26-002-A_RFP_Appendix_A_Contract_Addendum_2_4_5.pdf

APPENDIX A

ADDENDUM 2, 4, 5

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Solid Waste Transportation and Disposal Services

Between City of Seattle and Contractor

Agreement # SU0-26-002-A

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SU0-26-002-A Solid Waste Transportation and Disposal Services

Table of Contents

RECITALS:

DEFINITIONS

CONTRACT TERM

RECEIVING/TRANSFER/DISPOSAL SPECIFICATIONS AND RESPONSIBILITIES

Contractor Responsibilities General Receiving, Transportation, and Disposal Services Containers Scales On-Call Support Services Operations Plan Contingency Operations Transition Support Solid Waste Acceptance and Transfer of Ownership

Special Waste Closure and Post-Closure Financial Assurance Records and Reporting Accidents; Complaints Payment of Subcontractors and Agents Scheduling; Management; Quality of Performance Spillage, Leakage, Litter and Odor, and Other Nuisances Subsidiary Use of Facilities

City Responsibilities Processing and Delivery of Solid Waste Weighing and Transaction Tickets Flow Control Interlocal Agreement Partnering Option Not a Put or Pay Contract Right to Establish Diversion Programs

COMPENSATION AND PAYMENTS

Calculation of Receiving, Transportation and Disposal Fees Partnering Incentive Tonnage Incentive Credit for City Compacted Container Weight Fee Adjustments Credit Adjustments Payment Calculation Rounding

ALLOCATION OF RISK; UNCONTROLLABLE CIRCUMSTANCES

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Contractor Reliance City Disclaimer Uncontrollable Circumstances Insurable Uncontrollable Circumstances

INSPECTION OF SOLID WASTE; UNACCEPTABLE WASTE

Solid Waste Inspection at FINAL Disposal Site; Suspected Unacceptable Waste Liability for Testing, Inspecting, Handling and/or Disposing of Unacceptable Waste

COORDINATION MEETINGS

Initial Coordination Meeting Periodic Coordination Meetings and Reports

DEFAULTS IN PERFORMANCE; LIQUIDATED DAMAGES

Contractor Default Default Procedure Consequences of Contractor Defaults

PERFORMANCE FEES

City Default Contractor’s Bankruptcy/Receivership No Waiver by City Termination of Contract

SUCCESSORS; ASSIGNMENT

Contractor Delegation Assignment Change in Control or Ownership Binding Effect

EMPLOYMENT AND COMPLIANCE

Paid Sick and Safe Time Minimum Wage and Wage Theft Wage Increases Payroll Records Tax Liens and Judgments Equal Employment Opportunity Women and Minority Business Inclusion Equal BENIFITS Americans with Disabilities Act

Workplace Safety Compliance Federal Immigration Enforcement NOTIFICATION Requirements Hazardous Materials – “Right to Know” Requirements Independent Contractor Changes to Key Personnel or Subcontractors

SECURITY, LIABILITY, AND DAMAGES

Performance Bond Contractor Default and City Remedies Notice and Opportunity to Cure Termination for Default and Transfer of Work to the Surety

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Insurance Limits Insurance Terms and Conditions Indemnity

INFORMATION DISCLOSURE AND ETHICS

CONFIDENTIALLITY

Compliance with Antitrust and Corrupt Practices Laws CONFLICT of Interest Gifts and Gratuities Campaign Contributions Ethics Code for City Employees

ANCILLARY PROVISIONS

Assignment and Subcontracting Interpretation and Severability Notices and Dispute Resolution Force Majeure and Emergency Disruptions Cyber Security Expectations

FACILITY AND RECORDS AUDITING AND INSPECTION RIGHTS

EXHIBITS & ATTACHMENTS

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SOLID WASTE TRANSPORTATION AND DISPOSAL SERVICES SU0-26-002-A

BETWEEN THE CITY OF SEATTLE

AND

CONTRACTOR

This Solid Waste Transportation and Disposal Services Agreement (“Agreement”) is entered into by and between the City of Seattle, a municipal corporation of the State of Washington, acting by and through Seattle Public Utilities (“City”), and CONTRACTOR (“Contractor”), a XXX and authorized to do business in the State of Washington. Both may also be referred to in this Agreement individually as “Party” or collectively as the “Parties.”

RECITALS:

A. On May 27, 2026, the City released a Request for Proposal (“RFP”) in accordance with the Seattle

Municipal Code to select a contractor to provide solid waste transportation and disposal services (the “Services”);

NOW, THEREFORE, the Parties, in consideration of the promises, representations and warranties contained herein, agree as follows:

DEFINITIONS

“Business Day” means any day, Monday through Friday, from 8:00 a.m. PST until 5:00 p.m. PST, that is not a holiday designated as such in the Contract.

“Bill of Lading” means a written or electronic shipping document prepared by the City or a Customer for each Container of City’s Waste tendered for Transport to the Intermodal Receiving Facility, documenting, at a minimum, the date and time of dispatch, weight of material, Container identification number, origin facility, destination facility, Security Seal number (if applicable), and the party tendering the Container. The Bill of Lading may be used for operational tracking, chain‑of‑custody documentation, and timestamp verification under this Contract and is not a negotiable instrument or document of title. A City Transaction Ticket may serve as the Bill of Lading for purposes of this Contract, provided it contains the required information described above.

