meeting of the board of directors - california...2019/11/11 · and contracting levels for an...

MEETING OF THE BOARD OF DIRECTORS AGENDA

November 14, 2019 5:00 PM Materials Recovery Facility Administration Building

3013 Fiddyment Road, Roseville, CA 95747 Materials related to an item on this Agenda submitted to the Board of Directors after distribution of the agenda packet are available for public inspection at the Clerk of the Board, 3013 Fiddyment Road, Roseville, CA 95747, during normal business hours and at the meeting location immediately before and during the meeting. The Western Placer Waste Management Authority is committed to ensuring that persons with disabilities are provided the resources to participate fully in its public meetings. If you are hearing impaired, we have listening devices available. If you require additional disability-related modifications or accommodations, including auxiliary aids or services, please contact the Clerk of the Board at (916) 543-3960. If requested, the agenda shall be provided in appropriate alternative formats to persons with disabilities. All requests must be in writing and must be received by the Clerk five business days prior to the scheduled meeting for which you are requesting accommodation. Requests received after such time will be accommodated if time permits.

1. Call Meeting to Order

2. Pledge of Allegiance (Director Gore)

3. Roll Call

4. Statement of Meeting Procedures (Clerk of the Board)

5. Agenda Approval

6. Public Comment

This is a time when persons may address the Board regarding items not on this Agenda. It is requested that comments be brief, since the Board is not permitted to take any action on items addressed under Public Comment.

7. Closed Session

Anticipated Litigation:

a. Initiation of litigation pursuant to subdivision (d)(4) of Government Code §54956.9: two potential cases.

8. Announcements & Information

a. Reports from Directors ----

b. Report from the Executive Director (Ken Grehm) ----

c. Financial Reports (Becky Correa) Pg. 5

d. Monthly Tonnage Reports (Keith Schmidt) ----

e. 2019 Auburn HHW Collection Event Summary (Stephanie Ulmer) Pg. 7

f. Year End Legislative Report (Chris Hanson) Pg. 9

g. Summary of Community Meeting to Discuss Odors (Stephanie Ulmer) Pg. 21

9. Consent Agenda

a. Minutes of the Board Meeting held October 10, 2019

Approve as submitted.

Pg. 25

WPWMA BOARD AGENDA NOVEMBER 14, 2019 PAGE 2

b. Minutes of the Board Meeting held October 31, 2019

Approve as submitted.

Pg. 29

c. Cattle Grazing Lease for a Portion of the WPWMA’s Property (Jennifer Snyder)

1. Approve a Lease Agreement with Dobbas Ranch for the use of approximately 158 acres of the WPWMA’s eastern property to graze cattle; and

2. Authorize the Executive Director or designee, upon review and approval by WPWMA Counsel, to sign the Lease Agreement.

Pg. 31

d. Fifth Amendment to the Agreement with Shaw Yoder Antwih Schmelzer & Lange for Legislative Advocacy Services (Chris Hanson)

Authorize the Chair to sign the Fifth Amendment to the Legislative Advocacy Services Agreement with Shaw Yoder Antwih Schmelzer & Lange for a total cost of $48,000, increasing the total not-to-exceed cost of the Agreement to $308,000.

Pg. 51

e. Legal Services Agreement with Meyers Nave Riback Silver & Wilson, PLC (Eric Oddo)

Authorize the Chair to sign an agreement with Meyers Nave Riback Silver & Wilson, PLC for legal services for an amount not to exceed $100,000.

Pg. 55

f. Fourth Amendment to the Agreement With SCS Engineers for Water Quality Monitoring and Reporting Services (Keith Schmidt)

Authorize the Chair to sign the Fourth Amendment to the Water Quality Monitoring and Reporting Agreement with SCS Engineers related to water quality sampling and analysis of the Module 5, 15 and 16 liner systems for a total of $9,510, increasing the total not-to-exceed cost of the Agreement to $779,110.

Pg. 57

g. Project 02610 - Gas Collection and Control System Improvements: Notice of Completion (Keith Schmidt)

Adopt Resolution 19-05 accepting Project 02610 – Gas Collection and Control System as complete and authorizing the Executive Director or designee to execute and file the attached Notice of Completion.

Pg. 63

h. Project 1058 – Modules 2 and 10 Leachate Sump Riser Construction (Keith Schmidt)

Authorize the Executive Director or designee to: 1) execute and award Construction Project 1058 – Modules 2 and 10 Leachate Sump Riser Construction in the amount of $128,080 with Swierstok Enterprise, Inc., dba Pro Builders of Orangevale, California, and 2) approve any required change orders consistent with Section 20142 of the Public Contract Code in an amount not to exceed 10% of the value of the contract.

Pg. 69

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WPWMA BOARD AGENDA NOVEMBER 14, 2019 PAGE 3

10. Action Items

a. WPWMA Labor Study (Kevin Bell)

Authorize the Chair to sign an Agreement with Municipal Resource Group to conduct an independent analysis of the WPWMA’s staffing and contracting levels for an amount not to exceed $69,500.

Pg. 73

11. Upcoming Agenda Items

Identification of any items the Board would like staff to address at a future meeting.

