paid to Contractor, in connection with, arising from, or in any way attributable to the Solid Waste Handling Services carried out by or on behalf of Contractor pursuant to this Agreement. Gross Receipts includes, without limitation, Customer charges for Collection of Solid Waste, without subtracting disposal fees, Franchise Fees, or any fees imposed on Contractor and collected pursuant to this Agreement. Gross Receipts does not include any proceeds from the sale of Recyclables to materials brokers, dealers, end users, or a combination thereof, or any payments from the lease of stationary compactors.

1.34 HAZARDOUS SUBSTANCE “Hazardous Substance” means any of the following: (a) any substances defined, regulated or listed (directly or by reference) as “Hazardous Substances”, “hazardous materials”, “Hazardous Waste”, “toxic waste”, “pollutants” or “toxic substances” or similarly identified as hazardous to human health or the environment, in or pursuant to (i) the Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 USC §9601 et seq. (CERCLA); (ii) the Hazardous Materials Transportation Act, 49 USC §1802, et seq.; (iii) the Resource Conservation and Recovery Act, 42 USC §6901 et seq.; (iv) the Clean Water Act, 33 USC §1251 et seq.; (v) California Health and Safety Code §§25115-25117, 25249.8, 25281, 25316, 25501 and 25501.1; (vi) the Clean Air Act, 42 USC §7901 et seq.; and (vii) California Water Code §13050; (b) any substances defined, regulated or listed by any amendments, rules or regulations promulgated thereunder to such enumerated statutes or acts currently existing or hereafter enacted; and (c) any other hazardous or toxic substance, material, chemical, waste or pollutant identified as hazardous or toxic or regulated under any other applicable federal, state or local environmental laws currently existing or hereinafter enacted, including, without limitation, friable asbestos, polychlorinated biphenyl’s (“PCBs”), petroleum, natural gas and synthetic fuel products, and by-products.

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102 of 221 1.35 HAZARDOUS WASTE ‘Hazardous Waste’ means a waste, or combination of wastes, which because of its quantity, concentration or physical, chemical or infectious characteristics, may do either of the following: (1) cause, or significantly contribute to, an increase in mortality or an increase in serious irreversible, or incapacitating reversible, illness; (2) pose a substantial present or potential hazard to human health or environment when improperly treated, stored, transported or disposed of or otherwise managed. ‘Hazardous Waste’ includes all substances defined as Hazardous Waste, Acutely Hazardous Waste, or extremely Hazardous Waste by the State of California in Health and Safety Code §25110.02, §25115, and §25117; as well as Section 40141 of the Public Resources Code, Division 30, Part 1, Chapter, and as these may be subsequently defined; or in the future amendments to or recodifications of such statutes, or identified and listed as Hazardous Waste by the US Environmental Protection Agency (EPA), pursuant to the Federal Resource Conservation and Recovery Act (42 USC §6901 et seq.), all future amendments thereto, and all rules and regulations promulgated there under. Where there is a conflict in the definitions employed by two or more agencies having jurisdiction over hazardous or solid waste, the term “Hazardous Waste” shall be construed to have the broader, more encompassing definition.

1.36 HOLIDAY ‘Holiday’ means New Years’ Day, Martin Luther King Jr. Day, Memorial Day, Independence Day, Labor Day, Thanksgiving, and Christmas, or the days on which any of these named holidays are observed by the City.

1.37 MEDICAL WASTE ‘Medical waste’ means any biohazardous waste or sharps waste that is composed of, generated or produced as a result of any of the following actions, and as regulated pursuant to the Medical Waste Management Act, Part 14 (commencing with Section 117600) of Division 104 of the Health and Safety Code and as that section may be subsequently amended.

(1) Diagnosis, treatment, or immunization of human beings or animals.

(2) Medical research involving the diagnosis, treatment or immunization of human beings or animals.

(3) The production or testing of medicinal preparations made from living organisms and their products, including, but not limited to, serums, vaccines, antigens, and antitoxins.

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103 of 221 (4) The accumulation of properly contained home-generated sharps waste that is brought to a point of consolidation approved by the enforcement agency pursuant to Section 117904 or authorized pursuant to Section 118147.

(5) Removal of a regulated waste from a trauma scene by a trauma scene waste management practitioner.

Medical Waste that has been properly treated or autoclaved and that is not otherwise hazardous shall thereafter be considered Solid Waste.

1.38 MULTI-FAMILY ‘Multi-family’ means any residential property in the City containing five or more Dwelling Units. Multi-Family premises do not include hotels, motels, or other transient occupancy facilities, which are considered Commercial Businesses.

1.39 ORGANIC WASTE OR GREEN CONTAINER WASTE ‘Organic Waste’ or ‘Organics’ means solid wastes containing material originated from living organisms and their metabolic waste products including, but not limited to, food, green material, landscape and pruning waste, organic textiles and carpets, lumber, wood, paper products, printing and writing paper, manure, biosolids, digestate, and sludges, or as otherwise defined in 14 CCR Section 18882(a)(46); or that is collected in a green container as defined in 14 CCR 18982(a)(29). Biosolids and digestate are as defined by 14 CCR Section 18982(a). The term is used interchangeably with Green Container Waste.

1.40 PERSON ‘Person’ means any individual, firm, association, limited liability company, organization, partnership, political subdivision, government agency, municipality, public or private corporation, business trust, or joint venture, or any other entity whatsoever.

1.41 PREMISES ‘Premises’ means a tract or lot of land within the City where Solid Waste is generated or accumulated.

1.42 RECYCLABLE MATERIALS OR BLUE CONTAINER WASTE ‘Recyclable Materials’ or ‘Recyclables’ means non-putrescible and non-hazardous recyclable wastes, including, but not limited to, bottles, cans, metals, plastics, and glass, or as otherwise defined in 14 CCR Section 18982(a)(43); or that is collected in a blue container as defined in 14 CCR 18982(a)(5). The term is used interchangeably with Blue Container Waste or materials. City of Glendale Business and Multi-Family Solid Waste Collection Agreement 19

104 of 221 1.43 RECYCLE OR RECYCLING ‘Recycle’ or ‘Recycling’ means the process of Collecting, sorting, cleaning, treating and reconstituting materials that would otherwise become waste and returning those materials to the economic mainstream in the form of raw materials for new, reused or reconstituted products which meet the quality standards to be used in the marketplace. Recycling does not include transformation as defined in Public Resources Code Section 40201.

1.44 REFUSE OR GRAY CONTAINER WASTE ‘Refuse’ means discarded waste or garbage that may contain nonorganic material, or processed industrial materials or that is collected in a gray container as defined in 14 CCR 18982 (a)(28). The term is used interchangeably with Gray Container Waste. “Refuse” does not include any Construction and Demolition Debris generated from applicable projects as defined in Chapter 8.58 of the Glendale Municipal Code.

1.45 REGULAR BIN COLLECTION CUSTOMER ‘Regular Bin Collection Customer’ means a Person that receives Regular Bin Collection Service.

1.46 REGULAR BIN COLLECTION SERVICE ‘Regular Bin Collection Service’ means using Bins to provide Solid Waste Handling Services to established residential, retail, commercial, and industrial facilities that require Collection service on a regular, ongoing, and indefinite basis. ‘Regular Bin Collection Service’ includes providing Solid Waste Handling Services to established Multi-family Premises with enclosure(s) or dedicated space(s) in common areas to accommodate Bins serviced by front-loading collection vehicles. ‘Regular Bin Collection Service’ includes providing Collection service using Bins to established Business Premises, but does not include providing service to: 1) Business Premises that generate small quantities of waste and elect to use Cart Collection Service, or, 2) Business Premises that generate large quantities of waste that elect to use Regular Rolloff Collection Service. Regular Bin Collection Service and Temporary Bin Collection Service are mutually exclusive.

1.47 REGULAR ROLLOFF COLLECTION CUSTOMER ‘Regular Rolloff Collection Customers’ means a Person that receives Regular Rolloff Collection Service.

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105 of 221 1.48 REGULAR ROLLOFF COLLECTION SERVICE ‘Regular Rolloff Collection Service’ means using Rolloff Boxes or Rolloff Compactors to provide Solid Waste Handling Services to established retail, commercial, and industrial facilities that require Rolloff Service on a regular, ongoing, and indefinite basis. Regular Rolloff Collection Service and Temporary Rolloff Collection Service are mutually exclusive.

1.49 ROLLOFF BOX ‘Rolloff Box’ means an open top metal Container with a capacity from 10 to 40 cubic yards, which is designed to be pulled onto a rolloff vehicle.

1.50 ROLLOFF COLLECTION SERVICE ‘Rolloff Collection Service’ means providing Solid Waste Handling Services using Rolloff Boxes or Rolloff Compactors. Rolloff Collection Service is either Regular Rolloff Collection Service or Temporary Rolloff Collection Service.

1.51 ROLLOFF COMPACTOR ‘Rolloff Compactor’ means an enclosed metal Container equipped with a hydraulic packing ram with a capacity from 15 to 35 yards, which is designed to be pulled onto a rolloff vehicle.

1.52 SB 1383 ‘SB 1383’ means Senate Bill 1383, which was approved by the Governor in September 2016 and establishes methane emission reduction targets to reduce emissions of short- lived climate pollutants. SB 1383 establishes targets to achieve a 50 percent reduction in the level of the statewide disposal of organic waste from the 2014 level by 2020 and a 75 percent reduction by 2025. The law grants CalRecycle the regulatory authority required to achieve the organic waste disposal reduction targets and establishes an additional target that not less than 20 percent of currently disposed edible food is recovered for human consumption by 2025. The regulations pursuant to SB 1383 were included in Chapter 523 of Statutes 2016.

1.53 SOLID WASTE ‘Solid Waste’ has the same meaning as defined in State Public Resources Code Section 40191, which defines Solid Waste as all putrescible and nonputrescible solid, semisolid, and liquid wastes, including garbage, trash, refuse, paper, rubbish, ashes, industrial wastes, demolition and construction wastes, abandoned vehicles and parts thereof, discarded home and industrial appliances, dewatered, treated, or chemically fixed sewage sludge which is not hazardous waste, manure, vegetable or animal solid and semi-solid wastes, and other

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106 of 221 discarded solid and semisolid wastes, with the exception that Solid Waste does not include any of the following wastes: (1) Hazardous waste, as defined in the State Public Resources Code Section 40141. (2) Radioactive waste regulated pursuant to the State Radiation Control Law (Chapter 8 (commencing with Section 114960) of Part 9 of Division 104 of the State Health and Safety Code). (3) Medical waste, as defined in the Medical Waste Management Act, Part 14, commencing with Section 117600 of Division 104 of the Health and Safety Code and as that section may be subsequently amended.

1.54 SOLID WASTE HANDLING SERVICES ‘Solid Waste Handling Services’ means the Collection, transportation, storage, transfer, processing, and Disposal of Solid Waste.

1.55 TEMPORARY BIN COLLECTION CUSTOMER ‘Temporary Bin Collection Customer’ means a Person that receives Temporary Bin Collection Service.

1.56 TEMPORARY BIN COLLECTION SERVICE ‘Temporary Bin Collection Service’ means using Bins to provide Solid Waste Handling Services to new construction sites, demolition projects, remodel projects, and cleanups that require Bin Collection Service on a temporary basis no longer than the duration of the project. Temporary Bin Collection Service and Regular Bin Collection Service are mutually exclusive.

1.57 TEMPORARY ROLLOFF COLLECTION CUSTOMER ‘Temporary Rolloff Collection Customer’ means a Person that receives Temporary Rolloff Collection Service.

1.58 TEMPORARY ROLLOFF COLLECTION SERVICE Temporary Rolloff Collection Service’ means using Rolloff Boxes to provide Solid Waste Handling Services to new construction sites, demolition projects, remodel projects, and cleanups that require Rolloff Service on a temporary basis no longer than the duration of the project. Temporary Rolloff Collection Service and Regular Rolloff Collection Service are mutually exclusive.

1.59 TERM ‘Term’ means the Term of this Agreement, including any agreed upon extension periods, as provided for in Section 4.3.

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107 of 221 1.60 WASTE GENERATOR ‘Waste Generator’ or ‘Generator’ means the owner or occupant of premises that initially produces Solid Waste, or as otherwise defined in 14 CCR Section 18982(a)(48).

1.61 WORK DAY ‘Work Day’ means any day, Monday through Sunday, excluding Holidays.

1.62 ZONE A ‘Zone A’ means that Northwest Quadrant of the City as shown in Exhibit A and defined by the following boundaries:

o North – Verdugo Mountains o West – City Boundary o South – Doran St: San Fernando Rd easterly to Brand Blvd or MTA Railroad Tracks easterly to Brand Blvd o East – . Maryland Av: Kenneth Rd southerly to Ventura Freeway . Ventura Freeway: Maryland Av westerly to Brand Blvd . Brand Blvd: Ventura Freeway southerly to Doran St

1.63 ZONE B ‘Zone B’ means that Northeast Quadrant of the City as shown in Exhibit A and defined by the following boundaries:

o North – City Boundary o West – . Maryland Av: Kenneth Rd southerly to Ventura Freeway . Ventura Freeway: Maryland Av westerly to Brand Blvd . Brand Blvd: Ventura Freeway southerly to Wilson Av o South – Wilson Av: Brand Blvd easterly to City Boundary o East – City Boundary

1.64 ZONE C ‘Zone C’ means that Southwest Quadrant of the City as shown in Exhibit A and defined by the following boundaries:

o North – Doran St: San Fernando Rd easterly to Brand Blvd or MTA Railroad Tracks easterly to Brand Blvd o West – City Boundary o South – City Boundary o East –

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108 of 221 . Brand Blvd: Doran St southerly to San Fernando Rd . San Fernando Rd: San Fernando Rd southeasterly to Glendale Av . Glendale Av: Northeasterly to City Boundary Corner . City Boundary

1.65 ZONE D ‘Zone D’ means that Southeast Quadrant of the City as shown in Exhibit A and defined by the following boundaries:

o North – Wilson Av: Brand Blvd easterly to City Boundary o West – Brand Blvd: Wilson Av southerly to San Fernando Rd o South – . San Fernando Rd: Brand Blvd southeasterly to Glendale Av . Glendale Av: Northeasterly to City Boundary Corner . City Boundary o East – City Boundary

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109 of 221 2.0 GRANT OF RIGHT AND PRIVILEGE TO COLLECT SOLID WASTE

2.1 GRANT OF EXCLUSIVE RIGHTS This Agreement grants to Contractor for the Term of this Agreement, during which Solid Waste Handing Service is to be provided, the exclusive right and privilege to Collect, transport, process, recycle, compost, retain and dispose of Solid Waste produced, generated and/or accumulated within Zone __ as shown in the zone map included as Exhibit A

 All Multi-family Customers.  All Business Customers with Regular Bin Collection Service.  All Business Customers with Regular Rolloff Collection Service.

2.2 LIMITATIONS TO SCOPE OF EXCLUSIVE AGREEMENT The exclusive franchise, right and privilege to provide Solid Waste Handling Services at Premises within Zone __ of the City granted to Contractor by this Agreement specifically excludes the following services, which services may be provided by the City and/or Persons other than Contractor and which may be the subject of other permits, licenses, franchises or agreements issued or entered by City:

1. Single-family Residential Collection Service, which is provided by the City.

2. Service to residential properties in the City containing four or fewer Dwelling Units.

3. Service to Temporary Bin Customers.

4. Service to Temporary Rolloff Customers.

5. The sale or donation of source-separated Recyclable Material by the Waste Generator or Customer to any Person other than Contractor and who has submitted and filed an exemption request from the City; provided, however, to the extent permitted by law, if the Waste Generator or Customer is required to pay monetary or nonmonetary consideration for the Collection, transportation, transfer, or processing of Recyclable Material, then it shall not be considered a sale or donation.

6. Solid Waste, including Recyclable Materials and Organics, which is removed from any Premises by the Waste Generator and has received an exemption from the City, and which is transported personally by such Generator (or by his or her full-time employees) to a processing facility or City of Glendale Business and Multi-Family Solid Waste Collection Agreement 25

110 of 221 Disposal Site in a manner consistent with all applicable laws and regulations.

7. Recyclable Materials, Organic Waste or Bulky Wastes which are source separated at any premises by the waste generator and donated to youth, civic or charitable organizations.

8. Recyclables delivered to a recycling center or drop-off station by the Waste Generator for Recycling under the California Beverage Container Recycling Litter Reduction Act, Section 14500, et seq.

9. Bulky Waste removed from a Single-Family Residential Premises by a property cleanup or maintenance company as an incidental part of the total cleanup or maintenance service offered by the company rather than as a hauling service.

10. Green Waste removed from a Premises by a gardening, landscaping, or tree trimming Contractor, utilizing its own equipment, as an incidental part of a total service offered by that Contractor rather than as a hauling service.

11. The Collection, transfer, transport, Recycling, and processing of animal by- products, fats, oils, or grease to be rendered and used as tallow.

12. The Collection, transfer, transport, Recycling, processing, and disposal of byproducts of sewage treatment, including sludge, sludge ash, grit and screenings.

13. The Collection, transfer, transport, Recycling, processing, and disposal of Hazardous Substances, Hazardous Waste, and untreated Medical Waste regardless of its source.

14. Construction and Demolition Debris which is removed by a duly-licensed construction or demolition company (e.g., with a State contractor license type C-21) or as part of a total service offered by said licensed company or by the City, where the licensed company utilizes its own equipment.

15. Solid Waste Handling Services for governmental agencies other than City, which may have facilities in City, but over which City has no jurisdiction in connection with the regulation of Solid Waste.

16. Collection Material that is removed from a premise by a company through the performance of a service that the Contractor has elected not to provide. City of Glendale Business and Multi-Family Solid Waste Collection Agreement 26

111 of 221 The exclusive franchise, right and privilege to provide Solid Waste Handling Services within Zone __ granted to Contractor by this Agreement shall be interpreted to be consistent with all applicable state and federal laws, now in effect and adopted during the Term of this Agreement, and the scope of this Agreement shall be limited by all applicable current and developing laws and regulations. In the event that future interpretations of current law, future enactments or developing legal trends limit the ability of City to lawfully grant Contractor the scope of services as specifically set forth in this Agreement, the scope of this Agreement shall be limited to those services and materials which may be lawfully provided, and that City shall not be responsible for any lost profits claimed by Contractor resulting from any change in law.

2.3 ENFORCEMENT OF EXCLUSIVE RIGHTS Contractor shall have the right to enforce the exclusive rights in this Agreement. City shall reasonably assist Contractor in its efforts to enforce the exclusivity of this Agreement. In addition, City may adopt such ordinances or other regulations as it deems to be necessary or desirable to protect the exclusive rights granted in this Agreement. City shall have the right, but not the obligation, to enforce the exclusivity in this Agreement, including by instituting appropriate legal proceedings, and/or to request that Contractor do so. Contractor shall have an affirmative obligation to enforce such exclusivity provisions when requested to do so by City. Contractor shall reimburse City for its reasonable legal costs, extraordinary administrative costs (including staff time), or other expenses incurred in connection with City’s actions to either enforce the exclusivity in this Agreement, or to assist Contractor in doing so.

2.4 ANNEXATION Contractor’s rights and obligations in this Agreement shall apply in any territory annexed to Zone __ during the Term of this Agreement, except to the extent that the application of such rights and obligations within such annexed territory would violate the provisions of Public Resources Code Section 49520. In such event, this Agreement shall become effective as to such area at the earliest possible date permitted by law. If upon annexation Contractor is permitted to provide Solid Waste Handling Services to Customers in the annexed territory pursuant to preexisting rights granted by another jurisdiction, Contractor shall provide all such Customers in the annexed area with the same services, at the same rates, as are available to Customers pursuant to the terms of this Agreement.

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112 of 221 3.0 REPRESENTATIONS AND WARRANTIES Contractor hereby covenants, represents, and warrants the following to City for the purpose of inducing City to enter into this Agreement, all of which shall be true as of the Effective Date of this Agreement:

1. Contractor is a validly existing corporation under the laws of the State of California.

2. Neither the execution of this Agreement nor the delivery by Contractor of services nor the performance by Contractor of its obligations in this Agreement: (1) conflicts with, violates or results in a breach of any applicable law; (2) conflicts with, violates or results in a breach of any term or condition of any judgment, decree, agreement (including, without limitation, the certificate of incorporation of Contractor) or instrument to which Contractor is a party or by which Contractor or any of its properties or assets are bound, or constitutes a default under any such judgment, decree, agreement or instrument; or (3) will result in the creation or imposition of any encumbrance of any nature whatsoever upon any of the properties or assets of Contractor.

3. There is no action, suit or other proceeding as of the date of this Agreement, at law or in equity, or to the best of Contractor’s knowledge, any investigation, before or by any court or governmental authority, pending or threatened against Contractor which is likely to result in an unfavorable decision, ruling or finding which would materially and adversely affect the validity or enforceability of this Agreement or any such agreement or instrument entered into by Contractor in connection with the transactions contemplated hereby, or which could materially and adversely affect the ability of Contractor to perform its obligations in this Agreement or which would have a material adverse effect on the financial condition of Contractor.

4. Contractor has no knowledge of any applicable law in effect as of the date of this Agreement that would prohibit the performance by Contractor of this Agreement and the transactions contemplated hereby.

5. Contractor has made an independent investigation, satisfactory to it, of the conditions and circumstances surrounding this Agreement and the work to be performed by it, and is satisfied that those conditions and circumstances will not impair its ability to perform the work and provide the Solid Waste Handling services required by this Agreement.

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113 of 221 6. The information supplied by Contractor in all submittals made in connection with negotiation and execution of this Agreement, including all materials in its proposal to the City, and all representations and warranties made by Contractor throughout this Agreement are true, accurate, correct and complete in all material respects on and as of the Effective Date of this Agreement.

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114 of 221 4.0 EFFECTIVE DATE AND TERM

4.1 CONDITIONS TO EFFECTIVENESS OF AGREEMENT The satisfaction of each and all of the conditions set out below, each of which may be waived in whole or in part by City in writing, is a condition precedent to the effectiveness of this Agreement, and a condition of Contractor’s continued right to the benefits conveyed in this Agreement:

1. Accuracy of Representation - All representations and warranties made by Contractor and set forth in this Agreement shall be accurate, true, and correct on and as of the Effective Date of this Agreement.

2. Absence of Litigation - There shall be no litigation pending in any court challenging the award of this Agreement to Contractor or the execution of this Agreement or seeking to restrain or enjoin its performance.

3. Furnishing of Insurance, Bond, and Letter of Credit - Contractor shall have furnished the evidence of insurance, and performance bond required by this Agreement.

4. Effectiveness of City Council Action - City Council’s Ordinance or Resolution approving this Agreement shall have become effective pursuant to California law.

5. Administrative Fee - Contractor shall have paid to the City the Administrative Fee pursuant to Section 10.1 of this Agreement.

4.2 EFFECTIVE DATE The ‘Effective Date’ of this Agreement shall be the date upon which all the conditions set forth in Section 4.1 have been accomplished, and have been accepted in writing by the City.

4.3 TERM Contractor shall provide Solid Waste Handling Services and Disposal Services in accordance with this Agreement for a period of ten (10) years beginning ______through midnight on ______(the “Term”), unless this Agreement is terminated sooner pursuant to Article 16 of this Agreement.

4.4 CITY’S OPTION TO EXTEND TERM City shall have the sole option to extend the initial Term for two (2) additional five-year periods. The first five (5) year period shall be from ______through ______; City of Glendale Business and Multi-Family Solid Waste Collection Agreement 30

115 of 221 the second five (5) year period shall be ______through ______. If City elects to extend the Term, City shall notify Contractor in writing no later than two hundred seventy (270) calendar days prior to the end of the then existing Term. If City does not notify Contractor two hundred seventy (270) calendar days prior to the end of the then existing Term, the City shall waive its option to further extend the Term.

In order to eligible for an extension of the Term, Contractor must meet billing and performance standards to the satisfaction of the City. Regardless of the outcome of this billing audit and performance review, the City will have no obligation to extend the term of this Agreement.

4.5 CITY SOLID WASTE SERVICES PERMIT Contractor shall be required to obtain a City solid waste services permit under Glendale Municipal Code chapter 8.56 and maintain such in effect at all times during the Term. Nothing in this Agreement shall be construed as granting Contractor an exemption from the requirement to obtain a City solid waste services permit or operating within all conditions thereof.

4.6 REQUIREMENTS PRIOR TO AGREEMENT EXPIRATION Should the City choose not to exercise the renewal options of this Agreement or should no renewal options remain, the City anticipates awarding a new agreement at least six (6) months prior to the expiration of this Agreement. In the event a new agreement has not been awarded within such timeframe, the Contractor shall continue to provide Solid Waste Handling Services in accordance with the terms of this Agreement. Under no circumstance shall Contractor be required to provide Solid Waste Handling Services after the expiration of the Agreement unless mutually agreed to in writing between the City and Contractor.

The Contractor shall allow the City's newly selected franchise hauler(s) to purchase, or rent for up to ninety (90) days, Contractor’s Containers. The terms, purchase price and/or rental fee will be negotiated and mutually approved by the Contractor and newly selected Franchisee. The Contractor shall act in accordance with an agreed upon timeline for any future transition of collection services of the Franchise Zone(s) for which they have entered into this Agreement.

