HomeMy WebLinkAboutAGENDA BACKUP 12-19-85
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Centr!
Contra Costa Sanitai District
BOARD OF DIRECTORS
PAGE 1 OF
POSITION
PAPER
BOARD MEETING OF
December 19, 1985
NO.
v. HEARINGS
1
SUBJECT
DATE
December 11, 1985
CONDUCT A PUBLIC HEARING TO RECEIVE PUBLIC COMMENT ON THE
RENEGOTIATED REFUSE COLLECTION FRANCHISE AGREEMENT DRAFT
TYPE OF ACTION
CONDUCT PUBLIC HEARING
SUBMITTED BY
INITIATING DEPT./DIV.
Paul Morsen, Deputy General Manager
Administrative
ISSUE: On November 19, 1985, the Board of Directors scheduled a Public Hearing on
December 19, 1985 to receive public comment on the draft of the renegotiated refuse
collection franchise agreement.
BACKGROUND: The terms of the existing refuse collection franchise agreements
between the Central Contra Costa Sanitary District and its franchised refuse
collectors, Valley Disposal Service, Inc., Orinda-Moraga Disposal Service, Inc., and
Pl easant Hi 11 Bayshore Di sposal Service, requi red written noti ficati on to refuse
col lectors prior to November 30, 1984, if the current agreements were not to be
renewed for a ten-year option period beginning December 1, 1986. On October 18,
1984, the District's Board of Directors authorized transmitting written notification
to the refuse collectors that the franchise agreements would terminate on November
30, 1986 by virtue of the non renewal of the ten-year option period, and that
negotiations with the present refuse collectors should commence to produce a
successor franchise agreement.
During the intervening period since October 1984, the District staff negotiated with
the refuse collectors' representative, Mr. Sanford M. Skaggs, to produce a draft
franchise agreement for consideration by the Board. Prior to the commencement of
negotiations, meetings were held with officials of San Ramon, Danville, Lafayette,
Moraga, and Orinda to obtain their concerns and suggestions. Further expressions of
interest and concerns have subsequently been received from city officials and
residents through attendance at Council Meetings, correspondence and news articles.
The i nformati on received thereby have been conveyed to the Board, and consi dered
during the course of the negotiations.
The initial submission of the draft of the renegotiated franchise agreement occurred
at a workshop session at the November 19, 1985 Board Meeting to apprise the Board of
the terms of the draft agreement, and to receive comment and di recti on. Such
comment and di rection were incorporated in a draft franchise agreement which was
submitted at a workshop session at the December 5, 1985 Board Meeting in order to
produce a draft franchise agreement on which publ ic comment could be received on
December 19, 1985. The renegotiated draft franchise agreement is being presented
for public comment to provide a specific framework for discussion and review, and it
is acknowledged that it is subject to modification and change as a result of the
Publ ic Hearing process and that all options are available to the Board regarding
refuse collection in the District.
REVIEWED AND RECOMMENDED FOR BOARD ACTION
1302/1.9/85
PM
WF
JH
SUBJECT
POSITION PAPER
CONDUCT A PUBLIC HEARING TO RECEIVE PUBLIC COMMENT ON THE
RENEGOTIATED REFUSE COLLECTION FRANCHISE AGREEMENT DRAFT
PAGE
DATE
2
OF 2
December 11, 1985
A copy of the draft of the refuse collection franchise agreement is appended as
Attachment I. Unique provisions in Section 7 of the draft franchise agreement with
Pleasant Hill Bayshore Disposal Service are shown in Attachment II.
RECOMMENDATION: Conduct a Public Hearing to receive public comment on the draft of
the renegotiated refuse collection franchise agreement, and upon concluding the
Public Hearing, provide District staff with direction and guidance.
---------
1302B- 9/85
AGREEMENT FOR COLLECTION, REMOVAL
AND DISPOSAL OF GARBAGE
ZONE
December 9, 1985
ATTACHMENT I
TABLE OF CONTENTS
Section
Page
1. Definitions 2
2. Exclusive Privilege 4
3. Intent to Regulate All Garbage Collection,
Removal or Disposal 4
4. Exceptions to Exclusive Privilege 5
5. Right to Sell Valuable Commodity 6
6. Rates 6
7. Duty of Contractor to Mai.ntain Records --
Right of District to Examine Contractors
Records 7
8. Applications by Contractor for Rate
Increase 9
9. 0peration By Contractor 10
10. Compliance with Federal, State and Local
ordinances 10
11. Limitation of Time on Collection 11
12. District May Require Efficiencies in Operation 11
15. Insurance
12
12
13
13. Salvage
14. Faithful Performance Bond
16. Legal Liability
14
17. Attorneys' Fees
15
18. Miscellaneous Obligations of Contractor
15
19. Fee for Exclusive Privilege
16
20. Billing
17
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Section
Page
21. Assignability of Agreement 18
22. Involuntary Assignment 18
23. Notice provisions 19
24. Recycling 19
25. Waste to Energy Program 21
26. Hazardous Waste 23
27. Disposal of Garbage (Alternative #1) 23
27. Disposal of Garbage (Alternative #2) 25
28. Annexation and Change of Zone Boundaries 26
29. Takeover of Franchise Rights by Other
Public Entity 27
30. Affiliated Entities 28
31. Breach and Termination 29
32. Emergency 33
33. District Code 33
34. Term of the Agreement 34
35. Contest of Agreement's Term by the Parties 34
36. Severability 34
37. Terms of Agreement Bargained For 35
38. This Agreement Shall Supersede Prior
Agreements 35
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AGREEMENT FOR COLLECTION, REMOVAL
AND DISPOSAL OF GARBAGE
ZONE
This Agreement made and entered into this ____ day of
, 19__, by and between the District and the Contractor,
WHEREAS the District and Contractor have entered into a
Second Amended Agreement for Collection, Removal and Disposal of
garbage dated the 1st day of July, 1976, (hereinafter referred to
as "said agreement") granting to Contractor the exclusive priv-
ilege to collect, remove and dispose of garbage in the Zone until
November 30, 1986; and
WHEREAS, said agreement provides that it may be extended on
November 30, 1986 at the option of the Contractor, unless at least
two years prior to the termination of said agreement the District
has notified the Contractor in wri ting that it does not desire said
agreement to be extended for an additional period; and
WHEREAS, the Contractor exercised its option to extend said
agreement; and
WHEREAS, the District has notified the Contractor that it
does not desire said agreement to be extended under the same terms
and conditions.
Nmll, THEREFORE, in consideration of the covenants and agree-
ments of the parties hereto and the payment of certain fees as
hereinafter set forth, it is mutually convenanted and agreed as
follows:
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1. DEFINITIONS:
As used herein, the following terms shall have the meanings
set forth below:
(a) "Agreement": This agreement for the collection,
removal, recycling and disposal of garbage by and between the
District and the Contractor entered into as of the date first
written above.
(b) "Contractor":
of
(c) "Customers": Those who have contracted with the
Contractor for the collection, removal,. recycling or disposal of
garbage as provided herein, or who may be required to accept and
pay for said service by local ordinance.
(d) "District": The Central Contra Costa Sanitary
District, a public corporation.
(e) "Garbage" :
, dba
(1) animal, fruit and vegetable refuse;
(2) offal;
(3) leaves and cuttings, trimmings from trees,
shrubs and grass;
(4) inorganic refuse and rubbish;
(5) anything thrown away as worthless; provided,
however, that garbage shall not be defined as or include Hazardous
Waste, Septage or Industrial Waste.
(f) "Hazardous Waste": A waste, or combination of
wastes, which because of its quanti ty, concentration, or physical,
chemical, or infectious characteristics may either:
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(1) cause, or significantly contribute to an
increase in mortality or an increase in serious irreversible, or
incapacitating reversible, illness; or
(2) pose a substantial present or potential haz-
ard to human health or environment when improperly treated,
stoxed, transported, or disposed of, or otherwise managed.
This definition will include, but not be limited to,
hazardous waste as defined by the State of California and its
agencies, or the united States or its agencies.
(g) "Septage": Non-sewered liquid or semi-liquid
waste which may be trucked to the District or other treatment
facility for disposal, to include, but not limited to, waste from
residential septic tanks, commercial grease cleanouts, and indus-
trial waste holding facilities.
(h) "Industrial Waste": Non-sewered liquid waste and
solid waste produced as by-products of industrial processes, or
other refuse produced or accumulated as a result of industrial
processes, including waste produced by the District and other
public entities as a resul t of treatment or other processes
undertaken in providing public utility services.