“Chassis” means a Tractor-drawn trailer that conforms to the Contract and is designed for over-the-road Transport of a Container.

“City” means the City of Seattle.

“City System” means the Solid Waste handling system in accordance with the Seattle Municipal Code (SMC) Title 21, Subtitle III (Solid Waste), including Chapter 21.36, and as further described in the Comprehensive Solid Waste Management Plan.

“City Transfer Station” means any facility owned by the City or otherwise designated as a City Transfer Station in the Comprehensive Solid Waste Management Plan where City’s Waste is accepted and loaded into Containers for Transport to the intermodal receiving facility.

"City's Waste" means all residential and nonresidential solid waste generated within the City, excluding Unacceptable Waste, Special Waste, and materials destined for recycling or beneficial use, which materials

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City's Waste includes all waste remaining after recycling or beneficial use. (SMC 21.36.012.5).

“City Vehicles” means motor vehicles, and related transportation equipment owned or leased by the City of Seattle and operated by City employees, used to transport containerized City’s Waste to the Intermodal Receiving Facility under this Contract.

“City-Contracted Haulers” means third party companies under contract with the City, authorized to transport City’s Waste, on behalf of the City, to the Intermodal Receiving Facility, including transportation originating from City owned or City designated facilities.

“City Transaction Ticket” means a written or electronic record generated at a City Transfer Station that documents the loading and delivery of a container of City’s Waste, including the date and time of delivery, container identification, Security Seal information (if applicable), and weight as measured by City equipment.

City Transaction Tickets are provided for operational tracking and reconciliation purposes and are not based on certified scales.

“Closed Top Container” means any fully enclosed Container loaded with compacted waste that conforms to the specifications of this Contract and is designed for trucking or rail shipment.

“Commercial Railyard Rate” means the City-published per ton rate (including any minimum or ancillary charges) for solid waste delivered to the Intermodal Receiving Facility for transport and disposal, as established under SMC 21.40.085, as amended.

“Compacted Container” means a Container Loaded with Solid Waste that has been crushed or compressed in a hydraulic compactor.

“Comprehensive Solid Waste Management Plan” means the City’s most recent Comprehensive Solid and Hazardous Waste Management Plan adopted by the City per RCW requirements. The current plan is titled, “2022 Solid Waste Plan Update: Moving Upstream to Zero Waste”. This current plan will be superseded by a revised version of this plan (when and as required).

"Construction, Demolition and Landclearing Waste" or "CDL Waste" means any combination of recyclable or nonrecyclable construction, demolition and landclearing waste that results from construction, remodeling, repair or demolition of buildings, roads or other structures, or from landclearing for development, and requires removal from the site of construction, demolition or landclearing as defined in SMC 21.36.012.

“Consumer Price Index” or “CPI” means the Consumer Price Index computed by the United States Department of Labor, Bureau of Labor Statistics, for the Seattle-Tacoma Metropolitan Area for Urban Wage Earners and Clerical Workers (CPI-W), or a successor index produced by the United States government. If the United States government discontinues publication of such an index for the Seattle-Tacoma area, then its index for the Puget Sound Region or the State of Washington shall be used, and if such indices are not available, a similar index proposed by another governmental agency and agreed upon by City and the Contractor shall be used.

Series Id: CWURS49DSA0, Not Seasonally Adjusted

Series Title: All items in Seattle-Tacoma-Bellevue, WA, urban wage earners and clerical workers, not seasonally adjusted

Area: Seattle-Tacoma-Bellevue WA Item: All items Base Period: 1982-84=100

“Container” means a Closed Top Container or Open Top Container conforming to the requirements listed in the Contract.

“Container Inspection Protocols” means the Contractor’s documented procedures and standards for the routine inspection, maintenance, and repair of Containers used under this Contract, including inspection https://www.seattle.gov/utilities/about/plans/solid-waste/2022-plan-update

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“Container Inventory Plan” means the Contractor’s required plan for supplying, maintaining, and monitoring the inventory of Containers necessary to support uninterrupted City operations, as described in Exhibit 2.

“Contract” means this written agreement, including all Exhibits incorporated herein, and any Amendments executed by the Parties.

“Contractor” means a party to this Contract, and all sub-contractors and agents employed by Contractor to conduct Contractor-related activities as part of this Contract.

“Contingency Operations” means the temporary methods, facilities, or transportation arrangements used by the Contractor when Standard Operations are disrupted, constrained, or otherwise unavailable due to events identified in the Operations Plan.

“Customer(s)” means any Party that delivers Containers of City’s Waste to the Intermodal Receiving Facility under this Contract, including the City acting directly or through its authorized agents or contractors, and including Parties required under the Seattle Municipal Code (Title 21, Subtitle III) to deliver waste to the City System. For avoidance of doubt, Customers also include Parties that deliver City’s Waste that is subject to the commercial railyard rate established in SMC 21.40.085 (“Commercial Railyard Rate”).