12. Adjournment

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PAGE INTENTIONALLY LEFT BLANK

4

Budget Actuals

Variance Favorable /

(Unfavorable) NotesRevenue

42010:Investment Income 50,021 149,502 99,481 underbudgeted

42030:Rents and Concessions 24,636 24,463 (173)

46240:Sanitation Services ‐ Other 7,270 10,262 2,992

46250:Solid Waste Disposal 6,876,547 6,959,472 82,925 underbudgeted

46380:Interest Income ‐ Loan Repayments 5,492 6,949 1,457

48030:Miscellaneous 52,431 35,845 (16,586) overbudgetedTotal Revenue 7,016,397 7,186,493 170,096

Expenses

Capital Assets:

54430:Buildings & Improvements 110,500 ‐ 110,500 timing

54470:Infrastructure 262,097 ‐ 262,097 timing

54480:Land Improvements 443,605 ‐ 443,605 timingOperating Expenses:

52030:Clothing and Personal 500 243 257

52040:Communication Services Expense 7,775 11,511 (3,736) underbudgeted

52050:Food 188 204 (16)

52060:Household Expense 250 234 16

52080:Insurance 34,135 90,539 (56,404) timing

52140:Parts 125 1,753 (1,628)

52160:Maintenance 19,527 5,300 14,226 timing

52170:Fuels & Lubricants ‐ 43 (43)

52180:Materials ‐ Buildings & Improvements 63 ‐ 63

52240:Professional / Membership Dues 209 2,036 (1,827)

52250:Services and Supplies 50 ‐ 50

52260:Misc Expense 1,500 108,723 (107,223) coding

52270:Department Cash Shortage 75 57 18

52320:Printing 4,250 4,552 (302)

52330:Other Supplies 1,250 4,148 (2,898)

52340:Postage 500 475 25

52360:Professional and Special Services ‐ General 977,610 95,864 881,745 timing

52370:Professional and Special Services ‐ Legal 18,750 6,132 12,618 timing

52380:Professional and Special Services ‐ Technical, Engineering and Environmental ‐ ‐

SC3140 Building Maintenance, Installation & Repairs (GL52380) 6,689 6,689 timing

SC3180 MRF Operations (GL52380) 4,513,410 3,644,424 868,986 timing

SC3190 Landfill Operations (GL52380) 658,845 404,405 254,440 timing

SC3280 Security, Fire, Safety and Emergency Services (GL52380) 63,177 63,177 timing

SC3200 New Building Construction Services (GL52380) ‐ ‐

SC3320 Environmental and Ecological Services (GL52380) 791,916 140,788 651,128 timing

‐ ‐

52390:Professional and Special Services ‐ County 6,250 255,841 (249,591) coding

52400:Professional and Special Services ‐ Information Technology 375 7,195 (6,820) timing

52440:Rents and Leases ‐ Equipment 866 ‐ 866

52450:Rents and Leases ‐ Buildings & Improvements 369 237 132

52460:Small Tools & Instruments 125 125

52480:PC Acquisition 6,750 26,019 (19,269) timing

52510:Commissioner's Fees 1,500 500 1,000

52570:Advertising 13,665 8,369 5,296 timing

52580:Special Department Expense 2,500 406 2,094

52790:Transportation and Travel 8,750 680 8,070 timing

52800:Utilities 177,486 15,588 161,898 timing

53190:Taxes and Assessments 125,024 16,286 108,739 timing

53390:Transfer Out A‐87 Costs ‐ ‐ ‐

55510:Operating Transfer Out ‐ 244,101 (244,101) coding

59000:Appropriation for Contingencies 2,500 ‐ 2,500 overbudgetedTotal Expenses 8,263,153 5,096,654 3,166,499

Net Income (1,246,756) 2,089,839 3,336,596

‐ Notes:

1. Budgeted revenues and expenses are prorated equally each month of the fiscal year, whereas actual revenues and expenses reflect those realized as of the date of the report.

This may lead to notable reported discrepancies between budgeted and actual amounts.

2. Differences in the coding between the budgeted and actual revenues and expenses may result in notable reported discrepancies within the report.

Western Placer Waste Management

Income Statement(unaudited/depreciation excluded)

Year‐to‐Date

September 2019

Western Regional Sanitary Landfill Fund

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MEMORANDUM WESTERN PLACER WASTE MANAGEMENT AUTHORITY

TO: WPWMA BOARD OF DIRECTORS DATE: NOVEMBER 14, 2019

FROM: KEN GREHM / STEPHANIE ULMER

SUBJECT: 2019 AUBURN HHW COLLECTION EVENT SUMMARY

RECOMMENDED ACTION:

None. This report is for information purposes only.

BACKGROUND:

In addition to the WPWMA’s permanent Household Hazardous Waste (HHW) facility, the WPWMA has conducted annual HHW collection events in the Auburn area since 2003 as a more convenient disposal option for residents located between Loomis and Colfax. Use of the permanent facility as well as participation in the annual events is free to Placer County residents; disposal costs apply to businesses.

This year’s event was held Saturday and Sunday, October 5th and 6th at the Gold Country Fairgrounds in Auburn and drew 780 participants (460 on Saturday and 320 on Sunday). A total of 32,150 pounds of HHW and 17,114 pounds of electronic waste were collected over the two days. For purposes of comparison, the 2018 event served 925 participants and collected 38,110 pounds of HHW and 30,000 pounds of e-waste.

A summary of attendance, quantities collected and costs for previous events is attached. While attendance had generally been declinging over the last several years, recent participation suggests that this remains a valuable and well-received program.