(i) "Zone": The geographic area generally described
in Exhibit A to this Agreement, which exhibit is attached hereto
and incorporated herein by reference, and more particularly as set
forth in the six hundred (600) scale maps maintained and available
for inspection at the office of the Secretary of the District,
excepting therefrom any geographic area which is wi thin the
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boundaries of another jurisdiction, including any military base,
which is exercising its authority to regulate garbage collection.
Said six hundred (600) scale maps shall reflect changes of bound-
aries of the Zone in such a manner as to identify each alteration
to the Zone and the effective date thereof.
2. EXCLUSIVE PRIVILEGE
The District, by this Agreement, grants to the Contractor for
the term as set forth in paragraph 34 of this Agreement, unless
terminated in accordance with this Agreement,~ the exclusive pri-
vilege and duty to collect, remove and dispose of all garbage as
said term is defined in this Agreement within the Zone. This
exclusive privilege to collect, remove, and dispose of garbage is
only qualified as set forth in this Agreement.
The Zone may be expanded or reduced in size (a) by mutual
agreement of the parties; or (b) as provided in paragraphs 28 and
29 of this Agreement.
3. INTENT TO REGULATE ALL GARBAGE COLLECTION, REMOVAL OR
DISPOSAL:
The parties hereto agree that the District currently has
jurisdiction to regulate the collection, removal and disposal of
all garbage in the Zone. The parties further agree that by the
terms of this Agreement the District has exercised its juris-
diction and is regulating the collection, removal and disposal of
all garbage in the Zone. This Agreement does not regulate the
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collection, removal and disposal of industrial waste, hazardous
waste or septage.
Whether a particular garbage collection activity is regu-
lated by this Agreement or not, is within the sole determination
of the District. If there is any question as to whether the garbage
collection activity is regulated or unregulated, it shall be the
responsibility of the Contractor to inquire of the District and
therafter provide such information as the District may require to
enable the District to provide Contractor with a formal written
opinion as to whether the garbage collection activi ty is regulated
or unregulated.
4. EXCEPTIONS TO EXCLUSIVE PRIVILEGE:
The exclusive privilege granted by this agreement shall not
apply if:
(a) The person or enti ty generating garbage personally
collects, removes and disposes of such in a clean and sanitary
manner in conformance wi th all applicable laws and regulations, or
(b) The person or entity generating inorganic refuse
or rubbish contacts the Contractor to arrange for the collection,
removal and disposal of such and the Contractor declines to do so
or is unable to do so in a timely manner, or
(c) The person generating the garbage contracts with
another to remove and dispose of (i) inorganic refuse or rubbish,
or (ii) leaves, cuttings, trimmings from trees, shrubs or grass by
truck or other vehicular means, when such removal is incidental to
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other contract work being performed.
Nothing in this paragraph shall be construed to eliminate or
qualify the exclusive privilege of the Contractor to provide drop
boxes and/or bulk collection containers for collection of garbage
within the Zone.
5. RIGHT TO SELL VALUABLE COMMODITY:
This Agreement is not intended to and does not affect or limi t
the right of any person to sell any valuable commodity to the
Contractor or to any other person lawfully doing business within
the Zone at prices agreed upon by the parties to such transaction,
provided that the valuable commodity is separated at the source by
the generator and that the person purchasing the valuable com-
modity does not collect and dispose of other garbage.
6. RATES:
Contractor shall perform the responsibili ties and duties
herein agreed in the Zone in accordance with and in consideration
of the reasonable rates fixed by the District from time to time.
The statement that the actions in paragraphs 12, 24, 25, and 27 may
be directed "at no cost to the District" shall not be construed to
mean that the Contractor is prohibited, subject to the District's
approval, from passing on its costs of taking those actions to the
Customers. It is the intent of the parties that the rates fixed
shall be in conformity with applicable law.
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7 . DUTY OF CONTRACTOR TO MAINTAIN RECORDS -- RIGHT OF
DISTRICT TO EXAMINE CONTRACTOR'S RECORDS:
Contractor shall maintain a proper set of books and records
in accordance with generally accepted accounting principles,
accurately reflecting the business done by it under this Agree-
mente
Contractor shall further maintain records as to its total
number of Customers, said records to detail the types of Customers
and such other operating statistics in such manner and with such
detail as the District may require.
The Contractor shall, by March 31 of each year submit to the
District an audited financial statement for the most recent
reporting year and shall further furnish to the District a report
of its total number of Customers within the Zone by types of
Customers and such other operating statistics in such manner and
with such detail as the District may request.
The District may, at its own expense, at any time during the
term of this Agreement, examine the books and records of the
Contractor, or have the books and records of the Contractor
examined by a person appointed for that purpose by the District.
District shall give thirty (30) days written notice to the Con-
tractor in advance of such examination date.
The information required by this paragraph shall pertain to
the Contractor's operations in the Zone. Nothing contained herein
shall require the Contractor to provide the District wi th informa-
tion pertaining to the Contractor's operations which are not
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regulated by the District; provided that the District's agent may
examine the contractor's books, records and financial statements
pertaining to operations not regulated by the District for the sole
purpose of gathering information necessary to allow the agent to
ascertain as to whether income, expenses, assets and liabilities
are reasonably and consistently allocated among operations re-
gulated by the District and operations not regulated by the
District. As used in this paragraph "District Agent" shall mean
an independent CPA, as agreed upon by the parties, or, failing
agreement, appointed by the Presiding Judge of the Contra Costa
County Superior Court. Notwithstanding this requirement to use an
independent CPA as the "District Agent," the District may use
District employees, or any other person designated by the Dis-
trict, to examine records of the Contractor otherwise available to
other public entities. Information gained from such examination
of records pertaining to operations not regulated by the District
shall be treated by the District and its agents as confidential
information. However, nothing in this paragraph will prevent the
District allowing public access to District records as provided
for under the California Government Code, and in the event any
dispute arises as to the public access to information provided by
the Contractor under the terms of this Agreement, the District
shall in its discretion provide public access to said information
according to law or tender the defense of any claims made against
the District concerning said information to the Contractor.
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8. APPLICATIONS BY CONTRACTOR FOR RATE INCREASE:
Any and all requests for rate increases, excepting those
provided for under paragraphs 12, 24, 25, and 27 of this Agreement,
may be made no more frequently than on an annual basis. Any such
request for rate increase by the Contractor, excepting those
provided for in paragraphs 12, 24, 25, and 27 of this Agreement,
shall be submitted together with the audited financial statement
required under paragraph 7 of this Agreement by March 31 of that
year. Approval of the rate increase, or other action by the Board
on the application, shall occur only after the District has had
sufficient time to review the application and financial statement,
and in no event will a rate increase take effect before July 1 of
the year in question.
Rate increase applications submitted by Contractor will be
prepared using such formats, including such operating statistics
as the District may prescribe from time to time. Any rate increase
application will be accompanied by audited financial statements
for the most recent reporting year preceding the requested effec-
tive date of rate increase.
In the event the Contractor is required to make changes in its
operation pursuant to the conditions set forth in paragraphs 12,
24, 25, and 27 of this Agreement, the Contractor may petition the
Board using the format mentioned herein, at any time during the
calendar year. The District staff shall calender the peti tion for
rate increase within seventy-five (75) days of receipt of an
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extraordinary petition presented pursuant to paragraphs 12, 24,
25, and 27 of this Agreement.
9. OPERATION BY CONTRACTOR:
Contractor shall furnish all necessary equipment for the
operation of refuse collection service in the Zone and shall
maintain such equipment in a sanitary condition at all times.
Contractor shall furnish all necessary labor in connection with
the operation of a refuse collection service in the Zone.
The Contractor, in performance hereof, shall use covered (by
tarpaulin or otherwise) water-tight bodied motor trucks wi th truck
bodies constructed of sufficient strength to withstand a fire
within, without endangering adjacent property. The trucks, drop
boxes, bins, or similar types of equipment shall be kept neat and
clean and in good repair. The Contractor shall paint its name,
permit number and telephone number on the side of each truck (in
letters at least four (4) inches high) and each drop box, bin or
similar type equipment owned or leased by the Contractor.
10. COMPLIANCE WITH FEDERAL, STATE AND LOCAL ORDINANCES:
The Contractor shall comply with all applicable ordinances
and rules and regulations that are now in effect or may be
promulgated or amended from time to time by the Government of the
United States, the State of California, the County of Contra Costa,
the District and any other agency now authorized or which may be
authorized in the future to regulate the services to be performed
herein regarding the collection, removal and disposal of garbage.
