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EXHIBIT A DEFINITIONS July 15, 2024 Page A-3 Franchise Agreement, Exhibit A “Change in Law” means any of the following events or conditions that has a material and adverse effect on the performance by either Party or any Subcontractor of its respective obligations under this Agreement (except for payment obligations) or on the activities of any Approved or Designated Facility in connection with this Agreement: A. The enactment, adoption, promulgation, issuance, modification, or written change in administrative or judicial interpretation of, any Applicable Law on or after the Effective Date; or, B. The order or judgment of any Federal, State, or local governmental body, on or after the Effective Date, to the extent such order or judgment is not the result of willful or negligent action, error, or omission, or lack of reasonable diligence of City or of Contractor (or Subcontractor), whichever is asserting the occurrence of a Change in Law; provided, however, that the contesting in good faith or the failure in good faith to contest any such order or judgment shall not constitute or be construed as such a willful or negligent action, error or omission or lack of reasonable diligence. “City ” means the City of San Leandro, a municipal corporation, and all the territory lying within its boundaries as presently existing or as such boundaries may be modified during the Term of this Agreement. “City Contract Manager” means City designated employee who is responsible for the administrative management of this Agreement. “City Reimbursements” means all fees payable to the City identified and referenced in Article 7 of this Agreement, excluding Franchise Fees. Contractor acknowledges that City Reimbursements are a cost of doing business not eligible for profit in the City and that City Reimbursements shall not be passed directly through to Customers as a line item on a Customer billing statement. Both Parties acknowledge that all City Reimbursements are an allowable cost of business similar to any license or permit required by the Contractor to perform the services required under this Agreement and will be recovered by Contractor through the Rates. “City Service Area” means the corporate limits of the City excluding the geographic area served by the Oro Loma Sanitary District (OLSD) as shown in Exhibit M. “Clean Alternative Fuel Vehicle means a vehicle that runs on any fuel used as the certification fuel in a low-emission vehicle, other than the primary gasoline or diesel fuel used in exhaust emission certification testing pursuant to the California Air Resources Board’s "California Exhaust Emission Standards and Test Procedures for 1988 through 2000 Model Passenger Cars, Light-Duty Trucks and Medium-Duty Vehicles" as incorporated by reference in Title 13, CCR, section 1960.1, or "California Exhaust Emission Standards and Test Procedures for 2001 and Subsequent Model Passenger Cars, Light-Duty Trucks and Medium-Duty Vehicles" as incorporated by reference in Title 13, CCR, section 1961; where low-emission vehicle means any vehicle certified to the transitional low-emission vehicle, low-emission vehicle, ultra-low emission vehicle, super ultra-low emission vehicle, or zero-emission vehicle standards established by the California Air Resources Board as described in Title 13, CCR or as may be further amended or established. “Clean Wood” means wood that is not painted, stained, coated, pressure treated, or chemical treated. Clean Wood may include dimensional lumber, pallets, crates, chop sticks, toothpicks, stir sticks, and Docusign Envelope ID: 908A450D-1F36-4C09-B8A4-C1D639B5A05A