Prior to the expiration of this Agreement, the Contractor shall work with the City and the newly selected Franchisee(s) to ensure a smooth transition with no interruption or reduction of service. The Contractor shall comply with the following performance requirements and deadlines:

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116 of 221 Table 1. End of Agreement Term Transition Requirements

Deadline Performance Requirements

180 days prior to Provide to the City and the selected Franchisee a expiration of Container inventory, in a format acceptable to the City Agreement that includes each Container's location (street address), capacity, identification number, collection frequency, Customer name, Customer contact information, and whether the Container is owned by the Customer or by the Contractor. Thereafter, the Contractor shall not replace or exchange any Contractor-owned Containers listed in the Container inventory, without the City's approval.

150 days prior to Attend a coordination meeting with the selected expiration of Franchisee and the City. At the coordination meeting, the Agreement Contractor shall provide a list of Contractor-owned Containers that may be purchased by the selected Franchisee.

120 days prior to Work with the selected Franchisee(s) to develop a mutually expiration of agreeable schedule for removal of Contractor-owned Agreement Containers and placement of the selected Franchisee’s containers.

The schedule shall ensure no interruption in collection service.

30 days prior to expiration of Agreement Implement the schedule for transition with the selected Franchisee.

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117 of 221 5.0 SCOPE OF SERVICES

5.1 SOLID WASTE SERVICES – GENERAL To protect the public health and safety, enable City to comply with State recycling laws, and reduce the amount of Refuse and Organic Waste that is landfilled, Contractor shall provide all labor, equipment, material, supplies, supervision, tools, and all other items necessary for the Collection, transportation, storage, transfer, processing, and Disposal of all Solid Waste generated or accumulated within Zone __ of the City by Business and Multi-family Customers covered by this Agreement at least once per week. The services provided by Contractor under this Agreement shall be performed in a thorough and professional manner so that all Customers are provided at all times with reliable, courteous, and high-quality Solid Waste Handling Services.

Upon the Effective Date of this Agreement, Contractor shall diligently execute the Transition Plan, attached hereto and incorporated herein as Exhibit B, and start services to existing Solid Waste Generators in Zone __ in a smooth and efficient manner.

5.1.1 Recyclables and Organics Service Mandatory Recycling service and Organic Waste Collection service is mandatory, except for accounts with valid waivers and registered self-haulers. All Customers will be provided Refuse Cart or Refuse Bin service and shall receive Recycling collection service and Organic Waste Collection service as mandated by AB 341 and SB 1383, except if that Customer is exempt and has a documented waiver approved by the City from either or both requirements.

The Customer shall be required to separate Organic Waste from Refuse and Recyclables; and Recyclables from Organic Waste and Refuse according to the three- Container system in compliance with AB 341, SB 1383 and Glendale Municipal Code chapter 8.44. Contractor shall provide source-separated collection of Recyclables and Organic Waste as defined. Organic Waste and Recyclables collected at curbside shall be collected, transported, and processed so as not to be contaminated with Refuse or each other.

Contractor shall report to the City any businesses that are required to subscribe to Recycling service or Organic Waste Collection service but are not subscribed if Contractor is aware or is made aware of these businesses.

5.1.2 SB 1383 Acknowledgement Contractor’s performance of services described in this Agreement shall be in accordance with those provisions of SB 1383 and AB 901 final regulations, which is incorporated herein by reference, that pertain to Contractor from the Effective Date of City of Glendale Business and Multi-Family Solid Waste Collection Agreement 33

118 of 221 this Agreement. In addition, Contractor shall provide to the City any and all reports provided to other governmental agencies regarding the operation of a public transfer station (PTS), including reports required to be provided to the City, local enforcement agency or CalRecycle under SB 1383 and AB 901. Additionally, Contractor shall provide any customer Commercial Recycling and Organics Compliance data and timelines as may be established by the City and CalRecycle.

Contractor specifically acknowledges Contractor’s obligation, in performing Contractor’s services in this Agreement, to comply with all applicable laws and regulations at the time this Agreement was considered. Contractor acknowledges the City’s intent to comply with SB 1383 and AB 901 insofar as these laws pertain to Contractor’s services and operations under this Agreement. Contractor agrees that it has considered all of the obligations of SB 1383, especially including the changes to Title 14, and AB 901 placed upon Contractor in operating the PTS as a transfer/processor and in meeting the specific obligations under this Agreement.

5.1.3 No Mixing Loads of Materials The Contractor shall not combine loads of Commingled Recyclables (Blue Container Waste), Organics (Green Container Waste), or Refuse (Gray Container Waste) collected with loads of Solid Waste or other materials collected within or outside of the Agreement. All material collected shall be kept segregated from the point of collection to the appropriate destination. Combining loads of Commingled Recyclables, Organics, or other Source Separated materials collected with loads of Solid Waste will be subject to Liquidated Damages listed in Table 4 of this Agreement.

5.1.4 Disposition of Recycling and Organic Waste All Organic Waste (except Contamination) collected by Contractor in the green Containers provided by Contractor must be diverted from landfill. Acceptable markets include composting at a compost facility properly permitted to accept both food waste and green waste, a high-diversion facility recognized by CalRecycle, placement into anaerobic digestion, or used as a biofuel.

All Recycling materials (except Contamination) collected by Contractor in the blue Containers provided by Contractor must be diverted from landfill via delivery to a Materials Recovery Facility or a high-diversion facility recognized by CalRecycle.

5.1.5 Minimum Diversion Requirements Contractor shall recycle or divert from landfilling sufficient waste to assist the City in its compliance with current state law requirements for diversion in Zone __. Contractor shall be considered to have met this requirement under this Agreement if the City's

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119 of 221 annual report to CalRecycle shows compliance with the State-mandated diversion mandate, as may be revised by CalRecycle during the Term of this Agreement.

5.1.6 Status of Transfer Station, Processing Facilities, and Disposal Site Any transfer station or processing facility utilized must be designed and constructed in accordance with all applicable state and local laws (e.g., California Environmental Quality Act (CEQA), California Code of Regulations, etc.). The transfer station or processing facility must maintain full regulatory compliance with all permits from federal, state, regional, county, and city agencies necessary for it to operate as a transfer station or processing facility and must be in compliance with all such permits. Contractor shall provide copies to the City of all notices of violation or amendments to permits that could affect the Contractor's ability to perform under this Agreement. Any transfer station or processing facility selected by the Contractor must be authorized to accept, under its existing permit, and have sufficient uncommitted capacity to accept, all Solid Waste collected by Contractor under this Agreement for the duration of the Agreement.

Any Disposal Site utilized by the Contractor must be designed and constructed in accordance with 23 California Code of Regulations Section 2510 et seq. (“Subchapter 15”). The Disposal Site must have all required permits from federal, state, regional, county, and city agencies necessary for it to operate as a Class III Sanitary Landfill and is in full regulatory compliance with all such permits. The Contractor shall provide copies to the City of all notices of violations received by Contractor that could affect the Contractor's ability to perform under this Agreement, or amendments to permits, including any extensions. Any Disposal Site must be authorized to accept, under its existing permit, and have sufficient uncommitted capacity to accept, all Refuse collected by Contractor under this Agreement for the duration of this Agreement.

5.2 BUSINESS AND MULTI-FAMILY COLLECTION SERVICE

5.2.1 Container Collection – General Contractor must provide Refuse, Recyclables, and Organic Waste collection service to all Customers in Zone __ whose Refuse, Recyclables, and Organic Waste are properly placed in Collection Containers, and properly placed out for Collection. This shall occur not less than once per week. A Container shall be considered properly placed out for Collection if it is feasibly accessible by Contractor’s Collection vehicles. If a Customer and Contractor cannot agree upon the Designated Collection Location, City shall make the final determination of the Designated Collection location.

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120 of 221 In the case of Bin Collection, Contractor shall replace empty Bins to their original location with gates or doors of enclosures secured after Collection is completed. If positioning of a bin is required, the bin shall not be left in a location that will obstruct traffic or access through the public right-of-way.

It is the intent of the City and the Contractor to provide Customers with the highest level of customer satisfaction while at the same time enabling Contractor to operate efficiently. Contractor shall instruct Customers to place all Solid Waste inside each Collection Container such that Contractor’s drivers will not be required to routinely disembark the Collection vehicle. However, in the event that a Customer occasionally places Solid Waste adjacent to a Collection Container, Contractor shall also Collect that Solid Waste, and may charge for the additional service according to Table 3 – Extra Services. If a Customer routinely places for Collection Solid Waste outside its Collection Container, Contractor shall work with the Customer to determine if the Customer is in need of additional Collection Containers or pickups. The City Manager is authorized to require Contractor to deliver additional Collection Containers or make additional pickups to any such Customers, or to require such other action of Contractor as is reasonably necessary to ensure that Customers receive high quality service.

5.2.2 Cart Collection – Refuse, Recyclables, and Organics Contractor shall provide a three-Container Collection program for the separate collection of Refuse, Recyclables, and Organics from all Customers in Zone __ using Cart Collection Service. Contractor shall provide Blue Containers to Customers for Collection of Source Separated Recyclable Materials and shall provide Source Separated Recyclable Materials Collection service. Contractor shall provide Green Containers to Customers for Collection of Source Separated Organic Waste and shall provide Source Separated Organic Waste Collection service. Contractor shall provide Gray Containers to Customers for Collection of Refuse and shall provide Refuse Collection service. Contractor shall provide ninety-six (96) or sixty-four (64) gallon Carts, as requested by Customer, or as deemed necessary by Contractor due to service needs or to maintain public health and safety. The City reserves the right to demand a ninety-six (96) gallon Cart be used in place of a sixty-four (64) gallon Cart in any circumstance. All provided Containers shall comply with Section 6.4 of this Agreement.

For Cart-only Customers, Gray Container Waste, Green Container Waste, and Blue Container Waste shall be collected on the same day for the same Customer. For Bin Customers, Gray Container Waste, Green Container Waste, and Blue Container Waste may be collected at Contractor’s discretion, unless same-day collection is requested, in writing, by Customer. Contractor shall charge rates to the Customer based on each Customer’s size and number of Carts at a rate not to exceed the corresponding rate set forth in the Maximum Rate Table, attached hereto and incorporated herein as

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121 of 221 Exhibit D. Contractor may not charge for any services not listed in Table 3 - Extra Services.

5.2.3 Bin Collection – Refuse, Recyclables, and Organics Contractor shall collect Refuse from all Customers in Zone __ using Bin Collection Service. Contractor shall provide the size and quantity of Bins, and the number of weekly pickups as requested by Customer, or as required to maintain public health and safety. Provided Bins shall comply with Section 6.4 of this Agreement. If Contractor and Customer cannot agree upon the appropriate size and number of Bins, or on the number of weekly pickups, City shall determine the most appropriate service level. Contractor shall bill the Customer for Regular Bin Collection Service based on each Customer’s size and number of Bins, and number of weekly pickups at rates not to exceed the rates set forth in Exhibit D, the Maximum Rate Table. Contractor may not charge for any services not listed in Table 3 – Extra Services.

5.2.4 Bulky Item Pickup On an as-needed, on-call basis, the Contractor shall provide pickups of Bulky Items from each Customer in Zone __. Upon receiving a request from Customer (at least two (2) days in advance, and no more than seven (7) days), Contractor shall collect Bulky Items on the Customer’s regular collection day at no extra charge. Each Bulky Item Collection shall be limited to: up to four (4) large household items or up to ten (10) bundles of Green Waste (bundled no more than 4’ long and 18” in diameter) per Collection event (i.e., per pickup). Contractor shall not be required to remove any items that cannot be safely handled by two persons. Contractor shall comply with all applicable regulations governing the recovery of ozone depleting refrigerants during the handling and Disposal of refrigerators, or air conditioning units.

In the event a question arises as to whether a specific item or category of items meets the definition of Bulky Items, City shall determine whether the item(s) are considered Bulky Items, and that determination shall be final and binding on the Contractor.

Contractor shall provide up to four (4) free pickups per Customer, per calendar year. For Bulky Item pickups that exceed four (4) in a calendar year, Contractor may charge the Bulky Item Pickup Charge(s) shown in Table 3 – Extra Services. For individual Bulky Items in excess of maximum quantity set forth above, Contractor shall charge Customer the Bulky Item Unit Charge according to Table 3 – Extra Services.

5.2.5 Abandoned Items The Contractor shall be responsible for the removal and collection of Bulky Items “abandoned” in the City. For purposes of this Section, Bulky Items are considered “abandoned” when they are located in any public right-of-way areas, at City parks,

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122 of 221 and other public locations within Zone _, except with approval of the City. Bulky Items are not considered abandoned when they are in a location where one or more transient individuals live in an unsheltered area on a temporary or permanent basis. In conjunction with this rover collection service, the Contractor shall provide the appropriate vehicles to collect Bulky Items five (5) days per week in Zone _. Schedule and route will be directed by the City and take place during business hours, 7:00 a.m. to 3:00 p.m. each business day. Such collection shall be at no additional charge to the City. Section 13.1 shall not apply to Bulky Items collected hereunder and, except for the negligence or willful misconduct of Contractor, City shall indemnify, defend, and hold harmless Contractor from any act, error, or omission arising from the collection of abandoned Bulky Items. Contractor may seek direction from the City in the event Contractor cannot reasonably determine if Bulky Items are abandoned in accordance with Applicable Law.

5.2.6 Regular Rolloff Collection Service Contractor shall Collect Solid Waste from all Regular Rolloff Collection Customers using Contractor-furnished Rolloff Boxes or Customer-furnished Rolloff Compactors. Upon Customer request, Contractor shall furnish the size and number of Rolloff Boxes requested by Customer.

Contractor is not obligated to furnish Rolloff Compactors. Contractor may sell or lease Rolloff Compactors to Customers. Any sale or lease of Rolloff Compactors to Customers shall be outside the scope of this Agreement. However, the Collection service provided to those Customers with Rolloff Compactors shall be within the scope of this Agreement.

Upon Customer’s request for service, Contractor shall Collect Solid Waste properly placed in Rolloff Boxes or Rolloff Compactors from the Designated Collection Location upon each Customer’s Premises. Such requests shall be made a minimum of one (1) day before service is required. A Rolloff Box or Rolloff Compactor shall be considered properly located for Collection if it is feasibly accessible by Contractor’s rolloff collection vehicles. If a Customer and Contractor cannot agree upon the Designated Collection Location, City shall make the final determination.

Contractor shall bill the Customer for Regular Rolloff Collection Service based on each load and the actual weight of each load at a rate not to exceed the corresponding rate set forth in Exhibit D, the Maximum Rate Table. Contractor may not charge for any services not listed in Table 3 – Extra Services, without prior approval of the City.

5.2.7 City Facilities and City Events Collection Service Contractor shall provide all Refuse, Recyclable Material, and Organic Waste collection services at all facilities owned and/or operated by the City within its service area at no charge. City facilities include, but are not limited to, City Hall, City offices, parks,

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123 of 221 corporation yards, recreation centers, and community centers. A list of City facilities is included in Exhibit C. Contractor shall provide the number and size of Containers, and frequency of service at the City’s direction. Service levels and number of City facilities served may increase during the Term of this Agreement without any additional compensation paid to the Contractor.

Contractor shall provide Solid Waste Handling Services at up to six (6) special City- sponsored events per year, at no additional charge to the event or City.

5.2.8 Multi-family Holiday Trees Contractor shall collect all Holiday trees from Multi-Family Premises which are properly placed for Collection from the first Work Day after December 25th through the third Saturday in January within the designated service area. Collection shall occur on the regularly scheduled Collection day. Holiday Trees placed for Collection must be cut into lengths no longer than six (6) feet, be free of ornaments, garlands, tinsel and flocking, and the stands must be removed. Contractor shall Recycle all Holiday Trees. Holiday Trees set out for pickup that are flocked or contain tinsel or other decorations may be delivered to the Disposal Site at the discretion of the Contractor.

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124 of 221 6.0 OPERATIONS, PERSONNEL AND EQUIPMENT

6.1 OPERATIONS

6.1.1 Hours of Collection To protect the peace and quiet of residents, Contractor shall not collect Solid Waste before 7:00 a.m. or after 6:00 p.m. The City may direct Contractor to reduce the Collection hours in areas around schools and in high traffic areas during peak traffic hours. When the City is conducting road rehabilitation projects, the City reserves the right to temporarily redirect or restrict Contractor from Collection in the affected areas if needed. The hours of Collection may be extended due to extraordinary circumstances with the prior written (e.g., e-mail) consent of the City Manager.

6.1.2 Holidays Contractor shall not collect Solid Waste on Holidays. In any week in which one of these Holidays falls on a weekday (Monday-Friday), Collection Services for the Holiday will be delayed one Work Day. In the event that the delayed Collection Service would fall on a weekend (Saturday or Sunday) and Contractor does not have access to the Customer’s premises, preventing Collection, Collection Services for the Holiday may be delayed until the following weekday.

6.1.3 Complaints for Missed Collections In the case of a Complaint for a missed Collection received on a collection day, Contractor shall collect within twenty-four (24) hours of the complaint. Failure to collect within 24 hours of the requested collection time will be deemed a missed collection.

Missed collections shall be subject to Liquidated Damages in accordance with Table 4. Contractor may not charge fees for an Overfilled Bin or Cart for material that has accumulated after the scheduled collection day due to a missed pick-up.

All reasons for not performing Collection services shall be documented or shall be treated as a missed Collection and will be subject to the associated Liquidated Damages in Table 4.

6.1.4 Hazardous Waste Inspection and Reporting Contractor reserves the right to inspect Solid Waste put out for Collection and to reject Solid Waste observed to be contaminated with Hazardous Waste. In the event a Customer sets out for Collection any Hazardous Waste, Contractor shall reject the material, tag the Container with instructions to the Customer for the proper method to

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125 of 221 discard of Hazardous Waste, and record the event in the Customer’s profile in Contractor’s billing system.

6.1.5 Contaminated and Overfilled Containers Contractor is responsible for visually inspecting each customer’s Containers as necessary to determine whether there is Contamination. The Container shall be considered excessively contaminated if it contains more than 10% Contamination.

A Container may be considered overfilled when materials project above its rim in a manner that impedes the complete closure of its lid and/or when materials are placed outside the Container and/or allowed to accumulate making access to the Container unsafe for Collection.

For overfilled containers, Contractor shall take actions as needed to complete the Collection, which may include collecting materials placed outside the Containers, placing materials in another Container, or making a second Collection.

Contractor shall follow the procedures listed below for addressing overfilled or excessively contaminated blue or green Containers as well as providing written documentation and notice in the form of a “tag” placed on the Customer’s Container. Contractor shall be responsible for a missed Collection if these procedures are not followed:

• 1st Instance: Contractor shall take and save photograph(s) of the overfilled Container or Contamination in the Container’s contents, collect the material from the Container, and leave a tag that explains why the Container contents was excessively contaminated. The tag shall also explain the policy for addressing the overfilled Container or Contamination, recommend corrective action, explain the consequences for repeated instances, and identify how the Customer can find more information on the subject. The City shall approve all language for this tag.

• 2nd Instance: The Contractor shall take photograph(s) of the overfilled Container or Contamination in the Container’s contents, collect the material from the Container and leave a tag. The tag shall explain the special collection needs of handling Contamination and inform the Customer that the Container may not be collected and/or could be subject to a “Contamination Fee” if a third, or subsequent, instance of Contamination occurs. The tag shall also explain the policy for addressing overfilled Containers or Contamination, as stated in this Section. The City shall approve all language for this tag.

• 3rd and Subsequent Instances: The Contractor shall take photograph(s) of the overfilled Container or Contamination in the Container’s contents, collect the material from the Container and leave a tag. The Contractor shall have the option to follow the City of Glendale Business and Multi-Family Solid Waste Collection Agreement 41

126 of 221 Refusal to Collect provisions provided herein and/or assess a “Contamination Fee” as specified in Table 3 – Extra Services.

Each written notification or tag shall be transmitted and digitally documented within 2 hours of the observation so that the record can be shown to the Customer to validate why each further action is taken.

The second, or any subsequent instances, shall be counted as such if they occur within twelve (12) calendar months of the initial instance of excessive Contamination. If twelve (12) calendar months have elapsed since any Container was tagged for the same reason, the next instance shall be deemed the initial instance. If the Customer has changed, and the account is new, with different occupants, the written notification shall be considered the initial instance.

Contractor’s ability to collect Contamination Fees, as authorized by this section, is authorized on a provisional basis for one year only, effective from the first day of this Agreement’s Term. Prior to the end of that year, Contractor and City will meet and confer to determine and verify whether this is an effective tool or whether this discretion has been abused. As part of the meet and confer process, Contractor shall provide an accounting of Contamination Fees assessed during the one-year period, identifying customer information including size of containers and service level changes. Following the meet and confer process, City, in its reasonable discretion, will determine by written notice whether Contamination Fees under this section will be authorized for the remainder of the Agreement’s Term, provisionally for another specified period of time (not less than two (2) additional years), or discontinued. If Contamination Fees are discontinued, within sixty (60) days of notice thereof, the parties shall execute an amendment changing the Minimum Diversion Requirements, as specified in Section 5.1.5, or any related requirements under the Agreement, to address impediments to diversion in lieu of Contamination Fees. Contractor shall be permitted to continue to assess Contamination Fees until such an amendment is approved. If the parties cannot agree to an amendment hereunder, the parties shall submit the matter to mediation in accordance with Article 19.

6.1.6 Refusal to Collect When Solid Waste is not collected from any Customer, Contractor shall notify its Customer in writing, at the time Collection is not made, through the use of a “tag” or otherwise, of the reasons why the Collection was not made.

All reasons for not performing Collection services shall be documented or shall be treated as a missed Collection and will be subject to the associated Liquidated Damages in Table 4.

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127 of 221 6.1.7 Load Weight Contractor shall not load its Collection vehicles such that the vehicle’s gross weight (the total weight of the load and the vehicle) exceeds the manufacturer’s gross vehicle weight rating (GVWR), or exceeds any other weight limits imposed by state or local laws or regulations.

6.1.8 Property Damage Any physical damage caused by the negligent or willful acts or omissions of employees of Contractor to public or private property shall be promptly repaired or replaced by Contractor at Contractor’s sole expense.

Contractor shall promptly investigate and respond to any claim concerning property damage. If the City notifies the Contractor concerning any such damage, Contractor shall investigate and respond to the City within seven (7) days.

6.1.9 Collection Schedule Changes Contractor must provide written notice to both the City and the Customer, for any change to the collection day for all affected Customers. The Contractor shall, at its expense, provide written notice with postage prepaid and forwarded through the United States mail or by personal service, notify each Customer of the day or days of the week on which service will be provided. The notice shall contain the day or days of the week upon which the collection will be made, and the name, address and telephone number of the Contractor.

6.1.10 Collection Route Audits Beginning January 1, 2022, City will conduct route reviews for prohibited container contaminants on randomly selected Collection routes annually in compliance with the requirements of SB 1383 Section 18984.5 (b). Containers may be randomly selected along a Collection route. Contractor shall report to the City any instances of contamination and actions taken, as well as the methodology utilized for the route review in such form and format as is needed by the City for reporting to CalRecycle. Every container on a Collection route does not need to be sampled annually.

Contractor shall distribute contamination notices complying with education and notification requirements of SB 1383 Section 18995.1 (a) (4) subject to City pre-approval.

The City reserves the right to conduct audits of Contractor’s collection routes. The Contractor shall cooperate with the City in connection therewith, including permitting City employees or agents, designated by the City Representative, to follow behind the collection vehicles in order to conduct the audits. Contractor shall also cooperate with City and/or its agent(s) as reasonably requested to collect program data, perform field City of Glendale Business and Multi-Family Solid Waste Collection Agreement 43

128 of 221 work, investigate customer participation levels and setout volumes, and/or evaluate and monitor program results related to Refuse, Recyclable Materials and Organic Waste collected in City by Contractor, provided that such cooperation can be accomplished at no additional cost to Contractor and without interfering with Contractor’s operations. The Contractor shall have no responsibility or liability for the salary, wages, benefits, or worker compensation claims of any person designated by the City Representative to conduct such audits.

6.2 PERSONNEL

6.2.1 Contractor Project Manager Contractor designates the following person(s) to represent Contractor as the Contractor project manager in all matters pertaining to this Agreement:

Name, Title: ______

Address: ______

Telephone: ______

Mobile Number: ______

Email address: ______

Contractor agrees that the Contractor project manager assigned at the commencement of services under this Agreement shall serve in this position as long as required by the Agreement, and Contractor shall not change the project manager without the prior written consent and approval of City Manager or designee, whose consent shall not be withheld unreasonably. Contractor’s project manager or designee, noted above, shall be directly accessible 24 hours per day 7 days a week.

6.2.2 Contractor Personnel Unless otherwise provided or approved by the City, Contractor shall use its own employees to perform the services described in this Agreement.

Contractor shall not use subcontractors to assist in performance of this Agreement without the prior written approval of the City, whose approval shall not be withheld unreasonably. If the City permits the use of subcontractors, Contractor shall remain responsible for performing all aspects of this Agreement. The City has the right to approve any subcontractors, and the City reserves the right to request replacement of subcontractors. The City does not have any obligation to pay Contractor’s

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129 of 221 subcontractors, and nothing herein creates any privity of contract between the City and the subcontractors.

6.2.3 Qualifications Contractor shall employ qualified personnel to perform the services set forth in this Agreement. Contractor shall ensure that its employees comply with all applicable laws and regulations and meet all federal, state and local requirements related to their employment and position. Contractor shall provide operating and safety training that meets minimum OSHA standards for all its drivers, helpers, and those employees who are otherwise directly involved in Solid Waste Handling Service operations. Contractor shall train its drivers and helpers in the identification of Hazardous Waste. Each driver shall at all times carry a valid California driver’s license, and any other required licenses for the type of vehicle that is being operated. Each driver shall comply with all applicable state and federal laws, regulations and requirements.

