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<br />July 15, 2024 Page 64 City of San Leandro/ACI Franchise Agreement
<br />Contractor acknowledges that this Agreement involves rendering a vital service to City's residents and 2530
<br />businesses, and that City has selected Contractor to perform the services specified herein based on: (i) 2531
<br />Contractor's experience, skill, and reputation for conducting its Recyclable Materials, Organic Materials, 2532
<br />C&D Debris, and Solid Waste management operations in a safe, effective, and responsible fashion, at all 2533
<br />times in keeping with applicable waste management laws, regulations, and good waste management 2534
<br />practices; and, (ii) Contractor's financial resources on a local, regional, and/or corporate level to maintain 2535
<br />the required equipment and to support its indemnity obligations to City under this Agreement. City has 2536
<br />relied on each of these factors, among others, in choosing Contractor to perform the services to be 2537
<br />rendered by Contractor under this Agreement. 2538
<br />If Contractor requests City's consideration of and consent to an assignment, City may deny or approve 2539
<br />such request in its sole and complete discretion. No request by Contractor for consent to an assignment 2540
<br />need be considered by City unless and until Contractor has met the following requirements. The City may, 2541
<br />in its sole discretion, waive one (1) or more of these requirements. 2542
<br />A. On the date City approves Contractor’s written request for the City’s written consent to an 2543
<br />assignment and the assignment occurs, Contractor shall pay the City a transfer fee in the amount of 2544
<br />one percent (1%) of the Gross Receipts for the most-recently completed Rate Period. 2545
<br />B. Contractor shall pay City its actual expenses for attorneys’, consultants’, and accountants’ fees, staff 2546
<br />time, and investigation costs necessary to investigate the suitability of any proposed assignee, and 2547
<br />to review and finalize any documentation required as a condition for approving any such 2548
<br />assignment. Such payment shall be required regardless of the ultimate determination of the City 2549
<br />with regard to the approval or denial of the assignment. Upon submittal of Contractor’s request for 2550
<br />assignment to City, Contractor shall submit an initial deposit of one hundred thousand dollars 2551
<br />($100,000) for this purpose. 2552
<br />C. Contractor shall furnish City with reviewed financial statements of the proposed assignee's 2553
<br />operations for the immediately preceding three (3) operating years. 2554
<br />D. Contractor shall furnish City with satisfactory proof: (i) that the proposed assignee has at least ten 2555
<br />(10) years of Recyclable Materials, Organic Materials, C&D Debris, and Solid Waste management 2556
<br />experience on a scale equal to or exceeding the scale of operations conducted by Contractor under 2557
<br />this Agreement; (ii) that in the last five (5) years, the proposed assignee has not suffered any 2558
<br />citations or other censure from any Federal, State, or local contractor having jurisdiction over its 2559
<br />waste management operations due to any significant failure to comply with State, Federal, or local 2560
<br />waste management laws and that the assignee has provided the City with a complete list of such 2561
<br />citations and censures; (iii) that the proposed assignee has at all times conducted its operations in 2562
<br />an environmentally safe and conscientious fashion; (iv) that the proposed assignee conducts its 2563
<br />operations and management practices in accordance with sound waste management practices in 2564
<br />full compliance with all Federal, State, and local laws regulating the Collection, Transportation, 2565
<br />Processing, and Disposal of Recyclable Materials, Organic Materials, C&D Debris, and Solid Waste 2566
<br />including Hazardous Waste; and, (v) that any other information required by City demonstrates that 2567
<br />the proposed assignee can fulfill the terms of this Agreement in a timely, safe, and effective manner. 2568
<br />E. Contractor shall provide the City with any and all additional records or documentation that, in the 2569
<br />City Manager’s sole determination, would facilitate the review of the proposed assignment. 2570
<br />Docusign Envelope ID: 908A450D-1F36-4C09-B8A4-C1D639B5A05A
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