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11. LIMITATION ON TIME OF COLLECTION:
The Contractor shall make a systematic collection of garbage
from each place where collection is made in a manner that the
person receiving the service can predict the day on which collec-
tion will be made. Contractor shall not collect garbage from an
inhabited dwelling or dwelling unit between the hours of 7:00 p.m.
and 4:00 a.m.
12. DISTRICT MAY REQUIRE EFFICIENCIES IN OPERATION:
The District may from time to time at its discretion and at
its expense, examine the Contractor's operation in order to insure
that the Contractor is operating at a satisfactory level of
efficiency.
The Contractor agrees to cooperate in any such examination
and shall provide for inspection to the District or its designated
representatives, at the Contractor's principal place of business,
such information as the District may require, including but not
limi ted to such things as collection routes and equipment records.
In addition, the District may require the Contractor to
evaluate alternative methods of garbage collection for the purpose
of improved efficiencies and to develop and submi t a plan to
implement the efficiencies within one hundred and eighty (180)
days of notice to the Contractor. The District can require the
Contractor to implement the efficiencies within one (1) year of
approval of the Contractor's plan, unless the Contractor can
demonstrate that one (1) year is unreasonable. Should the District
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commence such a program as outlined in this paragraph, Contractor
agrees to not only do those things specified herein, but also to
act at the direction of the District on other matters that may be
necessary for the success and efficiency of such a project(s).
13. SALVAGE:
District shall be entitled to the right of salvage at the
expense of the District from the garbage collected pursuant to this
Agreement, but at its sole discretion may delegate this right to,
or waive the same in favor of, the Contractor. District has
temporarily waived its right of salvage and has delegated such to
Contractor; and such waiver and delegation shall continue until
notice in writing by the District to the contrary is given. In the
event the District independently wishes to exercise its right to
salvage, the District shall give in writing to the Contractor
notice of its intent and said right shall commence and accrue to
the District ninety (90) days from the date of said notice. The
salvage rights set forth in this paragraph specifically are
intended to refer to salvage operations once the garbage is in the
waste stream. This paragraph should not be read to be in conflict
with the rights to recycle set forth in paragraph 24.
14. FAITHFUL PERFORMANCE BOND:
The Contractor shall submit to the District simultaneously
wi th the execution of this Agreement a corporate surety bond in the
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amount of $100,000.00 ($50,000.00 for Orinda-Moraga Disposal,
Inc., and Pleasant Hill Bay Shore Disposal). The bond shall be
executed by a surety company licensed to do business in the State
of California and acceptable to the District. The bond shall be
approved by the District and shall be payable to the District. The
condition of the bond shall be that the Contractor will faithfully
perform the duties imposed by ordinance, this Agreement and the
rules and regulations of the District. Any action by the District
to proceed against the Bond shall not limi t or affect the right of
the District to use other remedies available to the District under
the Agreement, or in courts of law or equi ty. Notwithstanding the
foregoing, in lieu of the corporate surety bond, Contractor may
provide to District a letter of credit or cash bond in a form
satisfactory to the District.
15. INSURANCE:
Contractor shall maintain continually in force during the
term of this Agreement, public liability insurance, property
damage insurance and worker's compensation insurance as follows:
Public liability -- $5,000,000.00 per person /
$10,000,000.00 per accident;
Property damage -- $500,000.00 per anyone claim;
Worker's compensation -- as required by state law.
Such insurance shall be obtained from a company or companies
licensed to do business in the State of California and acceptable
to the District. The District shall be named as addi tional insured
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and each such policy shall contain a clause providing that the
insurer will not cancel or decrease the insurance coverage wi thout
first giving thirty (30) days' notice in writing to the District.
A Certificate of Insurance shall be provided to the District.
Failure of Contractor to maintain insurance in the manner and
amount stated above will constitute a breach of this Agreement.
16. LEGAL LIABILITY:
All work and performance covered by this Agreement shall be
at the risk of the Contractor.
Contractor agrees to save, indemnify and keep harmless the
District, its officers, employees, agents and assigns against any
and all liability, claims, judgments, or demands, including de-
mands arising from injuries or deaths of persons and damage to
property, arising directly or indirectly out of the obligations
here undertaken or out of the operations conducted by the Con-
tractor, save and except claims or litigation arising through the
sole negligence or willful misconduct of the District, and will
make good to and reimburse District for any expenditures, includ-
ing reasonable attorneys' fees, that the District may make by
reason of such matters and, if requested by District shall defend
any suit at the sole cost and expense of Contractor.
Upon request by the District, the Contractor shall appear for
and defend the District in any action which challenges the validi ty
of this Agreement or the procedure by which this Agreement was
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entered into, or the validity of any District ordinance which
authorizes District to enter into this Agreement. Defense of the
District shall be provided by counsel satisfactory to the Dis-
trict. All costs of litigation including attorneys' fees, and, to
the extent permitted by law, any money judgment entered against
District, its Board members, officers or employees or agents,
shall be borne by the Contractor. In each case the District shall
have the sole and final authority to determine whether such costs
and/or judgment be chargeable as an operating expense or charge-
able against Contractor's profits.
Should any party successfully challenge the validity of this
Agreement or the procedure by which this Agreement was entered into
or the validity of any District ordinance which authorizes the
District to enter into this Agreement, then in such case the
Contractor shall have no cause of action for damages or any other
relief against the District as a result of such successful chal-
lenge.
17. ATTORNEYS' FEES:
In the event of litigation between the parties arising
hereunder, the prevailing party shall recover its reasonable costs
of litigation, including attorneys' fees and costs as determined
by the Court.
18. MISCELLANEOUS OBLIGATIONS OF CONTRACTOR:
The Contractor shall maintain an office with adequate tele-
phone service within the District, and shall keep the office open
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during usual business hours for the transaction of business with
its Customers and the public.
The Contractor shall supply occupants of premises utilizing
his services with printed information cards containing informa-
tion regarding amounts of refuse which will be collected, com-
plaint procedures, rates, and days of collection. Such cards shall
be distributed at least once every twenty-four (24) months, and
every time a rate change takes place.
The Contractor shall provide three additional all-purpose
pickups per year not to exceed two cubic yards per residential uni t
in the residential areas of the Zone. The dates for said addi-
tional pickups may be set by the Contractor, however it is the
intent of this Agreement that they shall be as evenly spaced
throughout the year as is practicable and that the Contractor will
provide notice to the Customers of said pickup dates.
19. FEE FOR EXCLUSIVE PRIVILEGE:
The Contractor shall pay to the District for the privilege
granted by this Agreement an annual fee fixed by the District which
is reasonably calculated to reimburse the District for its direct
costs in administering this Agreement, including, but not limited
to outside professional fees incurred by the District, plus a
reasonable allowance for overhead of the District as said overhead
relates to garbage franchising; which sum shall be fixed by the
District and paid annually in advance by the contractors, in
proportion to the number of customers served by each franchised
contractor.
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Amounts due each year shall be paid in advance within thirty
(30) days after July I of each fiscal year following the effective
date of this Agreement.
The fee for the fiscal year beginning July 1, 1985, is hereby
fixed at $ , and has been paid. The last payment pursuant
to this paragraph shall be prorated from the beginning of the
fiscal year in which this Agreement ends to the date this Agreement
ends.
20. BILLING:
The Contractor may bill its Customers in advance or in
arrears. Bills in advance shall be due and payable thirty (30)
days after the beginning of the billing period. The billing
periods for advance billing shall be at least quarterly unless the
District approves a less frequent billing. Contractor agrees not
to discontinue service to a Customer until a Customer's account
billed in advance has been delinquent for a period of at least
sixty (60) days, and notice of the termination is provided to the
customer thirty (30) days prior to the termination.
Where the Contractor bills in arrears, the bill shall be due
and payable upon presentation and the Contractor agrees not to
terminate service until the Customer's account billed in arrears
has been delinquent for thirty (30) days.
Full payment for debris boxes may be required by the Con-
tractor prior to delivery of debris box to Customer.
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21. ASSIGNABILITY OF AGREEMENT:
The Contractor shall not sell, assign, or transfer this
Agreement or any part hereof, including probate proceedings,
without the written consent of the District.
Neither this Agreement nor any part hereof, nor any obliga-
tion or service to be performed hereunder shall be assigned or
subcontracted without written consent of District. The term
assignment shall include any dissolution, merger, consolidation
or other reorganization of the Contractor, which resul ts in change
of control of the Contractor, or the sale or other transfer by
probate proceeding or otherwise of a controlling percentage of the
Contractor's capital stock to a person not a shareholder on the
date of the execution (;f this Agreement. In the event the
Contractor herein attempts to assign or subcontract this Agreement
or any part hereof or any obligation hereunder, the District shall
have the right to elect to terminate forthwith, without suit or
other proceeding.