Contractor shall be responsible for providing workers and the public protection from safety hazards related to Contractor’s Solid Waste Handling Service operations.

Contractor shall be responsible for abiding by applicable laws regarding workplace health and safety. Any incident involving the Contractor that results in a fatality, major injury, or collision involving a private citizen’s vehicle, major property damage, or major spill must be immediately reported to the appropriate authorities and the City.

6.2.4 Conduct Contractor’s employees shall conduct themselves in a competent, thorough, and courteous manner. The City may request the removal of any Contractor employee who materially violates any provision in this Agreement, or who is negligent, careless, or discourteous in the performance of their duties. Contractor agrees to remove personnel from performing work under this Agreement if requested to do so by the City in writing within thirty (30) business days of the request by the City. Contractor’s field operations personnel shall wear a clean uniform with the employee and Contractor’s name. Contractor’s employees, who normally come into contact with the public, shall bear a company photo identification card. Contractor shall not permit any employee to solicit or accept, either directly or indirectly, any compensation or gratuity for services authorized to be performed under this Agreement. In no way shall the dress, badge, or the Contractor’s employee imply identification as an employee or representative of the City.

6.2.5 Drug and Alcohol Testing Contractor shall prescreen all applicants seeking employment that would result in the applicant, if hired, driving Contractor’s vehicles within City. The prescreening shall

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130 of 221 include drug and alcohol testing by a certified independent testing laboratory. Contractor shall reject any applicant for employment within City who tests positively for any prohibited substance. In addition, Contractor shall conduct unannounced random drug and alcohol testing of all employees performing driving duties within City pursuant to the regulations administered by the Federal Motor Carrier Safety Administration (49 CFR, Part 40). The random testing shall be conducted by a certified independent testing laboratory. Any employee who tests positive for prohibited substances or alcohol shall be immediately and permanently removed from any assignment to perform duties under this Agreement.

6.2.6 Drivers and Operators All drivers employed by Contractor and operating equipment in the City shall be properly licensed for the class of vehicle they drive, enrolled in the Department of Motor Vehicles Employee Pull Notice (EPN) program, and abide by all State and federal regulations for driver hours and alcohol and controlled substances testing.

6.2.7 Employment of City Employees Contractor will offer employment to any existing City of Glendale Public Works Department employees that may be displaced as a consequence of Franchisee award of franchise under this agreement.

6.3 VEHICLES/COLLECTION EQUIPMENT

6.3.1 General Contractor shall provide vehicles for Solid Waste Handling Services that are sufficient in number and capacity to efficiently perform the work required by this Agreement. Contractor’s vehicles and equipment shall be appropriate for, and compatible (in size, weight, and service capability) with, the area(s) where they may be utilized. Contractor shall own and maintain sufficient reserve vehicles available to complete daily collection routes according to the schedules and hours of collection established in this Agreement.

Contractor shall equip vehicles so as to prevent Solid Waste from being blown or otherwise escape from the vehicle. Contractor shall be responsible to promptly clean any spillage or Solid Waste that leaks or otherwise escapes its vehicles.

Each Collection vehicle shall carry a broom, shovel, and operable fire extinguisher, and shall be equipped with a radio to enable the driver to communicate directly with Contractor’s dispatcher and/or main office.

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131 of 221 No Collection Vehicle shall be utilized if it is leaking fluids, per Los Angeles Regional Water Quality Control Board regulations. Vehicles shall have waterproof seals and shall be watertight to a depth sufficient to prevent the discharge or leaking of accumulated water during loading and transport operations. Vehicles shall have solid metal sides and a fully enclosable metal top. Contractor shall clean up any leaks or spills from its vehicles. Contractor shall equip all Collection Vehicles with absorbent for such cleanups. No fluids shall be washed into storm drains at any time.

Contractor's vehicles used to collect Rolloff Containers shall be equipped with a tarpaulin or a net cover with mesh openings not greater than one and one- half (1½) inches in size. The cover shall be kept in good mechanical order, without holes. The cover shall fully enclose the Contractor’s load at all times.

Prior to use, a tare weight shall be established for all of the Collection vehicles. At the City’s discretion, the tare weight of any Collection vehicle may be checked at any time by the City.

Except for extraordinary circumstances, as determined by the City, all Collection vehicles and equipment shall be empty and devoid of all Solid Waste prior to the commencement of daily collection service.

6.3.2 Vehicle Type and Fuel In addition to having all Contractor’s Collection Vehicles comply with Section 6.3.11, Contractor shall procure natural gas from an SB 1383 qualifying source. When available and commercially viable, Contractor shall purchase zero emission collection vehicles such as electric or hydrogen fuel cell powered collection vehicles and procure said energy from qualifying sources to support the procurement goals of SB 1383.

6.3.3 Vehicle Age No Collection vehicle used in the City shall be more than 10 years old at any time during the Term of this Agreement.

6.3.4 Appearance Contractor shall paint each vehicle periodically (including performing all necessary body work), no less than once every two years. Contractor shall mark the rear, and both sides of each vehicle with the Contractor’s name, telephone number, and a vehicle number in letters not less than five (5) inches in height. Contractor shall maintain each vehicle in good repair, appearance and in a clean and sanitary condition both inside and out.

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132 of 221 6.3.5 Damage to Streets Contractor shall not damage streets over which its Collection equipment may be operated, and Contractor shall obtain all required approvals for operation of its Collection vehicles on private streets and parking lots. Contractor shall not spill fuel, fluids (such as oil, hydraulic fluid, brake fluid, etc.) on streets, and if such a spill occurs, Contractor shall within 1 hour notify the City (including the Director of Public Works or his/her designee) and all proper regulatory authorities of said spill and release of fluids, and shall clean, at Contractor’s expense, the spilled fluids in coordination with, and to the satisfaction of, City and applicable regulatory agencies. Upon a release of such fluids, the driver shall immediately park the vehicle and it shall remain parked until the leak is repaired. In such event Contractor shall not park the leaking vehicle within two hundred (200) feet of a storm drain and shall utilize absorbent, sand bags or other appropriate means to prevent leaking fluids from entering storm drains. In the event of any type of spill or other emergency, Contractor shall be responsible for securing the immediate safety of the vehicle driver, all other employees of Contractor and all persons and property in the surrounding vicinity. Contractor shall not transfer loads from one vehicle to another on any public street or private roadway, unless it is necessary to do so because of mechanical failure or damage to a collection vehicle which renders it inoperable and the vehicle cannot be towed. In addition, each collection vehicle shall be equipped with trash bags, masking tape and notice of non-collection tags for the purpose of separating hazardous waste for return to the generator.

6.3.6 Communications A communications device such as a two-way radio or a cellular telephone shall also be maintained on each vehicle at all times.

6.3.7 Maintenance Contractor shall perform all scheduled maintenance functions upon Collection Vehicles in accordance with the manufacturer’s specifications and schedule. Contractor shall repair, or arrange for the repair of, all of its vehicles and equipment for which repairs are needed because of accident, breakdown or any other cause so as to maintain all equipment in a safe and operable condition. Contractor shall keep accurate records of all Collection Vehicle maintenance and repair, recorded according to date and mileage, including signed verifications that repairs and maintenance has been properly performed, and shall make such records available to City upon request.

6.3.8 Storage The Contractor shall be responsible for all costs associated with equipment and vehicle storage. No material and equipment shall be stored, housed, or repaired in the public right-of-way or where it could interfere with the free and safe passage of the public. At

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133 of 221 the end of each work day and at all other times when operations are suspended for any reason, the Contractor shall remove all equipment, vehicles, and other obstructions from the roadway, sidewalks and alleys. Contractor shall not use City property to store, house, or repair any vehicle or equipment without the written consent of the City.

6.3.9 Equipment Inventory Upon request, Contractor shall furnish City a written inventory of all equipment, including Collection Vehicles, used in providing service pursuant to this Agreement. This inventory shall list all equipment by manufacturer, year of production, ID number, date of acquisition, type, capacity, and whether the vehicle is a spare.

6.3.10 Reserve Equipment Contractor shall during the Term of this Agreement maintain adequate reserve equipment to ensure that it will be able to reliably and efficiently perform the work required by this Agreement.

6.3.11 Emissions Contractor’s Collection Vehicles shall comply with all rules and regulations of the South Coast Air Quality Management District, the Air Resources Board, and any other air- quality regulatory body that may be in authority during the Term of this Agreement.

Contractor shall use alternative fuel vehicles, heavy-duty route vehicles that use compressed or liquefied natural gas, liquefied petroleum gas, methanol, electricity, fuel cells, or other advanced technologies, approved by the South Coast Air Quality Management District (SCAQMD) for solid waste collection services. Vehicles shall meet all requirements per SCAQMD Rule 1193.

6.3.12 Noise Contractor’s vehicles using compaction mechanisms during the stationary compaction process shall not exceed a noise level of seventy (70) decibels (dB) A at a distance of fifty (50) feet from the collection vehicle measured at an elevation of five (5) feet above ground level. Contractor shall submit to City, upon City’s request, a certificate of vehicle noise level testing, by an independent testing entity, for any collection vehicle which City or Contractor has received more than one complaint regarding excessive noise.

6.3.13 Safety Contractor shall equip each vehicle with appropriate safety equipment, including any new safety related technologies that become standard in the waste industry during the Term of this Agreement. Collection vehicles shall be well marked and highly visible. At City of Glendale Business and Multi-Family Solid Waste Collection Agreement 49

134 of 221 a minimum, Collection vehicles shall have a back-up warning alarm, and a video monitor based back-up system, or its equivalent.

6.3.14 Inspection of Vehicles Contractor shall inspect each Collection vehicle daily to ensure that all equipment is operating properly. Collection vehicles that are not operating properly shall be removed from service until repaired and operating properly.

Contractor shall regularly inspect each Collection vehicle to ensure it meets the requirements of the California Vehicle Code and the California Highway Patrol. Contractor shall provide to the City copies of its Biannual Inspection of Terminal (“BIT”) inspection reports to City within 30 days of its receipt of such reports. Contractor shall make all records related to its vehicles available to City upon request by the City Manager.

City may cause or require any Collection vehicle used in performance of this Agreement to be inspected and tested at any time and in such manner as may be appropriate to determine that the vehicle is being maintained in compliance with the provisions of this Agreement.

Any Collection Vehicle that the City Manager deems inappropriate for use in City for any reason (including its appearance) shall be removed from service in City, until such time as the City Manager determines the issue regarding said Collection vehicle is corrected.

6.4 CONTAINERS Contractor shall be responsible for providing Containers to Customers in accordance with a three-Container system as specified in Section 5.2 of this Agreement and in accordance with the Transition Plan (Exhibit B).All Containers shall meet all requirements of SB 1383, Glendale Municipal Code chapter 8.44, and the provisions specified for Carts and Bins below.

6.4.1 Carts Contractor shall provide Cart Collection Service Customers with Carts during the Term of this Agreement. Carts and Cart lids must meet color, size, uniformity, and quality requirements of the City. Contractor shall provide and maintain Carts and Cart lids with consistent colors and in good condition. Cart lids and bodies for all new containers put into service must meet the color requirements of 14 CCR 18982(a). Labels for new containers put into service must also meet SB 1383 requirements by specifying what materials are allowed to be placed in each container and items that are prohibited container contaminants for each container, subject to City pre-approval. These labels

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135 of 221 may be printed and must include a list of allowed and dis-allowed materials. Contractor shall maintain all Carts in good repair and free from graffiti. If a Cart is broken or damaged, at its sole cost, Contractor shall repair or replace such Carts by the next regularly scheduled collection day provided that the Customer notifies the Contractor two (2) Work Days in advance of the next collection day. In those instances where Contractor can demonstrate that a Cart(s) was damaged or stolen as the result or product of negligence on the part of the Customer, Contractor may bill Customer a Cart Replacement Fee in an amount not to exceed the applicable maximum as provided in Table 3 – Extra Services and Fees.

Carts shall be marked or labeled to include the Contractor’s name and phone number, and information about what materials should and should not be placed in each type of Cart. City shall approve what information is marked on Carts. Under the direction of the City, Contractor shall comply with the Cart color coding requirements of SB 1383.

6.4.2 Bins Contractor shall provide Bin Collection Service Customers with Bins required during the Term of this Agreement. The size and quantity of Bins shall be determined by mutual agreement between Customer and Contractor, and shall be subject to City approval. Contractor shall maintain Bins in a clean condition and free from putrescible residue. Bins shall be watertight, and constructed of heavy metal or plastic, or other durable material. Bins shall be well painted, and maintained in good repair.

Contractor shall mark each Bin with the name of Contractor and phone number in letters not less than three (3) inches high. Bins shall be labeled to include instructions on what materials should and should not be placed in the Bin complying with SB 1383 requirements and subject to City pre-approval. Contractor shall replace Bins upon City’s request if the City deems it necessary to maintain a neat appearance. All Bins shall be painted to meet color requirements of 14 CCR 18982(a). Any contamination tag/hanger must be modified as appropriate to meet notification requirements in SB 1383, Section 18995.1 (a) (4) subject to City pre-approval.

6.4.3 Bin & Cart Replacement Upon Customer or City request, or if required to maintain the Bins and Carts in a clean condition, Contractor shall clean or replace all Bins and Carts once per year at no additional charge. Additional cleanings or replacements may be charged to the Customer at rates shown in Table 3 – Extra Services. Contractor shall perform cleaning or replacement of Bins and Carts more frequently if necessary to prevent a nuisance caused by odors or vector harborage, or if requested by Customer or City. Contractor shall remove graffiti from any Container within two (2) Work Days of request by City or Customer.

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136 of 221 6.4.4 Locking Bins Contractor shall provide locking Bins upon Customer request. Contractor shall be entitled to the monthly charge for locking bins shown in Table 3 – Extra Services.

6.4.5 Rolloff Boxes Contractor shall provide Rolloff Boxes to Rolloff Customers sufficient to meet Customer demand throughout the Term of this Agreement. Contractor shall keep all Rolloff Boxes clean, well-painted free from graffiti, and in good repair. Contractor shall display the name and phone number of Contractor in letters not less than three (3) inches high on Rolloff Boxes.

6.4.6 Rolloff Compactors Maintenance of Customer-owned Rolloff Compactors shall be the responsibility of the Customer, and not Contractor. Contractor may sell, or lease Rolloff Compactors to Customers. Any such sale or lease shall be outside the scope of this Agreement. Any proceeds to Contractor from the sale or lease of Rolloff Compactors are not included in Gross Receipts.

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137 of 221 7.0 CUSTOMER SERVICE

7.1 OFFICE HOURS Contractor shall have assigned personnel accessible by a local or toll-free phone number. At Contractor’s expense, its telephone numbers shall be listed in Glendale- area telephone directories under both Contractor’s name and the City’s name. Contractor shall have the capability of responding to Customers in English, Spanish, and any other predominant languages (as determined by City) necessary for communication between Contractor and its Customers. Contractor shall maintain a company website and customer portal for all customer service matters. The website shall provide a link to the City’s website. Customer service office hours shall include, but not be limited to:

 Answering phone calls from 7:00 a.m. to 5:00 p.m. on weekdays, and 7:00 a.m. to 5:00 p.m. on Saturdays with capability to receive messages after hours. Any messages received after hours must be responded to by the next Working Day.

 Providing, at minimum, two full-time customer service representatives to provide dedicated Glendale customer service.

7.2 ADA COMPLIANCE Customer service shall be ADA compliant. The Contractor’s website, mobile applications and customer service telephone line shall be ADA compliant.

The following customer transactions shall be supported both by automation (computer interaction) and by a live customer service representative, depending on customer preference: (1) creation of a new account; (2) closing an existing account; (3) requesting modification to service levels; (4) submitting billing information and inquiries; and (5) identifying the next service date (when the collection date is impacted by a Holiday or other schedule change).

7.3 EMERGENCY TELEPHONE NUMBER Contractor shall maintain an emergency after-hours telephone number for use by City personnel only. Contractor shall have a representative, or an answering or call- forwarding service to contact such representative, available at the emergency telephone number during all hours other than office hours.

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138 of 221 7.4 SERVICE COMPLAINTS All Customers’ Complaints shall be directed to Contractor. Contractor shall record all Complaints, including date, time, complainant’s name and address, nature of Complaint, and date and manner of resolution of Complaint. Contractor shall maintain this information in a computerized service complaint log. This service complaint log shall be available for review by City representatives during Contractor’s office hours. Upon request by City, Contractor shall provide a copy of this service complaint log on computer disc, or via email, in a format compatible with City’s computer system. Contractor shall include a summary of the complaints it received and how they were resolved in its quarterly report to the City pursuant to Section 12.2. 12.2

7.5 CUSTOMER EDUCATION PROGRAM Contractor shall fully cooperate with the City in development and implementation of a Customer Education Program as described in Section 10.4.1. Contractor further agrees to pay the annual Customer Education Program Fee as specified in Section 10.4.

7.6 RECYCLING COORDINATOR Contractor will hire at least one full-time Recycling Coordinator assigned to work on recycling and organics programs, projects, and efforts within the City. The Recycling Coordinator(s) shall submit monthly reports to the City regarding waste audits, outreach activities, and any other information requested by the City. The Recycling Coordinator(s) shall fully cooperate with the City in developing and implementing the City’s Customer Education Program.

7.7 CUSTOMER PRIVACY Contractor shall strictly observe and protect the rights of privacy of Customers. Information identifying individual Customers, or the composition or contents of a Customer’s Solid Waste shall not be disclosed by Contractor to any Person, or governmental agency unless required by law or upon written authorization of the Customer. Contractor shall not market or distribute mailing lists with the names and addresses of Customers. The rights accorded Customers pursuant to this Section shall be in addition to any other privacy rights accorded Customers pursuant to federal or state law.

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139 of 221 8.0 FLOW CONTROL AND MARKETING OF RECYCLABLES

8.1 OWNERSHIP OF SOLID WASTE Ownership and the right to possession of Solid Waste, including Organics and Recyclable Materials, shall transfer directly from the Customer to Contractor upon Collection by Contractor. At no time shall the City obtain any right of ownership or possession of Solid Waste or Hazardous Waste placed for Collection and nothing in this Agreement shall be construed as giving rise to any inference that City has any such ownership.

8.2 MARKETING OF RECYCLABLES Contractor shall market all marketable Recyclables Collected pursuant to this Agreement. Contractor is entitled to all revenues (including California Redemption Value revenues) received by Contractor from the marketing of Recyclables. Contractor shall assume all risk, and enjoy all rewards, resulting from changes in market prices of Recyclables.

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140 of 221 9.0 RATES AND BILLING

9.1 FALSE CLAIMS ACT Contractor acknowledges that it is aware of liabilities resulting from submitting a false claim for payment to or by the City under the California False Claims Act (Cal. Gov. Code Section 12650 et. seq.), including treble damages, costs of legal actions to recover payments and civil penalties of up to $10,000 per false claim.

9.2 RATES Contractor’s compensation for all solid waste Collection, transportation, processing, recycling, and disposal services shall not exceed the rates set forth in Exhibit D to this Agreement.

9.3 ADJUSTMENT OF RATES Beginning on ______, 2022, and each July 1 thereafter during the Term, Contractor shall be entitled to an increase in the rates in Exhibit D, or the rates then in effect. The adjustment of Contractor’s rates shall be accomplished according to the procedures and methodology set forth below and according to the example in Exhibit E.

On or before March 31st of each year in which an adjustment is to be made, Contractor shall submit to the City schedules setting forth the:

1. Current rates; 2. Applicable CPI, PPI, and Disposal Tipping Fee values; 3. Percentage change in those values; 4. Calculation of the combined rate adjustment percent; and 5. Proposed adjusted rates.

These schedules are for convenience of the City in corroborating rate adjustments, but are not binding. The City in its sole discretion may make corrections or adjustments in these schedules to provide for rate adjustments that are in accordance with the terms of this Agreement.

9.3.1 Calculation of Rate Adjustment The Maximum Rates shall be adjusted based on a combined rate adjustment percentage. The rate adjustment percentage shall be comprised of three components: a service component, a fuel component, and a disposal component. All three of these components shall be independently calculated. The weighted results of

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141 of 221 these calculations shall be combined to derive the combined rate adjustment percentage.

The weighting of the components of the rate adjustment percentage shall be as shown in Table 2 displayed below.

Table 2. Rate Adjustment Components

Component Weight Service 65% Fuel 5% Disposal 30% Total 100%

These weights are intended to generally reflect the major areas of Contractor’s cost structure such that this rate adjustment method strikes a reasonable balance between accuracy and efficiency. In the event that the relative weights of these categories change materially over the term of this Agreement, Contractor or City may petition the other party to realign the components with Contractor’s actual cost structure. Any such realignment shall be subject to the inspection and audit provisions of Section 11.2.

9.3.2 Service Component The weighted adjustment percentage for the service component shall be equal to the service component adjustment factor multiplied by sixty-five percent (65%) as shown by example in Exhibit E. The service component adjustment factor shall be the annual percentage change in the ‘Consumer Price Index’ from in the previous calendar year. The ‘Consumer Price Index’ (or ‘CPI’) shall mean the Consumer Price Index for all Urban Consumers (National CPI-U) for the Los Angeles/Orange County/Riverside metropolitan statistical area published by the United States Department of Labor, Bureau of Labor Statistics.

9.3.3 Fuel Component The weighted adjustment percentage for the fuel component shall be equal to the fuel component adjustment factor multiplied by five percent (5%) as shown by example in Exhibit E. The fuel component adjustment factor shall be the annual percentage change in the ‘Producer Price Index - Natural Gas’ from in the previous calendar year. The ‘Producer Price Index – Natural Gas’ (or ‘PPI’) shall mean the Producer Price Index for Natural Gas Distribution – Commercial (Series ID# 221210221210113) for the Pacific Region published by the United States Department of Labor, Bureau of Labor Statistics.

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142 of 221 9.3.4 Disposal Component The weighted adjustment percentage for the disposal component shall be equal to the disposal component adjustment factor multiplied by thirty percent (30%) as shown by example in Exhibit E. The disposal component adjustment factor shall be based on the weighted average percent change in the Disposal Tipping Fee for the previous calendar year. The Disposal Tipping Fee shall be the average of the posted tipping fee for municipal solid waste of: 1) the Scholl Canyon Landfill, 2) the Mid-Valley Landfill, 3) the Sunshine Canyon Landfill, and 4) the Puente Hills MRF.

9.3.5 Combined Rate Adjustment Percent The combined rate adjustment percentage shall be the sum of the weighted adjustment percentages for the service component, the fuel component, and the disposal component as shown by example in Exhibit E. The rate adjustment percentage shall be applied to the then-existing rates to calculate the new rates for the ensuing fiscal year. In any year that the combined rate adjustment percent is negative, rates for that year shall not decrease and shall not be adjusted.

9.4 EXTRAORDINARY RATE ADJUSTMENT Contractor may request an adjustment to the rates at other times to provide for the reimbursement of unusual increased costs of providing service under this Agreement, to the extent not included within the annual rate adjustment provided in Section 9.3. Unusual increased costs may include changes in service mandated by the City, changes to the Glendale Municipal Code affecting Contractor’s operations, or changes in the law, but shall not include circumstances within the control of Contractor, such as changes in the purchase price of new equipment, or negotiation of wage and benefit increases in connection with a collective bargaining agreement. For each request, Contractor must prepare a schedule documenting the extraordinary costs. The request shall be prepared in a form acceptable to the City Manager with support for all assumptions made by Contractor in preparing the estimate. The City Council shall review Contractor’s request and, in its reasonable judgment, make the final determination on the appropriate amount of the adjustment, if any, within sixty (60) days of receipt of Contractor’s request.

9.5 RESOLUTION OF DISPUTES REGARDING RATE ADJUSTMENTS Any dispute regarding the computation of a rate adjustment shall be decided by the City Manager or his/her designee, or referred by the City Manager to the City Council. The rates in effect at the time a rate adjustment dispute is submitted to the City Council shall remain in effect pending resolution of that dispute.

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143 of 221 In the event that City is unable by operation of Applicable Law, excluding the Glendale Municipal Code unless such Applicable Law is required by State law to be adopted by the City of Glendale into the Glendale Municipal Code, to approve or implement a rate increase, or some or all of the Maximum Rates are disallowed by operation of Applicable Law, Contractor will have the right, within thirty (30) days (or as extended by mutual agreement) after notice from City of any such inability to approve or invalidation of an approved rate increase, to request, in writing, that City negotiate in good faith regarding reductions in programs, services, or fees to compensate for any negative impact from the unapproved or invalidated rate increase. If City fails to commence negotiations in good faith or negotiations are not completed within forty- five (45) days following the date of receipt of Contractor’s request, the parties agree first to try in good faith to settle the dispute by mediation within thirty (30) days. Mediation shall commence in accordance with Article 19. If the matter is not resolved through mediation, then Contractor may terminate this Agreement no earlier than three hundred sixty-five (365) days after written notice to the City. City will not pay for de-mobilization, disengagement, wind-down, or other costs incurred arising out of termination pursuant to this section.

9.6 EXTRA SERVICES & FEES The City has established the following list of Extra Services, which the Contractor shall offer their Customers at the accompanying rate. Any services not listed in Table 3 shall be provided at no extra cost to the Customer. Extra Services fees shall be increased annually in accordance with the formula specified in Section 9.3.