“Dangerous Wastes” means Solid Wastes that are designated as dangerous waste under Chapter 173-303 WAC, Dangerous Waste Regulations, excluding those wastes that are specifically excluded from regulation under WAC 173-303-071, including but not limited to household hazardous wastes.

“Intermodal Receiving Facility” means an approved site or sites where the Customers transfer waste ownership to the Contractor and where the Contractor receives Solid Waste per SMC 21.36.112(A) and the requirements of this Contract during Standard Operations.

“Dispose” or “Disposal” means all work, services, or operations performed by the Contractor pursuant to this Contract on or after the time that Solid Waste enters the boundaries of Contractor’s Disposal Site pursuant to the Contract Documents.

“Empty” means the process by which, and the status of, a Container that has had its contents removed by the Contractor and is prepared for transport to a City Transfer Station.

“Facility or Facilities” means all real and personal property necessary for the Contractor to fulfill its obligations under this Contract, including but not limited to, Intermodal Receiving Facility, Final Disposal Facility, all vehicles, equipment, fixtures, and improvements used in Receiving, Transporting, and Disposing of Solid Waste, that are owned, leased, operated, or used by the Contractor or the City to carry out the provisions of this Contract.

“Final Disposal Site or Facility” means an approved site or sites (e.g., sanitary landfill) where any final treatment, utilization, processing, or disposition of City’s Waste is received, permitted, and occurs under this Contract.

“Grounded” means a Container that is either empty or full, that is accessible, ready for immediate use and located at the Intermodal Receiving Facility. Immediate use would include access to Containers that are placed on the ground or that are accessible from a train that is staged in the intermodal yard, where the Containers may be directly loaded and unloaded. Grounded Containers do not include equipment that are waiting on trains (empty or full) parked on side-tracks in route or returning from the landfill, or that are in transit, outbound or inbound to/from the landfill.

“Hazardous Waste” means any Solid Waste that is either expressly subject to regulation as “hazardous waste” or is not excluded from regulation as “hazardous waste” or “dangerous waste” by application of hazardous waste or dangerous waste regulations adopted by the United States Environmental Protection Agency, the

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Washington State Department of Ecology or, if the Solid Waste is Received, Transported or Disposed outside the State of Washington, any other applicable state or federal agency.

“Household Hazardous Waste (HHW)” means Solid Wastes that exhibits one or more characteristics of dangerous waste as defined under Chapter 70A.300 RCW and rules adopted thereunder, but that is exempt from regulation as dangerous waste solely because it is generated by households, including single- and multiple-family residences and similar residential sources.

“Landfill Tipping Fee” means the per ton fee for Disposal at the Final Disposal Site provided by Contractor.

“Load” or “Loaded” means the process by which, and the status of a Container after, Solid Waste is placed inside a Container and prepared for Transport to the Intermodal Receiving Facility.

"Nonrecycled CDL Waste" means the portion of CDL Waste that is not reused, recycled, or used for beneficial use. All Nonrecycled CDL Waste generated within the City must be delivered to receiving facilities designated by the City in accordance with SMC 21.36.112(C).

“Open Top Container” means any Container that is open on top and equipped with a tarp or cover system that conforms to the specifications of this Contract and is designed for trucking or rail shipment.

“Operations Plan” means the written plan, preserved as Exhibit 4, that describes the Contractor’s operational approach, methods, procedures, facilities, equipment, staffing, monitoring systems, data workflows, and performance practices necessary to provide the Services required under this Agreement.

“Party” or “Parties” means, without limitation, any individual, firm, corporation, association, partnership, consortium, joint venture, governmental agency, or unit of local government.

“Priority Access” means the City’s contractual right for City Vehicles and City-Contracted Haulers’ vehicles transporting or exchanging Containers under this Contract (including trips involving loaded Containers and/or empty Container replacements) to receive expedited and preferential access at the Intermodal Receiving Facility ahead of other vehicles, so as to minimize delay and wait times.. Priority Access includes preferential entry, queuing and processing as described in the Operations Plan. Priority Access may be achieved through physical infrastructure (e.g., dedicated lane or entrance), operational controls (e.g., scheduling through appointment system), technology applications (including automation or robotics); and/or other methods.

“Queuing Time” means the total elapsed time, measured in minutes, that begins when a vehicle arrives and enters the queue for access to the Intermodal Receiving Facility (whether the queue is on a public roadway, private roadway, or within a designated staging/queuing area) and ends when the vehicle is granted access at the Facility entry control point (e.g., gate entry, inbound scale, or other equivalent entry point documented in the Operations Plan). Queuing Time includes any idling, staging, traffic delays, or backups occurring upstream of the Intermodal Receiving Facility entry point that are attributable to Receiving Facility congestion, capacity limitations, or operational conditions that impede vehicle flow into the Facility.

Queuing Time applies to vehicles receiving Priority Access under this Contract, including vehicles transporting loaded Containers, or vehicles returning or exchanging empty Containers.

