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<br />July 2024 Page 6 City of San Leandro Post Collection
<br />D. Permits Furnished. Contractor has provided City with copies of all permits necessary for operation 181
<br />of all Approved Facilities owned or operated by Contractor or any Subcontractor for use under the 182
<br />terms of this Agreement. 183
<br />E. Legal Challenge. Contractor understands and acknowledges that the award of this Agreement may 184
<br />be subject to review and repeal by the City’s citizens through a referendum or similar petition, and 185
<br />to various types of legal and environmental challenges (such referenda, similar petition, and legal 186
<br />and environmental challenges being referred to collectively as “Legal Challenges”). Accordingly, this 187
<br />Agreement shall not become effective until the City Manager or City Manager’s designee reasonably 188
<br />determines that (i) any Legal Challenges that had been initiated as of the time of such determination 189
<br />have been resolved in favor of the City’s award of this Agreement to Contractor; and, (ii) the 190
<br />deadline to initiate any additional Legal Challenges has expired; provided, however, that Contractor 191
<br />shall be entitled to rescind this Agreement upon thirty (30) calendar days’ prior written notice to 192
<br />the City Manager if such determination is not made within seventy-five (75) calendar days after City 193
<br />Council approval of the Agreement. To the fullest extent permitted by law, Contractor shall defend, 194
<br />indemnify, and hold the City, its Mayor, Council, officers, representatives, agents, employees, and 195
<br />volunteers harmless against any and all liabilities, claims, losses, damages, or expenses including 196
<br />reasonable attorney’s fees and costs, arising from any Legal Challenges, such indemnity obligation 197
<br />not to exceed $150,000. In the event of any election regarding a Legal Challenge, City shall meet 198
<br />and confer with Contractor to determine if the City will hold an election on the Legal Challenge. 199
<br />Contractor shall have the option of asking the City not to contest the Legal Challenge. If City decides 200
<br />to conduct an election, Contractor shall reimburse City for its reasonable costs of doing so. 201
<br />F. Directed Flow of City Delivered Materials. City has entered into a franchise agreement with the 202
<br />Collection Contractor for Collection of City Delivered Materials. To the extent that such materials 203
<br />are Collected by Collection Contractor, they will be directed by City, through that agreement, to the 204
<br />appropriate Approved Facilities as required under this Agreement. 205
<br />ARTICLE 3. 206
<br />SCOPE OF AGREEMENT 207
<br />3.1 SUMMARY SCOPE OF SERVICES 208
<br />The Contractor or its Subcontractor(s) shall be responsible for the following: 209
<br />A. Receiving, Accepting, and safely and lawfully Processing or Disposing of City Delivered Materials at 210
<br />the Approved Facility(ies) in accordance with Article 4, Contractor’s Proposal (Exhibit G), and 211
<br />Applicable Law; 212
<br />B. Transferring and Transporting City Delivered Materials to the appropriate Approved Facilities 213
<br />pursuant to the requirements of Article 4; 214
<br />C. Performing all other services required by this Agreement including, but not limited to, billing, public 215
<br />education, record keeping, and reporting pursuant to Article 4, Article 5, Article 6, and Article 8; 216
<br />D. Furnishing all labor, supervision, vehicles, Containers, other equipment, materials, supplies, and all 217
<br />other items and services necessary to perform its obligations under this Agreement; 218
<br />Docusign Envelope ID: DD1D0F3A-E7BC-4C69-8F25-5A59BD356B1B
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