Table 3. Extra Services & Fees

Extra Service Condition Under Which Fee Applies Total Fee

Bin Wheel Out Service Customer request – Recurring rate per Bin per $31.43 weekly number of pickups

Scout Service As required for service – Monthly rate per Bin per $56.61 weekly pickup Bin Lock Service Customer request – Monthly rate per Bin per $16.11 weekly pickup Bin Replacement Customer request – per request (> once per year) $127.86

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144 of 221 Cart Replacement Customer request – per request (> once per year) $127.86

Container cleaning/graffiti removal Customer or City request, or as necessary to $35 prevent a nuisance (> once per year)

Empty Rolloff Box Delivery Customer Request – Fixed fee per occurrence $141.25

Horse Accounts Customer request – Monthly rate First horse $114.22; each additional horse $81.64

Rolloff Pull Charge – Open top As required for service – Rate per load 10-19 CY $281.25 20-29 CY $281.25 30-39 CY $281.25 40+ CY $281.25 Rolloff Pull Charge – Compactor As required for service – Rate per load 10-19 CY $370.63 20-29 CY $370.63 30-39 CY $370.63 40+ CY $370.63 Service Renewal Fee – for Non- Customer Request – Per Account $79.97 payment

Bulky Item Pickup Charge for Per Pickup $100.00 bulky pickups in excess of four (4) per calendar year

Bulky Item Unit Charge for each Per Item $25.00 item in excess of four (4) items

Tipping Fee for Regular Rolloff Per ton $80.79 Collection Service

Dry Run for Regular Rolloff $150.00 Collection Service

Emergency Service – Front-loader Hourly Rate $200.00 with driver

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145 of 221 Emergency Service – Rolloff truck Hourly Rate 150.00 with driver

Contamination Fee Per Occurrence of Contamination (>2, 50.00 for the first occurrence; according to tagging procedures in Section $100 for any subsequent 6.1.5) occurrence with the same 12- month period

9.7 BILLING AND PAYMENT

9.7.1 Billing The Contractor shall be responsible for the billing and collection of payments for all Collection Services. The Contractor shall charge Customers for all Collection Services at a rate not to exceed the corresponding rate in Exhibit D, the Maximum Rate Table, or as those rates are adjusted under the terms of this Agreement. City shall have the right to approve the format and content of Contractor’s invoices.

Contractor shall review its billings to all Customers. The purpose of the review is to determine that the amount which the Contractor is billing each Customer is correct with regard to the level of service (i.e., frequency of collection, size of container, location of container) within the maximum rates approved by City Council resolution. The Contractor shall review Customer accounts not less than annually and provide a written certification to the City that all such billing is correct. The documentation of the review, as well as verification that any errors have been corrected should be provided to the City annually.

Contractor shall invoice Cart Customers monthly, or quarterly, in advance. Contractor shall invoice Customers on or about the first day of the month, or three-month period, during which service will be provided. If a Customer starts or stops service during the billing period, Contractor shall pro-rate Customer’s invoice based on the portion of the billing period the Customer receives service, and provide refunds for the unused portion of the service for that month, as appropriate.

Contractor shall invoice Regular Bin Customers monthly in advance on or about the first day of the month for which service will be provided. If a Customer starts or stops service during the month, Contractor shall pro-rate Customer’s invoice based on the portion of the month the Customer receives service, and provide refunds for any unused portion of the service for that month, as appropriate. Contractor shall invoice Regular Rolloff Customers semi-monthly in arrears.

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146 of 221 Contractor’s invoices must plainly and accurately describe the service provided. Contractor’s invoices must itemize the size and number of Containers, the frequency of service, a breakdown of any Extra Services and the period in which the service is provided. Contractor’s invoices shall not list or itemize Franchise Fees, AB 939 Fees, or any other Fees imposed by this Agreement. Invoices for Rolloff Collection service shall include the work order number, date, location, and actual weight of the load along with itemized charges for the load charge and the charge for tipping fees.

9.7.2 Payment Contractor shall provide the means for customers to pay bills through the following methods: cash, check, credit card, or automatic clearing house (ACH) withdrawal from Customer’s bank account.

9.7.3 Collection Contractor shall be responsible to collect all billed amounts and shall incur any and all expenses for uncollectible accounts. Contractor’s invoices shall be due within thirty (30) days of the date of the invoice. Contractor shall be entitled to collect late charges at a rate of one and one-half percent (1.5%) per month of the unpaid balance including unpaid late charges. City does not guarantee collection of such rates.

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147 of 221 10.0 CITY FEES AND ADDITIONAL REQUIREMENTS

10.1 ADMINISTRATIVE FEE As a condition precedent to the effectiveness of this Agreement, Contractor shall pay to the City an Administrative Fee as a single payment in the amount of $CITY TO INPUT NUMBER HERE. The Administrative Fee will cover all costs incurred by the City to date, on the development, evaluation, and selection of Franchisees for the Commercial Solid Waste Franchise program. Additionally, this fee is designed to cover all City staff time for the initial implementation and transition period, including customer education and responsiveness to concerns and complaints. The City has calculated this total cost to be $478,000 and Contractor’s fee is allocated based on the percentage of the projected annual rate revenue estimated to be generated by each respective zone.

10.2 AB 939 FEES Contractor shall pay to the City AB 939 Fees equal to 21.42% of net receipts (Gross Receipts excluding any City fees). Net rates are represented at Exhibit D-2, “Maximum Base Rates.” The AB 939 Fee payment shall be paid quarterly and be due no later than forty-five (45) days after the end of each calendar quarter. AB 939 Fee payments received more than fifteen days past the due date will be assessed a late charge equal to twenty-five percent of the amount past due. A monthly interest charge equal to the amount set by resolution for delinquent licenses required by Title 5 of the Glendale Municipal Code shall also be added to the unpaid balance at the end of each subsequent month that the fees remain unpaid. The AB 939 Fee rate may be modified by resolution of the City Council.

The AB 939 Fee represents the City’s assessment of the City’s costs to implement AB 939 and other applicable laws.

10.3 FRANCHISE FEE The Franchise Fee shall be established and adjusted as necessary by City Council by resolution. Contractor shall pay to the City a Franchise Fee of 11.66% of net receipts (Gross Receipts excluding any City fees), unless otherwise adjusted by resolution of the City Council. Net rates are represented at Exhibit D-2, “Maximum Base Rates.” The Franchise Fee payment shall be paid quarterly and be due no later than forty-five (45) days after the end of each calendar quarter. Franchise Fee payments received more than fifteen days past the due date will be assessed a late charge equal to twenty-five percent of the amount past due. A monthly interest charge equal to the amount set by resolution for delinquent licenses required by Title 5 of the Glendale Municipal Code shall also be added to the unpaid balance at the end of each subsequent month that the fees remain unpaid.

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148 of 221 City and Contractor have negotiated the Franchise Fee and it represents the City’s assessment and Contractor’s acceptance of the reasonable value of the exclusive franchise granted by City to Contractor by this Agreement.

10.4 CUSTOMER EDUCATION PROGRAM; PROGRAM FEE Contractor shall pay to the City a Customer Education Program Fee in an amount to be set annually by the City. The Customer Education Program Fee will provide funding for the City’s costs for implementing the Customer Education Program, described below. Contractor’s Customer Education Program Fee amount shall be determined by Contractor’s proportional share — based on the percentage of the projected annual rate revenue estimated to be generated by each respective zone — of the City’s costs for the implementing the Customer Education Program and will be established by the City annually. The annual amount for the Customer Education Program will be no more than $150,000 total, which will be divided based on Contractor’s proportional share. Such costs will be established via a City competitive request for proposals (RFP) process resulting in selection and contracting of a third-party provider for development and implementation of the City’s Customer Education Program.

10.4.1 Customer Education Program Contractor shall cooperate fully with the City in the City’s development and implementation of an education program. The City intends for the Customer Education Program (CEP) to address the requirements of AB 939, AB 341, AB 1826, and SB 1383 diversion mandates, and provide information regarding bulky goods pick-ups, all waste reduction and diversion programs, and the importance of the safe disposal of hazardous waste.

Contractor will participate in the promotion of Recyclables and Organic Waste services available to City Business Customers and Multi-family Customers by fully cooperating with the City in the City’s Customer Education Program as follows:

 Sending letters to Customers not recycling to inform them of the requirements of the Act;  Developing waiver request form and review process that meets the Act’s requirements and distributing that form to businesses as requested and eligible;  Completing a compliance review of all accounts for Business Customers that generate two cubic yards or more per week of solid waste per SB 1383 18995.1 (a)(1)(A);  Contacting Business Customers and Multi-family Customers not recycling, by telephone to inform them of the requirements of the Act;  Conducting site visits to Business Customers and Multi-family Customers not recycling or participating in the organics collection program, with each City of Glendale Business and Multi-Family Solid Waste Collection Agreement 64

149 of 221 account not in compliance with the Act and subscribed to 2 cubic yards or more of solid waste service receiving at least one site visit every three years;  Evaluating requests for exemption or waiver from the Act’s requirements and providing the City Manager periodic recommendations for exemption/waiver approval, including a site visit and re-evaluation at least every five years as required by the regulations;  Providing the City with sufficient data, in a format provided by the City, for the City to accurately monitor Business Customer and Multi-family recycling efforts in the City, including an annual list of accounts not in compliance with the Act and the account-holder’s contact information; and  Identifying and promoting recycling services available to City Business Customers and Multi-family Customers on the Contractor website, within its annual newsletter, and within the customer bill as an insert.

Contractor shall fully cooperate with the City to provide and distribute information in the form of flyers, cards, stickers, or otherwise as City determines to be most effective; as well as an Annual Collection Service Notice as described below, other local activities, parades and other civic events, as approved in writing by the City Manager or his or her designee.

All materials produced by Contractor relating to services provided under this Agreement, whether printed or for electronic distribution, shall be approved by City Manager or designee prior to being printed for distribution. A draft of all text and illustrations shall be provided to City Manager or designee at least two (2) weeks in advance of production of the final document. Comments provided by the City Manager or designee shall be reasonably incorporated, and the final version of the text and illustrations shall be acceptable to both City and Contractor. Printed materials shall be printed on recycled content paper.

The Contractor shall be responsible for distribution of public education information, approved by the City, to describe and promote the Contractor’s Solid Waste Handling Services, and the waste Collection and Recycling services that are available to the City’s residents, and businesses.

The Annual Collection Service Notice shall include all information required in 14 CCR Section 18985.1(a), including but not limited to the requirements on:

 Information on an organic waste generator’s requirements to properly separate materials in appropriate containers.  Information on methods for the prevention of organic waste generation, recycling organic waste on-site, sending organic waste to community composting, and any other local requirements regarding organic waste.

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150 of 221  Information regarding the methane reduction benefits of reducing the landfill disposal of organic waste, and the methods of organic waste recovery Contractor uses.  Information regarding how to recover organic waste.  Information related to the public health and safety and environmental impacts associated with the landfill disposal of organic waste.  Information regarding programs for the donation of edible food.  Information regarding self-hauling requirements.

Contractor will update and maintain its website to include all information covered in outreach materials; as well as the Multi-family recycling instructional materials to be utilized by property owners, Front-of-house container labels, and links to the City’s information about edible food donation and self-haul.

10.5 EDIBLE FOOD RECOVERY PROGRAM FEE Contractor shall pay to the City an Edible Food Recovery Program Fee in an amount to be set annually by the City. The Edible Food Recovery Program Fee will provide funding for the City’s costs for implementing the City’s Edible Food Recovery Program requirements of SB 1383. This program will seek to recover edible food from all Tier 1 and 2 commercial edible food generators, ensuring enough capacity with food recovery services and organizations, storage capacity, and service capability to adequately meet needs of food-insecure residents in the City. Contractor’s Edible Food Recovery Program Fee amount shall be determined by Contractor’s proportional share — based on the percentage of the projected annual rate revenue estimated to be generated by each respective zone — of the City’s costs for the implementing its Edible Food Recovery Program and will be established by the City annually. The annual amount of the Edible Food Recovery Program will be no more than $150,000, which will be divided based on Contractor’s proportional share. Such costs will be established via a City competitive request for proposals (RFP) process resulting in selection and contracting of a third-party provider for development and implementation of the City’s Edible Food Recovery Program.

Contractor shall cooperate fully with the City in the City’s implementation of the Edible Food Recovery Program. Contractor shall report to the City any Business Customers that are required under SB 1383 to donate edible food and are not donating edible food if Contractor is aware or is made aware of that any covered Business Customer is not participating in the Edible Food Recovery Program.

10.6 COMPOST GIVEAWAY The City intends to offer 9,280 tons of Compost to the public annually. Contractor shall contribute to a Compost giveaway program that provides one quarter of that total, or a minimum of 2,320 total tons of compost annually at such a location as the City City of Glendale Business and Multi-Family Solid Waste Collection Agreement 66

151 of 221 provides (“Compost Share”). Contractor shall provide written documentation that they have contributed its Compost Share on an annual basis. The parties shall meet and confer annually to discuss the Compost Share. As part of this annual meet and confer process, the City will determine, with Contractor’s recommendation, whether Compost may be substituted that year for another product, such as mulch, biofuel, or electricity that will satisfy annual procurement requirements under SB 1383. Any such substitution will only go into effect through written agreement by the parties.

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152 of 221 11.0 CONTRACTOR’S BOOKS AND RECORDS; AUDITS

11.1 RECORD RETENTION Contractor shall maintain, in electronic form at a minimum, all records relating to the services provided in this Agreement, including, but not limited to, customer lists, billing records, and Customer Complaints for the Term, and an additional period of not less than four (4) years after the expiration or termination of this Agreement, or any longer period required by law. In addition, summaries of weight tickets identifying the disposition of waste Collected in the City shall be kept for a period of thirty (30) years.

11.2 AUDITS City may conduct an audit of Contractor at any time. The scope of the audit, and auditor, will be determined by City and the scope may include, but is not limited to, compliance with terms of this Agreement, route maps, customer lists, billing records, weight tickets, AB 939 records and Customer Complaints, Contractor’s payment of fees to City and records which may be relevant in the event of an action under CERCLA or related claims, Customer service levels and Billing, fee payments, Gross Receipts, tonnage, verification of weightings of cost components used in the rate adjustment formula described in Section 9.3.1, and verification of Contractor’s diversion. The first audit, to be performed during 2023, will be based on the Contractor’s reports and records for calendar year 2022. Audits will be performed every other year thereafter (the biennial audit). Contractor shall reimburse to the City the cost of such audits (including audits conducted by City staff) up to $30,000 for each audit. Should an audit conducted or authorized by the City disclose that fees payable by Contractor were underpaid by two percent (2%) or more, that tonnage was under/over-reported by 2% or more, or that more than two percent (2%) of the Customers were inaccurately billed based on the auditor’s sampling, for the period under review, City may expand the scope of the audit and recover additional audit costs from the Contractor.

11.3 OVERPAYMENT OR UNDERPAYMENT Should any examination or audit of Contractor’s records reveal an overpayment or underpayment by Contractor to City, the amount of underpayment, plus interest compounded monthly at the maximum lawful rate, shall be paid by Contractor to City within thirty (30) days. The principal amount of any overpayment shall be paid by City to Contractor within sixty (60) days.

11.4 PROTECTION OF CONFIDENTIAL WRITINGS. Any “writings” as that term is defined in Government Code section 6252(g) (“Writings”) shall be deemed public records unless first marked for exemption from disclosure pursuant to the California Public Records Act or federal Freedom of Information Act.

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153 of 221 The City shall provide Contractor prompt written notice of any request for the public disclosure of any marked Writing or derivative thereof, at which time the following shall apply:

(a) City-Initiated Disclosure. If the City initiates the release of marked Writings or derivatives thereof containing the individually identifiable contents of marked Writings, and the City or Contractor dispute the release of such information, the release shall be postponed during which time Parties will meet and confer to mutually resolve the matter, and failing mutual resolution, pending dispute resolution pursuant to Article 19. Nothing contained herein shall be construed as limiting the City’s ability to use marked Writings to publish any generalized conclusions in staff reports to the City Council relating to marked Writings, provided the City does so in a manner that will not disclose the individually identifiable contents of marked Writings.

(b) Third Party-Initiated Disclosure. In the event of a third party-initiated request for marked Writings or derivative thereof containing the individually identifiable contents of marked Writings, the City will promptly provide a copy of the request to Contractor with a request that Contractor authorize release of the requested information or direct non- disclosure in whole or part with a written justification explaining why such information is exempt from disclosure consistent with the California Public Records Act or federal Freedom of Information Act. Contractor must provide its direction within sufficient time for City to comply with the response deadline requirements set forth in Government Code section 6253(c). The City shall comply with Contractor’s direction in its response to the requestor. In the event Contractor directs the non-disclosure of the marked Writings, then Contractor will indemnify and defend City, with counsel selected by Contractor and agreed to by City, from any suits brought against the City by the requestor arising from such non-disclosure, and from any award of attorneys fees or costs against City as a result of such action.

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154 of 221 12.0 REPORTS AND OTHER INFORMATION

12.1 REPORTS - GENERAL Contractor shall submit to the City reports and other information that the City may reasonably request or require. Reports and information shall be submitted in a format and schedule acceptable to City. Upon request by City, Contractor shall provide to City reports, information, and/or data in electronic format.

The Contractor must maintain and may need to provide updated commercial recycling compliance records on Customers, in order to meet CalRecycle “at any notice” inspection requirements placed on the City.

12.2 QUARTERLY REPORTS Contractor shall provide Quarterly reports within thirty (30) days of the end of each calendar quarter. Quarterly Reports shall include, but not be limited to, the following:

1. The number and type (refuse, recyclables, organics, etc.) of tons Collected during the quarter, and the processing or disposal facilities to which they were delivered.

2. Contractor’s gross revenue data by: total revenue, Franchise Fee, AB 939 compliance Fee, base rate revenue, organics revenue, Rolloff Compactor and Rolloff revenue, revenue to the City for account not receiving recycling collection.

3. The Contractor’s quarterly recycling rate.

4. The number of customers participating in each of the Contractor’s Collection and Recycling programs including: Bulky item collection, Recycling, and Organics.

5. A copy of the customer service log, including date and time; account name, address, phone, email, (as well as preferred method of communication) and account number; nature of Complaint or request for service; and date and manner of resolution of Complaint or request for service. This shall also include the total number of calls received, the average call wait time, and average request resolution time.

6. A description of all customer and community outreach activities, including but not limited to: number of customer site visits, type and number of outreach materials distributed, method of outreach material

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155 of 221 distribution, number and location of community events held, updates to web page, updates to social media.

7. A brief description of any operational issues and actions taken in response to property damage, scavenging (unauthorized removal of Recyclables contrary to Public Resources Code § 41950), etc.

8. A brief description of any City-sponsored special events during the quarter and the estimated amount of material Collected and Recycled.

9. Any other information reasonably requested by the City for the purpose of monitoring or administering this Agreement and meeting SB 1383 reporting requirements.

12.3 SB 1383 REPORTING All calendar year activities related to commercial recycling compliance must be reported to the City on April 1, 2022 and October 1, 2022, in a form and format acceptable to the City and CalRecycle. Subsequently, these activities shall be summarized and reported to the City no later than March 31st annually (starting 2023).

Contractor shall conduct data collection, information and record keeping, and reporting information needed by the City or its consultant, under applicable law, for reporting to CalRecycle, including all required reporting under the Act at such frequency and extent as may be required in order to meet CalRecycle “at any notice” inspection requirements placed on the City.

12.4 ANNUAL REPORT On or before March 31st of each year during the Term, and in conjunction with the request for a rate adjustment pursuant to Section 9.3, Contractor shall submit to City an Annual Report, for the preceding calendar year, in a form approved by the City. The Annual Report shall include, but not be limited to, a report of the previous calendar year’s activities in the City, including a cumulative summary of the Quarterly Reports, information and statistics with respect to City’s compliance with AB 939, AB 341, AB 1826, and SB 1383, and other regulations as appropriate, Contractor’s public education activities, written certification to the City that all Customer billing is correct, including documentation of Contractor’s billing review, as well as verification that any errors have been corrected, and a tabulation and summary of Customer Complaints received by Contractor.

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156 of 221 12.5 REPORTING OF ADVERSE INFORMATION Contractor shall promptly report to City any adverse information relating to Contractor’s performance of services pursuant to this Agreement. Adverse information shall include, but not be limited to, reports, lawsuits, warnings, notifications, notices of violation, communications or other material, submitted by Contractor to, or received by Contractor from, the South Coast Air Quality Management District, the Regional Water Quality Control Board, the Los Angeles County Local Enforcement Agency, the United States or California Environmental Protection Agency, the Securities and Exchange Commission or any other federal, state or local agency or court. Upon request by City, Contractor shall provide City with electronic copies of any documents related to adverse information.

12.6 FAILURE TO REPORT The refusal or failure of Contractor to file any required reports, or to provide required information to City, or the inclusion of any materially false or misleading statement or representation by Contractor in such report shall be deemed a material breach of the Agreement and shall subject Contractor to all remedies which are available to the City under the Agreement or otherwise.

12.7 ENFORCEMENT OF MANDATORY RECYCLING LAWS Contractor shall collect from Customers and provide to City any and all information requested by City to enforce the requirements of the State’s mandatory recycling laws that are in effect on the Effective Date or that are adopted or modified during the Term. These laws include but are not limited to, AB 341, AB 1826, and SB 1383. Contractor shall warrant and guarantee that all such information provided to City is accurate and complete. Contractor shall indemnify City against any fines, penalties, or damages for failing to provide accurate and complete information related to compliance with the State’s mandatory recycling laws.

13.0 INDEMNIFICATION, INSURANCE AND PERFORMANCE BOND

13.1 INDEMNIFICATION OF CITY Contractor shall defend, indemnify and hold harmless, to the fullest extend allowed by law, City, its officers, officials, employees, volunteers agents and assignees, from and against any and all costs, fines, injury, liens, damages, expense, loss, liability, penalties, forfeitures, claims, demands, actions, proceedings or suits, in law or in equity, of every kind and description, (including, but not limited to, injury to and death of any person and damage to property, or for contribution or indemnity claimed by third parties) that arises out of, pertains to, or relates to (i) an act, error, or omission of the Contractor, it City of Glendale Business and Multi-Family Solid Waste Collection Agreement 72

157 of 221 agents, employees, contractors, and/or subcontractors, of its obligations under this Agreement; (ii) the exercise of the Contractor, it agents, employees, contractors, and/or subcontractors, of any privileges conferred by this Agreement; and (iii) the failure of the Contractor, it agents, employees, contractors, and/or subcontractors to comply in all respects with the provisions and requirements of this Agreement, applicable laws, ordinances and regulations, and/or applicable permits and licenses. The foregoing indemnity shall apply regardless of whether such loss, liability, penalty, forfeiture, claim, action, suit, injury, death or damage is also caused in part by the City, its officers, officials, employees, volunteers, agents or assignees. This provision shall survive the expiration of the Term of this Agreement, for claims arising prior to the expiration of the Term of this Agreement.

Contractor waives any and all rights of any type to express or implied indemnity against the City, its officers, officials, employees, volunteers, and agents for any third party claims against Contractor.

13.2 HAZARDOUS SUBSTANCES INDEMNIFICATION Contractor shall indemnify, defend (with counsel reasonably selected by City), protect and hold harmless City from and against all claims, actual damages, natural resources damages, injuries, costs, response, remediation and removal costs, losses, liabilities, causes of action, interest, and expenses (including but not limited to reasonable attorney’s and expert’s fees) of any kind whatsoever paid, incurred, suffered or incurred by or against City resulting from any repair, cleanup, removal action or response action undertaken pursuant to the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. Section 9601 et seq. (hereinafter “CERCLA”), the California Health and Safety Code (hereinafter “H&S Code”) or other similar federal, state or local law or regulation, with respect to Solid Waste Collected, transported and disposed of by Contractor. The foregoing indemnity is intended to operate as an agreement pursuant to Section 107(e) of CERCLA and Section 25364 of the H & S Code to defend, protect, hold harmless and indemnify City from all forms of liability under CERCLA, the H & S Code or other similar federal, state or local law or regulation.

13.3 CALRECYCLE INDEMNIFICATION Contractor’s duty to defend and indemnify herein includes payment of all fines and/or penalties imposed by CalRecycle, subject to the restrictions set forth in Public Resources Code Section 40059.1, if the requirements of AB 939, AB 341, AB 1826, and/or SB 1383 and corresponding regulations are not met by the Contractor with respect to the Discarded Materials Collected under this Agreement, as long as such failure is not caused by any acts or omissions of the City or its employees and such failure is primarily: (i) due to the failure of Contractor to meet its obligations under this Agreement, or, (ii) due to Contractor delays in providing information that prevents Contractor or

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158 of 221 Jurisdiction from submitting reports required by AB 939, AB 341, AB 1826, and/or SB 1383 and corresponding regulations in a timely manner.

13.4 PROPOSITION 218 RELEASE City intends to comply with all applicable laws concerning the Maximum Rates provided under this Agreement. Upon thorough analysis, the City has made a good faith determination that the Maximum Rates for the Solid Waste Collection Services provided under this Agreement are not subject to California Constitution Articles XIIIC and XIIID because, among other reasons, such services are provided by a private corporation and not by City.

Contractor independently establishes the rates for services within the limits established in this Agreement, the receipt of services is voluntary and not required of any property within City, and any owner or Service Recipient of property within City has the opportunity to avoid the services available under this Agreement either through self- hauling or use of property in such a manner that Solid Waste is not generated. Accordingly, Contractor agrees to hold harmless and release the City Indemnitees from and against any and all claims Contractor may have against the City Indemnitees in connection with the application of California Constitution Article XIIIC and Article XIIID to the imposition, payment or collection of the rates under this Agreement, except to the extent such claims are caused by the negligence or willful misconduct of the City Indemnitees. This Section will survive the expiration or termination of this Agreement for Claims arising prior to the expiration or termination of this Agreement.