Queuing Time shall be calculated using City‑owned and/or managed systems and records, which may include driver log records (including an “arrival in queue” event), GPS‑enabled telematics records that corroborate timestamps and vehicle movements. The specific calculation methodology, data sources, and dispute‑resolution reporting process will be documented in the Operations Plan.

“Receiving” means all work, services, or operations performed by the Contractor pursuant to this Contract on or after the time that Solid Waste enters the boundaries of Intermodal Receiving Facility pursuant to this Contract.

“Receiving Services and Transport Services Fee” means the per ton fee for Receiving and transport provided by Contractor.

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“Representative” means the authorized representative of the City or the Contractor designated in the Contract.

“Safe Container Checklist” means a written checklist developed by the Contractor in coordination with the City that identifies the minimum safety, structural integrity, and operational condition requirements for Containers, including criteria defining acceptable and unacceptable conditions based on City standards, manufacturer recommendations, and applicable regulatory requirements. The Safe Container Checklist shall be reviewed and approved by the City, incorporated into the Operations Plan and updated by the Contractor semi-annually or as otherwise directed by the City.

“Security Seal” means a tamper evident, single use, serialized locking device, including but not limited to a lead and wire seal or similar non reusable closure, installed on a loaded Container to protect against undetectable access, removal, adjustment, or unauthorized use, and that must be broken in order to open the Container.

“Solid Waste” means all putrescible and nonputrescible solid, semisolid and liquid wastes, including but not limited to garbage, rubbish, yardwaste, ashes, industrial wastes, infectious wastes, swill, construction, demolition and landclearing wastes, abandoned vehicles or parts thereof, and recyclable materials. This includes all liquid, solid and semisolid materials which are not the primary products of public, private, industrial, commercial, mining and agricultural operations. Solid waste includes, but is not limited to sludge from wastewater treatment plants, seepage from septic tanks, wood waste, dangerous waste, hazardous substances, and problem wastes. (SMC 21.36.016.12).

“Special Waste” means contaminated soils, asbestos and other waste specified by the Contractor in the Special Waste Management Plan included in the Operations Plan as requiring special handling or disposal procedures. Special Waste does not include Unacceptable Waste. Although Special Waste is not considered City’s Waste per definitions, the Contractor is required to provide: (a) sufficient number of containers to accommodate the shipment of the City’s certain Special Waste accepted by the City; (b) capacity at and access to the Intermodal Receiving Facility (or a Special Waste Receiving Facility) for delivery and receipt of City’s Special Waste; (c) transportation of from the Intermodal Receiving Facility (or a Special Waste Receiving Facility) to the disposal facility; and (d) capacity at the disposal facility for Special Waste disposal.

“Special Waste Profile” means Contractor’s form of documentation that the City must complete, and Contractor must approve, with respect to any Special Waste prior to Contractor’s acceptance of such Special Waste.

“Standard Operations” means the Contractor’s normal, routine, and anticipated method of providing all Services required under this Contract, as described in the Operations Plan, including receiving Solid Waste, providing empty Containers, transporting loaded Containers, and disposing of Solid Waste at the Final Disposal Facility using the standard transportation mode and Intermodal Receiving Facility.

“State/Local Solid Waste Handling Fee” means a governmentally-imposed fee, tax, surcharge, or similar charge on Solid Waste handling services, including but not limited to Receiving, Transport, and Disposal services; the term does not include federally-imposed fees, taxes, surcharges, or other charges levied on Solid Waste Receiving, Transport, and Disposal services in all states.

“Surety” means the Person approved by the City to provide a cash bond, performance bond, letter of credit, or other financial guarantee required guaranteeing or providing the funds to guarantee performance of the Contractor’s obligations under this Contract; the Surety must be licensed to conduct business in the State of Washington and included on the current list of Companies Holding Certificates of Authority as Acceptable Sureties on Federal Bonds and as Acceptable Reinsuring Companies, consistent with 31 CFR 223.16, as published in Circular 570, as amended, by the Audit Staff Bureau of Accounts, United States Treasury Department.

“Tare Weight” means the empty weight of a Container, including the Container structure, permanently affixed components, and any fixed equipment customarily associated with that Container, but excluding all Solid Waste

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“Tipping Fee” or “Tipping Fees” means the per ton fees paid by the City to the Contractor delineated in the Contract. These fees include the Landfill Tipping Fee and the Receiving Services and Transport Services Fee for City’s Waste.

“Tonnage Incentive Credit” means a rebate provided by Contractor to the City by achieving average monthly Compacted Container weights as described in the Contract.

“Tractor” means a vehicle used to move Chassis or Containers.

“Transport” or “Transportation” means but is not limited to the storage, handling, loading, unloading, and movement of Containers under this Contract.

