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July 15, 2024 Page 37 City of San Leandro Post Collection Upon resolution of the dispute and assuming both Parties agree on the adjustment of the Rate, 1406 Contractor shall be entitled to the adjusted Rate retroactively to the effective date of the 1407 increased Allowable Costs. 1408 C. Allowable Costs. If the extraordinary Rate adjustment review warrants an increase in the applicable 1409 Rate(s), and such adjustment is sought due to increased costs, the adjustment shall cover only 1410 Allowable Costs (defined below) and such Allowable Costs shall be in the proportion of the total 1411 volume that Contractor reasonably projects that the City will deliver to the Approved Facility for the 1412 Term of this Agreement compared with all other users of the Approved Facility. 1413 “Allowable Costs” shall include: incremental operating, maintenance, monitoring, reporting, and 1414 capital costs, including, but not limited to, the costs of making improvements (including, but not 1415 limited to future Landfill cells) or modifications, at the Approved Facility necessary to perform under 1416 this Agreement, but only to the extent brought about by a Change in Law, pursuant to Section 8.4.E 1417 or a City directed change in scope, pursuant to Section 3.5 , that are not otherwise fully recovered 1418 by Contractor under another Rate adjustment mechanism of this Agreement . Contractor shall 1419 notify the City in writing sixty (60) calendar days in advance of any request for increase in the Per-1420 Ton Rate pursuant to this Section. 1421 D. Change in Scope. As part of Contractor’s written proposal under Section 3.5.B of this Agreement, 1422 the Contractor shall furnish the City with projected operational and cost data for the change in 1423 scope to support any requested extraordinary rate adjustment. Contractor shall not be entitled to 1424 an extraordinary rate adjustment under this Section, provided that Contractor receives funding for 1425 the Contractor’s implementation of its obligations under the requested change in scope from a 1426 third-party entity, including but not limited to a Stewardship Organization. If such third-party entity 1427 does not fully cover the cost and reduced revenue for Contractor’s implementation of its obligations 1428 under the requested change in scope, then Contractor may petition for an extraordinary rate 1429 adjustment pursuant to this Section for any unrecovered costs and reduced revenue. 1430 Contractor specifically acknowledges that SB 54 is intended to provide cost relief and/or new 1431 revenue to local governments and their ratepayers, however the specific nature and mechanics of 1432 such compensation remains to be defined in final regulations. The City may initiate a change in 1433 scope pursuant to this Section and Section 3.5 in order to maximize the value of such ratepayer 1434 relief, once defined in final regulations. The Contractor shall cooperate with the City in 1435 implementing the compensation mechanics and procedures specified under the final regulations. 1436 Such cooperation may include, but is not limited to, providing additional data, calculations, or 1437 records, meeting with the City and/or the applicable Stewardship Organization(s), and supporting 1438 with administrative activities that the City Contract Manager deems reasonably necessary to 1439 implement the regulations. 1440 E. Change in Law. The provisions of this Section 8.4 shall only include Changes in Law after the 1441 Effective Date for which Contractor substantiates the cost and/or revenue impact of the Change in 1442 Law in accordance with the requirements of this Section 8.4. 1443 The Parties acknowledge that, as of the date of this Agreement, the State has passed SB 54, where 1444 further regulatory requirements may be established. Contractor’s compliance with such regulations 1445 shall not warrant any increase to the Contractor’s compensation, except as otherwise provided for 1446 under Sections 1.2.N, 3.7, and 8.4.D. Contractor agrees to minimize the impact of the costs related 1447 Docusign Envelope ID: C78C62DE-8589-496F-8F5A-DEC38EE5853C