FISCAL IMPACT:

Although the WPWMA has not yet received a final invoice for the event, preliminary estimates suggest the total cost of the event was approximately $57,350. The FY 2019/20 Budget contains sufficient funding to cover this cost. For purposes of comparison, the 2018 event cost $63,248.

ATTACHMENT: EVENT HISTORY SUMMARY

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WPWMA BOARD OF DIRECTORS 2019 AUBURN HHW COLLECTION EVENT SUMMARY NOVEMBER 14, 2019 PAGE 2

HHW COLLECTION EVENT HISTORY

DATE PARTICIPANTSHHW

COLLECTED(pounds)

E-WASTE COLLECTED

(pounds)

TOTAL EVENT COST

COST PER PARTICIPANT

October 21 & 22 2006

1,425 146,277 NA $97,680 $68.55

October 19 & 20 2007

880 124,045 NA $92,650 $105.28

August 23 & 24 2008

763 100,500 NA $80,610 $105.65

October 10 & 11 2009

1,116 88,500 55,800 $82,833 $74.22

October 23 & 24 2010

1,231 99,000 40,000 $85,181 $69.20

August 13 & 14 2011

1,127 93,000 34,000 $71,810 $63.72

October 6 & 7 2012

758 73,000 26,500 $56,595 $74.66

September 21 & 22 2013

578 41,000 27,300 $46,935 $77.80

November 15 & 16 2014

1,076 77,600 21,300 $61,733 $57.37

October 3 & 4 2015

430 36,030 12,448 $49,893 $116.03

October 29 & 30 2016

750 42,324 26,400 $62,068 $82.75

August 26 & 27 2017

312 28,918 8,520 $45,758 $146.66

September 22 & 23 2018

925 38,110 30,000 $63,248 $68.38

October 5 & 6 2019

780 32,150 17,114 $57,350 $73.52

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FROM: KEN GREHM / CHRIS HANSON

SUBJECT: YEAR END LEGISLATIVE REPORT

RECOMMENDED ACTION:

None. This report is for information purposes only.

BACKGROUND:

On May 9, 2019, your Board approved the 2019 Legislative Strategic Agenda that outlined the WPWMA’s legislative priorities and served to guide Shaw Yoder Antwih Schmelzer & Lange’s (SYASL) advocacy efforts for the year.

The legislative session began in January; the deadline for bills to pass was September 13, 2019 and the Governor had until October 13, 2019 to sign or veto passed bills. SYASL has been tracking and lobbying on legislation and regulations that could impact the WPWMA; a summary of these legislative and regulatory initiates are attached.

SYASL and the WPWMA engaged in the legislative process for numerous regulations, most notably SB 1383 Organic Waste Reduction which will likely be adopted in the coming months. The WPWMA took positions and engaged either informally (e.g. SYASL advocacy, public testimony, informal comments, etc.) or formally (e.g. written comment letters) on the following proposed bills and regulations:

Legislation Status WPWMA Position AB 187 Used Mattress Recovery and Recycling Act Signed into law Support AB 729 Carpet recycling: carpet stewardship Signed into law Support AB 815 Dual stream recycling programs Signed into law Work with Author AB 827 Commercial organic and recycling bins Signed into law Work with Author AB 1080 / SB 54

Plastic Pollution Reduction Act Two-year bill Watch

SB 44 Medium-duty and heavy-duty vehicles Signed into law Watch SB 236 Low-Carbon Innovation Grant Program Two-year bill Support SB 457 Biomethane: gas corporations Signed into law Support SB 726 Hazardous waste: materials exchange Signed into law Support

ATTACHMENT: SYASL 2019 REPORT

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DATE: November 14, 2019

TO: The Western Placer Waste Management Authority Board of Directors

FROM: Jason Schmelzer, Karen Lange, and Priscilla Quiroz

Shaw Yoder Antwih Schmelzer & Lange

SUBJECT: 2019 Year‐End Report

On behalf of all of the employees of Shaw Yoder Antwih Schmelzer & Lange (SYASL), we’d like to thank the Board of

Directors for entrusting our firm with the important task of providing legislative and regulatory advocacy services to the

Western Placer Waste Management Authority (WPWMA). In order to aggressively advocate on behalf of WPWMA, our firm

devotes two partner‐level advocates who are also policy experts on local government and environmental policy, as well as

an additional advocate to provide supportive efforts. Our core function is to identify legislation of interest, assist in the

policy analysis, consult on the political implications of engaging, and then to actively lobby in furtherance of WPWMA’s

position. Ongoing support includes monitoring of legislation and regulation, providing weekly and monthly updates,

drafting and submitting comment letters, and participating in legislative and regulatory hearings and workshops on behalf

of WPWMA.

The California State Legislature ended the first year of the 2019‐ 2020 legislative session on September 13, 2019 and

Governor Gavin Newsom completed the signature and veto process on October 13, 2019. The legislature introduced a total

of 2,835 bills and sent a total of 1,042 bills to Governor Gavin Newsom for consideration. He approved a total of 870 bills

and vetoed 172.

We also summarize relevant regulatory efforts and budget updates.

2019 LEGISLATIVE REPORT

This report outlines solid waste related legislation based on their current status. WPWMA staff has directed the SYASL

lobbying team to actively advocate on several pieces of legislation in the 2019‐20 legislative session. This report also

summarizes several other pieces of legislation that, while WPWMA has not taken a formal position on them, may impact

the operations of WPWMA.