13.5 INSURANCE When Contractor signs and delivers this Agreement to City, and during this Agreement’s Term, Contractor shall furnish City with insurance forms that fully meet the requirements of— and contain provisions entirely consistent with— all of the “Insurance Requirements,” which are attached as Exhibit F to this Agreement and are incorporated into it by this reference.

Contractor shall obtain and maintain in full force and effect throughout the entire Term of this Agreement insurance coverage of no less than the coverage and limits of insurance detailed in the City’s Insurance Requirements.

13.6 EVIDENCE OF INSURANCE COVERAGE; INSURANCE REPOSITORY Contemporaneously with the execution of this Agreement, Contractor shall file Certificates of Insurance, additional insured endorsements, and waiver of subrogation of insurance evidencing the above-required insurance coverage with the Risk Manager. Contractor shall maintain the insurance policies without interruption, from

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159 of 221 the contracts commencement date, thereafter, Contractor shall provide substitute certificates or endorsements at least thirty (30) days prior to any changes in coverage or limits, or a change in the carrier. In addition, City shall have the right of inspection of all insurance policies required by this Agreement. Contractor shall establish an insurance policy repository and to maintain copies of insurance policies required pursuant to this Agreement for thirty (30) years after the end of the Term during which Collection services are to be provided pursuant to this Agreement. Contractor shall notify City’s Risk Manager and City Attorney before destroying copies of such policies, and Contractor shall provide copies or originals of such policies to City. This provision shall survive the expiration of the Term of this Agreement.

13.7 PERFORMANCE BOND Prior to the Effective Date, Contractor shall file with the City a performance bond, payable to the City, securing the Contractor’s performance of its obligations under this Agreement and such bond shall be renewed annually so that the performance bond is maintained at all times during the Term. The principal sum of the bond shall be one million dollars ($1,000,000.00).

13.7.1 Power of Attorney All bonds must be accompanied by a power of attorney from the surety company authorizing the person executing the bond to sign on behalf of the company. If the bonds are executed outside the State of California, all copies of the bonds must be countersigned by a California representative of the surety. The signature of the person executing the bond on behalf of Surety shall be acknowledged by a Notary Public as the signature of the person designated in the power of attorney.

13.7.2 Approved Surety All bonds must be issued by a California admitted surety insurer with the minimum A.M. Best Company Financial strength rating of “A: VII”, or better. Bonds issued by a California admitted surety not listed on Treasury Circular 570 will be deemed accepted unless specifically rejected by the City. Bonds issued from admitted surety insurers not listed in Treasury Circular 570 must be accompanied by all documents enumerated in California Code of Civil Procedure Section 995.660.

13.7.3 Required Provisions Every bond must display the surety’s bond number and incorporate the Agreement by reference. The terms of the bonds shall provide that the surety agrees that no change, extension of time, alteration, or modification of the Agreement shall in any way affect its obligations and shall waive notice of any such change, extension of time, alteration, or modification of the Agreement.

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160 of 221 13.7.4 New or Additional Sureties If, during the Agreement, any of the sureties, in the opinion of the City, are or become non-responsible or otherwise unacceptable to City, City may require other new or additional sureties, which the Contractor shall furnish to the satisfaction of City within ten (10) days after notice.

13.7.5 Approval of Bonds The Agreement will not be executed by City until the required bonds have been received and approved by City. City’s decision as to the acceptability of all sureties and bonds is final. The bond shall be in the form as the attached Exhibit G. No substitution of the form of the documents will be permitted without the prior written consent of City.

13.8 FORFEITURE OF PERFORMANCE BOND In the event Contractor shall for any reason become unable to, or fail in any way to, perform as required by this Agreement, City may declare a portion, or all, of the performance bond to be forfeited to City. The amount to be forfeited shall be the amount that is necessary to recompense and make whole the City. Upon partial or full forfeiture of the performance bond, Contractor shall restore the performance bond to its face amount within thirty (30) days of the City’s declaration. Failure to restore the performance bond to its full amount within thirty (30) days shall be a material breach of this Agreement.

In the event the City draws on the bonds, all of City’s costs of collection and enforcement of the provisions relating to the bonds called for by this Section, including reasonable attorneys’ fees and costs, shall be paid by Contractor.

14.0 EMERGENCY SERVICE

14.1 PREPAREDNESS Upon request, Contractor shall provide its management expertise and contribute to City’s emergency preparedness planning efforts. Upon request, Contractor shall furnish up to four (4) rolloff storage containers to store materials and supplies to be used in the event of an emergency. These storage containers may be placed at public schools, at City Hall or other locations in the City designated by the City Manager.

14.2 ASSISTANCE WITH DISASTER RECOVERY In the event of any natural or man-caused emergency or disaster, Contractor shall Collect and dispose of Solid Waste resulting from the emergency or disaster, following FEMA protocols for management and disposal of disaster-related debris. Contractor City of Glendale Business and Multi-Family Solid Waste Collection Agreement 76

161 of 221 shall help City and Customers recover from the disaster in a prompt and cost-effective manner.

14.3 PERSONNEL AND EQUIPMENT NORMALLY ASSIGNED TO CITY Contractor shall provide the Collection equipment and personnel normally assigned to the City for the number of Work Days that that equipment and personnel typically work in the City at no additional charge. Tracking of personnel and equipment costs dedicated to disaster recovery will be kept separate from regular services provided under this Agreement.

14.4 ADDITIONAL COSTS If the emergency or disaster requires the Contractor to rent additional equipment, employ additional personnel, or work existing personnel overtime to collect additional Solid Waste resulting from the event, Contractor shall receive additional compensation, above its normal compensation in this Agreement, to reimburse Contractor for its additional costs. The Contractor’s additional costs shall be based on the incremental amount of tons of Solid Waste resulting from the event, and the additional amount of labor and equipment used by Contractor to collect disaster-related Solid Waste resulting from the event. For its additional labor and equipment, City shall reimburse Contractor based on the emergency service rates shown in Table 3 - Extra Services. Prior to incurring any such additional costs, Contractor shall obtain City’s written authorization to incur such costs.

14.5 CITY-WIDE EFFORT TO MANAGE DISASTER DEBRIS In the event that the City decides to oversee a coordinated effort to manage the Collection and Recycling of disaster-related Solid Waste on a city-wide basis, Contractor shall provide City with its management expertise, including a full-time recycling coordinator with the background, knowledge and capability to assist in such an effort. Contractor shall provide this individual at no additional cost to City or its Customers.

14.6 RECORD KEEPING AND REIMBURSEMENT Contractor shall assist the City and Customers in obtaining any applicable disaster reimbursement and/or insurance claims by providing accurate records regarding the cost of services it provided during the aftermath of the disaster, and the amount of Solid Waste resulting from the disaster. City reserves the right to require Contractor to provide information pursuant to Cal OES and FEMA standards. All documentation regarding any disaster recovery-related expenditures must be kept separate from any regular contractual documentation. Failure to do so, which may result is FEMA disallowance of

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162 of 221 claims, will be the responsibility of the Franchisee. Contractor shall also provide City with information necessary for reporting to CalRecycle related to disaster waste.

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163 of 221 15.0 SCHEDULE OF FINES The City and Contractor acknowledge that consistent and reliable Collection Service is of utmost importance to City and that City has considered and relied on Contractor’s representations as to its quality of service in awarding this Agreement to Contractor. The City and Contractor further recognize that some quantified standards of performance are necessary and appropriate to ensure consistent and reliable service and performance and to comply with various State statutes and corresponding regulations including, but not limited to, AB 939, AB 341, AB 1826, and SB 1383. The City and Contractor further recognize that if Contractor fails to achieve the performance standards or fails to submit required documents in a timely manner, City, and City’s residents and businesses will suffer damages and that it would be impractical and extremely difficult to ascertain and determine the exact amount of damages.

Therefore, without prejudice to City’s right to treat such non-performance as an event of default under Section 16.1.2, and in accordance with Civil Code Section 1671 and Government Code Section 53069.85, the City and Contractor agree that the liquidated damages amount defined in this Section represent reasonable estimates of the amount of such damages considering all of the circumstances existing on the effective date of this Agreement, including the relationship of the sums to the range of harm to City, customers and the community as a whole that reasonably could be anticipated and the anticipation that proof of actual damages would be costly or impractical. The City and Contractor each confirm the accuracy of the statements made above and the fact that each party has had ample opportunity to consult with legal counsel and obtain an explanation of the liquidated damage provisions at the time that the Agreement was made. Contractor shall pay (as liquidated damages and not as penalty) the amounts shown in Table 4 below. Contractor shall pay amount of liquidated damages within thirty (30) days of being notified by City.

Prior to the assessment of any liquidated damages for Item “a” in Table 4 below, City will notify Contractor of the potential for liquidated damages pursuant to this Item, and Contractor shall have ten (10) days to resolve or cure the alleged deficiency. If the issue or matter is resolved within 10 days to the satisfaction of the Public Works director, no liquidated damages will be assessed.

CONTRACTOR INITIAL here: ______

If the Contractor’s record of performance shows that the Contractor has frequently, regularly, or repetitively defaulted in the performance of any of the covenants, conditions, or requirements contained in this Agreement, and regardless of whether the Contractor has corrected each individual condition of default or paid liquidated damages, the Contractor shall be deemed a “habitual violator” and shall forfeit the right to any further notice or grace period to correct, and all of the prior defaults shall

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164 of 221 be considered cumulative and collectively shall constitute a condition of irredeemable default. Under such circumstances, the City shall issue the Contractor a final written or email warning, citing the grounds therefore, and any single default by Contractor of whatever nature, subsequent to the issuance of the City’s final written or email notice, shall be grounds for immediate termination of this Agreement. In the event of any such subsequent default, the City may terminate this Agreement upon giving written notice to the Contractor, and termination shall be effective three (3) Days after the notice is delivered. All fees due to the Contractor hereunder, plus any and all charges and interest, shall be payable to the date of termination, and the Contractor shall have no further rights hereunder. Immediately upon receipt of the City’s final notice, the Contractor shall cease any further performance under this Agreement.

Table 4. Schedule of Liquidated Damages

Item Amount a. Failure or neglect to resolve each reasonable Complaint $150.00 per incident per within the time set forth in this Agreement, or if not so Customer Complaint. specified, within a reasonable period determined by City of at least 24 hours unless sooner required to preserve $150.00 per incident per health and safety. Hours occurring on a Holiday will not City Complaint. count against this 24 hour period. b. Failure to clean up spillage or litter caused by Contractor. $100.00 per incident per location. c. Failure to repair damage to customer property caused by $500.00 per incident per Contractor or its personnel. location. d. Failure to maintain equipment in a clean, safe, and $500.00 per incident per sanitary manner day. e. Failure to have a vehicle operator properly licensed. $1,000.00 per incident per day. f. Failure to maintain customer service hours as required by $100.00 per incident per this Agreement. day. g. Failure to maintain or timely submit to City all documents $100.00 per incident per and reports required under the provisions of this day. Agreement. h. Failure to properly cover materials in Collection vehicles. $150.00 per incident. i. Failure to comply with the hours of operation as required $100.00 per incident per by this Agreement. day. j. Failure or neglect to complete at least ninety percent $1000.00 for each route (90%) of each route on the regular scheduled Collection not completed. Service Work Day.

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165 of 221 Item Amount k. Commingling Solid Waste with Recyclable Materials $150.00 per incident. and/or source separated Organics. l. Failure to repair or replace damaged carts within the $100.00 per incident per time required by this Agreement. day. m. Failure to deliver or exchange carts within the time $100.00 per incident per required by this Agreement. day. n. Failure to have Contractor personnel in proper uniform. $100.00 per incident per day. o. Failure to provide required communications equipment. $100.00 per incident per day. p. Failure to deliver any Collected materials to the City $250.00 first failure approved Disposal Site, Materials Recovery Facility, or $500.00 each Organic Waste Processing Facility, as appropriate, except subsequent failure. as otherwise expressly provided in this Agreement. q. Failure to meet vehicle noise requirements. $100.00 per incident per day. r. Failure to meet the alternative fuel vehicle requirements $250.00 per incident per day s. Failure to collect an abandoned Bulky Item within 48 $100.00 per Bulky Item hours of request or notification by Customer or the City. per day.

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166 of 221 16.0 ADMINISTRATIVE REMEDIES; TERMINATION

16.1 REVIEW; NOTICE OF DEFAULT; RESPONSE

16.1.1 Review of Contractor’s Performance At any time during the Term of this Agreement, City may conduct reviews of Contractor’s performance, review the Quarterly or Annual Reports, and other available information, and may hold a public hearing to determine whether Contractor’s performance is satisfactory, and whether to take any action the City deems in its best interest, including taking any action against the Contractor, or making changes to the Agreement.

(a) Timing and Reimbursement. City may conduct reviews during the 3rd and 8th year of the Agreement, as well as during the 13th year if the Agreement is still in effect, to determine Contractor’s compliance with the requirements of this agreement (Reimbursable Performance Review”). The Contractor may be responsible to reimburse the City for fifty percent (50%) of the cost of a Reimbursable Performance Review, an amount not to exceed $100,000. Costs for any additional performance reviews during the Term of the Agreement shall be borne by the City. All performance reviews shall be preceded by written notice from the City to Contractor.

(b) Selection of Reviewer. The firm or person conducting any performance review shall meet the criteria specified in Exhibit H. In cases where Contractor reimburses or shares the cost of a performance review with the City, the City and Contractor will meet and confer to jointly select the firm or person to be retained by the City for any performance review and Contractor shall have the right to approve any contract with said firm or person prior to execution. If the Parties are not able to reach mutual agreement as to the firm or person within fifteen (15) days of any City notice to initiate a performance review, then each Party shall nominate one firm or person and the nominated firms or persons will then select a third firm or person to undertake the performance review. Contractor may request a firm or person conducting a performance review for which Contractor has paid any portion of the cost be required to sign a confidentiality agreement. In cases where the City bears the sole cost and expense of a performance review, the City may perform the review itself, or may engage a firm or person for the performance review at the City’s reasonable discretion, provided the firm or person satisfies the criteria specified in Exhibit H.

(c) Scope of Review. The reviews will be designed to objectively (i) verify that customer billing rates have been properly calculated and they correspond to the level of service received by the customer; (ii) verify that Contractor is correctly billing for all services provided and that Franchise Fees, AB 939 Fees and other fees required under this Agreement have been properly calculated and paid to City; (iii) verify Contractor’s

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167 of 221 compliance with the reporting requirements of this Agreement as specified in Article 12; (iv) verify Contractor’s compliance with performance standards of this Agreement as specified in Article 5; and (v) verify any other provisions of the Agreement. City (or its designated consultant) may utilize a variety of methods in the execution of this review, including analysis of relevant documents, on-site and field observations, and interviews. The reviewing firm(s) (or City, if it performs such review itself) will review and document the items in the Agreement that require Contractor to meet specific performance standards, submit information or reports, perform additional services, or document operating procedures, that can be objectively evaluated. This information will be documented and be formatted in a “compliance checklist” with supporting documentation and findings tracked for each of the identified items.

(d) Access to Data. City (or its designated consultant) may review the customer service functions and structure utilized by Contractor. This may include Contractor’s protocol for addressing customer complaints and service interruption procedures. Complaint logs may be reviewed, along with procedures and systems for tracking and addressing complaints. On-site and field observations by City (or its designated consultant) may include:

1. Interviews and discussions with Contractor’s administration and management personnel;

2. Review and observation of Contractor’s customer service functions and structure;

3. Review of public education and outreach materials;

4. Interviews and discussions with Contractor’s financial and accounting personnel;

5. Interviews with route dispatchers, field supervisors and managers;

6. Interviews with route drivers;

7. Interviews with vehicle maintenance staff and observation of maintenance practices; and

8. Review of on-route Collection Services, including observation of driver performance and collection productivity and visual inspection of residential routes before and after collection to evaluate cart placement and cleanliness of streets.

(e) Contractor’s Cooperation. Contractor shall cooperate fully with the firm(s) undertaking the performance review and must provide copies of documents and information and/or access thereto and to its facilities and personnel during normal business hours within fifteen (15) Work Days of any reasonable advance request. City of Glendale Business and Multi-Family Solid Waste Collection Agreement 83

168 of 221 (f) Reporting. The firm or person selected to conduct any performance review shall prepare a report summarizing the scope of review undertaken and the reviewer’s observations, conclusions, and recommendations. Each Party shall have thirty (30) days to review the final draft report. During that period, Contractor shall have the opportunity to respond to any perceived errors or omissions in the review; mark any documents, notes, or other records transmitted or prepared in connection with the report for exemption from disclosure pursuant to the California Public Records Act or federal Freedom of Information Act; and object to any statements in the report that Contractor believes reveals the individually identifiable contents of marked documents, notes, or other records. All disputes shall be addressed in accordance with Article 19. Upon the resolution of any dispute, the final report shall become a public record at the discretion of the City.

16.1.2 Events of Default Events of Default. All provisions of this Agreement to be performed by Contractor are considered material. Each of the following shall constitute an “Event of Default:”

A. Any material fraud or deceit practiced, or attempted to be practiced, upon the City;

B. Contractor’s insolvency, inability, or unwillingness to pay its debts, or upon issuance of an order for relief in favor of Contractor in a bankruptcy proceeding;

C. Contractor’s failure to provide or maintain in full force and effect the requisite insurance and bonds under this Agreement;

D. The violation of any orders or regulations by Contractor or the filing of any action or initiation of any administrative proceedings by any regulatory body having jurisdiction over the City or Contractor related in any way to the services being performed under this Agreement alleging Contractor’s violation of any orders or regulations, in each case, which violation the City reasonably determines to adversely affect Contractor’s ability to perform its obligations hereunder or increases The City’s liabilities; provided that Contractor may contest any such order, regulation, action or proceeding in good faith, in which case no breach of this Agreement shall be deemed to have occurred, unless and until such regulatory body makes a final determination that Contractor has violated an order or regulation;

E. Contractor’s failure to provide Collection, transporting, Disposal and Recycling Services required hereunder for any reason within the control of Contractor, including labor disputes, for a period of forty-eight (48) hours or more;

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169 of 221 F. Contractor’s failure to make any payments required under this Agreement or failure to provide the City with required information, reports, or records in a timely manner;

G. Any other act or omission by Contractor which violates the terms, conditions, or requirements of this Agreement, the Act, or any other law, statute, ordinance, order, directive, rule, or regulation implemented thereof which is not corrected or remedied within the time duly established for such correction or remedy;

H. Any representation or statement made to the City by Contractor in connection with, or as an inducement to, entering into this Agreement, or any amendment to this Agreement, which is known by Contractor to be false or misleading in any material respect at the time such representation or statement is made;

I. Attachment of, or levy upon, Contractor’s Facilities, or any part or portion thereof;

J. Termination or suspension of Contractor’s business including, without limitation, cessation of services due to labor unrest including strike, work stoppage or slowdown, sickout, picketing, or other concerted job action lasting more than forty-eight (48) hours: provided, that timely resumption of services shall be without cost to The City or Service Recipients;

K. Contractor’s failure to provide the reasonable assurances of performance;

L. Contractor’s failure to comply with the Reporting requirements of Article 12.

16.1.3 Assurance of Performance Assurance of Performance. In addition to all other remedies it may have, City may demand that Contractor provide reasonable assurances that Contractor will timely and fully perform its obligations if City believes in good faith that Contractor has substantially jeopardized its ability to timely and fully meet its obligations for any of the following reasons:

1. Labor. Contractor is the subject of any labor unrest (including work stoppage or slowdown, sick‐out, picketing and other concerted job actions).

2. Contractor in the reasonable judgment of City appears to be unable to regularly pay its bills as they become due;

3. Contractor does not pay wages to its employees, provide workers compensation required by law, or pay employment related taxes or fees;

4. Contractor’s ability to timely and fully meet Contractor’s Franchise Obligations:

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170 of 221 5. The entering of any judgment against Contractor with respect to criminal conduct by Contractor.

These reasonable assurances are in addition to all other remedies City may have. Contractor’s failure to give City reasonable assurances by the date required by City is an Event of Default effective seven (7) days following City’s demand for Assurance of Performance.

16.1.4 Notice of Default If City Manager determines that Contractor has defaulted in performance of any obligation by an Event of Default or failure to perform in compliance with California laws and regulations relating to solid waste management (including, but not limited to, requirements for diversion, source reduction and recycling as to the waste stream subject to this Agreement) or any other applicable federal, state or local law or regulation, including but not limited to, the laws governing transfer, storage or disposal of solid and hazardous waste, the City Manager may provide written notice to Contractor of such default (“Notice of Default”), specifying the deficiency in reasonable detail. The City Manager, in such Notice of Default, may set a reasonable time within which Contractor is to respond. Unless the circumstances necessitate correction and response within a shorter period of time, Contractor shall respond to the written Notice of Default addressing all deficiencies within seven (7) days from the receipt by Contractor of such written notice.

16.1.5 Remedies upon Default City may exercise any or all of the following remedies in an Event of Default in its sole discretion:

A. Termination – City may terminate any or all of this Agreement. B. Suspension – City may suspend any or all of this Agreement. C. City’s Right to Perform Franchise Services – City may perform or have another contractor perform franchise services. D. All Other Available Remedies – the City may exercise any other available remedies at law and in equity (including specific performance).

16.2 RESERVATION OF RIGHTS BY CITY Subject to Contractor’s rights under Section 16.1.4, City further reserves the right to terminate this Agreement in the event of any material breach of this Agreement, including, but not limited to any of the following:

1. If Contractor practices, or attempts to practice, any fraud or deceit upon the City, or practiced any fraud or deceit or made any intentional

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171 of 221 misrepresentations in the negotiations which preceded the execution of this Agreement;

2. If Contractor becomes insolvent, unable or unwilling to pay its debts, or upon listing of an order for relief in favor of Contractor in a bankruptcy proceeding;

3. If Contractor fails to provide or maintain in full force, effect and amount, the workers compensation, liability and indemnification coverage, Cash and Performance Bonds as required by this Agreement;

4. If Contractor violates any orders or rulings of any regulatory body having jurisdiction over Contractor relative to this Agreement, in any material manner, provided that Contractor may contest any such orders or rulings by appropriate proceedings conducted in good faith, in which case no breach of this Agreement shall be deemed to have occurred until a final decision adverse to Contractor is entered;

5. If Contractor ceases to provide Collection service as required under this Agreement over a substantial portion of the area of the City of Glendale for a period of two (2) calendar days or more, for any reason within the control of Contractor;

6. If Contractor fails to make any payments required under this Agreement or refuses to provide City with required information, reports or test results as to a material matter in a timely manner as provided in this Agreement;

7. Any other act or omission by Contractor which materially violates the terms, conditions or requirements of this Agreement and which is not corrected or remedied within the time set forth in the written Notice of Default or if Contractor cannot reasonably correct or remedy the breach within the time set forth in such notice, if Contractor should fail to commence to correct or remedy such alleged deficiencies within the time set forth in such notice and diligently effect such correction or remedy thereafter.

16.3 CUMULATIVE RIGHTS City’s rights of termination are in addition to any other rights of City upon a failure of Contractor to perform its obligations under this Agreement.

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172 of 221 17.0 FAILURE TO PERFORM Should Contractor for any reason whatsoever, except the occurrence or existence of any of the events or conditions set forth in Section 19.1, “Force Majeure,” below, refuse or be unable for a period of more than forty-eight (48) hours, to collect a material portion or all of the Solid Waste which it is obligated under this Agreement to collect, and as a result, solid waste should accumulate in City to such an extent, in such a manner, or for such a time that the City Manager in the reasonable exercise of the City Manager’s discretion, should find that such accumulation endangers or menaces the public health, safety, welfare, or the environment, then City shall have the right to contract with another solid waste enterprise to collect and transport any or all Solid Waste which Contractor is obligated to collect and transport pursuant to this Agreement.

City shall provide twenty-four (24) hours prior written notice to Contractor during the period of Contractor’s failure to perform, before contracting with another solid waste enterprise to Collect and transport any or all Solid Waste which Contractor would otherwise collect and transport pursuant to this Agreement, for the duration of period during which Contractor is unable to provide such services. In such event, Contractor shall identify sources from which such substitute solid waste services are immediately available, and shall reimburse City for all of City’s expenses for such substitute services during period in which Contractor is unable to provide Collection and transportation services required by this Agreement.

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173 of 221 18.0 TRANSFER OR ASSIGNMENT The rights granted by this Agreement shall not be transferred, sold, hypothecated, sublet or assigned (collectively “transferred”), nor shall any of the rights or privileges in this Agreement be hypothecated, leased, assigned, sold or transferred, either in whole or in part, nor shall title thereto, either legal or equitable, or any right, interest or property therein, pass to or vest in any person, either by act of Contractor or by operation of law, without the prior written consent of the City expressed by resolution. Any attempt to do any of the foregoing with respect to any of the rights in this Agreement without the consent of City shall be void. For purposes of this Agreement, any dissolution, merger, consolidation, change in control or other reorganization of Contractor shall be deemed an assignment of this Agreement.

The decision to consent to any assignment shall be in the sole discretion of the City Manager, as approved by Resolution adopted by the City’s City Council.

Any application for a transfer of rights shall be made in a manner prescribed by the City Manager. The application shall include a transfer fee in an amount equal to fifty thousand dollars ($50,000.00). The transfer fee shall be paid by Contractor or Contractor’s assignee upon any such transfer of this Agreement. If City does not receive the transfer fee within thirty (30) days of the transfer date, City shall have the right to terminate this Agreement.

