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July 2024 Page 15 City of San Leandro Post Collection 3.7.D and Exhibit D. Pursuant to Section 10.11, Contractor shall bear full responsibility for complying 536 with all Applicable Laws and provisions of this Agreement. 537 4.4 CLIMATE AND DISASTER RESILIENCY 538 A. Climate and Disaster Resiliency Planning. No less than ninety (90) calendar days prior to the 539 Commencement Date, the Parties shall meet to discuss development of a Climate and Disaster 540 Response Plan to address the role of the Contractor in addressing City’s disaster debris management 541 needs related to wartime, natural, physical, or other disaster in, or proximate to the City resulting 542 in the declaration of a State of Emergency by the City Manager or City Council, as well as any 543 measures that may be necessary for the Contractor to take over time to address climate change. 544 B. Disaster Response Protocol. The Parties shall develop and finalize a Disaster Response Protocol 545 prior to the Commencement Date that identifies specific communication and logistical actions, and 546 such other coordination between the Parties and internal to each Party such that Contractor 547 assistance can occur immediately following City declaration of an emergency. The protocol shall 548 become part of the Climate and Disaster Response Plan to be developed by the Parties as provided 549 in in this Section. The Parties shall review the Protocol no less than annually and revise as warranted. 550 C. Essential Service. Contractor acknowledges that it provides an essential service, and that while 551 Processing and Disposal services during or following a disaster may be affected by impacts to 552 facilities, equipment, and/or public infrastructure, Contractor is obligated to take all measures 553 necessary to provide such service in a timely and effective manner in compliance with this 554 Agreement, Section 10.7 notwithstanding. 555 D. Availability of Contractor’s Personnel and Equipment. In event of a State of Emergency declared 556 by the City Manager or City Council, Contractor shall provide, upon City request, all equipment, 557 vehicles, and/or personnel normally performing services under this Agreement, for use by 558 Contractor to keep their facility operational. City shall not be required to compensate Contractor 559 for Contractor’s provision of equipment, vehicles, or personnel normally performing services under 560 this Agreement when made available during a declared State of Emergency for Contractor use under 561 City direction. 562 E. Contractor Reimbursement for Use of Additional Resources. Should Contractor provide additional 563 personnel during a declared State of Emergency beyond that normally required to perform services 564 under this Agreement, Contractor shall submit to City detailed records of specific, additional, and 565 reasonable costs and expenses borne by Contractor in providing such additional resources. City shall 566 compensate Contractor for such documented, reasonable expenses within ninety (90) calendar days 567 of receipt of State and/or Federal emergency agency reimbursement specific to these expenses. 568 Should such reimbursement not occur within five hundred and forty (540) calendar days of 569 Contractor’s complete submission as verified by the City, City shall compensate Contractor for such 570 fully documented and undisputed costs. Should any costs borne by Contractor by disputed by City 571 as reasonable expenses of providing such additional resources, Contractor and City shall resolve 572 such a dispute in accordance with Section 10.9. Contractor shall promptly cooperate with City, State 573 and/or Federal reporting and documentation requirements related to City receipt of 574 reimbursement, including if City is pursuing reimbursement after having reimbursed the Contractor. 575 Contractor shall further comply with all applicable Federal, State, or local funding and accounting 576 Docusign Envelope ID: DD1D0F3A-E7BC-4C69-8F25-5A59BD356B1B