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Bills with an established WPWMA Position

AB 187 (Cristina Garcia) Used Mattress Recovery and Recycling Act: Budget ‐ Signed into law

WPWMA supported this bill that makes a number of changes to the Used Mattress Recovery and Recycling Act in response

to an audit report conducted by the Bureau of State Audits. WPWMA would benefit from this bill because it ensures that

the program is sustainably funded and that there would not be any disruption in subsidy payments to the waste haulers and

others if the stewardship organization ceases to operate.

AB 729 (Chu) Carpet recycling: carpet stewardship – Signed into law

WPWMA supported this measure, which would require a “bridge” plan in the event a stewardship organization ceases

operation, or a plan is revoked or disapproved. The WPWMA recycles carpet, to the extent possible, and changes to the

Extended Producer Responsibility (EPR) program could affect WPWMA. WPWMA supports legislation that would improve

existing EPR programs.

AB 792 (Ting) Recycling: plastic beverage containers: minimum content standards ‐Vetoed

WPWMA supports this bill, which would establish a timeframe for minimum recycled content for plastic bottle beverage

manufacturers. Specifically, AB 792 requires plastic beverage containers contain no less than 50 percent recycled plastic by

2030. This bill aims to stimulate plastics recycling markets which would benefit WPWMA. Governor Gavin Newsom vetoed

this measure because he believed that the "bill would result in a costly, burdensome process that undermines the worth

intent of this legislation."

AB 793 (Ting) Solid waste: biomass –2‐ Year Bill

WPWMA was supportive of this legislation that would revise that definition of “biomass conversion” and would define

“biomass” to include, among other things, crop residues, bark, yard waste, wood chips, wood waste, and nonrecyclable

pulp or paper. The intent is to add clarity to existing law which does not contain a definition for “biomass”. The WPWMA

utilizes biomass conversion to process a significant portion of the wood waste received at the MRF.

AB 794 (Ting) Beverage container recycling: report to Legislature – Held in Assembly Appropriations Committee

WPWMA had a "WATCH" position on this bill that would require CalRecycle to conduct a study on the changes to the

international recycling market since January 1, 2018, and provide, by January 1, 2021, recommendations to the Legislature

on how to foster more recycling of beverage container materials within the state. The WPWMA recycles beverage

containers and is affected by changes in recycling markets.

AB 815 (Aguiar‐Curry) Integrated waste management plans: dual stream recycling programs – Signed into Law

WPWMA originally opposed this bill that would require CalRecycle to specifically consider whether a jurisdiction has

adopted a dual stream recycling program when considering if a jurisdiction has made good faith effort. The bill defines dual

stream as separating, at a minimum, paper products from plastic which conflicts with the WPWMA’s mixed waste

processing system that sorts recyclables and garbage collected in one container. WPWMA staff were concerned that the

bill would penalize jurisdictions that did not implement dual stream recycling and asked SYASL to work with the author's

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office to clarify the bill's intent and negotiate clarifying amendments. SYASL engaged with the author's office and was able

to get intent language in the bill to ensure that when CalRecycle is enacting this measure it is clear that it is not the

Legislature's intent to encourage CalRecycle to bring enforcement actions against local governments or withhold a good

faith effort determination if they do not implement a dual stream recycling program. With the intent language in the bill

WPWMA removed its opposition.

AB 827 (McCarty) Solid Waste: commercial and organic waste: recycling bins ‐ Signed into Law.

Existing law requires a business that generates 4 cubic yards or more of commercial solid waste or 8 cubic yards or more of

organic waste per week to arrange for recycling services. This bill would require a business subject to either of those

requirements that provides customers access to the business to provide customers with a recycling bin for that waste

stream that is visible, easily accessible, and clearly marked with educational signage. The provision of separate recycling

container at a business would conflict with the WPWMA’s mixed waste processing system. WPWMA staff asked SYASL to

work with the author's office to negotiate clarifying language that would confirm that mixed waste processing was an

acceptable form of recycling. SYASL arranged conference calls with WPWMA staff and the author's office; however, the

author's office did not see the need for concern or clarifying language. After conducting research on the current statute, in

which this bill's language would be inserted, it was confirmed that existing statute that allows for mixed waste recycling

would apply to these amendments as well. Despite this, WPWMA remains concerned with this bill.

AB 886 (Eggman) Plastic Bags – Two‐year bill

This bill would extend the sunset date for current law requiring large stores and supermarkets to provide in‐store collection

opportunities for plastic carryout bags if they provide them to customers. The existing plastic bag recycling program aims to

reduce plastic bags in the waste stream which can get tangled in MRF processing equipment. WPWMA was supportive of

this measure and SYASL will continue to engage in and monitor the discussions as negotiations continue next year.

AB 1080 (Gonzalez) California Circular Economy and Plastic Pollution Reduction Act ‐ Two‐year bill

Would establish the California Circular Economy and Plastic Pollution Reduction Act, which would require manufacturers to

ensure that all single‐use packaging and certain food (plates, bowls, cups, stirs, straws) be recyclable or compostable by

2030. It would also require a 75% reduction statewide by producers of waste generated from single‐use packaging and

certain food ware through source reduction, recycling, or composting by 2030. The WPWMA recycles plastic materials to

the extent they are marketable and could benefit from efforts to improve the recyclability of these materials. While the bills

were successful in receiving broad support and shifting some of their opponents to a neutral position, some to even

support, the legislator failed to take up the bill for a final vote. The author intends to take up these bills early next year.