“Turntime” means the total elapsed time, measured in minutes, that begins when a vehicle is granted access at the Intermodal Receiving Facility entry control point used to initiate Turntime measurement (e.g., gate entry, inbound scale, or other equivalent entry point documented in the Operations Plan) and ends when the vehicle exits the Intermodal Receiving Facility after completing unloading, loading, container exchange, or container replacement activities. Turntime applies to vehicles receiving Priority Access under this Contract, including vehicles transporting loaded Containers, or returning/exchanging empty Containers. The entry and exit control points and the detailed methodology used to calculate Turntime will be documented in the Operations Plan.

“Unacceptable Waste” means all waste not authorized for disposal at the Final Disposal site or Facility by those governmental entities having jurisdiction or any waste the disposal of which would constitute a violation of any governmental requirement pertaining to the environment, health or safety. Unacceptable Waste includes any waste that is now or hereafter defined by federal law or by the disposal jurisdiction as radioactive, dangerous, hazardous or extremely hazardous waste; and vehicle tires in excess of those permitted to be disposed of by the laws of the disposal jurisdiction.

“Uncontrollable Circumstances” means the occurrence of any of the following events: riot, war, civil disturbance, insurrection, act of terrorism, pandemic, or epidemic, but only to the extent that such event directly prevents, hinders, or delays the Contractor’s performance under this Contract, and no alternative means of performing the services is available.

Uncontrollable Circumstances do not include any such event to the extent it does not directly prevent, hinder, or delay performance, or to the extent an alternative means of performance is available, irrespective of cost to the Contractor. Uncontrollable Circumstances also do not include labor shortages or disputes, strikes, slowdowns, walkouts, lockouts, industrial disturbances, changes in Contractor’s costs, micro- or macro-economic changes, or slowdowns or shutdowns of transportation systems including railroads, highways, freeways, or other thoroughfares.

Notwithstanding the foregoing exclusions, the City may, in its sole discretion and upon written determination, deem other extraordinary events or circumstances beyond the reasonable control of the Contractor to constitute Uncontrollable Circumstances for purposes of this Contract, provided such events materially and demonstrably prevent performance and could not reasonably have been mitigated through alternative means.

“Vactor Wastes” means wastes collected during maintenance of stormwater catch basins, detention/retention ponds, roadside ditches and similar stormwater treatments and conveyance structures, and wastes collected during street and parking lot sweeping.

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CONTRACT TERM

This Agreement is effective April 1, 2027 (“Effective Date”). Actual services will begin April 1, 2028 (“Start Date”) and will continue for a term of ten (10) years, with two (2) five-year extension options (the “Term”). Each extension may be exercised at the City’s sole discretion by written amendment to the contract, with notification to the Contractor no later than June 30 of the final year of the then-current term. All terms, conditions, and payment methods shall remain unchanged during any extension period.

RECEIVING/TRANSFER/DISPOSAL SPECIFICATIONS AND

RESPONSIBILITIES

The Scope of Work is defined in this Contract and its Exhibits. The general conditions below apply to all receiving, transportation, and disposal services. The Contractor’s compensation includes all costs required to meet the specifications and requirements of this Contract.

CONTRACTOR RESPONSIBILITIES

The services to be performed under the terms of this Contract shall be performed in accordance with the requirements of the Contract and with generally accepted practices prevailing in the Solid Waste industry at the time the services are performed. The Contractor shall perform the work in a timely manner. Any materials or equipment used by the Contractor in connection with performing the services shall be of good quality. The Contractor represents that it is fully qualified to perform the services to be performed under this Contract in a competent and professional manner.

General The Contractor shall:

(A) Own and/or lease, and operate, Facilities necessary to perform its obligations under this Contract;

(B) Procure and maintain performance bonds, letters of credit, or other financial guarantees in accordance this Contract;

(C) Comply with all applicable laws; obtain any permit, license, certificate, or governmental approval required for the Project; and pay all applicable taxes and fees in accordance with this Contract;

(D) Procure and maintain insurance in accordance with this Contract; and

(E) Maintain a closure and post-closure trust financial assurance in accordance with this Contract.

Receiving, Transportation, and Disposal Services The Contractor shall Receive, Transport, and Dispose of City’s Waste and certain Special Waste(s) from the Customers as follows:

(A) Receiving Services:

(1) Contractor shall operate and maintain an intermodal receiving facility for receipt and delivery of Solid Waste for disposal under this contract. The facility shall serve as the Designated Intermodal Receiving Facility for disposal of all City’s Waste in accordance with SMC 21.36.112(A) and shall be located in the Duwamish Manufacturing and Industrial Center area of the City.

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(2) The Intermodal Receiving Facility shall be open to vehicles hauling containers from Public and Private Transfer Stations for the period required by the City, up to 24-hours daily.

(3) Notwithstanding Section 3.1.2(A)(2), if a City Transfer Station is closed for a Holiday (i.e., Thanksgiving day, Christmas day, and New Years day), the Intermodal Receiving Facility operated by Contractor may be closed for such holiday.

(4) The Intermodal Receiving Facility shall have adequate capacity to store the number of containers necessary to ensure that upon delivery of each full container an empty container can be carried back to a City Transfer Station.

(5) Contractor shall accept all Loaded Containers delivered to the Intermodal Receiving Facility by the Customers. Contractor shall unlock the container from the Chassis for removal by the Contractor. Equipment and personnel will be available to load/off-load Containers during all operating hours.