The District may, following a properly noticed public hear-
ing, assign or transfer this Agreement, or any part hereof, without
the consent of the Contractor to any legally authorized public
entity, including, but not limited to, the County of Contra Costa
or any joint powers authori ty created pursuant to Chapter 5,
Division 7, Title I of the California Government Code.
22. INVOLUNTARY ASSIGNMENT:
No interest of Contractor in this agreement shall be assign-
able by operation of law. Each or any of the following acts should
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be considered an involuntary assignment providing the District
with the right to elect to terminate the Agreement forthwith,
without suit or other proceeding:
(1) If the Contractor is or becomes bankrupt or insol-
vent, makes an assignment for the benefit of creditors or in-
sti tutes a proceeding under the Bankruptcy Act in which the
Contractor is the bankrupt,
(2) If Writ of Attachment or Execution is levied on
this Agreement,
(3) If in any proceeding to which the Contractor is a
party a Receiver is appointed wi th authori ty to take possession of
the Contractor's property.
(4) In the event of a probate proceeding where the
rights of the Contractor under the Agreement would pass to another
individual or other individuals.
23. NOTICE PROVISIONS:
Any notice required or permitted under this Agreement shall
be in writing and shall be deemed to have been given if delivered
personally or ten (10) days after posted by certified mail, return
receipt requested, addressed as appropriate, either to the Con-
tractor at: , California, or to the Dis-
trict at 5019 Imhoff Place, Martinez, California 94553, Attention:
General Manager and Chief Engineer.
24. RECYCLING:
District is currently studying refuse recycling as a means to
conserve resources, energy, money and to further enhance the
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environment. The parties hereto recognize that refuse recycling,
use of waste or garbage products and improvements in garbage
collecting efficiencies are changing and developing technologies.
Notwi thstanding anything in this Agreement to the contrary, at any
time during the term of this Agreement the District may require the
Contractor to prepare and submi t a plan to provide refuse recycl ing
in the Zone. The Contractor shall provide such a recycling plan
wi thin 180 days of receiving the wri tten notice requiring prepara-
tion of a recovery plan. The District shall review and comment
upon the proposed recycling plan within sixty (60) days. The
Contractor shall have thirty (30) days from receipt of District's
comments to modify the Contractor's proposed plan in order to make
said proposed plan acceptable to the District. If the plan is
approved by the District Board of Directors, the Contractor shall
implement the plan within ninety (90) days unless that is im-
practicable under the circumstances. Implementation of a refuse
recycling plan will be at no cost to the District.
The District may require, as an element of a program to
recycle refuse among other things, that the contractor undertake
curbside or home pickup of recyclable material and segregate the
garbage into elements suitable for recycling and elements not so
suited. The District may further require that the Contractor
deliver the segregated recyclable refuse to locations or sites
selected by the District.
Contractor agrees to not only do those things specif ied
herein, but also to act at the direction of the District on other
-20-
matters that may be necessary for the success and efficiency of a
recycling project. The District shall give reasonable advance
notice to Contractor of changes in the Contractor's operations
which may, in the District's discretion, become necessary due to
the implementation of a recycling program.
In the event the Contractor fails to submit or implement a
plan in a timely manner as set forth in this section of the
Agreement, or fails to reasonably act at the direction of District
on matters relating to recycling, any and all such failures will
be treated as a breach of this Agreement and the District shall
have the right to elect to terminate forthwith, without suit or
other proceeding.
25. WASTE TO ENERGY PROGRAM:
The District may evaluate the feasibili ty of a waste to energy
project as a means to conserve resources, energy and further
enhance the environment. The parties hereto recognize the tech-
nologies in regard to production of energy from waste refuse are
changing and developing. The District may, at any time during the
term of this agreement, undertake a waste to energy project
singularly or in conjunction wi th another enti ty. In the event the
District undertakes such a waste to energy project, or determines
that the waste stream under this Agreement should be diverted to
another entity's waste to energy facility, the District shall give
thirty-six (36) months' notice to the Contractor of its intent to
commence or participate in such a program. At the expiration of
-21-
the thirty-six (36) months, the Contractor shall implement the
changes in the contractor's operations which may become necessary
due to the waste to energy project.
The District may require, as an element of the waste to energy
project, that the contractor deliver the garbage collected under
this Agreement, or portion thereof, as directed by the District,
to locations or si tes selected by the District for waste to energy
production. The Contractor agrees also to act at the direction of
the District on other matters that may be necessary for the success
and efficiency of a waste to energy project. In this regard, the
District shall give reasonable advance notice to the contractor of
changes in the Contractor's operations which may, in the Dis-
trict's discretion, become necessary due to the implementation of
the waste to energy project.
The Contractor shall have the right and duty to collect and
dispose of nonhazardous waste or refuse produced as a result of
operations of a District owned or controlled waste to energy
facility, including, but not limited to, ash and other solid
noncombustible material. The Contractor shall collect and dispose
of a share of the refuse produced by the facility and said share
shall be in proportion to the Contractor's share of the total
garbage delivered to the facility.
In the event that District directs the Contractor to deliver
the garbage to a pUblicly-owned waste to energy facili ty, not con-
trolled by the District, the District will make reasonable effort
to secure for the Contractor the right to collect any waste or
refuse produced, or at least a proportional share thereof.
-22-
The District may, in its discretion, undertake a waste to
energy project in conjunction with a recycling program or other
garbage program as set forth in paragraphs 13 and 24 of this
Agreement. Nothing in this paragraph shall be read to be in
conflict with the provisions set forth in paragraphs 13 and 24.
26. HAZARDOUS WASTE:
The parties hereto recognize that federal, state and local
agencies with responsibility for the defining of hazardous waste
and for regulating the collection, hauling or disposing of such
substances, are continually providing new definitions, tests and
regulations concerning these substances. Under this Agreement, it
is the Contractor's responsibility to keep current with the
regulations and tests on such substances and to identify such
substances and to comply wi th all federal, state and local regula-
tions concerning such substances.
Contractor agrees to provide to the District upon its request
the Contractor's program for identifying hazardous waste and
complying with all federal, state and local statutes and regula-
tions dealing with hazardous waste.
The Contractor shall make every reasonable effort to prohibi t
the collection and the disposal of hazardous waste in any manner
inconsistent with applicable law.
27. DISPOSAL OF GARBAGE:
Throughout the term of this Agreement, unless District gives
notice as provided for herein, it shall be the Contractor's sole
-23-
responsibility and duty to dispose of the garbage and waste and
other material collected by virtue of this Agreement, including
any extension granted by the Board, in a safe manner in compliance
with all federal, state and local regulations.
The District agrees in the event that the Contractor becomes
owner of or interest holder in a privately owned disposal site,
other than the current ACME Landfill Corporation disposal site in
Martinez, and secondly, that the Contractor tenders to the Dis-
trict all rights and legal authori ty to regulate rates and charges
for use of such site, including, but not limited to, site inspec-
tion and audit by all persons or entities, the District will direct
all garbage collected under this Agreement be delivered to said
privately owned disposal si te for the term of the Agreement,
including any extensions which may be granted. The District may
thereafter, in its discretion, assume the rate setting authority
or any portion thereof. This Agreement on the part of the District
is conditioned upon the privately owned disposal site being
properly approved and permi tted by the necessary public boards and
enti ties. The District in all instances retains the right to
direct the garbage collected under this Agreement to a transfer
station prior to the delivery to the privately owned disposal si te.
Nothing in this paragraph shall be construed to be in conflict with
or eliminate the rights and obligations provided for in paragraphs
24 and 25.
Notwithstanding the foregoing, the Contractor must provide
the District with conclusive proof that: (1) the Contractor has
-24-
ownership of or a legal binding right to use a properly approved
and permi tted disposal site (s); (2) that said disposal si te (s) has
sufficient capacity available to the Contractor to provide for
disposal of all the garbage to be collected under this Agreement;
(3) and that said site(s) provides an economically satisfactory
disposal alternative. Proof of each of these conditions shall be
provided in writing to the satisfaction of the District Board of
Directors prior to January 1, 1991.
In the event said condi tions have not been met to the Board's
satisfaction by January 1, 1991, the District is relieved of any
obligation to direct the garbage collected under this Agreement to
any particular disposal site.