SYASL will continue to engage in and monitor the discussions as negotiations continue next year to ensure the bill remains a

producer responsibility bill and does not impose recycling mandates on facilities or jurisdictions.

AB 1236 (Lackey) Public resources: GHG: utilities: recycling: CEQA ‐ Held in Assembly Appropriations Committee

This bill provides $200 million from the Greenhouse Gas Reduction Fund (GGRF) to CalRecycle for its Fiber, Plastic, and

Glass Grant Program, upon appropriation by the Legislature and requires CalRecycle to develop a Program Environmental

Impact Report for organic waste composting facilities. The WPWMA supported this measure because WPWMA could

benefit from grant funding made available through GGRF funding.

12

AB 1509 (Mullin) Solid waste: rechargeable batteries: rechargeable consumer products ‐ Two‐year bill

Creates a producer funded recycling program for lithium‐ion batteries, including both loose batteries as well as ones

embedded in products, reducing the number of improperly disposed of Li‐ion batteries entering the waste stream. The

intent of the bill is to improve the recycling of these products and also reduce fire hazards at solid waste facilities, such as

WPWMA, started by Li‐ion batteries. SYASL drafted, updated, and distributed support letters and testified in committee

hearings in support of this bill on behalf of WPWMA. However, the bill ultimately stalled and became a two‐year bill.

SB 44 (Skinner) Medium‐duty and heavy‐duty vehicles: comprehensive strategy ‐ Signed into law

This bill requires the Air Resources Board to develop a comprehensive strategy to reduce greenhouse gas and criteria

pollutant emissions from medium and heavy‐duty vehicles and transition to clean vehicle technologies. The bill sets

performance‐based standards that are technology and fuel neutral. The WPWMA had a watch position on this measure to

make sure that the bill did not establish any new vehicle emission reduction strategies, which it did not.

SB 54 (Allen) California Circular Economy and Plastic Pollution Reduction Act ‐Two‐year bill

Same as AB 1080 (Gonzalez). See above.

SB 236 (Wilk) Low‐Carbon Innovation Grant Program: Low‐Carbon Innovation Panel – Two‐year bill

WPWMA supported this bill, which would establish several programs to award grants to help researchers, entrepreneurs,

and companies create and commercialize new low‐carbon technologies that will help the state meets its greenhouse gas

emissions reductions targets. The bill would authorize moneys from the Greenhouse Gas Reduction Fund to be available.

The WPWMA’s master planning objectives include providing access for new technology pilot studies and the WPWMA

supports incentives and GGRF funding for such projects. SYASL will continue to engage in and monitor the discussions as

negotiations continue next year.

SB 372 (Wieckowski) Single‐use plastic products: extended producer responsibility ‐ Two‐year bill

This bill states that it is the intent of the Legislature to enact legislation that would address extended producer

responsibility for single‐use plastic products, including collecting waste consisting of those products, the transport and

treatment of those products, the costs of litter cleanup, and awareness‐raising measures. The intent of the bill is to reduce

disposal of single use products, which could reduce the amount of these materials in the WPWMA’s waste stream. The

author did not move the bill forward this year, SYASL will continue monitoring if revisions are made.

SB 457 (Hueso) Biomethane: gas corporations ‐ Signed into law

WPWA supported this bill because it extends the sunset date, by five additional years, of an existing incentive program for

biomethane projects administered by the California Public Utilities Commission. The WPWMA is interested in legislation

that supports biomethane, such as produced by landfill gas, as an energy source.

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SB 667 (Hueso) Greenhouse gases: recycling infrastructure and facilities ‐ Two‐year bill

This bill would require CalRecycle to develop a five‐year investment strategy necessary to meet specified our organic waste

reduction goals and allocates funding on a multi‐year basis to CalRecycle’s organic waste recycling program. The WPWMA

supported this measure because they could benefit from funding made available for recycling infrastructure, as long as the

source of the funding is not from solid waste facility tipping fees. SYASL drafted, updated, and distributed support letters

and testified in committee hearings in support of this bill on behalf of WPWMA. However, the bill ultimately stalled and

became a two‐year bill.

SB 726 (Caballero) Hazardous waste: public agencies: materials exchange program ‐ Signed into law

This bill seeks to reduce the unnecessary incineration and disposal of hazardous household waste products by empowering

local jurisdictions to improve and expand their Household Hazardous Waste (HHW) reuse programs. WPWMA is supportive

of legislation that enables reuse programs at HHW collection facilities.

Other Bills of Interest

Although WPWMA did not directly take a position on the bills below (note: WPWMA did participate in determining

positions for SWANA on some or all of these bills), they do warrant some attention because of their potential impact on

WPWMA operations.

AB 40 (Ting) Air Quality Improvement Program: Clean Vehicle Rebate Project‐ Two‐year bill

This bill would declare it is a policy of the state to place at least five million zero‐emission vehicles on state roads by 2030

and ten million zero‐emission vehicles by 2035.The bill also would require the state board to limit vehicle eligibility for the

Clean Vehicle Rebate Project to only those vehicles manufactured by companies that have entered into a specified

agreement that has been adopted by the state board. The WPWMA and its operator utilize company vehicles and could be

affected by the requirements that require phase out of gas and diesel vehicles, increase operating costs, etc.