(6) Contractor shall provide Priority Access at the Intermodal Receiving Facility to the City vehicles and City-Contracted Hauler vehicles delivering Loaded Containers.

(7) Contractor shall ensure that its daily operations do not result in a combined Queuing Time and Turntime of more than thirty-five (35) minutes for City Vehicles and City-Contracted Hauler vehicles. This 35-minute limit applies to the total of both Queuing Time and Turntime as defined in Section 1. The detailed methodology for calculating Queuing Time and Turntime, including the averaging period, data sources, and control points, shall be documented in the Operations Plan and implemented by the Contractor upon the Start Date.

(8) Customers shall be required to lock the Empty Container onto the Chassis prior to transport.

(9) Contractor shall allow City and City-Contracted Haulers’ drivers to visually inspect empty containers prior to leaving the Intermodal Receiving Facility. If an empty container does not meet City standards, the Contractor shall immediately facilitate the swap of the container by providing Priority Access, including expedited response and handling, without requiring the driver to leave the facility or initiate a new transaction.

(B) Transport Services:

(1) Contractor shall Transport, to the Final Disposal Site, all Loaded Containers accepted at the Intermodal Receiving Facility.

(2) Contractor shall Transport all Empty Containers from the Final Disposal Site to the Intermodal Receiving Facility.

(C) Disposal Services:

(1) Contractor shall operate and maintain any and all Disposal Services utilized for this Contract in accordance with all applicable federal, state, and local laws and regulations. A violation of this provision may, in the City’s discretion, either: 1) constitute a Class C default; or 2) subject Contractor to a daily fine imposed by the City in the amount of $2,000 as detailed in Section 9.0, Defaults in Performances;

Liquidated Damages.

(2) Contractor shall Dispose all Solid Waste accepted at the Intermodal Receiving Facility at the Final Disposal Site within ninety-six (96) hours unless an alternative Disposal Site is approved in writing by the City representative. A violation of this provision may, SU0-26-002-A

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(3) The Contractor shall not, under any circumstance Dispose of Solid Waste in a Final Disposal Site that has been nominated or proposed for the National Priorities list (“NPL”) of contaminated sites as promulgate by the Environmental Protection Agency or that has been nominated or proposed for inclusion in a list of contaminated sites under another program materially similar to the NPL. A violation of this provision will constitute a Class B default as detailed in Section 9.0, Defaults in Performances;

Liquidated Damages.

(4) If a Final Disposal Site is located in a jurisdiction that is required to prepare a Comprehensive Solid Waste Management Plan (or the equivalent if the Final Disposal Site is located outside the State of Washington), the Contractor shall not Dispose of Solid Waste at such Final Disposal Site unless the plan of the receiving jurisdiction allows such Solid Waste import to the Final Disposal Site. A violation of this provision may, in the City’s discretion, subject Contractor to a daily fine imposed by the City in the amount of $2,000 as detailed in Section 9.0, Defaults in Performances; Liquidated Damages.

(D) Contractor shall be solely responsible for providing sufficient capacity to Receive, Transport, and Dispose of Solid Waste in accordance with this Contract. The Contractor may accept materials from other sources at the Intermodal Receiving and Final Disposal Facilities provided that acceptance of such materials shall not interfere with providing services in accordance with this Contract.

Containers

(A) Containers:

(1) Contractor shall provide Containers that have the following features

(a) Designed for intermodal transport of waste(s) per requirements of this contract

(b) Tare weight not more than:

(i) 9,620 pounds for 40’ Closed Top Containers

(ii) 14,990 pounds for 48’ Open Top Containers; and

(iii) 4,810 pounds for 20’ Closed Top Containers

(c) Rigid and durable, designed to transport a minimum payload of 32 tons;

(d) Corrosion resistant;

(e) Smooth interior walls and floors;

(f) Rear loading drivers side hinged single doors with heavy duty rubber seals that can be safely and easily opened and closed manually by City personnel;

(g) 100% leak-proof to a height of 24” from the Container floor;

(h) Closed Top Containers must have screened vent door at the front to allow dissipation of heat and expanding gases;

(i) Open Top Containers must have the following components. Full length tarp, free of holes. Hand crank used to roll the tarp. Tarp Anchors, to secure tarp on one side

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(j) No sharp edges or other hazardous conditions; and

(k) Painted with a unique alpha-numeric identification number on the two (2) long sides of the Container that is not less than (6) inches high.

(l) Containers shall be equipped with a positive fastening mechanism to securely hold doors in a fully open position during loading and unloading. The mechanism shall prevent unintended movement or closure and be durable, corrosion-resistant, and suitable for heavy-duty solid waste operations. Acceptable mechanisms include chains and hooks or approved equivalents. (Addendum 2)

(2) Prior to the release of each Container by the Contractor to a Customer, the Contractor will inspect the Container doorway seals, hinges, locking mechanisms, floors and walls, and the overall condition of the Container to ensure that it conforms to the requirements provided in this Contract.