Furthermore, in the event said condi tions have not been met,
the District, in its sole discretion, may direct the garbage
collected under this Agreement to be delivered to any site of its
choosing. This shall include the right of the District to direct
the disposal, at no cost to the District, of all garbage collected
by virtue of this Agreement, to a transfer station or stations,
disposal site or sites selected by the District, including dis-
posal site(s) that may be owned or operated by the District,
provided that the disposal of garbage at such transfer station(s)
or site(s) is authorized by law.
The Contractor agrees that the District may charge the
Contractor a reasonable fee for disposal of garbage collected by
-25-
virtue of this Agreement if such garbage is disposed of at the
sites owned by or controlled by the District and shall be passed
on to the Customers by means of the rates fixed by the District for
the Contractor to the extent that such fee is reasonable.
Moreover, in the event said condi tions have not been met, the
District shall have the right to declare a breach or default of
said agreement, and may proceed, pursuant to paragraph 31 of this
Agreement, to terminate this Agreement.
28. ANNEXATION AND CHANGE OF ZONE BOUNDARIES:
The District agrees to give notice to the Contractor by April
1 of the next calendar year of any geographic area which has been
annexed to or deannexed from the District during the preceding
calendar year and which has been included in, or excluded from, the
Zone. Such notice shall specifically describe the changed bound-
aries of the Zone. If such notice is given to the Contractor, all
of the provisions of this Agreement shall apply to the collection,
removal, and disposal of garbage wi thin such changed boundaries of
the Zone beginning on July I of the calendar year following the
preceding calendar year during which such annexation or deannexa-
tion occurred.
The Contractor shall give notice to the District by April I
of the next calendar year of any geographic area in the Zone or
immediately contiguous to the Zone, in which the Contractor has
commenced service wi thin the preceding year, notwithstanding
-26-
whether the Contractor deems that area to be regulated or unregu-
lated.
The Contractor realizes that the District boundaries may be
al tered by virtue of actions taken by the Contra Costa County Local
Agency Formation Commission (LAFCO). The Contractor agrees that
should the District boundaries be so amended so as to change the
jurisdiction of the District to regulate the collection, removal
and disposal of garbage, that it will abide by whatever changes in
the Zone which become necessary due to changes in the District
boundaries made by the Local Agency Formation Commission. The
Contractor agrees that the District Board of Directors may make
such alterations to the Zone as are necessitated by such Local
Agency Formation Commission action and shall have no right or claim
to damages or other relief against the District for such altera-
tions to the Zone. The District shall provide notice to the
Contractor of all peti tions or resolutions sent by the District to
LAFCO for annexation or deannexations which may directly affect
the territories included in the Zone.
29. TAKEOVER OF FRANCHISE RIGHTS BY OTHER PUBLIC ENTITY:
In the event that the County, or a municipal corporation,
which has boundaries that are entirely or partially included
within the Zone, takes action according to the laws of the State
of California to assume the powers and responsibilities of the
franchisor in relation to garbage collection and disposal within
-27-
its boundaries, the rights of the respective parties in regard to
this Agreement shall be as set forth in Health and Safety Code ~
4270 et seg. and other applicable law of the State of California.
Notwi thstanding any lawful action by another publ ic enti ty to
take over the right to franchise solid waste handling, collection
and disposal, the District shall retain the right at all times
during the term of this Agreement, including any extensions
granted by the District Board, to direct the disposition of all
garbage collected within the Zone. Contractor agrees, notwith-
standing any actions taken by another public entity in regard to
assuming the role of the solid waste franchisor, to deliver the
garbage collected under this Agreement to the location or loca-
tions designated by the District during the term of this Agreement,
including any extensions granted by the District Board.
30. AFFILIATED ENTITIES:
The Contractor shall provide information necessary to satis-
fy the District that the charges made by any affiliated entity are
reasonable. "Affiliated entity" shall be defined, for purposes of
this paragraph, as any entity which provides products or services
to the Contractor and in which the Contractor owns a 10% or greater
interest. The District shall have the right to inspect the
financial records of any affiliated entity in which the Contractor
owns a majori ty interest. For purposes of this paragraph the term
"Contractor" shall include the Contractor, if an individual, and
-28-
all members of his or her immediate family; or if a corporation,
the controlling shareholder and the controlling shareholder IS
immediate family members. For the purpose of this paragraph,
"Immediate Family" includes spouses, children, and relatives of
the first degree of sanguinity.
31. BREACH AND TERMINATION:
The General Manager/Chief Engineer of the District shall have
authority, subject to review by the Board of Directors of the
District upon appeal, to determine whether a breach of any pro-
vision of this Agreement by the Contractor has occurred. Any
wa5.ver or breach shall not be deemed to be a waiver of any
subsequent breach or to be construed as approval of a course of
conduct. In the event that a breach occurs, the District shall
give the Contractor notice of the breach, in wri ting, setting forth
the breach or default. The Contractor shall have a reasonable
period to cure the noticed breach, said period not to exceed sixty
(60) days. In the event the breach or default is cured to the
satisfaction of the General Manager/Chief Engineer of the District
wi thin the period of time allotted, the breach shall not be deemed
a material breach. In the event that the General Manager deter-
mines that the Contractor has failed to satisfactorily cure the
breach or default within the period of time allotted, General
Manager may determine such breach or default to be material.
-29-
Multiple or repeated breaches, or a pattern of breaches and
subsequent attempts to cure said breaches by Contractor shall
provide an adequate basis for the General Manager, in his dis-
cretion, to declare any subsequent breach to be material, not-
wi thstanding whether or not that breach is ul timately cured by the
Contractor.
If such a determination of material breach is made, the
General Manager's determination shall be automatically appealed
to the Board for final action.
A material breach shall be cause for termination of this
Agreement by the Board of Directors of the District.
In the event of a termination prior to the natural expiration
of the term of this Agreement, the District shall have the right
to temporarily assume the obligations of the Contractor and shall
therefor have the right to forthwi th take possession of all trucks
and other equipment of the Contractor and exercise the Con-
tractor's right to enter and use any disposal facilities for the
purpose of performing the services agreed to be performed by the
Contractor herein until such time as the District can make other
arrangements for the performance of said services. However, such
temporary assumption of Contractor's obligations under the Agree-
ment shall not be continued by the District for a period exceeding
twelve {12} months from the date such operations are undertaken by
the District.
-30-
During any period in which District has temporarily assumed
the obligations of Contractor under this Agreement, District shall
be entitled to the gross revenue attributable to operations during
such period and shall pay therefrom only those costs and expenses
applicable or allocable to said period, including the reasonable
rental value of the trucks and equipment to be paid to the Con-
tractor. The excess, if any, of revenue over appl icable or
allocable costs and expenses during such period shall be deposi ted
wi th the District funds to the credi t of the operation and
maintenance account. The loss, if any, during such period shall
be a charge against Contractor, and shall be paid to the district
by the Contractor upon demand. Final adjustment and allocation of
gross revenue, costs, and expenses to the period during which the
District temporarily assumed the obligations of Contractor shall
be determined by an audit by a Certified Public Accountant and
prepared in report form with his unqualified opinion annexed
thereto.
District shall indemnify Contractor against and hold it
harmless from, any and all liability claims, judgments or demands,
including demands arising from injuries or deaths of persons and
damage to property, arising directly or indirectly out of the
operations and obligations of Contractor which District assumes
pursuant to the provisions of this paragraph 31, save and except
claims or litigation arising through the sole negligence or
willful misconduct of Contractor and will make good to and reim-
burse Contractor for any expenditures, including reasonable at-
-31-
torneys' fees, that the Contractor may make by reason of such
matters and, if requested by Contractor, shall defend any suit at
the sole cost and expense of District.
Nothing in this Agreement shall prevent the District during
any period in which District temporarily assumes the obligations
of the Contractor under this Agreement, from employing persons who
were employed by the Contractor for the collection of garbage under
this Agreement.
Upon the occurrence of said breach and the declaration of such
by the Board of Directors of the District, this Agreement and the
franchise granted thereunder shall be of no further force and
effect, excepting these provisions concerning District's right to
temporarily assume the Contractor's obligations and to use Con-
tractor's facilities upon early termination as provided herein.
The District then shall be free to enter into whatever other
arrangements are deemed justified and necessary for the collec-
tion, removal and disposal of garbage within the Zone.