AB 54 (Ting) California Beverage Container Recycling and Litter Reduction Act‐ Signed into law

In response to rePlanet shutting down their recycling centers in California, Assembly Member Ting introduced this measure,

which would allocate $5 million to implement a mobile recycling pilot program administered by CalRecycle. Under the pilot

program, local governments, non‐profits and others can apply for one of five grants to expand recycling opportunities in

areas severely impacted by the rePlanet closure. AB 54 also temporarily suspends, through March 2020, the fines assessed

on grocers required to take back beverage containers in‐store when there are no recycling centers nearby.

AB 215 (Mathis) Dumping‐ Held in Assembly Appropriations Committee

This bill creates a new misdemeanor crime by specifying that the fourth violation of illegal dumping on private property is

punishable by up to 30 days in county jail and a fine of not less than $750 nor more than $3,000. WPWMA’s operator is

responsible for the collection of illegally dumped material in proximity of the landfill.

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AB 454 (Kalra) Migratory Birds‐ Signed into law

This bill revises the prohibition of take or possession of any migratory nongame bird, or any part of any migratory nongame

bird, as designated in the federal Migratory Bird Treaty Act. The WPWMA could be affected by legislation regarding the

accidental take of migratory birds that may fly into the landfill gas flare.

AB 619 (Chiu) Retail Food: reusable containers: multiuse utensils‐ Signed into law

This bill revises the requirements that permits food facilities to use consumer‐owner containers for filing with food or

beverages. Permits a local enforcement agency to allow a temporary food facility to use multiuse utensils if certain

requirements are met. The intent of the bill is to reduce the use and disposal of single use products, which could reduce the

amount of non‐recyclable materials in the WPWMA’s waste stream.

AB 1228 (Calderon) Income taxes: credits: compostable cutlery ‐ Two‐year bill

The Personal Income Tax Law and the Corporation Tax Law allow various credits against the taxes imposed by those laws.

This bill would allow a credit against those taxes to a qualified taxpayer for compostable cutlery. While the bill aims to

reduce disposable cutlery, compostable cutlery would not degrade in WPWMA’s compost timeframes. If the author decides

to move this bill forward next year, SYASL will engage with author's office and express WPWMA's concerns with the way the

legislation is currently drafted

AB 1583 (Eggman) CA Recycling Market Development Act‐ Signed into law

This bill reauthorizes existing, and creates new, recycling infrastructure development programs, including sales tax

exemptions, low interest loans, and new incentive payment programs. The bill also establishes a Statewide Commission on

Recycling Markets and Curbside Recycling comprised of local governments and private sector recyclers to identify uniform

product redesign suggestions in order to provide clear guidance for manufacturers to produce products that can actually be

recycled. The WPWMA could benefit from incentive programs that expand recycling markets and/or infrastructure.

SB 33 (Skinner) Solid Waste: reduction and recycling‐ Two‐year bill

This bill would state the intent of the Legislature to enact legislation that would address the collapse of foreign recycling

markets by reducing solid waste generation, encouraging transition to compostable or recyclable materials, and fostering

domestic recycling markets. The WPWMA has been affected by the changes in foreign markets and is monitoring any

legislation that aims to address the above issues.

2019‐20 STATE BUDGET REPORT

2019‐20 State Budget

The Legislature approved and the Governor signed the Budget Act of 2019, which includes $147.8 billion in General Fund

spending, the biggest revenue in state history. The budget will end the year with total reserves of $19.2 billion, of which

$16.5 billion is in the Rainy‐Day Fund, $1.4 billion in Special Fund for Economic Uncertainties, $900 million in the Safety Net

Reserve, and nearly $400 million in the Public‐School System Stabilization Account.

SYASL monitored the budget process for WPWMA, with a particular focus on conversations held in the Assembly Budget

Subcommittee No.3 on Resources and Transportation and the Senate Budget and Fiscal Review Subcommittee No. 2 on

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Resources, Environmental Protection, Energy & Transportation. SYASL provided regular updates to WPWMA on these

discussions.

Greenhouse Gas Reduction Fund

WPWMA has worked through SWANA to submit a letter in support of GGRF dollars for CalRecycle to support waste

diversion and recycling infrastructure, which ultimately amounted to $25 million. Additionally, the budget towards the

Healthy Soils Program received $28 million. We continue to advocate for additional funding to help agencies comply with

new mandates such as SB 1383.

2019 REGULATORY REPORT

State Regulations

Short‐Lived Climate Pollutants

SB 1383 (Lara, Chapter 395, Statutes of 2016) codified that ARB’s Short‐Lived Climate Pollutants Reduction Strategy,

establishing methane emissions reduction targets in a statewide effort to reduce short‐lived climate pollutants. Specifically,

the bill established targets to achieve a 50% reduction in the level of statewide disposal of organic waste from the 2014

level by 2020 and a 75% reduction by 2025. The bill also established a target of not less than 20% of currently disposed

edible food to be recovered for human consumption by 2025.

On January 18th, 2019, the Office of Administrative Law (OAL) published to the California Regulatory Notice Register a

notice of the regulations to implement the department’s responsibilities as established by SB 1383. This notice began the

formal 45‐ day public comment period of the rulemaking process. CalRecycle held a public hearing to receive public

comments on the draft regulatory text of the proposed regulations on June 18, 2019. Among other things, the regulation

would require expanded jurisdiction collection programs, expanded definition of “organic waste” that must be diverted,

and very burdensome requirements on mixed organic waste processing facilities, including the requirement to achieve 50

and 75 percent diversion of organic waste by 2022 and 2030 respectively. In particular, the sampling and measurement

requirements will be burdensome and costly to facility operators.