(3) Contractor shall ensure 40’ Closed Top Containers are available at the Intermodal Receiving Facility in accordance with requirements of the Contract at all times, unless otherwise agreed to by the City Representative.

(4) Following delivery to the Final Disposal Site, all Solid Waste shall be removed from each Container. The Contractor shall clean each Container as necessary to comply with the requirements of the jurisdictional health department (or similar regulatory authority) and to mitigate odor, unsightliness, or the attraction of vectors.

(5) Contractor shall supply Empty Containers in sufficient quantities to facilitate the successful performance of the Contract.

(6) Contractor shall maintain at least a three (3) day supply of Grounded, Empty Containers at the Intermodal Receiving Facility for the City and City-Contracted Haulers. Failure to maintain at least a three (3) day supply of Grounded, Empty Containers at the Intermodal Receiving Facility will result in actions delineated in Container Inventory Plan (Exhibit 2) and in Section 9.0, Defaults in Performances;

Liquidated Damages.

(7) The following will be used to determine the three (3) day supply for each type of Container

(a) Contractor will prepare a semi-annual statement, detailing the number of each type of Container delivered to the Disposal Location, Containers originating from the City or City-Contracted Haulers.

(i) On April 1st of each year, the Contractor will calculate the total number of containers delivered between October 1st and March 31st, divided by the number of calendar days in that period and then multiplied by three (3). For the time period between April 1st and September 30th, this will be the basis for the container inventory required per Container Inventory Plan (Exhibit 2). For the first year of the Contract, the City will perform this calculation and supply the semi-annual report to the Contractor.

(ii) On October 1st of each year, the Contractor will calculate the total number of containers delivered between April 1st and September 30th, divided by the number of calendar days in that period and then multiplied by three (3). For the time period between October 1st and March 31st, this will be the basis for the

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(b) Contractor shall monitor Container inventories to ensure compliance with minimum Empty Container supply requirements. The Container quantities shall be based on Empty Containers at Intermodal Receiving Facility tallied daily at 5:00 a.m. PST.

(B) Maintenance

(1) Standards and Baseline Condition. Containers shall be properly maintained in safe working condition at all times, be structurally sound, suitable for service, and maintained in good working order. Containers shall be maintained in accordance with the manufacturer’s recommended maintenance requirements and applicable Federal Department of Transportation requirements. Containers shall be maintained to avoid leakage or spillage of Solid Waste or liquids while in transit or storage.

(2) Safe Container Checklist. Before commencement of this Contract, and in coordination with City staff, the Contractor shall develop a Safe Container Checklist listing acceptable and unacceptable aspects of a Container based on City standards. Upon City approval, the Safe Container Checklist shall be incorporated into the Operations Plan. The Contractor shall update the Safe Container Checklist semi‑annually or as otherwise requested by the City.

(3) Inspection Protocols. Containers shall be inspected in accordance with the Container Inspection Protocols, as documented in the Operations Plan. At a minimum, Containers shall be inspected on a monthly basis for loose‑fitting doors; damage to doors, hinges, seals, or locking mechanisms; blocked vents; corrosion; leaks; frayed or ripped tarps on Open Top Containers; or other damage incurred during loading, Transport, handling, or Disposal of Solid Waste.

(4) City Inspections and Identification of Defects. The City may inspect Containers at any time and communicate repair or deficiency issues to the Contractor using a City inspection or notification form. Containers identified by the City as defective or unsafe shall be tagged and removed from service pending repair or replacement. The Contractor shall notify the City when repairs are completed before the Container is returned to service.

(5) Repair and Maintenance Actions. Containers identified as defective shall be pulled from the system and repaired by the Contractor in accordance with the applicable repair and maintenance requirements and Container Inspection Protocols prior to being placed back into service. The Contractor shall provide the City with a written summary of each Container repair performed.

(6) Replacement of Non‑Conforming Containers. The Contractor shall replace any Container that does not meet the requirements specified in this Contract or cannot be restored to an acceptable condition through repair.

(7) Operational Condition and Cleanliness. All empty Containers provided for City use shall be free of standing water and excessive internal moisture at the time the Container is issued to the City or City‑Contracted Hauler. Containers shall not present conditions that could result in uncontrolled discharge upon opening. Upon request by the City, the Contractor shall wash and sanitize Containers using a suitable disinfectant and deodorant to address odors, residue, or unsanitary conditions.

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(8) In‑Transit Failures. If a Container becomes legally inoperable while in transit, the City or City-Contracted Hauler shall uncouple the Chassis and Container from the Tractor and immediately notify the Contractor. The Contractor shall provide a replacement Container within one (1) hour of such notification. The Contractor shall be responsible for removing and repairing the disabled Container and for Transporting and Disposing of its Solid Waste load.

(9) Damage Caused by City Negligence. If the City damages a Container during Transport due to its negligence, the City shall reimburse the Contractor for all reasonable costs of repair or replacement.

(10) Availability and Preventive Maintenance Capacity. The Contractor shall provide Containers in sufficient quantities to allow City operations to continue without delay during scheduled or unscheduled maintenance activities. The Contractor shall provide quarterly maintenance reports to the City.