Failure by the District to provide the Contractor with the
exclusive franchise to collect and dispose of garbage within the
Zone, as defined in this Agreement, and except as set forth in
paragraph 32, shall constitute a material breach of this Agreement
which will allow the Contractor, in its discretion, to terminate
the Agreement and be relieved of all obligations and duties
hereunder. Notice of termination by the Contractor must be
provided to the District one (1) year prior to cessation of the
duties and responsibilities of the Contractor hereunder.
-32-
32. EMERGENCY:
Notwithstanding the Contractor's exclusive franchise rights
set forth in Paragraph 31, in the event of an emergency due to
natural disaster or labor strike which interrupts the collection
of garbage by the Contractor, the Board of Directors of the
District shall have the right to declare a temporary suspension of
this Agreement for the reasonable durataion of the emergency and
until such time as the District determines that the Contractor is
able to reassume all obligations under this Agreement. Should
Contractor fail to demonstrate to the satisfaction of the Board of
Directors of the District that required services can be resumed by
Contractor prior to the expiration of a six (6) month period, this
Agreement may be terminated at the direction of the Board of
Directors.
An emergency or a declaration terminating the Agreement may
only be declared by a resolution adopted by a 4/5 vote by the
District's Board of Directors.
33. DISTRICT CODE:
This Agreement is entered into under and by virtue of the
authority of and pursuant to Chapter 8 of the Code of the District
and in accordance with the provisions thereof, and any subsequent
amendment thereto, which are hereby incorporated in this Agreement
by reference.
-33-
34. TERM OF THE AGREEMENT:
The term of this Agreement and the exclusive franchise
granted hereunder shall be for a period of ten (10) years from
January 1, 1986 to December 31, 1995, subject to the provisions of
paragraphs 27 and 31 of this Agreement.
35. CONTEST OF AGREEMENT'S TERMS BY THE PARTIES:
In the event either party to this Agreement attempts to
challenge the validity of any portion of this Agreement, such
action in attempting to challenge the Agreement shall constitute
a material breach of this Agreement and the nonbreaching party
shall have the right to elect to terminate forthwith without suit
or other proceeding.
This paragraph 35 shall not be construed to prevent either
party from seeking redress to the courts for the purposes of legal
review of administrative procedures in regard to rate setting or
District actions taken pursuant to this Agreement, or for the
purpose of enforcing the provisions contained in this Agreement.
36. SEVERABILITY:
In the event legal action is brought by a person or entity,
other than the parties to this Agreement, to challenge, invali-
date, contest or set aside any of the provisions of this Agreement,
each and every term and condition, and each and every section and
paragraph is severable from the remaining terms, conditions,
sections, and paragraphs. The invalidation of any term, con-
-34-
di tion, section or paragraph as a resul t of a legal action, brought
by a person or entity not a party to this Agreement, shall not
affect the validi ty or enforceabili ty of the remaining provisions.
Each of said remaining provisions shall remain in full force and
effect.
37. TERMS OF AGREEMENT BARGAINED FOR:
All terms, condi tions and obligations contained in this
Agreement have been bargained for and agreed upon by the parties
in good fai th.
Further, the parties have entered into this
Agreement on the advice of counsel.
38. THIS AGREEMENT SHALL SUPERSEDE PRIOR AGREEMENTS:
This Agreement shall supersede any and all agreements here-
tofore entered into by the parties hereto.
IN WITNESS WHEREOF, the parties hereto have caused this
Agreement to be executed in duplicate by its duly authorized
officers and representatives as of the date first above written.
CENTRAL CONTRA COSTA SANITARY DISTRICT
B1; :
Its:
By:
Its:
-35-
ATTACHMENT II
PROPOSED SECTION 7 OF THE REFUSE COLLECTION FRANCHISE AGREEtENT FOR
PLEASANT HILL BAYSHORE DISPOSAL SERVICE
7. DUTY OF CONTRACTOR TO MAINTAIN RECORDS -- RIGHT OF DISTRICT TO
EXAMINE CONTRACTOR'S RECORDS:
Contractor shall maintain a proper set of books and records in
accordance with generally accepted accounting principles, accurately
reflecting the business done by it under this Agreement.
Contractor shall further maintain records as to its total number of
customers, said records to detail the types of customers and such other
operating statistics in such manner and with such detail as the District
may requi reo
The Contractor shall, by March 31 of each year, submit to the
District an operating statement for Zone 3 for the most recent reporting
year, prepared on a compiled basis by a Certified Public Accountant which
will comply with the following requirements:
a. A statement by the Certified Public Accountant that the
operating statement was prepared on a compiled basis as defined
in American Institute of Certified Public Accountants
Statement on Standards for Accounting and Review Services
No.1 will be affixed to the operating statement.
b. The operati ng statement will be based on revenue and expense
accounts which will be established to determine the results of
such operation as a separate division within the Contractor's
single entity.
c. The operati ng statement will present revenues by category of
regulated service, and expenses will be reported in accordance
-1-
with the formats developed in the Price Waterhouse report dated
February 7, 1983.
d. Customary footnote disclosure should be provided with the
statement of operations, and should include an explanation of
the allocation bases used for all expense accounts.
In the event the Contractor is required by another public entity or
regulator to provide audited financial statements, the Contractor will
transmit a copy of the audited financial statements to the District and
thereafter submit such audited financi al statements to the Di strict by
March 31 each year, in lieu of the compiled operating statement. The
Contractor shall further furni sh to the Di strict a report of its total
number of customers within the Zone by types of customers and such other
operating statistics in such manner and with such detail as the District
may request.
The District may, at its own expense, at any time during the term of
this Agreement, examine the books and records of the Contractor, or have
the books and records of the Contractor exami ned by a person appoi nted
for that purpose by the Di strict. Di strict shall give thi rty (30) days
written notice to the Contractor in advance of such examination date.
The information required by this paragraph shall pertain to the
Contractor's operations in the Zone. Nothing contained herein shall
require the Contractor to provide the District with information
pertaining to the Contractor's operations which are not regulated by the
District; provided that the District's agent may examine the Contractor's
books, records and financial statements pertaining to operations not
regulated by the District for the sole purpose of gathering information
necessary to allow the agent to ascertain and communicate to the District
-2-
whether income, expenses, assets and liabilities are reasonably and
consistently allocated among operations regulated by the District and
operations not regulated by the District. As used in this paragraph
"Di stri ct Agent" shall mean an independent CPA, as agreed upon by the
parties, or, failing agreement, appointed by the Presiding Judge of the
Contra Costa County Superior Court. Notwithstanding this requirement to
use an independent CPA as the "District Agent," the District may use
District employees, or any other person designated by the District, to
examine records of the Contractor otherwise available to other public
entities. Information gained from such examination of records pertaining
to operati ons not regul ated by the Di strict shall be treated by the
District and its agents as confidential information. However, nothing in
this paragraph will prevent the District allowing public access to
District records as provided for under the California Government Code,
and in the event any dispute arises as to the public access to
information provided by the Contractor under the terms of this Agreement,
the District shall in its discretion provide public access to said
information according to law or tender the defense of any claims made
against the District concerning said information to the Contractor.
-3-
.
Centr~_ Contra Costa Sanitat )" District
BOARD OF DIRECTORS
PAGE 1 OF
POSITION
PAPER
BOARD MEETING OF
December 19, 1985
NO.
v.
HEARINGS 2
SUBJECT
CONDUCT A PUBLIC HEARING TO CONSIDER ADOPTION OF A
RESOLUTION AMENDING EXHIBIT A, DESIGNATED POSITIONS
AND DISCLOSURE CATEGORIES OF THE CCCSD CONFLICT OF
INTEREST CODE
DATE
December 12, 1985
TYPE OF ACTION
CONDUCT PUBLIC HEARING
ADOPT RESOLUTION
SUBMITTED aY .
Joyce ~. McM,llan,
Secretary of the District
INITIATING DEPT./DIV.
Administrative Department
ISSUE: A need exists to update the designated positions contained in Exhibit A of
the District's Conflict of Interest Code.
BH::KGROUND: Since the CCCSD Confl ict of Interest Code was adopted in 1976, the
District has undergone organizational changes resulting from District growth and
central ization of functions. In some cases certain positions in the District
which previousl y entail ed di scretionary duties and deci sion maki ng which coul d
foreseeably have a material effect on a financial interest, no longer act in those
capacities. Amendment to the District Conflict of Interest Code is necessitated
by these changed circumstances, including the creation of new positions and
relevant changes in the duties assigned to existing positions.
As part of the Ralph Andersen and Associates Classifications Study, questionnaires
indicating major areas of responsibil ity or job assignments were completed by
employees and evaluated by Management and forwarded to Ralph Andersen and
Associates for review. With the concl usion, adoption, and implementation of the
second and final phase of the Study, changed circumstances have become apparent.
