greenteam second amendment...portola valley within santa clara county boundaries (“scc portola...

Second Amendment to of 6 2015 Franchise Agreement for Garbage College District West

SECOND AMENDMENT TO

2015 FRANCHISE AGREEMENT FOR GARBAGE COLLECTION DISTRICT WEST

This SECOND AMENDMENT TO 2015 FRANCHISE AGREEMENT FOR GARBAGE COLLECTION DISTRICT WEST (“Second Amendment”) is made and entered into by and among COUNTY OF SANTA CLARA, a political subdivision of the State of California (County), WASTE CONNECTIONS OF CALIFORNIA, INC., D/B/A GREENTEAM OF SAN JOSE (“Greenteam of San Jose”), a California corporation, and GreenWaste Recovery, Inc. (“GreenWaste Recovery”), a California corporation. County, Greenteam of San Jose, and Greenwaste Recovery, collectively, may be referred to herein as the “Parties,” and individually as a “Party”, unless specifically identified otherwise. This Amendment shall take effect on the effective date specified below. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Agreement (as defined below).

RECITALS

WHEREAS, the County entered into the 2015 Franchise Agreement Between West Valley Connections, Inc. D/B/A GreenTeam of San Jose and the County of Santa Clara for Garbage Collection District West, in February 2015 (“Agreement”), for the collection and removal of Garbage, Recyclable Materials, Yard Waste and Food Waste within Collection District West;

WHEREAS, the County and Greenteam of San Jose entered into a first amendment to the Agreement, with an effective date of July 1, 2015 (“First Amendment”);

WHEREAS, the Parties wish to adopt this Second Amendment to provide that GreenWaste Recovery shall provide services to Service Recipients in a specified unincorporated pocket of Portola Valley, CA;

WHEREAS, the Parties wish to ensure that services for all Service Recipients within Garbage Collection District West, including the specified unincorporated pocket of Portola Valley, CA, shall continue in an efficient and cost-effective manner;

WHEREAS, the provision of services to Service Recipients in the specified unincorporated pocket of Portola Valley by GreenWaste Recovery would further the efficiency and cost-effectiveness interests of Service Recipients in that area;

WHEREAS, GreenWaste Recovery is willing and able to comply with all of the obligations and provisions in the Agreement.

TERMS AND CONDITIONS

NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, the Parties mutually agree, represent and warrant as follows:

DocuSign Envelope ID: D28DBFC8-7922-4B22-9941-DC9B62AA5415C

on

sidered

: 06/23/2020


1. Amendment to Section 1(h) of the Agreement. Section 1(h) of the Agreement is hereby deleted in its entirety and replaced with the following:

h. “Collection District West” means all that unincorporated territory in the County, shown on a map maintained by the County’s Consumer and Environmental Protection Agency and within the Zip Codes as follows:

“Collection District West” means any and all unincorporated parcels in western Santa Clara County ZIP Codes 94022, 94024, 94028, 94040, 94041, 94043, 94085, 94086, 94087, 94089, 94301, 94303, 94304, 94305, 94306, 95008, 95013, 95014, 95030, 95032, 95033, 95050, 95051, 95054, 95070, 95110, 95111, 95112, 95113, 95117, 95118, 95119, 95120, 95123, 95124, 95125, 95126, 95128, 95129, 95130, 95136, 95139 and 95141.

Collection areas serviced under a separate franchise agreement by Peninsula Sanitary Service (regarding unincorporated Stanford) are excluded from Unincorporated Garbage Collection District West. Additionally, the “Creston Drive Area” (as further described in the First Amendment) is now being serviced by Recology South Bay pursuant to Recology South Bay’s franchise agreement with County, at the Schedule of Rates adopted by the Board of Supervisors for Collection District West.

The area identified within this Second Amendment as Unincorporated Portola Valley within Santa Clara County boundaries (“SCC Portola Valley Area”), which is currently comprised of fifty-one (51) residential accounts or unimproved parcels and one (1) commercial account (as further described on Exhibit G attached hereto and incorporated herein by reference) shall be serviced by GreenWaste Recovery as follows:

1) GreenWaste Recovery shall provide services to the accounts in SCC Portola Valley Area, and any future accounts on unimproved parcels in SCC Portola Valley, at the approved rates for Portola Valley, and, for operational purposes, shall treat these accounts as Portola Valley accounts.

2) GreenWaste Recovery shall remit to the County HHW and Administrative fees consistent with those paid under GreenWaste Recovery’s current Franchise for Unincorporated South County, “Santa Clara County, District South Franchise Agreement.”

3) GreenWaste Recovery shall also remit Franchise Fee payments to the

County for all residential accounts consistent with those paid under GreenWaste Recovery’s current Franchise for Unincorporated South County, “Santa Clara County, District South Franchise Agreement.” At this time and

DocuSign Envelope ID: D28DBFC8-7922-4B22-9941-DC9B62AA5415


subject to change in the County’s sole discretion, Franchise Fees for commercial customers (currently one customer) will be waived by the County.

4) For purposes of disposal reporting and associated fees, GreenWaste

Recovery shall work with the County to develop an estimate agreed to by Green Waste Recovery and County based on actual service levels provided.

Should any parcel within the boundaries of Garbage Collection District West be annexed during the term of the Agreement, such annexed parcel shall be automatically excluded from the provision of collection services as provided for in the Agreement.

3. Counterparts. The Parties may execute this Second Amendment in one or more facsimile or original counterparts, each of which shall be deemed an original and both of which together shall constitute the same instrument.

4. Ratification. All terms and provisions of the Agreement not amended hereby, either expressly or by necessary implication, shall remain in full force and effect. From and after the date of this Amendment, all references to the term “Agreement” in this Amendment and/or in the Agreement shall include the terms contained in this Amendment.

5. Conflicting Provisions. The exclusive right to collect garbage, recycling, yard and food waste formerly authorized by County to Greenteam of San Jose for Collection District West is hereby amended to permit GreenWaste Recovery to provide such services to Service Recipients under the Agreement in the SCC Portola Valley Area. GreenWaste Recovery is obligated to provide services consistent with the Agreement, the First Amendment, and this Second Amendment until June 30, 2020, or until such point that the GreenWaste Recovery contract with the Town of Portola Valley expires or otherwise terminates. In the event GreenWaste Recovery is no longer able to provide services to the SCC Portola Valley Area as set forth in the Agreement and this Second Amendment, GreenTeam of San Jose shall immediately resume responsibility to service the SCC Portola Valley Area. In the event of any conflict between the terms of the Agreement and this Second Amendment, the terms of this Second Amendment shall prevail.

6. Contract Execution. Unless otherwise prohibited by law or County policy, the parties agree that an electronic copy of a signed contract, or an electronically signed contract, has the same force and legal effect as a contract executed with an original ink signature. The term “electronic copy of a signed contract” refers to a transmission by facsimile, electronic mail, or other electronic means of a copy of an original signed contract in a portable document format. The term “electronically signed contract” means a contract that is executed by applying an electronic signature using technology approved by the County.



Exhibit G

SCC Portola Valley and affected Area Map


greenteam second amendment...portola valley within santa clara county boundaries (“scc portola...

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