In the event of any such transfer, transferee shall be responsible for the cost of advising customers in the change of service provider. Transferee shall also be responsible to mark all bins with new service provider’s name within six months of the date of transfer. Each and all of the provisions, agreements, terms, covenants, and obligations in this Agreement to be performed by Contractor shall be binding upon any transferee.

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174 of 221 19.0 MEDIATION Either party may commence mediation to resolve any dispute arising out of the Agreement by providing to JAMS and the other party a written request for mediation, setting forth the subject of the dispute and the relief requested. Mediation shall commence with thirty (30) days of any such request unless the parties agree to a different date or subject to the availability of a mediator. The parties shall attempt to mutually select a mediator. If the parties cannot do so, each party shall nominate a mediator and each party-selected mediator shall confer and select a third party mediator. The parties agree that they will participate in the mediation in good faith and that they will share equally in its costs.

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175 of 221 20.0 GENERAL PROVISIONS

20.1 FORCE MAJEURE Contractor shall not be in default under this Agreement in the event that the Collection, transportation and/or disposal services of Contractor are temporarily interrupted for any of the following reasons: riots; war or national emergency declared by the President or Congress and affecting the City of Glendale; sabotage; civil disturbance; insurrection; explosion; pandemic; natural disasters such as floods, earthquakes, landslides and fires (including brushfires); strikes, lockouts and other labor disturbances; or other catastrophic events which are beyond the reasonable control of Contractor. “Other catastrophic events” does not include the financial inability of Contractor to perform or failure of Contractor to obtain any necessary permits or licenses from other governmental agencies or the right to use the facilities of any public entity where such failure occurs where Contractor has failed to exercise reasonable diligence. In the event a labor disturbance interrupts Collection and transportation of Solid Waste, and/or disposal of Solid Waste by Contractor as required under this Agreement, City may elect to exercise its rights under Article 17 of this Agreement.

20.2 INDEPENDENT STATUS Contractor is an independent entity and not an officer, agent, servant or employee of City. Contractor is solely responsible for the acts and omissions of its officers, agents, employees, Contractors and sub-contractors, if any. Nothing in this Agreement shall be construed as creating a partnership or joint venture between City and Contractor, nor an arrangement for the disposal of hazardous substances. Contractor nor its officers, employees, agents or sub-contractors shall obtain any rights to retirement or other benefits, which accrue to City employees.

20.3 COMPLIANCE WITH LAWS AND REGULATIONS Contractor shall comply with all applicable laws and implementing regulations of the federal and state government, as they, from time to time, may be amended, specifically including, but not limited to, RCRA, CERCLA, AB 939, AB 341, AB 1826, SB 1383 and other solid waste laws as may be enacted; and, all applicable ordinances of the City. Contractor shall comply with new, amended, or revised laws, regulations, and/or procedures that apply to the performance of this Agreement. Notwithstanding the foregoing, if any change to the requirements of this Agreement, whether by a change in law or regulation and/or procedures, results or is likely to result in an increase or decrease in the cost of, or the time required for, performance under this Agreement, Parties shall meet and confer in good faith, and the Agreement shall be amended prior to such changes in requirements taking effect, upon mutual agreement of the Parties.

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176 of 221 20.4 LAW TO GOVERN; VENUE Each party's performance hereunder shall comply with all applicable laws of the United States of America, the State of California, and the City including but not limited to laws regarding health and safety, labor and employment, wage and hours and licensing laws which affect employees. This Agreement and its performance shall be enforced and interpreted under the laws of the State of California. All causes of action arising directly or indirectly from the business relationship evidenced by this Agreement must be filed in the appropriate state or federal court located in Los Angeles County, California, and each party agrees to be subject to the jurisdiction of the State of California regardless of their residence.

20.5 AMERICANS WITH DISABILITIES ACT Contractor hereby certifies that it will comply with the Americans with Disabilities Act 42 U.S.C. Section 12101 et seq. and its implementing regulations. The Contractor will provide reasonable accommodations to allow qualified individuals with disabilities to have access to and to participate in its programs, services and activities in accordance with the provisions of the Americans with Disabilities Act. The Contractor will not discriminate against persons with disabilities nor against persons due to their relationship to or association with a person with a disability.

20.6 AMENDMENTS All amendments to this Agreement shall be in writing, duly executed by the parties. Purported oral amendments shall be void and of no force or effect.

20.7 NOTICES All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, sent by electronic mail or sent by United States certified mail, postage prepaid, return receipt requested, addressed as follows:

To City: City Manager City of Glendale 613 E. Broadway, Room 200 Glendale, CA 91206 Email: [email protected]

Copy to: Director of Public Works City of Glendale 633 E. Broadway, Room 209 Glendale, CA 91206

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177 of 221 Email: [email protected]

Copy to: City Attorney City of Glendale 613 E. Broadway, Room 220 Glendale, CA 91206 [email protected]

To Contractor: ______

Copy to: ______or to such other address as either party may from time to time designate by notice to the other given in accordance with this Section. Notice shall be deemed effective on the date personally served, electronically mailed or, if mailed, upon the date of the return receipt.

20.8 SAVINGS CLAUSE AND ENTIRETY If any non-material provision of this Agreement shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such provision shall not affect the validity and enforceability of any of the remaining provisions of this Agreement.

20.9 SURVIVAL Contractor’s obligation to indemnify, defend and hold City harmless shall survive this Agreement’s expiration or termination. Notwithstanding the expiration or termination of this Agreement, such act shall not automatically invalidate or cancel any insurance policy, performance bond or similar instruments provided by Contractor under this Agreement and such policies, performance bonds and other instruments shall remain in full force and effect for one full year after termination, provided Contractor can secure such instruments from qualified insurers or sureties. If the event no insurer or surety agrees to providing extended security, Contractor shall provide documentation of the same to the City.

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178 of 221 20.10 ATTORNEY’S FEES In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing party in the exercise of any of its rights or remedies in this Agreement or the enforcement of any of the terms, conditions, or provisions in this Agreement.

20.11 WAIVER OF BREACH If either party fails to require the other to perform any term in this Agreement, that failure does not prevent the party from later enforcing that term, or any other term. If either party waives the other’s breach of a term, that waiver is not treated as waiving a later breach of the term. A waiver of a term is valid only if it is in writing and signed by the party waiving it. This Agreement’s duties and obligations are cumulative and are in addition to any option, right, power, remedy, or privilege; and are not exhausted by a party’s exercise of any one of them.

20.12 COUNTERPARTS This Agreement may be executed in counterparts, each of which is an original, but all of which constitutes one and the same document. The parties shall sign a sufficient number of counterparts, so that each party will receive a fully executed original of this Agreement.

20.13 DIGITAL SIGNATURES A signed copy of this Agreement or any amendment thereto bearing a digital signature, shall be deemed to have the same legal effect as delivery of an original executed copy of this Agreement or such amendment thereto for all purposes, and each digital signature should be given the same legal force and effect as a handwritten signature. This provision shall not apply to the Performance Bond, which must be executed in hard copy.

20.14 ENTIRE AGREEMENT This Agreement constitutes the entire Agreement between the parties with respect to any matter referenced in this Agreement and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing, and signed by the parties in interest at the time of such modification. The terms of this Agreement shall prevail over any inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement.

WITNESS the execution of this Agreement on the day and year written below.

CITY OF GLENDALE

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179 of 221 By:______

ATTEST:

______City Clerk

APPROVED AS TO FORM:

______City Attorney

CONTRACTOR

______

By:______

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180 of 221 Exhibit A – Zone Map

181 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement A-1 Exhibit B

City of Glendale Unified Transition Plan

Summary

To effectuate a seamless hauler transition, a Unified Transition Plan detailing key actions and time frames has been developed and provided in the attached Transition Plan Matrix. Contractors will be required to comply with all tasks in their entirety. This plan is based upon proposed transition plans from the selected exclusive franchised Contractors, the City’s Request for Proposals, the updated base Franchise Agreement document, and solid waste industry best practices.

1 TIMELINE

R3’s Transition Plan Matrix assumes a three-month transition time frame, with services commencing 11/1/2021. If contracts are not approved in mid-July, the timeline will need to be updated correspondingly. This timeline assumes close coordination among the City’s Transition Team and each of the Contractors’ primary staff responsible for the transition, including weekly meetings and reports from the Contractors on transition progress.

2 CITY EQUIPMENT AND EMPLOYEES

Contractors will be provided with the following information:1) the number of displaced City employees; and 2) the quantity and value of City collection vehicles and containers. These details will be provided as soon as is feasible to facilitate employee hiring and/or purchasing of vehicles and containers. Contractors may choose to purchase available City assets, and must hire displaced City workers per Section 5.38 of RFP. If the vehicles purchased from the City are older than three years, the City shall, for those vehicles, make an exception to the requirement that all vehicles used for service at the start of the agreement are no more than three years old.

3 NEW CONTAINER ROLL-OUT AND OLD CONTAINER REPLACEMENT

The City understands that given the short time frame needed for the transition, Contractors are unlikely to be able to purchase new containers for all new Glendale customers. Given this, Contractors will be required to provide new container specifications including color, size, and labels to the City for approval, but may use old 182 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement B-1 containers that do not meet those specifications on a temporary interim basis. All containers shall meet the specifications approved by the City by June 30, 2022. The City requires the Contractors to employ the same, City-selected container replacement contractor for container deployment during the roll-out, or use their own contractor. That contractor shall take any containers in place that are owned by a hauler no longer permitted to operate in that zone (i.e., all containers except those put in place by the hauler franchised in that zone) and transport said containers to a staging area. All current permitted Contractors will then be responsible for recovering their own assets from the staging area on a regular basis (usually weekly) by 11/21/21, or these assets will be considered surrendered to the new franchised hauler providing service in that zone. The City will provide all haulers who will no longer be permitted to operate in that zone notice of a final date to remove their containers.

4 CUSTOMER SERVICE DATABASE AND ROUTING

The City will be responsible for providing a full list of customer account information, including customer address, contact information, and current subscription levels, to each hauler for their zone. The Contractors will be responsible for importing this information and creating appropriate routes. New routes must initially incorporate the customers’ current days of service, unless the hauler and customer come to alternative arrangements prior to the service commencement date. This is a means of achieving the objectives of the transition and to facilitate a smooth transition from the perspective of the customer.

It should be noted that this expectation is offered just for the start of service, and that service days would be expected to change thereafter, as Contractors have time to design more efficient routes. Contractors are also responsible for auditing the customer accounts to gather information about any special services or needs for each account prior to the transition, and on an ongoing basis thereafter. Contractors that are already providing service to customers in their assigned zones will be responsible for identifying those “overlap” customers that already exist in their own customer service database.

5 CUSTOMER OUTREACH & EDUCATION

Contractors are responsible for sending out collateral to all customers within their zone that provides customers information about their new services including hauler contact 183 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement B-2 information, container delivery timeline, new services and rates, and the option for customers to change subscription if desired. The City will facilitate community workshops and a Chamber of Commerce presentation; hauler representatives are required to attend those meetings. The City will also conduct a multi-media campaign including ads and press releases to inform businesses of the change from the permitted system to franchise zones, and which hauler is providing service in each zone. The goal of this outreach by the City is to clearly facilitate the transition from the prior permit system to the franchise system such that any customers that are unable to obtain service from the hauler that had served them under the permit system is able to easily understand why and identify the hauler that they should contact to set up service.

6 Post-Transition Considerations

Mandatory Recycling and Organics Service

The City will be responsible for distributing and collecting waiver forms and applications, although hauler staff may distribute waiver forms to their customers for submission to the City. All customers that lack an approved City waiver for either recycling or organics service will be provided with recycling and/or organics service in accordance with the requirements of the franchise agreement by January 30, 2022.

184 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement B-3 Unified Transition Plan Matrix

Task Start Date End Date Comments City Council presentation on award of contracts and 7/13/2021 transition plan Contract execution 7/13/2021 8/13/2021

City Transition Team and Contractors commenceweekly Ongoing transition meetings City provides Contractors collection accounts listfor City 8/16/2021 8/16/2021 Use existing customer subscription dataset and prior Contractors Contractors update customer service databases andmailing 8/16/2021 9/15/2021 Publicly available sources include the County parcel listing lists and cross-reference provided data against publicly available sources Website development & City approval 8/16/2021 11/14/2021 Contractors deploy online bill-pay option for 8/16/2021 11/14/2021 customers Contractors create routes based upon customerpick-up 8/16/2021 9/15/2021 Upon commencement of service, Contractors are required to provide frequency & volume of service service on the same day as prior service was performedunless the hauler and customer arrange otherwise. Contractors hire or transfer drivers, supervisor(s), and 8/16/2021 12/3/2021 Per Section 5.38 of RFP, displaced City employees must be hired. support staff, hiring City's displaced employees Support staff include customer service, mechanics, and first diversion specialist(s). Contractors purchase used collection containers, trucks and 8/16/2021 12/3/2021 support vehicles from City of Glendale orother suppliers Purchase of City assets not required – offered as option to meetthe that meet the minimum vehicle standards transition timeline.

Contractors provide new collection container 8/16/2021 8/30/2021 New collection containers may not be feasible for immediate usein all specifications to City for approval; City approves cases; collection containers that do not fully meet City- approved specifications may be used and then replaced by January 30, 2022 if necessary.

185 of 221

City of Glendale Business and Multi-Family Solid Waste Collection Agreement B-4 Community workshops and Chamber of Commerce 8/30/2021 9/29/2021 City will facilitate & hauler representatives will be required to presentation(s), multi-media campaign including ads, attend. press releases Customer service representative and supervisor 8/30/2021 9/29/2021 training on franchise agreement requirements Education and Outreach collateral sent from 9/2/2021 9/16/2021 Collateral should include letters/other mailers that include, at a Contractors to City; and approved by City minimum: - The name and contact information of the customer's new hauler - The week of new container distribution and customer instructions - Subscription checklist instructions to indicate container subscription changes if desired - Program details including accepted materials for each container and rates Contractors perform site visits to record special account 9/15/2021 12/3/2021 information not transmitted such as key service, distance charges, alley service, or other details; and to resolve any discrepancies/missingaccounts from collection accounts list from City

Contractors distribute Education and Outreach 9/15/2021 9/29/2021 collateral Driver training on new routes; test and adjust routes 9/15/2021 12/3/2021 Driver and diversion specialist(s) training on 9/15/2021 12/3/2021 franchise agreement Weekly reporting from Contractors to City TransitionTeam 8/16/2021 Ongoing Reports should include number of inquiries, number of requests for on customer calls changes in service size/frequency, and number of complaintsat a minimum. Container replacement by City-selected container 11/29/2021 12/8/2021 replacement contractor New collection containers and service 11/29/2021 12/8/2021 guides/welcome packets distributed New collection service commences 12/3/2021

186 of 221

City of Glendale Business and Multi-Family Solid Waste Collection Agreement B-5 Post-Transition Route audits by supervisors and hauler technical Ongoing assistance staff, including container right-sizing Customers may call Contractors to request changesin Ongoing container size, frequency, etc. Contractors provide Annual Collection Service Notice By 1/1/2022 Meeting Agreement requirements to City forapproval; City approves; Contractors distribute Container refurbishment/retrofits/purchases 12/3/2021 3/1/2022 Inadequately painted or labeled containers from transition period must be replaced with containers that meet the color and labeling specifications of the Agreements.

Route audits for SB 1383 commence By 3/1/2022 Full customer subscription to organics service as required 1/31/2023 After City gathers and evaluates waivers. by franchise agreement to customers thataren't subject to the waiver Plan assumes that contracts are awarded in mid-August; a later contract award would change the remainder of the dates correspondingly.

187 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement B-6 Exhibit C - City Facilities

Zone Address QTY SIZE P/U#

A 1095 AIR WAY 2 3 2 A ALL OTHER LOCATIONS 10 C 1 A 1082 ALMA ST 0 0 0 A 1083 N BRAND BLVD 0 0 0 A 1084 S BRAND BLVD 0 0 0 A 1088 N BRAND BLVD 1 2 2 A 1099 N BRAND BLVD 1 3 6 A BRAND BLVD #1 6 C 3 A BRAND BLVD #2 2 C 4 A BRAND BLVD #3 5 C 4 A 1098 BRAND PARK 4 3 4 A 1091 CASA ADOBE PARK 1 2 5 A 1090 FLOWER ST 1 2 4 A 1097 FREMONT PARK 2 3 4 A 1094 GRIFFITH MANOR PARK 1 3 2 A 1093 W MOUNTAIN ST 1 3 2 A 1101 MTA #1 9 C 5 A 1100 MTA #2 41 C 1 A 1102 MTA/BEELINE #1 8 C 7 A 1103 MTA/BEELINE #2 9 C 7 A 1092 S ORANGE ST 1 3 1 A 1086 PAULA AVE 1 2 1 A 1096 PELANCONI PARK 1 3 3 A 1085 SAN FERNANDO RD 1 1 1 A 1087 SAN FERNANDO RD 1 2 2 A 1089 WESTERN AVE 1 2 3

Zone Address QTY SIZE P/U#

B ALL OTHER LOCATIONS 10 C 1 B BABE HERMAN 1 3 3 B 108 N BRAND BLVD 0 0 0 B 200 S BRAND BLVD 0 0 0 B BRAND BLVD #1 6 C 3 B BRAND BLVD #2 2 C 4 B BRAND BLVD #3 5 C 4 B 1500 CANADA BLVD 0 0 0 B 1734 CANADA BLVD 1 2 1 B 244 N CHEVY CHASE DR 1 3 2 B CIVIC AUDITORIUM 6 3 2

188 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement C-1 B CIVIC CENTER-BLDG MAINTENANCE 2 3 6 B 1470 DEL MONTE DR 1 3 1 B 5142 DUNSMORE AVE 1 3 4 B DUNSMORE PARK 1 3 3 B 2200 FERN LN 2 3 6 B GLENOAKS PARK 1 3 4 B GLORIETTA PARK 1 3 4 B 2284 HONOLULU AVE 0 0 0 B 2301 HONOLULU AVE 0 0 0 B 2465 HONOLULU AVE 1 3 5 B 2713 HONOLULU AVE 1 3 5 B 2816 HONOLULU AVE 1 1 1 B MAYOR'S PARK 1 3 2 B MONTROSE MALL #1 16 C 3 B MONTROSE MALL #2 15 C 3 B MONTROSE PARK 2 3 3 B 4410 NEW YORK AVE 1 2 2 B SCHOLL CANYON PARK 2 3 7 B SCHOLL CANYON BALL FIELD 2 3 6 B SCHOLL LANDFILL 1 2 3 B TOP OF FERN-POLICE LN 0 0 0

Zone Address QTY SIZE P/U#

C ALL OTHER LOCATIONS 10 C 1 C BRAND BLVD #1 6 C 3 C BRAND BLVD #2 2 C 4 C BRAND BLVD #3 4 C 4 C 400 W CERRITOS AVE 1 3 2 C 400 W CERRITOS AVE 0 0 0 C 540 W CHEVY CHASE DR 2 3 1 C 421 OAK ST 1 3 2 C 401 S PACIFIC AVE 0 0 0 C 501 S PACIFIC AVE 2 3 3 C PACIFIC PARK 0 0 0 C 5101 SAN FERNANDO RD 1 2 1

Zone Address QTY SIZE P/U#

D ADULT REC CTR #1 1 3 3 D ADULT REC CTR #2 1 3 3 D ALL OTHER LOCATIONS 11 C 1 D 114 N BRAND BLVD 0 0 0 D 144 N BRAND BLVD 0 0 0 D 252 S BRAND BLVD 0 0 0 D BRAND BLVD #1 7 C 3 189 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement C-2 D BRAND BLVD #2 3 C 4 D BRAND BLVD #3 4 C 4 D CARR PARK 1 3 4 D 141 S CEDAR ST 1 2 1 D CIVIC CENTER-GARAGE 0 0 0 D CIVIC CENTER-PARKS 2 3 6 D 220 E COLORADO ST 1 3 1 D FIRE GARAGE-STATION #22 0 0 0 D 108 N GLENDALE AVE 0 0 0 D 141 N GLENDALE AVE 2 3 5 D 1201 S GLENDALE AVE 1 3 5 D 222 E HARVARD ST 1 2 5 D 131 N ISABEL-NEW PD TRASH ST 3 3 5 D 120 N ISABEL-RADIOSHOP 1 3 6 D 130 N LOUISE ST 1 2 2 D MAPLE PARK 2 3 3 D 120 S MARYLAND AVE 1 3 2 D PALMER PARK 2 3 3 D PW YARD-FIRE TRAINING CENTER 2 3 2 D PW YARD-MECH MAINTENANCE 0 0 0 D PW YARD-METER SHOP 1 1 1 D PW YARD-PARK MAINTENANCE 1 2 2 D PW YARD-SEWER/FOREST 1 3 3 D PW YARD-SIGN SHOP 1 1 2 D PW YARD-WAREHOUSE 1 3 5 D PW YARD-WELDING/TIRE 2 3 5 D 1110 E WILSON AVE 1 3 2

190 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement C-3 Exhibit D – Maximum Rate Table Refuse/ Organics Monthly Rates Each Addl Pickups Per Week Line Size Pickup CY ECU 1 2 3 4 5 6 7 (per Bin) 1 65 Gal 0.32 1.00 $ 24.70 $ 49.35 $ 74.05 $ 98.70 $ 123.40 $ 148.05 $ 172.70 $ 24.70 2 96 Gal 0.48 1.00 $ 26.75 $ 53.50 $ 80.25 $ 107.00 $ 133.75 $ 160.50 $ 187.25 $ 26.75 3 1 yd 1.00 6.00 $ 135.42 $ 270.84 $ 406.26 $ 541.68 $ 677.10 $ 812.52 $ 947.94 $ 135.42 4 1.5 yd 1.50 6.00 $ 142.19 $ 284.38 $ 426.57 $ 568.76 $ 710.96 $ 853.15 $ 995.34 $ 142.19 5 2 yd 2.00 6.00 $ 148.96 $ 297.92 $ 446.89 $ 595.85 $ 744.81 $ 893.77 $ 1,042.73 $ 148.96 6 3 yd 3.00 6.00 $ 162.50 $ 325.01 $ 487.51 $ 650.02 $ 812.52 $ 975.02 $ 1,137.53 $ 162.50 7 4 yd 4.00 6.00 $ 176.05 $ 352.09 $ 528.14 $ 704.18 $ 880.23 $1,056.28 $ 1,232.32 $ 176.05

8 5 yd 5.00 6.00 $ 189.59 $ 379.18 $ 568.76 $ 758.35 $ 947.94 $1,137.53 $ 1,327.12 $ 189.59 9 6 yd 6.00 6.00 $ 203.13 $ 406.26 $ 609.39 $ 812.52 $1,015.65 $1,218.78 $ 1,421.91 $ 203.13

Recycling Monthly Rates

Each Addl Line Size Pickups Per Week Pickup CY ECU 1 2 3 4 5 6 7 (per Bin)

1 65 Gal 0.32 1.00 $ 12.35 $ 24.68 $ 37.03 $ 49.35 $ 61.70 $ 74.03 $ 86.35 $ 12.35 2 96 Gal 0.48 1.00 $ 13.38 $ 26.75 $ 40.13 $ 53.50 $ 66.88 $ 80.25 $ 93.63 $ 13.38 3 1 yd 1.00 6.00 $ 67.71 $ 135.42 $ 203.13 $ 270.84 $ 338.55 $ 406.26 $ 473.97 $ 67.71 4 1.5 yd 1.50 6.00 $ 71.10 $ 142.19 $ 213.29 $ 284.38 $ 355.48 $ 426.57 $ 497.67 $ 71.10 5 2 yd 2.00 6.00 $ 74.48 $ 148.96 $ 223.44 $ 297.92 $ 372.41 $ 446.89 $ 521.37 $ 74.48 6 3 yd 3.00 6.00 $ 81.25 $ 162.50 $ 243.76 $ 325.01 $ 406.26 $ 487.51 $ 568.76 $ 81.25 7 4 yd 4.00 6.00 $ 88.02 $ 176.05 $ 264.07 $ 352.09 $ 440.12 $ 528.14 $ 616.16 $ 88.02 8 5 yd 5.00 6.00 $ 94.79 $ 189.59 $ 284.38 $ 379.18 $ 473.97 $ 568.76 $ 663.56 $ 94.79 9 6 yd 6.00 6.00 $ 101.57 $ 203.13 $ 304.70 $ 406.26 $ 507.83 $ 609.39 $ 710.96 $ 101.57 191 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement D-1 Exhibit D-2 – Maximum Base Rates Refuse/ Organics Monthly Rates Each Addl Pickups Per Week Line Size Pickup CY ECU 1 2 3 4 5 6 7 (per Bin) 1 65 Gal 0.32 1.00 $ 18.25 $ 36.45 $ 54.70 $ 72.90 $ 91.10 $ 109.35 $ 127.55 $ 18.25 2 96 Gal 0.48 1.00 $ 19.80 $ 39.55 $ 59.30 $ 79.05 $ 98.80 $ 118.55 $ 138.30 $ 19.80 3 1 yd 1.00 6.00 $ 100.00 $ 200.00 $ 300.00 $ 400.00 $ 500.00 $ 600.00 $ 700.00 $ 100.00 4 1.5 yd 1.50 6.00 $ 105.00 $ 210.00 $ 315.00 $ 420.00 $ 525.00 $ 630.00 $ 735.00 $ 105.00 5 2 yd 2.00 6.00 $ 110.00 $ 220.00 $ 330.00 $ 440.00 $ 550.00 $ 660.00 $ 770.00 $ 110.00 6 3 yd 3.00 6.00 $ 120.00 $ 240.00 $ 360.00 $ 480.00 $ 600.00 $ 720.00 $ 840.00 $ 120.00 7 4 yd 4.00 6.00 $ 130.00 $ 260.00 $ 390.00 $ 520.00 $ 650.00 $ 780.00 $ 910.00 $ 130.00 8 5 yd 5.00 6.00 $ 140.00 $ 280.00 $ 420.00 $ 560.00 $ 700.00 $ 840.00 $ 980.00 $ 140.00 9 6 yd 6.00 6.00 $ 150.00 $ 300.00 $ 450.00 $ 600.00 $ 750.00 $ 900.00 $ 1,050.00 $ 150.00

