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July 15, 2024 Page 5 City of San Leandro Post Collection ARTICLE 2. 148 TERM OF AGREEMENT 149 2.1 TERM AND OPTION TO EXTEND 150 The Term of this Agreement shall commence February 1, 2025 (Commencement Date) and continue in 151 full force for a period of ten (10) years and five (5) months, through and including June 30, 2035, unless 152 the Agreement is extended in accordance with this Section or terminated pursuant to Section 10.2. 153 At City’s sole discretion, this Agreement may be extended one (1) time without amendment for a period 154 of up to two (2) years. If City desires to extend the Agreement, City shall provide the Contractor with 155 written notice of its decision to extend the Agreement at least one (1) year before the expiration of the 156 initial Term. Such notice by City shall specify the duration of the extension. 157 Between the Effective Date and Commencement Date, Contractor shall perform all activities necessary to 158 prepare itself to start providing services required by this Agreement on the Commencement Date. 159 2.2 CONDITIONS TO EFFECTIVENESS OF AGREEMENT 160 The obligation of City to permit this Agreement to become effective and to perform its undertakings 161 provided for in this Agreement is subject to the satisfaction of all the conditions below, each of which may 162 be waived, in written form only, in whole or in part by City. 163 A. Accuracy of Representations. The Contractor’s representations and warranties made in 164 Contractor’s Proposal and Article 11 of this Agreement are true and correct on and as of the 165 Effective Date. 166 B. Furnishings of Insurance and Performance Bond. Contractor has furnished evidence of the 167 insurance and performance bond required by Article 9 that is satisfactory to the City. 168 C. Absence of Litigation. To the best of Contractor’s knowledge, after reasonable investigation, there 169 is no action, suit, proceeding, or investigation, at law or in equity, before or by any court or 170 governmental authority, commission, board, agency, or instrumentality decided, pending or 171 threatened against Contractor wherein an unfavorable decision, ruling, or finding, in any single case 172 or in the aggregate, would: 173 1. Materially adversely affect the performance by Contractor of its obligations hereunder; 174 2. Adversely affect the validity or enforceability of this Agreement; or, 175 3. Have a material adverse effect on the financial condition of Contractor, or any surety or entity 176 guaranteeing Contractor’s performance under this Agreement. 177 D. Permits Furnished. Contractor has provided City with copies of all permits necessary for operation 178 of all Approved Facilities owned or operated by Contractor or any Subcontractor for use under the 179 terms of this Agreement. 180 E. Legal Challenge. Contractor understands and acknowledges that the award of this Agreement may 181 be subject to review and repeal by the City’s citizens through a referendum or similar petition, and 182 to various types of legal and environmental challenges (such referenda, similar petition , and legal 183 Docusign Envelope ID: C78C62DE-8589-496F-8F5A-DEC38EE5853C