(11) Records Retention. All Container inspection, maintenance, and repair records shall be preserved for the term of this Contract plus three (3) years and shall be made available for inspection upon request by the City or applicable regulatory agencies.

Scales

(A) Contractor shall provide adequately sized truck scales and computerized record-keeping systems for weighing and recording all incoming and outgoing Containers at the Intermodal Receiving Facility or the Final Disposal Site. A violation of this provision may, in the City’s discretion, either: 1) constitute a Class C default; or 2) subject Contractor to a daily fine imposed by the City in the amount of $2,000 as detailed in Section 9.0, Defaults in Performances; Liquidated Damages.

(B) The Contractor shall weigh each Container and electronically record the tare weight of each Container. Upon any modification to a Container, Contractor shall weigh each Container for purposes of recording the tare weight upon modification to such Container resulting in an increase or decrease of the tare weight. The City reserves the right to observe weighing and recording of Tare Weight at the certified scale.

(C) The Contractor shall prepare a weight ticket showing the date, Container number, time-in and time-out, Security Seal markings, and gross weight, tare weight and net weight of the Container. This information will serve as the basis of payment for services provided by the Contractor under this Contract. At the City’s request, paper copies of weight tickets will be provided to the City.

(D) Contractor shall weigh, record, and tabulate materials delivered pursuant to this Contract by Customer.

(E) Contractor shall maintain the scales used for weighing Containers in accordance with the requirements set for in Specifications, Tolerances, and Other Technical Requirements for Weighing and Measuring Devices, U.S. Department of Commerce, National Institute of Standards and Technology, Handbook 44 (available at http://www.nist.gov/pml/wmd/pubs/upload/hb44-15-web-final.pdf), or upon request of the City.

(F) At a minimum, Contractor shall test and perform needed maintenance on the scales every six

(6) months. At the City’s request, Contractor shall test and adjust the scales accordingly if the net weight of a Container at the Final Disposal Site varies by more than two percent (2.0%) from the net weight of such Container at the City Transfer Station.

http://www.nist.gov/pml/wmd/pubs/upload/hb44-15-web-final.pdf

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(G) Scales shall be tested, calibrated, and inspected at a minimum frequency of once every twelve

(12) months, or more frequently if required by applicable law, or after any repair or relocation, or whenever accuracy is reasonably questioned.

(H) Contractor will pay for the recalibration of Contractor scales

(I) Contractor will reimburse the City for any overpayment attributable to improper calibration, retroactive to the date of the City’s request for the Contractor to test the scales.

On-Call Support Services

(A) Purpose. The Contractor shall provide on-call support services to support the City’s Waste transportation and disposal operations. On-call services are intended to provide the City with scheduled or short-notice access to additional equipment and personnel, as requested by the City, to meet operational needs. On-call services are not limited to emergency conditions and may be requested at the City’s discretion.

(B) On-Call Equipment and Personnel Availability. The Contractor shall maintain the availability of equipment and qualified personnel to support on-call service requests, including but not limited to chassis, trucks, drivers, and containers. At a minimum, the Contractor shall maintain the following equipment available for on-call use, subject to the terms of this Contract: Five (5) 48-foot chassis; and Two (2) 20-foot chassis. In addition, the Contractor shall make available qualified drivers and truck units on an on-call basis to operate equipment as directed by the City.

(C) Driver and Truck On-Call Services. Upon request by the City, the Contractor shall provide on-call truck and driver services to support the movement, staging, or repositioning of intermodal containers, chassis, or related equipment. Such services may include, but are not limited to, transporting empty or loaded containers, repositioning chassis, and supporting City-directed operational needs where the City does not provide a driver. The City may request one or more truck and driver units per on-call service request.

(D) Priority of Use. The City shall have operational priority for the use of equipment and personnel designated for on-call services under this Section. The Proposer shall not reallocate such designated equipment or personnel to other clients or operations without prior written approval from the City.

(E) Conditions of Use. On-call equipment and services shall be provided on an as-available basis, subject to reasonable operational constraints. The Contractor shall make commercially reasonable efforts to ensure readiness and timely response to City requests for on-call services.

(F) Containers. A minimum of three (3) days of container inventory is included under this Contract.

If additional container inventory is required, the City shall notify the Contractor. Subject to availability, the Contractor shall make reasonable efforts to provide additional containers to support on-call service requests consistent with the City’s operational needs.

(G) Notification and Response. The City shall notify the Contractor when on-call services are required. The Contractor shall respond and deploy requested equipment and personnel within the response timeframes specified in this Contract or as otherwise mutually agreed.

(H) Cost and Schedule. Compensation for on-call support services, including the use or rental of chassis, trucks, drivers, and containers, shall be based on truck-hour(s), driver-hour(s), or other applicable unit rates as set forth in the Compensation and Payment Section and applicable exhibits to this Contract. Rates may include an approved fuel surcharge or fuel adjustment factor, calculated as a percentage of applicable hourly charges, as specified in the rate

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