Exhibit A, Designated Positions and Disclosure Categories of the District Conflict
of Interest Code, was reviewed by staff and amended to reflect the results of the
classification study and the current management organizational structure of the
District. This in turn was reviewed and approved by District Counsel.
At thi s time it woul d be appropri ate for the Board of Di rectors to review the
designated positions and conduct a public hearing to receive comments with regard
to the proposed amendments. Approval of the amendments to Exhibit A of the
Conflict of Interest Code is requested. Upon adoption of this amendment, it must
be submitted to the Board of Supervisors, the Code reviewing body. The Board of
Supervisors must then, within 90 days after receiving the proposed code amendment,
either approve it, revise it, or return it to the District for modification. The
code takes effect upon its approval by the Board of Supervisors of the County.
RECOMMENDATION: Conduct a public hearing to consider approval of the amendment to
Exhibit A, Designated Positions and Disclosure Categories, of the Central Contra
Costa Sanitary District Conflict of Interest Code (Resolution No. 85- ). If
approved, authorize the Secretary of the District to submit a copy of such code
amendment to the Board of Supervisors of Contra Costa County for approval.
REVIEWED AND RECOMMENDED FOR BOARD ACTION
1302".9/85
tIfl
JEM
INITIATING DEPT./DIV.
'-"---_.~.,.._--~-_." .
RESOLUTION NO. 85-
A RESOLUTION AMENDING EXHIBIT A, DESIGNATED POSITIONS
AND DISCLOSURE CATEGORIES, OF THE CCCSD
CONFLICT OF INTEREST CODE
WHEREAS, Section 2.20.020 of the Code of the Central Contra Costa
Sanitary District provides the Board of Directors shall from time to time
establ ish by resolution designated positions of officers and employees
deemed to make, or participate in the making of, decisions which may
foreseeably have a material effect on a financial interest.
NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the
Central Contra Costa Sanitary District as follows:
THAT Exhibit A, Designated Positions and Disclosure Categories, of
the Code entitled "Conflict of Interest Code, Central Contra Costa
Sanitary District," a copy of which is attached hereto and by reference
incorporated herei n, be, and is hereby, approved and adopted for the
District, subject to the approval thereof by the Board of Supervisors of
the County of Contra Costa; and
THAT the Secretary of the District be, and is hereby, authorized and
instructed to submit a copy of such Code amendment to the Board of
Supervisors of the County of Contra Costa and to request said Board of
Supervisors to approve said Code amendment in accordance with Government
Code Section 87303.
PASSED AND ADOPTED by the Central Contra Costa Sanitary District
Board of Directors this 19th day of December 1985 by the following vote:
AYES: Members:
NOES: Members:
ABSENT: Members:
President of the Board of Directors,
Central Contra Costa Sanitary District,
County of Contra Costa, State of California
COUNTERSIGNED:
Secretary of the Central Contra
Costa Sanitary District, County
of Contra Costa, State of California
Approved as to Form:
James L. Haza rd
District Counsel
EXHIBIT "A"
DesiQnated Positions Disclosure Categories
1. Director I, II, III, IV, V
2. General Manager-Chief Engineer I, II, III, IV, V
3. Secretary of the District I, II, III, IV, V
4. Counsel for the District I, II, III, IV, V
5. All Management Positions I, II, III, IV, V
6. Accounting Supervisor I, II, IV, V
7. Consultant I, II, IV, V
8. Principal Engineer I, IV, V
9. Senior Engineer I, IV, V
10. Associate Engineer I, IV, V
1l. Survey Party Chief I, IV, V
12. Senior Engineering Assistant IV, V
13. Engineering Support Supervisor IV, V
14. Senior Construction Inspector IV, V
15. CSO Inspection Supervisor IV, V
16. Survey Supervisor IV, V
17. Construction Inspector IV, V
18. Buyer IV, V
19. Plant Operations Superintendent IV, V
20. Collection System Superintendent IV, V
2l. Plant Maintenance Superintendent IV, V
22. Laboratory Superintendent IV, V
23. Maintenance Supervisor IV, V
24. Electrical Shop Supervisor IV, V
25. Instrument Shop Supervisor IV, V
26. Safety and Loss Control Specialist IV, V
27. Maintenance Safety Specialist IV, V
28. Mechanical Maintenance Supervisor IV, V
29. Machine Shop Supervisor IV, V
30. Buildings and Grounds Supervisor IV, V
3l. Vehicle Maintenance Supervisor IV, V
32. Pumping Stations Superintendent IV, V
33. Pumping Stations Supervisor IV, V
34. Control Systems Engineer I, II, III, IV, V
35. Senior Chemist IV, V
36. Real Property Specialist I, II, III, IV, V
37. Permit and Services Technician I, II, III, IV, V
Category Index
I Interests in Real Property
II Investments
III Sources of Income
IV Supply Sources
V Contractors
.
Centr,- Contra Costa Sanitat:l District
BOARD OF DIRECTORS
POSITION
BOARD MEETING OF
December 19, 1985
PAPER
SUBJECT
AUTHORIZE CONTRACT FOR DISTRICT PROJ ECT NO. 20014 SEISMIC
STRENGTHENING, AUTHORIZE GENERAL MANAGER-CHIEF ENGINEER TO
EXECUTE A CONTRACT AMENDMENT FOR SERVICES DURING
CONSTRUCTION AND AUTHORIZE $847,500 FROM THE SEWER
CONSTRUCTION FUND
SUBMITTED BY
Joye Kurasaki, Associate En ineer
PAGE 1 OF
NO.
VI.
BIDS AND AWARDS
1
DATE
December 17, 1985
TYPE OF ACTION
AUTHORIZE CONTRACT;
APPROVE CONTRACT AMEND-
MENT; AUTHORIZE FUNDS
ISSUE: On December 10, 1985, sealed bids for Seismic Strengthening of Selected
Buildings, District Project No. 20014, were received and opened. The Board of
Directors must award a contract or reject bids within 75 days of bid opening.
BACKGROUND: As a result of questions raised during the legal settlement process
for the District's SA Treatment Plant construction, H. J. Degenkolb Associates
(HJD) was retained by the District in February, 1982, to study selected structures
at the District's Treatment Plant for seismic stability. This study was completed
in June, 1982, and became the basis for the seismic strengthening project to
correct structural deficiencies. The design emphasis of the project is to prevent
injury to District personnel and to minimize major structural and equipment damage
during an earthquake. The seismic strengthening project includes structural work
within the Solids Conditioning Building, the Plant Operations Building Administra-
tion and Maintenance areas, Substation 82, and the Inlet Building. It also
includes equipment bracing within the Solids Conditioning Building.
Plans and specifications for the project were prepared by HJD. On December 10,
1985, seven (7) bids, ranging from $596,000 to $980,000 were received. A
tabulation of bids is presented in Attachment 1. All bids were evaluated by
staff. The lowest responsible bidder is S. J. Amoroso Construction Company, Inc.
The Engineer's estimate, prepared by HJD, is $1.1 million.
The difference between the bids and the Engineer's estimate is due to the
following factors:
a. A very competitive bid climate (seven bids received).
b. The Engineer's estimate by HJD was very conservative in estimating the labor
required due to the retrofit nature of the project.
c. The seismic strengthening project involves retrofit work which is more
difficult to estimate than new construction. District staff made every effort
to seek out potential bidders and to ensure that they understood the scope of
the proj ect. The bi dders were requi red to attend one of three mandatory
prebid pl ant tours, each of which averaged three hours. Several bidders
scheduled subsequent Plant tours after the mandatory prebid tour. Therefore,
INITIATING DEPT.lDIV.
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SUBJECT
AUTHORIZE CONTRACT FOR DISTRICT PROJECT NO. 20014 SEISMIC
STRENGTHENING, AUTHORIZE GENERAL MANAGER-CHIEF ENGINEER TO
EXECUTE A CONTRACT AMENDMENT FOR SERVICES DURING
CONSTRUCTION AND AUTHORIZE $847,500 FROM THE SEWER
CONSTRUCTION FUND
POSITION PAPER
PAGE 2 OF 4
DATE
December 17, 1985
the bidders were highly educated about the project and apparently felt
sufficiently comfortable to submit "tight" bids.
A post bi d/preconstructi on cost estimate is presented in Attachment 2. At thi s
time $ 847,500 in additional funds is required to complete the project, including
the construction contract; force account costs for construction management,
testing, inspection, and preparation of as-built drawings; consultant services
during construction; and construction contingencies.