On July 30, 2019, CalRecycle released their draft Programmatic Environmental Impact Report (EIR) for SB 1383 regulations.

An EIR is a document that provides public agencies and the general public with detailed information about the effect a

proposed project is likely to have on the environment. WPWMA worked through SWANA Legislative Task Force to submit

comments to CalRecycle expressing concerns with the draft EIR, stating that the goals and objectives outlined in the draft

are too narrow and the EIR fails to provide realistic alternatives that would assist local governments in their role of trying to

implement the regulations. CalRecycle is scheduled to release the final EIR on December 6, 2019.

CalRecycle released their third, and potentially last, formal draft regulation for comments on October 3, 2019 is now

considering all submitted comments. The regulation will require, among other things, extensive expansions to jurisdictions'

organic waste collection programs and will require facilities to ultimately achieve 75% organic content recovery rates,

conduct ongoing waste evaluations, and meet contamination standards for recovered organic waste. Throughout 2019,

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WPWMA has submitted independent comment letters on each draft and staff also collaborated with the SWANA Legislative

Task Force to submit additional comments to CalRecycle. SYASL will continue to review, discuss, and weigh in on this

regulatory process on behalf of WPWMA.

AB 901 Reporting Regulations

AB 901 was signed by Governor Brown in 2015. The purpose was to change how disposal and recycling data is reported to

CalRecycle and provide CalRecycle with a better understanding of statewide recycling. Waste, recycling, and compost

facilities, as well as exporters, brokers, and transporters of recyclables or compost will be required to submit information

directly to CalRecycle and with a lot more detail regarding recycled material than previously required. Throughout 2016

and 2017, CalRecycle released several Informal drafts of the regulation and WPWMA collaborated with the SWANA

Legislative Task Force on comments.

Formal workshops and rulemaking began in 2018, and CalRecycle concluded the rulemaking process on December 31, 2018.

The AB 901 Recycling and Disposal Reporting System (RDRS) regulations were submitted to the Office of Administrative Law

for approval and publication in the California Code of Regulations on January 18, 2019. On March 5, 2019, RDRS regulations

were approved by the Office of Administrative Law and the regulations have gone into immediate effect. The regulations

have significantly expanded the existing disposal reporting system to also include recyclable materials. WPWMA will be

required to submit these reports directly to the State.

CalRecycle Packaging Reform Concepts

CalRecycle is hosting informal public workshops to discuss legislative and regulatory concepts pertaining to packaging

reform, as part of the efforts to reach the statewide 75% by 2020 diversion goal. CalRecycle envisions finalizing a packaging

policy model sometime this year. CalRecycle has thus far discussed draft screening criteria for determining priority

packaging types, including prevalence in the waste stream, increasing or steady usage trend, current collection and/or

processing infrastructure, contamination of material, reusability and recyclability, GHG impacts, and waterway and marine

debris.

SYASL will continue to engage in and monitor these discussions to determine potential benefits for WPWMA, such as an

EPR define approach, but also for potential detrimental proposals, such as a mandatory packaging approach that could

adversely affect traditional local control over the collection and processing of solid waste and recyclables.

China’s “National Sword” Policy

Since 2017, China has been heightening restrictions on imports of certain recyclable materials, including plastics and mixed

paper. China has been the predominant market for recycling such materials generated in California. CalRecycle reports that

each year California exports about a third of the recyclable material it collects. Historically, majority of that material—

particularly unsorted mixed paper and mixed plastics—went to China for processing and manufacturing into new products.

In June 2019, China released a proposed revision to the Solid Waste Management and Pollution Prevention Law in China.

The proposal could affect the operations of brands and recyclers. In the proposal it states that there "should be a complete

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solid waste import ban by 2020." While the United States has been speculating whether or not China will implement a total

waste import band by late 2020, as declared in 2017, it is clear that China plans to move ahead with this.

Additionally, on March 6, 2019, the Indian government announced a full country ban of all scrap plastic imports by August

31, 2019. India is one of the world’s top 10 plastic scrap importers, and since China implemented its waste import ban and

contamination standard, the country has grown as an importer as recyclers attempt to find new marketer for materials.

However, this isn’t the first time India has banned scrap plastic imports. In 2016, India banned scrap plastic import, but later

that year, the country announced certain exceptions.

CalRecycle has held multiple workshops on this issue, and has been coordinating with local enforcement agencies in order

to address challenges and provide guidance around storage of processed recyclable material. SYASL will continue to discuss

this issue with CalRecycle and members of the legislature to address the significant impacts these market restrictions will

present to processing facilities such as the WPWMA. SYASL will continue to discuss this issue with WPWMA and keep

WPWMA staff apprised of relevant updates.

Other Forthcoming Issues

There are several potentially significant reform efforts coming in 2019 that could impact WPWMA operations. While the

fate of these efforts is unclear at this point, following is a brief preview of each issue.

SB 212 Regulatory Process

On September 30, 2018, Governor Brown signed SB 212 (Jackson, Ting, and Gray), a bill to create a statewide takeback

program for pharmaceutical medications and sharps products from households. The bill requires manufacturers of these

products to create, fund, and operate a stewardship program that provides for the takeback of covered drugs and home‐

generated sharps waste from households as well as reimbursement of local agency sharps disposal costs. CalRecycle is

required to adopt implementing regulations by January 1, 2021, with full implementation of stewardship by June 1, 2021.