Recycling Monthly Rates Pickups Per Week Each Addl Line Size CY ECU 1 2 3 4 5 6 7 Pickup

1 65 Gal 0.32 1.00 $ 9.13 $ 18.23 $ 27.35 $ 36.45 $ 45.55 $ 54.68 $ 63.78 $ 9.13 2 96 Gal 0.48 1.00 $ 9.90 $ 19.78 $ 29.65 $ 39.53 $ 49.40 $ 59.28 $ 69.15 $ 9.90 3 1 yd 1.00 6.00 $ 50.00 $ 100.00 $ 150.00 $ 200.00 $ 250.00 $ 300.00 $ 350.00 $ 50.00 4 1.5 yd 1.50 6.00 $ 52.50 $ 105.00 $ 157.50 $ 210.00 $ 262.50 $ 315.00 $ 367.50 $ 52.50 5 2 yd 2.00 6.00 $ 55.00 $ 110.00 $ 165.00 $ 220.00 $ 275.00 $ 330.00 $ 385.00 $ 55.00 6 3 yd 3.00 6.00 $ 60.00 $ 120.00 $ 180.00 $ 240.00 $ 300.00 $ 360.00 $ 420.00 $ 60.00 7 4 yd 4.00 6.00 $ 65.00 $ 130.00 $ 195.00 $ 260.00 $ 325.00 $ 390.00 $ 455.00 $ 65.00 8 5 yd 5.00 6.00 $ 70.00 $ 140.00 $ 210.00 $ 280.00 $ 350.00 $ 420.00 $ 490.00 $ 70.00 9 6 yd 6.00 6.00 $ 75.00 $ 150.00 $ 225.00 $ 300.00 $ 375.00 $ 450.00 $ 525.00 $ 75.00

192 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement D-2 Exhibit E – Rate Adjustment Example

Example 1 – Calculation of Service Component

CPI - December 2017 253.569 CPI – December 2018 259.1 Percent change in CPI 2.2%

Example 2 – Calculation of Fuel Component

PPI – December 2017 118.7 PPI – December 2018 114.5 Percent change in PPI -3.5%

Example 3 – Calculation of Disposal Component

Current year tipping fee $55.00 Prior year tipping fee $57.00 Percent change in tipping fee 3.6%

Example 4 – Calculation of Rate Adjustment Percentage Weighted Rate Component Relative Weight Adjustment Factor Adjustment Percentage Service 65% 2.2% 1.4% Fuel 5% -3.5% -0.2% Disposal 30% 3.6% 1.1% Weighted Rate Adjustment Percentage 2.3%

193 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement E-1 EXHIBIT F-1 INSURANCE REQUIREMENTS FRANCHISE AGREEMENT

“WORKERS’ COMPENSATION” INSURANCE

1.1 At its own expense, CONTRACTOR shall obtain, pay for, and maintain— and shall require each of its Subcontractors to obtain and maintain— for the duration of this Agreement:

(A) Complete Workers’ Compensation insurance, meeting or exceeding the coverages and amounts that California law requires; and

(B) Employer’s Liability insurance in an amount not less than: (1) ONE MILLION DOLLARS ($1,000,000) per accident for bodily injury or disease; (2) ONE MILLION DOLLARS ($1,000,000) per employee for bodily injury or disease; and (3) ONE MILLION DOLLARS ($1,000,000) policy limit.

1.2 CONTRACTOR shall provide CITY with a “certificate of insurance” and a subrogation endorsement, “Waiver of Our Right to Recover From Others”— on forms satisfactory to the City Attorney or City’s Risk Manager, and signed by the insurance carrier or its authorized representative— which fully meet the requirements of, and contain provisions entirely consistent with, this Agreement’s workers’ compensation insurance requirements.

1.3 CITY shall not be liable to CONTRACTOR’s personnel, or anyone CONTRACTOR directly or indirectly employs or uses, for a claim at law or in equity arising out of CONTRACTOR’s failure to comply with this Agreement’s workers’ compensation insurance requirements.

194 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement F-1 EXHIBIT F-2 INSURANCE REQUIREMENTS FRANCHISE AGREEMENT

“COMMERCIAL GENERAL LIABILITY” OR “BUSINESSOWNERS LIABILITY” INSURANCE

1.1 At its own expense, CONTRACTOR shall obtain, pay for, and maintain— and shall require each of its Subcontractors to obtain and maintain— a “Commercial General Liability” or a “Businessowners Liability” insurance policy on an occurrence basis to fully protect CONTRACTOR and CITY from claims and suits for bodily injury, personal and advertising injury, property damage, and medical payments. The policy must add the City of Glendale and its officers, agents, employees, and representatives (collectively, “CITY AND ITS REPRESENTATIVES”) as additional insureds.

1.2 Coverage afforded to CITY AND ITS REPRESENTATIVES must be at least as broad as that afforded to CONTRACTOR. If CONTRACTOR has higher limits than the limits specified in these insurance requirements, or has additional broader coverage, or has both, the insurer shall make available the higher limits and broader coverage to CITY AND ITS REPRESENTATIVES. The insurance must be written for the limits of liability specified below:

(A) FIVE MILLION DOLLARS ($5,000,000) per occurrence, or the full per occurrence limits of the policy― whichever limit is greater― for bodily injury (including accidental death) to any one person;

(B) FIVE MILLION DOLLARS ($5,000,000) per occurrence, or the full per occurrence limits of the policy― whichever limit is greater― for personal and advertising injury to any one person;

(C) FIVE MILLION DOLLARS ($5,000,000) per occurrence, or the full per occurrence limits of the policy― whichever limit is greater― for property damage; and

(D) TEN MILLION DOLLARS ($10,000,000) general aggregate limit, or the full aggregate limits of the policy― whichever limit is greater.

1.3 The liability insurance must include all major divisions of coverage and must cover:

(A) Premises Operations (including Explosion, Collapse, and Underground [“X,C,U”] coverages as applicable);

(B) Products and Completed Operations (maintain same limits as above until five (5) years after: recordation of the Notice of Completion or final close- out of the Agreement);

(C) Personal and Advertising Injury (with Employer’s Liability Exclusion deleted);

195 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement F-2 (D) Contractual Liability; and

(E) Broad Form Property Damage.

1.4 CONTRACTOR shall provide CITY with a “certificate of insurance” and an “additional insured endorsement”— on forms satisfactory to the City Attorney or City’s Risk Manager, and signed by the insurance carrier or its authorized representative— which fully meet the requirements of, and contain provisions entirely consistent with, all of the Insurance Requirements.

1.5 The “certificate of insurance” and an “additional insured endorsement” must state:

“The City of Glendale, and its officers, agents, employees, and representatives are included as additional insureds under the policy(s). This insurance is primary to all other insurance of the City. The City’s insurance, or self-insurance, or both, will apply in excess of— and will not contribute with— this insurance. This insurance applies separately to each insured or additional insured who is seeking coverage, or against whom a claim is made or a suit is brought. The issuing company shall mail thirty (30) days advance notice to the City for any policy cancellation, termination, non-renewal, or reduction in coverage.”

196 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement F-3 EXHIBIT F-3 INSURANCE REQUIREMENTS FRANCHISE AGREEMENT

“BUSINESS AUTOMOBILE” LIABILITY INSURANCE

1.1 At its own expense, CONTRACTOR shall obtain, pay for, and maintain— and shall require each of its Subcontractors to obtain and maintain— a “Business Automobile” insurance policy on an occurrence basis to fully protect CONTRACTOR and CITY from claims and suits for bodily injury, property damage, and medical payments. The policy must add the City of Glendale and its officers, agents, employees, and representatives as additional insureds.

1.2 The insurance must not be written for less than the limits of liability specified below or required by law, whichever coverage amount is greater:

(A) FIVE MILLION DOLLARS ($5,000,000) per occurrence for bodily injury (including accidental death) to any one person; and

(B) FIVE MILLION DOLLARS ($5,000,000) per occurrence for property damage; or

(C) TEN MILLION DOLLARS ($10,000,000) combined single limit (“CSL”).

1.3 The liability insurance must include all major divisions of coverage and must cover all vehicles, whether rented, leased, hired, scheduled, owned or non-owned.

1.4 CONTRACTOR shall provide CITY with a “certificate of insurance” and an “additional insured endorsement”— on forms satisfactory to the City Attorney or City’s Risk Manager, and signed by the insurance carrier or its authorized representative— which fully meet the requirements of, and contain provisions entirely consistent with, all of the Insurance Requirements.

1.5 The “certificate of insurance” and an “additional insured endorsement” must state:

“The City of Glendale, and its officers, agents, employees, and representatives are included as additional insureds under the policy(s). This insurance is primary to all other insurance of the City. The City’s insurance, or self-insurance, or both, will apply in excess of— and will not contribute with— this insurance. This insurance applies separately to each insured or additional insured who is seeking coverage, or against whom a claim is made or a suit is brought. The issuing company shall mail thirty (30) days advance notice to the City for any policy cancellation, termination, non-renewal, or reduction in coverage.”

197 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement F-4 EXHIBIT F-4 INSURANCE REQUIREMENTS FRANCHISE AGREEMENT

Contractors Pollution Liability Insurance (CPL)

1.1 Contractor or Subcontractor shall obtain, pay for, and maintain for the duration of the Contract Contractors Pollution Liability insurance that provides coverage for liability caused by pollution conditions arising out of the operations of the Contractor. Coverage must be included on behalf of the insured for covered claims arising out of the actions of independent contractors. If the insured is using Subcontractors, the policy must include work performed “by or on behalf” of the insured.

1.2 The policy limit must provide coverage of no less than FIVE million dollars ($5,000,000) per claim and in the aggregate. Coverage must apply to on- site, under-site, or off-site bodily injury and property damage and regulatory fines.

1.3 All activities contemplated in the Contract must be specifically scheduled on the CPL policy as “covered operations.” In addition, the policy must provide coverage for the hauling of waste from the Project site to the final disposal location, including non-owned disposal sites.

1.4 The policy must specifically provide for a duty to defend on the part of the insurer. City, its officers, agents, employees, and representatives must be added to the policy as additional insureds by endorsement. Coverage afforded to “City and its representatives” must be at least as broad as that afforded to Contractor. If Contractor has higher limits than the limits specified in these insurance requirements, or has additional broader coverage, or has both, the insurer shall make available the higher limits and broader coverage to “City and its representatives.”

198 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement F-5 EXHIBIT F-5 INSURANCE REQUIREMENTS FRANCHISE AGREEMENT

GENERAL REQUIREMENTS

1.1 At all times, the insurance company issuing the policy must meet all three of these requirements:

(A) It must be “admitted” insurer by the State of California Department of Insurance or must be listed on the California Department of Insurance’s “List of Approved Surplus Line Insurers” (“LASLI”); (B) It must be domiciled within, and organized under the laws of, a State of the United States; and (C) It must carry a minimum A.M. Best Company Financial Strength Rating of “A:VII,” or better.

1.2 If the Agreement requires any of the foregoing insurance coverages to remain in force after the Final Payment, and if they are reasonably available, CONTRACTOR shall submit to CITY— with the final Application for Payment— all certificates and additional insured endorsements evidencing the coverages’ continuation.

1.3 CONTRACTOR must provide written notice of any change in deductible or self-insured retention. The insurance company or its authorized representative must state either on the insurance certificate or in a separate correspondence:

(A) The amount of the deductible, or self-insured retention, or both;

(B) Whether a limit of insurance has been lowered by any pending or paid claim; and

(C) The current limit amount, as lowered by the pending or paid claim.

1.4 Despite any conflicting or contrary provision in CONTRACTOR’s insurance policy: (A) If CONTRACTOR’s insurance company adds CITY, and its officers, agents, employees, and representatives (collectively, “its representatives”) as additional insureds, then for all acts, errors, or omissions of CITY, or its representatives, or both, that insurer shall: (1) Pay those sums that CITY, or its representatives, or both, become legally obligated to pay as damages; and (2) Defend— and pay the costs of defending— CITY, or its representatives, or both;

(B) CONTRACTOR’s insurance is primary;

199 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement F-6 (C) Other insurance (whether primary, excess, contingent or self-insurance, or any other basis) available to CITY, or its representatives, or both, is excess over CONTRACTOR’s insurance;

(D) CITY’s insurance, or self-insurance, or both, will not contribute with CONTRACTOR’s insurance policy;

(E) CONTRACTOR and CONTRACTOR’s insurance company waive— and shall not exercise— any right of recovery or subrogation that CONTRACTOR or the insurer may have against CITY, or its representatives, or both;

(F) CONTRACTOR’s insurance policy applies separately to each insured or additional insured who is seeking coverage, or against whom a claim is made or suit is brought, except that the naming of multiple insureds will not increase an insurance company’s limits of liability;

(G) CONTRACTOR’s insurance policy applies to a claim or suit brought by an additional insured against a Named Insured or other insured, arising out of bodily injury, personal injury, advertising injury, or property damage; and

(H) CITY is not liable for a premium payment or another expense under CONTRACTOR’s policy.

1.5 At any time during the duration of this Agreement, CITY may review this Agreement’s insurance coverage requirements.

1.6 CONTRACTOR shall maintain the insurance policy without interruption, from the Project’s commencement date to the Final Payment date, or until a date that CITY specifies for any coverage that CONTRACTOR must maintain after the Final Payment.

1.7 CONTRACTOR’s insurance company or self-insurance administrator shall mail CITY written notice at least thirty (30) days in advance of the policy’s or the self-insurance program’s cancellation, termination, non-renewal, or reduction in coverage.

1.8 CONTRACTOR shall not allow any insurance to expire, cancel, terminate, lapse, or non-renew. Twenty-one (21) days before its insurance policy’s expiration, cancellation, termination, or non-renewal, CONTRACTOR shall deliver to CITY evidence of the required coverage as proof that CONTRACTOR’s insurance policy has been renewed or replaced with another insurance policy which, during the duration of this Agreement, meets all of this Agreement’s insurance requirements.

1.9 At any time, upon CITY’s request, CONTRACTOR shall furnish satisfactory proof of each type of insurance coverage required— including a certified copy of the insurance policy or policies; certificates, endorsements, renewals, or replacements; and documents comprising CONTRACTOR’s self-insurance program— all in a form and content acceptable to the City Attorney or City’s Risk Manager.

200 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement F-7 1.10 If CONTRACTOR hires, employs, or uses a Subcontractor to perform work, services, operations, or activities on CONTRACTOR’s behalf, CONTRACTOR shall ensure that the Subcontractor:

(A) Meets, and fully complies with, this Agreement’s insurance requirements;

(B) Delivers to CITY— for its review, or approval, or both— all insurance policies, certificates, and endorsements that this Agreement requires; and

(C) Furnishes CITY, at any time upon its request, with a complete copy of the Subcontractor’s insurance policy or policies for CITY’s review, or approval, or both.

1.11 CONTRACTOR’s failure to comply with an insurance provision in this Agreement constitutes a breach upon which CITY may immediately terminate or suspend CONTRACTOR’s performance of this Agreement, or invoke another remedy that this Agreement or the law allows. At its discretion, CITY may obtain or renew the insurance, and CITY may pay all or part of the premiums. Upon demand, CONTRACTOR shall repay CITY for all sums or monies that CITY paid to obtain, renew, or reinstate the insurance, or CITY may offset the cost of the premium against any sums or monies that CITY may owe CONTRACTOR.

201 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement F-8 EXHIBIT F-6 INSURANCE REQUIREMENTS FRANCHISE AGREEMENT

CONTRACTOR’S SUBMITTAL OF CERTIFICATES AND ENDORSEMENTS

1.1 CONTRACTOR shall have its insurance carrier(s) or self-insurance administrator(s) complete and execute the following insurance documents, unless an exception below applies. When CONTRACTOR signs and delivers the Agreement to CITY, CONTRACTOR also shall deliver:

(A) A “certificate of insurance” for each required liability insurance coverage;

(B) An additional insured endorsement for Commercial General Liability coverage or Businessowners Liability coverage and Automobile Liability & Pollution Liability coverage, unless this Agreement does not require CONTRACTOR to obtain and maintain Commercial General Liability coverage, Businessowners Liability coverage, Automobile Liability or Pollution Liability coverage;

(C) A “certificate of insurance” for Workers’ Compensation insurance; or If CONTRACTOR is self-insured for workers’ compensation, a copy of the “Certificate of Consent to Self-insure” from the State of California; or If CONTRACTOR is lawfully exempt from workers’ compensation laws, an “Affirmation of Exemption from Labor Code §3700” form;

(D) A subrogation endorsement, “Waiver of Our Right to Recover From Others,” for Workers’ Compensation coverage; and

1.2 CITY will neither sign this Agreement nor issue a “Notice to Proceed” until the City Attorney or City’s Risk Manager has reviewed and approved the insurance documents. CITY's decision as to the acceptability of all insurance documents is final. Unless CONTRACTOR obtains CITY’s written approval, CITY will not permit or allow a substitution of an insurance policy, or a change in a certificate’s or an endorsement’s form and content, or both.

INSURANCE OBLIGATION IS SEPARATE FROM INDEMNITY OBLIGATION

2.1 This Agreement’s insurance provisions:

(A) Are separate and independent from the indemnification and defense provisions in Article 13 of the Agreement; and

202 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement F-9 (B) Do not limit, in any way, the applicability, scope, or obligations of the indemnification and defense provisions in Article 13 of the Agreement.

203 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement F-10 Exhibit G - Performance Bond

PERFORMANCE BOND Bond No.: Premium Amount: $ Bond’s Effective Date: RECITALS:

1. The City of Glendale, California (“City”), has awarded to

(Name, address, and telephone of Contractor)

(“Principal”), a contract entitled, “Agreement for Business and Multi-Family Solid Waste Collection Service in Zone ___

(the “Contract”) for the Work described as follows: Collection of Solid Waste, Recyclable Materials, and

Organic Materials and deliver such material for processing, at the approved facilities that are generated within the city of Glendale in accordance with the Contract.

2. Principal is required under the terms of the Contract— and all contract documents referenced in it (“Contract Documents”)— to furnish a bond guaranteeing Principal’s faithful performance of the Work. 3. The Contract and Contract Documents, including all their amendments and supplements, are incorporated into this Bond and made a part of it by this reference. OBLIGATION:

THEREFORE, for value received, We, Principal and

(Name, address, and telephone of Surety)

(“Surety”), a duly admitted surety insurer under California’s laws, agree as follows: By this Bond, We jointly and severally obligate and bind ourselves, and our respective heirs, executors, administrators, successors, and assigns to pay City the penal sum of _____ Dollars ($ ) (“the Bonded Sum”), this amount comprising not less than the total Contract Sum, in lawful money of the United States of America.

The California Licensed Resident Agent for Surety is:

204 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement G-1

(Name, address, and telephone) ______. Registered Agent’s California Department of Insurance License No. .

THE CONDITION OF THIS BOND’S OBLIGATION IS THAT, if Principal promptly and faithfully performs the undertakings, terms, covenants, conditions, and agreements in the Contract and Contract Documents (including all their amendments and supplements), all within the time and in the manner that those documents specify, then this obligation becomes null and void. Otherwise, this Bond remains in full force and effect, and the following terms and conditions apply to this Bond: 1. This Bond specifically guarantees Principal’s performance of each obligation and all obligations under the Contract and Contract Documents, as they may be amended and supplemented— including, but not limited to, Principal’s liability for liquidated damages, Warranties, Guarantees, Correction, and Maintenance obligations as specified in the Contract and Contract Documents— except that Surety’s total obligation, as described here, will not exceed the Bonded Sum. 2. For those obligations of Principal that survive Final Completion of the Work described in the Contract and Contract Documents, the guarantees in this Bond also survive Final Completion of the Work. 3. When City declares that Principal is in default under the Contract, or Contract Documents, or both, Surety shall promptly: (a) remedy the default; (b) complete the Project according to the Contract Documents’ terms and conditions then in effect; or (c) using a procurement methodology approved by City, select a contractor or contractors— acceptable to City— to complete all of the Work, and arrange for a contract between the contractor(s) and City. Surety shall make available, as the Work progresses, sufficient funds to pay the cost of completion less the balance of the Contract Sum, and to pay and perform all obligations of Principal under the Contract and Contract Documents— including other costs and damages for which Surety is liable under this Bond— except that Surety’s total obligation, as described here, will not exceed the Bonded Sum. 4. An alteration, modification, change, addition, deletion, omission, agreement, or supplement to the Contract, Contract Documents, or the nature of the Work performed under the Contract or Contract Documents— including, without limitation, an extension of time for performance— does not, in any way, affect Surety’s obligations under this Bond. Surety waives any notice of alteration, modification, change, addition, deletion, omission, agreement, supplement, or extension of time. 5. Surety’s obligations under this Bond are separate, independent from, and not contingent upon any other surety’s guaranteeing Principal’s faithful performance of the Work.

6. No right of action accrues on this Bond to any entity other than City or its successors and assigns.

7. If an action at law or in equity is necessary to enforce or interpret this Bond’s terms, Surety must pay— in addition to the Bonded Sum— City’s reasonable attorneys’ fees and litigation costs, in an amount the court fixes. Principal and Surety agree that this Bond is not a part of the Contract, this Bond is a separate obligation of the Principal and its Surety, and any attorneys’ fee provision contained in this Bond does not apply to the Contract. If any litigation occurs between the parties arising from the breach of the Contract, each party will bear its own attorneys’ fees in the litigation. 8. Surety shall mail City written notice at least 30 days before: (a) the effective date on which the Surety will cancel, terminate, or withdraw from this Bond; or (b) this Bond becomes void or unenforceable for any reason.

205 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement G-2 [Signatures on following page]

On the date set forth below, Principal and Surety duly executed this Bond, with the name of each party appearing below and signed by its representative(s) under the authority of its governing body. Date:

PRINCIPAL: SURETY:

(Company Name) (Company Name)

(Signature) (Signature) By: By:

(Name) (Name) Its: Its:

(Title) (Title)

Address for Serving Notices or Other Documents: Address for Serving Notices or Other Documents:

CORPORATE SEAL CORPORATE SEAL

206 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement G-3

. THIS BOND MUST BE EXECUTED IN TRIPLICATE. . EVIDENCE MUST BE ATTACHED OF THE AUTHORITY OF ANY PERSON SIGNING AS ATTORNEY-IN- FACT. . THE PRINCIPAL’S AND ATTORNEY-IN-FACT’S SIGNATURE MUST BE NOTARIZED. . A CORPORATE SEAL MUST BE IMPRESSED ON THIS FORM WHEN THE PRINCIPAL, OR THE SURETY, OR BOTH, ARE A CORPORATION.

APPROVED AS TO SURETY AND APPROVED AS TO FORM: AMOUNT OF BONDED SUM:

By By Director of Public Works City Attorney

207 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement G-4 BOND ACKNOWLEDGMENT FOR SURETY’S ATTORNEY-IN-FACT

A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

STATE OF CALIFORNIA ) ) ss. COUNTY OF )

On this day of , 20 , before me, (name), a Notary Public for said County, personally appeared (name), who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to this instrument as the attorney in fact of , and acknowledged to me that he/she subscribed the name of thereto as principal, and his/her own name as attorney in fact.

Notary Public

SEAL

208 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement G-5 EXHIBIT H

PERFORMANCE REVIEW

Firm Qualifications

Unless waived or modified by mutual written agreement between the Parties, all firms or persons conducting any performance review or audit shall satisfy the following criteria:

1. Like Experience. Must demonstrate experience performing performance reviews or audits of similar scope, complexity, and magnitude as provided in the Agreement within six (6) years of a given performance review.

2. Substantive Knowledge. Must demonstrate experience (i) interpreting contractual requirements for the purposes of conducting performance reviews or audits; (ii) conducting performance reviews or audits in the waste and recycling industry; (iii) interpreting state and local laws pertaining to the waste and recycling industry; and (iv) understanding the operational limitations placed on solid waste management firms in the normal course of business.

3. Municipal Expertise. Must demonstrate experience conducting performance reviews or audits for at least two (2) municipal clients of a size equal to or greater than that of the City.

4. Contractor Expertise. Must demonstrate experience conducting internal performance reviews or audits of at least two (2) solid waste management companies similar to Contractor, provided that experience with companies of a size smaller than Contractor shall not be disqualifying. For the avoidance of doubt, internal performance reviews or audits for the purposes of this requirement shall not include reviews or audits where a governmental entity selected the firm to conduct an internal review or audit of a solid waste management company.

5. No Conflicts of Interest; Independence. Must demonstrate no actual or potential conflicts of interest. For the purpose of these qualifications, a firm or person shall have a “conflict of interest” upon any of the following:

5.1 The firm or person participated in, or consulted the City or Contractor in connection with, any contract or amendment discussions involving this Agreement;

5.2 The firm or person provided assistance to the City or Contractor in connection with matters relating to municipal waste management issues within the City at any time three (3) years prior to the start of a performance review or audit except where the only preceding assistance rendered to the City or Contractor was in connection with a performance review or audit under this Agreement; or

209 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement H-1 5.3 The firm or person was directly or indirectly employed by the City or Contractor for a period of three (3) years prior to the performance review or audit for which they are engaged unless the only prior employment relationship with the City or Contractor during said period involved a performance review or audit.