Thi s proj ect i nvol ves si gnifi cant retrofit work in four different areas of the
Treatment Plant. The work includes the erection of large structural steel members
in the Solids Conditioning Building, concrete block wall and plaster ceiling
demoliti on work in the Pl ant Operati ons Bui 1 di ng Admi ni strati on area, concrete
work in Substation 82, and steel work in the Inlet Building. During construction
District staff will be inspecting the work in these four areas in addition to
coordinating the project with other ongoing District projects and Plant
Operations. District staff will be especially involved with ensuring the
Contractor's compliance with the applicable safety requirements during the
proj ect.
HJD will provide a portion of the construction services including review of shop
drawings, test and inspection reports, answer questions during construction,
conduct periodic site inspections, and a final site inspection and report.
District staff has negotiated Contract Amendment No.2 with HJD to provide the
above described construction services on a cost reimbursement basis with a cost
ceiling of $43,106. This cost for construction services is included in the post
bid/preconstruction cost estimate.
The total project cost is estimated at $1,007,100. This project is included in
the Five-Year Capital Improvement Pl an. The cost of this project will be
partially reimbursed by contributions of up to $500,000 from Brown & Caldwell, the
SA Engineer, as provided for in the SA Settlement Agreement between the District,
Contractor, and Engi neer. Al so, under the terms of the Termi nati on Agreement
between the Di strict, the State Water Resources Control Board, and the U. S.
Environmental Protection Agency, the District will be paid an allowance of up to
$350,000 for the cost of compl eti ng th i s work. The net cost of the proj ect over
the contributions of the SA Engineer and the grant payments will be borne by the
District.
RECOMMENDATION: Authorize the constructi on contract for the Sei smic Strengtheni ng of
Selected Buildings, District Project No. 20014 to S. J. Amoroso Construction
Company, Inc. per thei r proposal received December 10, 1985. Authorize the
General Manager-Chief Engi neer to execute Contract Amendment No. 2 with HJ D for
services during construction. Authorize $847,500 in Sewer Construction Funds for
proj ect compl eti on.
---------
13028-9/85
Attachment No. 1
Central ~ontra Costa Sanit T'Y District Page 3 of 4
SUMMARY DF BIDS
PROJECT NO. 20014 - Seismic Strengthening
LOCATION HeCldqlJClrters Offic:p Rllilrlin9
DATE December 10. 1 <38S
ENGR.EST.$ 1.1 Million
BIDDER (Name, telephone & address)
BID PRICE
2.
,
( ) $ .-
S. J. Amoroso Construction 349-6691
596,000
148 Hatch Drive, Fos tp r r.ity, r.A
Arntz- Joint Ventllrp ( ) 382-1188 $
353 Bel Marin Keys B1 vd. , Novato. CA 681,000
Romack Iron Works ( ) 65R-05RR $
3250 Ho 11 is Street, Oakland, CA 706,856
Adams & Smi th ( ) <318-4100 $
1225 Davi d Avenue, Concord. CA 776.340
West Coast Contractors ( 707 ) R64-135? . $
4154 793,000
Sui sun Valley Road, SII i C;ltn, r.A
Valentine Corporation ( ) 453-373? $
P. O. Box <3337. San Rafael, CA 898.36<3
Dal zell Corporation ( ) 815-0712 $
980,000
P. o. Rox R?R4, Fmp ry" i 11 e , CA
( ) $
( ) .$
( ) $
( ) $
( ) $
3.
4.
5.
6.
7.
PREPARED BY
Joye L. Kurasaki
Dec. 10,1985
DATE
SHEET NO. 1
OF 1
2503-9/84
POST BID - PRECONSTRUCTION ESTIMATE OF COSTS
FOR
DISTRICT SEWERING PROJECT 20014
ITEM DESCRIPTION
la. Construction Contract (As Bid)
b. Equipment Relocation
c. Total Construction Contract
Attachment No. 2
Page 4 of 4
ITEM AMOUNT TOTAL
596,000
. . . . . . . . . . . $ 6,000
602,000
2.
Estimated Construction Contingencies
. . . . . . $
3.
Estimated Force Account
Plant Opera~ions
Inspection &. Contract
Engineering . . .
Required
for Project Completion
. $ 4 , 000
.$ 64,747
. $ 12.035
Admj n i stra.t Ion.
Total Estimated Force Account
. $ Rn. 7R?
4. Outside Services Required for Project Completion
a. H. J. Degenkolb Constructlon.S~rvJces. ' 43~tOp
b. OutslQe Testing .. 16,888
c. Security ijuard ... 2,
5. Tfol~ll E~t~rhJm~~iir~l~ ld01np~~,v~r~reh . . . . . ~ I,. I u.6
6.
Pre Bid Expenditures
Engineering, Design Review, Printing~AdY$
H. J. Degenkolb Waste Heat RolJer Deslgn$
H. J. Degenko 1 b Se i smJ c. D~s I.gn.. . $
41.300
4,834
127.078
7.
Total Preconstruct ion Incidentals (as 0112/19/85). . $ 173.212
8.
Total Estimated Project Cost
(Items 5 & 7)
9.
Funds Previously Authorized
10.
Total Additional Funds Required to Complete Project.
(Item 8 minus Item 9)
90,000.
$ Rn , 7R?
61 , 1 06
. $
.$ 8~~,888
$ 173.212
. $1 ,007, 100
. $ .1I)Q,600
. $ 847,500
% CONST.
CONTRACT
100
15
'3
10
119
29
167
2505-8/78
.
Centr ~ Contra Costa Sanital.. District
BOARD OF DIRECTORS
PAGE 1 OF
POSITION
PAPER
BOARD MEETING OF
December 19
1985
NO.
VI I.
DATE
CONSENT CALENDAR 8
SUBJECT
APPROVE AGREEMENT RELATING TO REAL PROPERTY WITH
BURKE PROPERTIES, JOB 1618, PARCEL 4,
IN THE PLEASANT HILL AREA
December 11, 1985
TYPE OF ACTION
APPROV E REAL
PROPERTY AGREEMENT
SUBMITTED BY
Dennis Hall, Associate Engineer
INITIATING DEPT.lDIV.
Engineering Dept/Construction Div.
ISSUE: The property owner has requested permi ssi on to install a decorative
concrete fountain over a portion of a District sewer easement.
BACKGROUND: The concrete fountain is an integral part of the site landscaping
improvements which face Contra Costa Boulevard. Staff has determined that this
improvement will not interfere with the present use of our sewer; however, if the
need shoul d ari se, the proposed agreement requi res the property owner to remove
the structure at the owner's expense within 30 days of notice. The property
owner has cooperated with District staff by executing the subject agreement and
paying our processing fee.
RECOMMENDATION: Approve the Agreement Rel ating to Real Property with Burke
Properties, Job 1618, authorize the President of the District Board of Directors
and the Secretary of the District to execute said agreement, and authorize the
agreement to be recorded.
REVIEWED AND RECOMMENDED FOR BOARD ACTION
JSMc
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1302/1 .9/85
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Centr&.- Contra Costa Sanitar. District
BOARD OF DIRECTORS
PAGE 1 OF
POSITION
PAPER
BOARD MEETING OF
SUBJECT
INITIATE PROCEEDINGS TO FORMALLY ANNEX 10 SEPARATE
AREAS UNDER THE TITLE OF DISTRICT ANNEXATION 92
NO.
VI I.
CONSENT CALENDAR 9
DATE
INITIATE ANNEXATION
D. A. 92
SUBMITTED BY
Dennis Hall, Associate Engineer
INITIATING DEPT.lDIV.
Engineering Dept./Construction Div.
ISSUE: This District must initiate the annexation proceedings with the Local
Agency Formation Commission (LAFC) before the annexation process can be officially
compl eted.
BACKGROUND: The LAFC has requested that the Di strict submit no more than 10
separate areas under anyone proceeding to avoid overloading their schedule. The
subject areas are generally located in Alamo, Danv1l1e, and Walnut Creek. LAFC
has indicated that they may add adjoining unannexed parcels to the separate areas
we submit to el iminate isl ands or straighten boundary lines. The District will
have to hold a publ ic hearing to consider the annexation of any parcel added by
LAFC.
RECOMMENDATION: Pass a Resolution of Application for the annexation of properties
to Central Contra Costa Sanitary District under District Annexation 92.
REVIEWED AND RECOMMENDED FOR BOARD ACTION
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1302A.9/85
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