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July 15, 2024 Page 55 City of San Leandro Post Collection A. On the date City approves Contractor’s written request for the City’s written consent to an 2121 assignment and the assignment occurs, Contractor shall pay the City a transfer fee in the amount 2122 of one percent (1%) of the Gross Receipts for the most-recently completed Rate Period. 2123 B. Contractor shall pay City its actual expenses for attorneys’, consultants’, and accountants’ fees, staff 2124 time, and investigation costs necessary to investigate the suitability of any proposed assignee, and 2125 to review and finalize any documentation required as a condition for appro ving any such 2126 assignment. Such payment shall be required regardless of the ultimate determination of the City 2127 with regard to the approval or denial of the assignment. Upon submittal of Contractor’s request for 2128 assignment to City, Contractor shall submit an initial deposit of one hundred thousand dollars 2129 ($100,000) for this purpose. 2130 C. Contractor shall furnish City with reviewed financial statements of the proposed assignee's 2131 operations for the immediately preceding three (3) operating years. 2132 D. Contractor shall furnish City with satisfactory proof: (i) that the proposed assignee has at least ten 2133 (10) years of Organic Materials, C&D Debris, and Solid Waste management experience on a scale 2134 equal to or exceeding the scale of operations conducted by Contractor under this Agreement; (ii) 2135 that in the last five (5) years, the proposed assignee has not suffered any citations or other censure 2136 from any Federal, State, or local Contractor having jurisdiction over its waste management 2137 operations due to any significant failure to comply with State, Federal, or local waste management 2138 laws and that the assignee has provided the City with a complete list of such citations and censures; 2139 (iii) that the proposed assignee has at all times conducted its operations in an environmentally safe 2140 and conscientious fashion; (iv) that the proposed assignee conducts its operations and management 2141 practices in accordance with sound waste management practices in full compliance with all Federal, 2142 State, and local laws regulating the Processing and Disposal of Organic Materials, C&D Debris, and 2143 Solid Waste including Hazardous Waste; and, (v) that any other information required by City 2144 demonstrates that the proposed assignee can fulfill the terms of this Agreement in a timely, safe , 2145 and effective manner. 2146 E. Contractor shall provide the City with any and all additional records or documentation that, in the 2147 City Manager’s sole determination, would facilitate the review of the proposed assignment. 2148 Under no circumstances shall any proposed assignment be considered by City if Contractor is in default at 2149 any time during the period of consideration. If, in the City’s sole determination, there is any doubt 2150 regarding the compliance of the Contractor with the Agreement, City may require an audit of the 2151 Contractor’s compliance and the costs of such audit shall be paid by Contractor in advance of the 2152 performance of said audit. 2153 12.7 NO THIRD-PARTY BENEFICIARIES 2154 This Agreement is not intended to, and will not be construed to, create any right on the part of any third 2155 party to bring an action to enforce any of its terms. 2156 12.8 WAIVER 2157 The waiver by either Party of any breach or violation of any provisions of this Agreement shall not be 2158 deemed to be a waiver of any breach or violation of any other provision nor of any subsequent breach of 2159 violation of the same or any other provision. The subsequent acceptance by either Party of any monies 2160 Docusign Envelope ID: C78C62DE-8589-496F-8F5A-DEC38EE5853C