210 of 221 City of Glendale Business and Multi-Family Solid Waste Collection Agreement H-2

www.r3cgi.com

Northern California Office 1512 Eureka Road, Suite 220, Roseville, CA 95661 Tel: 916-782-7821 | Fax: 916-782-7824

July 19, 2021

Mr. Michael J. Garcia Office of the City Attorney City of Glendale 613 E Broadway, Suite 220 Glendale, CA 91206

Subject: Final Report of Solid Waste Franchise Fee Valuation Analysis

Dear Mr. Garcia: R3 Consulting Group, Inc. (R3) was engaged by the City of Glendale (City) to provide the City with an analysis of the valuation of franchise fees and AB 939 fees for the City’s anticipated commercial solid waste collection services franchises. The recent Zolly vs. Oakland case indicates a need to establish evidence that franchise fees have a reasonable relationship to the value of the franchise rights conveyed. In particular, since franchise fees are generally deposited into a city’s general fund, there is legal concern of generating excess franchise fees to over-subsidize other departments and city operations. A key aspect of the ruling is to determine the value of community benefits received from the franchise fee. AB 939 fees were authorized to be collected to pay for the implementation and management of recycling initiatives required by AB 939. While these fees are typically used directly for solid waste and recycling programs and have not yet been directly addressed by the courts, there is nevertheless a general requirement that any AB 939 fees generated should not exceed the reasonable amount needed to offset associated solid waste and recycling efforts. This letter report presents the results of our analysis. Summary of Findings R3 approached this analysis by calculating maximum fees that the City could generate based on two significant City factors: (1) the recoverable costs borne by the City for managing commercial (meaning in this report both commercial and multi-family residential) solid waste programs, and (2) the value of the property rights associated with the collection of solid waste containers from the public-right-of-way in the City. This analysis includes justification for the AB 939 fee and franchise fee separately based upon a commonsense nexus between activities that are clearly solid waste-related provision of services versus those that are related with the value of property and other rights associated with the franchises. R3 finds that the City can maximally justify $3,187,375 for the annual AB 939 Fees and a maximum of $1,735,529 in annual Franchise Fees for the new commercial franchises. R3 recommends that the City consider a reasonably conservative approach by setting fees below these maximums given that our findings include certain assumptions for which reasonable ranges may exist. The City may allow the commercial franchisees to pass the costs of Franchise Fees, AB 939 Fees (and other cost-of-service fees, as applicable) on to ratepayers via the rates. For the City’s new commercial franchises, this would require adjustment to the base rates calculated by the City. This can be achieved by adjusting the base rates by a percentage that is proportionate to the amount of the Fees compared to base rate revenues. Applying that percentage adjustment to the base rates preserves the City’s desired rate

211 of 221 Mr. Michael J. Garcia Final Report of Solid Waste Franchise Fee Valuation Analysis July 19, 2021 Page 2 of 10 structure (meaning the relationships between container sizes and collection frequency) and is also the industry standard methodology for addressing the rate impacts of such fees. City’s Recoverable Costs R3 estimated the City costs that could be recovered through franchise fees and AB 939 fees by quantifying the costs associated with commercial solid waste services. These costs were quantified based on specific City services that can be reasonably linked to the commercial portion of solid waste sector, which included commercial refuse vehicle street maintenance expenses and maintenance impacts (a.k.a. vehicle impact fees), street sweeping, stormwater trash capture, street tree trimming, and cleanup / litter abatement services were categorized as franchise fee expenses, at a total cost of $859,700. Outreach and education, city staffing and consulting needs, and management and operations costs were categorized as AB 939 fee expenses, at a total cost of $3,187,375. We used data provided by the City including a projection of future staffing costs1 and relevant City budget and expense reports. Estimated Value of Property Rights R3 also estimated the value of the property rights associated with the collection of solid waste containers from the public-right-of-way in the City. For this analysis, R3 estimated the number of square feet of area used for set-out and collection of solid waste containers from the City’s businesses along the public-right- of-way yielding an estimated 76,407 square feet used for set-out of solid waste containers from commercial accounts. To establish an estimated property value for those square feet, R3 used the City of Glendale and LA County property assessment data to identify comparable properties, namely land parcels/lots in the City meeting certain criteria described below. We selected 30 reasonably comparable properties, comprising roughly 14 acres of land, yielding an estimated assessed property value of $97.78 per square foot. R3 finds this value to be conservative because tax assessed values typically are lower than actual re-sale/replacement values. This analysis of property rights afforded yields a total value of property used at $7,471,000, for an annual amount of $875,829 when amortized over the 10-year term of the anticipated new commercial area franchise agreements via a leasing amortization approach. Estimated Maximum Fees In all, based on this analysis, the City could expect to maximally justify annual combined franchise and AB 939 fees of $4,922,904. Background The City’s current commercial solid waste collection program is an “open market” system, intended to provide a high level of business competition for commercial collection. No franchise fees are currently collected from the City’s commercial haulers. However, the City requires all commercial haulers to apply for an obtain a hauling permit for services within the City limits and has implemented an AB 939 fee on all commercial haulers to generate revenue to offset the cost of implementing and managing commercial solid waste collection programs. As the City moves forward to award new commercial area franchises, the City is seeking to establish justification for the magnitude of franchise fees and AB 939 fees that may be charged to the franchisees.

1 We have assumed that the future staffing costs provided by the City include code enforcement. 212 of 221 Mr. Michael J. Garcia Final Report of Solid Waste Franchise Fee Valuation Analysis July 19, 2021 Page 3 of 10

Franchise Fees Solid waste franchise fees are common in jurisdictions throughout California, with some or all of the resulting revenues typically transferred to the jurisdiction’s general fund. Most jurisdictions in California that have solid waste collection franchises, as the City intends, charge a franchise fee. What the City will be doing in terms of receiving a franchise fee payment from its franchised commercial waste hauler(s) is no different than what hundreds of jurisdictions throughout the State do. Requirements to Establish Rough Cost Basis for Franchise Fees Recent case law indicates a need to establish evidence that the franchise fees have a reasonable relationship to the value of the franchise rights conveyed. The primary focus of the proposed analysis is to determine the value of community benefits received from the franchise fee. Zolly v. City of Oakland2 In an opinion filed in the case of Zolly v. City of Oakland in March 2020, the California Court of Appeals held that contractual franchise fees negotiated between the City of Oakland and private solid waste providers must be reasonably related to the value of the franchise conveyed. The Court held that where a franchise fee does not exceed the reasonable value of the franchise rights conveyed, it is not a tax, but any part of the fee that exceeds the reasonable value of the franchise is a tax. The court reasoned that: “to qualify as a nontax ‘fee’ under [Proposition 26], a charge must satisfy both the requirement that it be fixed in an amount that is ‘no more than necessary to cover the reasonable costs of the governmental activity,’ and the requirement that ‘the manner in which those costs are allocated to a payor bear a fair or reasonable relationship to the payor’s burdens on, or benefits received from, the governmental activity.” On August 12, 2020, the California Supreme Court granted review of Zolly, and denied requests to depublish it. It therefore is persuasive, but not controlling authority, pending the Supreme Court's decision, which is expected in 2021 or 2022. In addition, an earlier California Supreme Court case (Jacks v. Santa Barbara), although not specific to solid waste franchise fees, stands for the general proposition that franchise fees must be correlated to the value of the franchise granted. Accordingly, public agencies should establish documentation that any franchise fees charged are reasonably related to the value of the franchise conveyed, which may include evidence of negotiations over the franchise fee, market surveys, or other reasonable indications of value. AB 939 Fees In addition to franchise fees, AB 939 fees are also common throughout California. Authorized by the Integrated Waste Management Act of 1989 (AB 939), AB 939 fees are used by jurisdictions to collect additional revenue to offset the cost of implementing the management requirements of AB 939 such as recycling initiatives to increase landfill diversion. Section 41901 of the California Public Resources Code (PRC) authorizes a city or county to “impose fees in amounts sufficient to pay the costs of preparing, adopting, and implementing an integrated waste management plan.” Furthermore, Section 41902 of the PRC adds that “a local agency may directly collect the fees authorized by this Chapter or may, by agreement, arrange for the fees to be collected by a solid waste hauler providing solid waste collection for the city or county.”

2 The City of Oakland’s ordinance approving the mixed materials and organics contract provided for an annual franchise fee of $25 million, and its residential recycling ordinance approved a franchise fee of $3 million, both subject to annual adjustments. 213 of 221 Mr. Michael J. Garcia Final Report of Solid Waste Franchise Fee Valuation Analysis July 19, 2021 Page 4 of 10

After AB 939 was enacted, the City implemented its own AB 939 fees on commercial haulers. The City’s Municipal Code Section 8.56.150 [AB 939 Fees] (B. Use of Fees) states: “The fees collected under this program are to be used exclusively to pay the costs of preparing, adopting and implementing the city’s integrated waste management plans developed pursuant to the State of California Integrated Waste Management Act of 1989 (AB 939), including the administration of the AB 939 fee program.” The City charges its open-market commercial haulers an AB 939 fee, currently set at 20% of gross receipts (originally set at 11%). Additionally, the City requires commercial haulers to pay for an annual hauling permit to perform work within City limits, which is currently set at $1,376, a 3.15% increase from the 2019 cost of $1,334 per hauler. As noted above, the City’s AB 939 fees do not offset costs to other City services but rather are used for expenses directly related to integrated waste management. In 2019, the City’s AB 939 fees and commercial hauling permits generated a total revenue of $2,026,080. Other Fees In addition to franchise fees and AB 939 fees, some jurisdictions apply additional separate fees for specific services. Examples include landfill surcharge fees, administrative fees, street sweeping fees and others. These fee components may be separate or may be combined into a single fee with revenue percentages for specific services. The City is also authorized to collect fees to pay for the requirements under SB 1383, which begins to go into effect on January 1, 2022 and which will require virtually all jurisdictions to generate additional revenue. Analysis For purpose of calculating maximum values for the City’s future franchise fee and AB 939 fee revenues generated from the proposed commercial franchise, R3 conducted two separate analyses: . Franchise Fee / AB 939 Fee Cost Recovery Analysis; and . Estimated Value of Property Rights Afforded. Franchise Fee / AB 939 Fee Cost Recovery Analysis The Franchise Fee / AB 939 Cost Recovery Analysis included quantifying the City costs associated with commercial solid waste services which either are currently recovered by AB 939 fees or which may be recovered via AB 939 fees and / or franchise fees. The first expense analyzed was the street maintenance and impacts associated with commercial refuse vehicles. Since that cost is directly related to solid waste management operations, the rationale is that it is reasonable to fund that expense through the solid waste rates, including franchise fees, as applicable. Refuse vehicle street maintenance expenses (impact fees) are charged by jurisdictions throughout the State. In addition to the impact of refuse vehicle on street maintenance costs, the activities listed below have been considered and quantified by certain other jurisdictions for purposes of supporting the reasonableness of existing franchise fees. We have outlined the rationale for justifying these as solid waste related activities and included the estimated commercial service area portion of associated costs in this preliminary analysis. For the franchise fee expenses: . Street Tree Maintenance – Trimming of street trees to maintain clearance for large vehicles, including refuse vehicles. This study assumes that the commercial franchises bear the proportion of these expenses related to commercial solid waste vehicle traffic. 214 of 221 Mr. Michael J. Garcia Final Report of Solid Waste Franchise Fee Valuation Analysis July 19, 2021 Page 5 of 10

. Stormwater Trash Capture and NPDES Overhead – Capturing trash and cleaning out capture devices to prevent trash from entering the stormwater system. This category also includes the proportionate share of overall program management and report for the City’s National Pollution Discharge Elimination System (NPDES) that pertain to trash capture maintenance activities. For this analysis, R3 has categorized trash capture activities in the commercial areas as being fully recoverable via commercial solid waste franchise fees based on the nexus that trash capture is a litter/trash collection activity, and therefore directly related to commercial solid waste activities. . Street Sweeping – Sweeping of streets to remove litter / debris, particularly before it enters the stormwater system. This analysis assumes that the commercial franchises bear the proportion of these expenses related to commercial solid waste vehicle traffic. For this analysis, R3 has categorized street sweeping activities in the commercial areas as being fully recoverable via commercial solid waste franchise fees based on the nexus that street sweeping is a litter/trash collection activity, and therefore directly related to commercial solid waste activities. . Commercial Refuse Vehicle Street Impacts – The proportionate share of impacts to the City’s streets that are due to commercial solid waste vehicle activities on commercial streets. This study assumes that the commercial franchises bear the proportion of these expenses related to commercial solid waste vehicle traffic and impacts. This analysis assumes a conservative average of 20,000 vehicle trips per day on a typical commercial street, with 4% of those trips made by heavy trucks, including solid waste collection vehicles. These assumptions are conservative and based on R3’s knowledge of best industry practices given lack of available information from the City. This further assumes that the commercial solid waste vehicles average the following number of daily passes down a typical commercial street each day to provide service:3 o Solid waste vehicles 4.2 o Recycling vehicles 0.6 o Organic material vehicles 0.5 . Cleanup / Litter Abatement – Litter, debris, illegal dumping cleaning and monitoring; commercial litter abatement activities with values provided by the City and for which further justification may be necessary. For the AB 939 fee expenses: . City Staffing and Consulting – City staffing to manage commercial solid waste services and consulting costs for commercial haulers. . Management and Operations – Other material costs, costs for services, outreach and education and consulting fees. In conducting this task, R3 used data providing by the City from its current draft pavement management plan and other information provided by the City. The results of the Franchise Fee Recovery Analysis are provided in Table 1. As shown, we have quantified a maximum total of $3,187,375 in current City costs directly related to the commercial solid waste service area that may be eligible for AB 939 Fee recovery, and $859,700 in current

3 The average number of daily trips commercial Solid Waste Collection Vehicles make on a typical commercial street are based on specific vehicle routing and mileage information provided by the City for its current operational configuration. 215 of 221 Mr. Michael J. Garcia Final Report of Solid Waste Franchise Fee Valuation Analysis July 19, 2021 Page 6 of 10

City costs that may be eligible for Franchise Fee recovery (before accounting for the value of the property rights afforded via franchise). In calculating AB 939 fees, the “Management and Operations” line item includes revenue from haulers that will not be part of the future districted commercial franchise. As such, “non-franchised” fee revenue was subtracted out as this revenue will be realized from non-franchised C&D / roll-off haulers, rather than from the new districted commercial franchise system being discussed here. This “non-franchised” fee revenue refers to C&D / roll-off projects and annual permit fees from haulers other than the four newly franchised haulers. Table 1 Cost Recovery Analysis Results

Estimated Category Annual Costs

AB 939 Fees City Staff and Consultants $1,323,000 Management and Operations $2,079,831 AB 939 Fees from Non-Franchised Hauler C&D Projects -$176,686 Non-Franchised Hauling Permit Fees -$38,770 TOTAL Potential AB 939 Fees $3,187,375

Franchise Fees Street Tree Trimming/Maintenance $2,200 Stormwater Trash Capture and NPDES $47,600 Street Sweeping $87,100 Commercial Refuse Vehicle Street Impacts $116,400 Cleanup/Litter Abatement $606,400 TOTAL Potential Franchise Fees $859,700

Estimated Value of Property Rights Afforded R3 estimated the value of the property rights that would be afforded to the City’s commercial franchised haulers. For this analysis, R3 only estimated the value of the property rights associated with the use of public-right-of-way property for the set-out and collection of solid waste containers (garbage, recycling, and organics) from the City’s estimated 4,729 commercial accounts. R3 did not seek to estimate or quantify the value of any other type of property rights and makes no assertion that this analysis is exhaustive of all values that may also be conveyed. As such, this analysis is conservative in that it is not inclusive of the economic opportunity represented by the commercial franchisees, nor the value of other property rights that may in fact be afforded to the commercial franchisees, such as use of the right-of-way for debris box collection, storage area or other uses (such as City parking lots). As shown below in Table 2, R3 estimates the value of the property rights that will be afforded to commercial franchised haulers to be approximately $7,471,000 the value of which is anticipated to be provided to the commercial franchisees over a period of 10 years, yielding an annual amount of $875,829 per year based on an assumed lease financing approach. The lease financing approach is this analysis is a proxy for the

216 of 221 Mr. Michael J. Garcia Final Report of Solid Waste Franchise Fee Valuation Analysis July 19, 2021 Page 7 of 10 potential rental value of the property rights afforded via the franchise agreement and does not convey any expectation of ownership. Table 2 Estimated Value of Property Rights Afforded

Number of Accounts 4,729

Square Feet per Account 116

Total Square Feet of Property Used 548,564

Percentage Time Used 35.71%

Percent of Accounts using Public-Right-of-Way 39.0%

Usage-Time Adjusted Square Feet Used 76,407*

Estimated Value per Square Foot $97.78**

Total Value of Property Rights Afforded (rounded to nearest $1,000) $7,471,000

Amortized over 10 Years (Leasing approach at 3% interest) $875,829 annually

*Square feet used per day, assuming use of area two and a half out of seven days a week. **The estimated value per square foot produced two different values depending on whether the LA County Tax Assessor or City of Glendale Tax Assessor is used. For purposes of this analysis an average value was used. This analysis is based on the following assumptions: . Commercial accounts use approximately 116 square feet for set out and collection based on the assumption of an average of two 3 cubic yard garbage bins being used by each customer (with one foot of surrounding clearance on all sides) as well as an average of two 96-gallon carts recycling carts being used (with 0.5 feet of surrounding clearance on all sides); . Commercial accounts use a set-out time of two and a half days week, based on information provided by City staff and based on R3’s industry experience and review of the City’s customer database; and . 39% of commercial accounts use the public-right-of-way for set-out of solid waste containers, based on a random sampling of ~2% of customers using visual-map based approach as well as information provided by City operating staff. R3 calculated an estimated re-sale/replacement value for those square feet using both the LA County Property Assessor and City of Glendale Property Assessor data with recent sales data to identify comparable properties in the City. The LA County and City of Glendale Assessor had minor differences in data, and an average of the two was used for this analysis. Using that data, R3 identified a sampling of 30 land parcels/lots resembling parking lots / public-right-of-way in the City, comprising 14 acres of land. These lots were selected based on: . Not containing any structures or buildings; . Being paved area or parking lot; and 217 of 221 Mr. Michael J. Garcia Final Report of Solid Waste Franchise Fee Valuation Analysis July 19, 2021 Page 8 of 10

. Being visually identified by R3 as being reasonably comparable to the public-right-of-way land used for the set-out and collection of solid waste containers. Additionally, we looked for lots having a recent sale value listed by the City of Glendale Property Assessor but found only five recent sales and only seven sales listed in general. The 30 properties identified by R3 are included via separate Excel workbook, including assessed value as listed in both LA County Property Assessor and City of Glendale Property Assessor data, square footage (based on acreage), and value per square foot. It should be noted that these 30 parcels are a sampling of properties that R3 assumes are reasonably representative for the purposes of this analysis but are not inclusive of all such properties in the City. Furthermore, since there was insufficient data to conduct this analysis using the most recent sale property values, we used the assessed property values, which are known to be generally lower than recent sales/market value in most cases. Using the per square foot values for the properties identified, R3 calculated an average commercial value of $97.78 per square foot (average of LA County and Glendale Assessor data). It should be noted that this approach to estimating the value of the property rights afforded to the franchisees is a new approach that was developed in 2020, and its defensibility has not been tested in the courts. As such, R3 recommends that the City consider setting fees below the maximum justification calculated and provided in this report.

Estimated Total Value of Fees for Commercial Franchise System The estimated total annual value of franchise fees and AB 939 fees that the City can justify is $4,922,904, with a maximum of $3,187,375 for the AB 939 Fees and a maximum of $1,735,529 in Franchise Fees (the sum of the $859,700 in Franchise Fees justified in Table 1 plus the 10-year property rights amortization value of $875,829 in Table 2). The City plans to divide the future commercial franchise system into four zones. As such, R3 estimated the combined franchise fees and AB 939 fees that the City should collect from each of the four zones, shown in Table 3 on the following page. R3 estimated the combined fee value for each zone by dividing the total citywide combined fee value by the total citywide number of accounts4, and then multiplied the result by the number of accounts in each respective zone. As an alternative fee allocation methodology, R3 allocated the fees based on the percentage of the projected annual rate revenue estimated to be generated by each respective zone. This alternative allocation of fees can be found in Table 4, on the following page. R3 recommends that these amounts be increased annually by the same percentage as allowed for annual increase in solid waste rates during the term of the franchise agreements. R3 was requested to translate the Franchise and AB 939 fees into a percentage basis. R3 used the values found in Table 4 to calculate the percentage of Franchise and AB 939 fees to be paid by the commercial franchised haulers based on base rate revenue (which also incorporated the admin, customer education, and edible food recovery fees). The fees were calculated as approximately 11.66% and 21.42%, respectively, of base rate revenue, as shown in Table 5 below. The Franchise Fee and AB 939 Fee values listed in Table 5 were calculated using the full percentages (out to 10 decimal places), however for future use, the Franchise Fee and AB 939 Fees should be rounded and applied at exactly 11.66% and 21.42%, respectively.

4 The City’s account data was provided via the Recyclist collection data platform. 218 of 221 Mr. Michael J. Garcia Final Report of Solid Waste Franchise Fee Valuation Analysis July 19, 2021 Page 9 of 10

Table 3 Combined Franchise Fee / AB 939 Fee Amounts by Zone (Account-based Allocation) Franchise AB 939 Fees Fees Total Combined Franchise Fee / AB 939 Fee Value $3,187,375 $1,735,529 Total Multi-Family, Business, and City Facility Accounts 4,729 4,729 Average Fee Value by Account $720 $367 Zone A Accounts 1,292 1,292 Zone A Combined Fee Value $870,816 $474,160 Zone B Accounts 1,183 1,183 Zone B Combined Fee Value $797,349 $434,158 Zone C Accounts 1,021 1,021 Zone C Combined Fee Value $688,160 $374,704 Zone D Accounts 1,233 1,233 Zone D Combined Fee Value $831,050 $452,507

Table 4 Combined Franchise Fee / AB 939 Fee Amounts by Zone (Revenue-based Allocation)

AB 939 Fees Franchise Fees

Total Combined Franchise Fee / AB 939 Fee Value $3,187,375 $1,735,529 Total Multi-Family, Business, and City Facility Accounts 4,729 4,729 Zone A Accounts 1,292 1,292 Zone A Combined Fee Value $822,783 $448,006 Zone B Accounts 1,183 1,183 Zone B Combined Fee Value $854,086 $465,051 Zone C Accounts 1,021 1,021 Zone C Combined Fee Value $743,635 $404,910 Zone D Accounts 1,233 1,233 Zone D Combined Fee Value $766,871 $417,562

Table 5 Combined Franchise Fee / AB 939 Fee Amounts by Zone (By Percentage) Approximate Approximate Zones Franchise Fee Current Franchise AB 939 Fee Current AB 939 Total Fee Value Fee Value A 11.66% $448,006 21.42% $822,783 $1,270,789 B 11.66% $465,051 21.42% $854,086 $1,319,137 C 11.66% $404,910 21.42% $743,635 $1,148,545 D 11.66% $417,562 21.42% $766,871 $1,184,433 Total $1,735,529 $3,187,375 $4,922,904 219 of 221 Mr. Michael J. Garcia Final Report of Solid Waste Franchise Fee Valuation Analysis July 19, 2021 Page 10 of 10

Limitations This analysis is based on certain estimates and assumptions for which reasonable ranges exist. Changes to those estimates or assumptions may materially impact the resulting findings. * * * * * * * We appreciate the opportunity to be of assistance to the City. Should you have any questions regarding this report, please contact me by phone at (510) 292-0853 or by email at [email protected]. Sincerely,

R3 CONSULTING GROUP Garth Schultz | Principal

220 of 221 Exhibit 4 - R3 Rate Methodology Edible Food Admin Fee (10-year revenue Customer Education Recovery Revenue Including Percentage Zones Base Rate Revenue Franchise Fee AB 939 Fee recovery) Program Fee Program Fee Fees Difference A $ 3,840,792 $ 448,006 $ 822,783 $ 12,339 $ 38,721 $ 38,721 $ 5,201,362 35.42% B $ 3,986,916 $ 465,051 $ 854,086 $ 12,808 $ 40,194 $ 40,194 $ 5,399,249 35.42% C $ 3,471,324 $ 404,910 $ 743,635 $ 11,152 $ 34,996 $ 34,996 $ 4,701,013 35.42% D $ 3,579,792 $ 417,562 $ 766,871 $ 11,501 $ 36,089 $ 36,089 $ 4,847,905 35.42% Totals $ 14,878,824 $ 1,735,529 $ 3,187,375 $ 47,800 $ 150,000 $ 150,000 $ 20,149,528

Franchise Fee and AB 939 Fee - Percentage Basis Edible Food Recovery Zones Franchise Fee AB 939 Fee Admin Fee Customer Education Fee Fee Total A 11.66% 21.42% 0.32% 1.01% 1.01% 35.42% B 11.66% 21.42% 0.32% 1.01% 1.01% 35.42% C 11.66% 21.42% 0.32% 1.01% 1.01% 35.42% D 11.66% 21.42% 0.32% 1.01% 1.01% 35.42%

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