CalRecycle held an informal rulemaking workshops on May 17, 2019 and June 17, 2019 to present draft regulatory concepts

and solicit stakeholder feedback. The formal rulemaking for the regulations is scheduled to begin Fall of 2019.

SYASL will continue to monitor and engage in the SB 212 regulatory process on behalf of WPWMA.

Solar Panel Regulations

In 2015, Senate Bill 489, Monning, authorized DTSC to designate solar panels as Universal Waste and promulgated

regulations for the processing of these panels, similar to the existing eWaste processing existing today. In May 2018, the

California Energy Commission mandated that all new homes under three stories will have solar systems installed. This

mandate takes effect on January 1, 2020.

The WPWMA has begun to receive solar panels that have reached the end of their useful life and expects to receive many

more in the future. Large electricity generating solar panels are made of a variety of components, one of which is the

photovoltaic cells themselves. Some cells exhibit the hazardous waste characteristic of toxicity, and some do not. Unless a

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determination can be visually made on the extent of toxicity, they must be managed as hazardous wastes, meaning they

can only be legally disposed of in a Subtitle C lined Class I landfill, which can be very costly (up to $1,300 per ton). If the

DTSC designates solar panels as Universal Waste, it would provide a simpler, alternative management option and enable

them to be managed similar to electronic wastes and in a way that is commensurate to their low risk.

On March 25, 2019, the DTSC held a public informational seminar on California's Universal Waste Program and the

proposed regulations to included waste photovoltaic modules (PV modules) on the list of hazardous waste eligible to be

managed as universal waste. SYASL will continue to monitor and engage in public hearings on the proposed regulation on

behalf of WPWMA.

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20



FROM: KEN GREHM / STEPHANIE ULMER

SUBJECT: SUMMARY OF COMMUNITY MEETING TO DISCUSS ODORS

RECOMMENDED ACTION:

None. This item is for information purposes only.

BACKGROUND:

On October 28, 2019, the WPWMA held its ninth annual community meeting to discuss facility odors. Staff engaged with attendees during a presentation discussing regional odor sources, WPWMA odor monitoring efforts, proposed regulations related to Senate Bill 1383 and organics management including aerated static pile composting. Staff also provided an update on the Renewable Placer Waste Action Plan, highlighting the potential for increased odor mitigation measures that may be incorporated as part of the selected Plan concept, and introduced the WPWMA’s proposed Site-Wide Odor Plan.

The workshop was advertised via a press release issued by the Placer County PIO office; print and online ads with Gold Country Media; ads on the WPWMA’s website; an email to users of the online odor notification system and Renewable Placer Waste Action Plan Working Group members; NextDoor.com; neighborhood association newsletters; the One Big Bin Facebook and Instagram pages; and a banner placed at the WPWMA’s offices on Fiddyment Road at the corner of Athens Avenue.

A total of 35 people attended this year’s meeting and 14 took a bus tour of the WPWMA’s facilities immediately prior to the meeting. The majority of resident participants were from Roseville’s Blue Oaks, Westpark and Fiddyment Farms neighborhoods. Other attendees included representatives from the Member Agencies as well as Nortech Waste, the Placer County Air Pollution Control District, and Placer County’s Environmental Health Department.

A summary of the meeting questions and responses are attached for your Board’s reference. Future odor community meetings will be organized to continue communication with local residents regarding the WPWMA’s efforts to monitor and control facility-related odors.

ATTACHMENT: MEETING Q&A SUMMARY

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Odor Workshop Meeting Summary October 28, 2019 | 6:00 PM

WPWMA staff provided an overview of the following topics: WPWMA facility history; WPWMA odor sources, monitoring, and reduction efforts; proposed facility site-wide odor plan; pending organics regulation (SB1383); and the WPWMA’s Renewable Placer Waste Action Plan. A bus tour of the facility was provided for interested guests prior to the meeting.

The following summarizes the questions posed by participants throughout the meeting:

Regional Odor Sources & Odor Monitoring

Q1 Are there odors associated with the trains travelling through the area?

A1 The WPWMA does not receive waste or send recyclables offsite via train; any odors emitted from the trains and/or their contents are not associated with the WPWMA’s facility.

WPWMA Odors and Reduction Efforts

Q2 Will the WPWMA’s proposed Site-Wide Odor Plan (SWOP) be a living document?

A2 Yes; upon adoption by the WPWMA Board of Directors, it is the WPWMA’s intent to revise and update the SWOP as necessary.

Q3 Odors seem to be getting worse the last few days – have facility operations changed?

A3 Facility operations have not changed recently. As the dispersion of odors is primarily weather driven, recent changes in weather may be causing facility odors to be more noticeable.

Q4 Can the WPMWA adjust operations based on wind conditions to reduce odor impacts to nearby residents?

A4 Potentially; operational changes based on weather predictions are addressed in the SWOP. However, curtailing or changing operations may not always be possible.

Q5 What is WPWMA staff’s observation of odors – what environmental factors contribute to odor dispersion?

A5 Daily operations do not vary drastically, but weather conditions do. Wind, inversion, diffusion and advection can all impact the intensity and frequency with which odors travel.

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ODOR WORKSHOP MEETING SUMMARY OCTOBER 28, 2019

SB 1383 and Composting

Q6 Is food waste collected from restaurants only? What is going to happen to expired food?

A6 SB 1383 will require recoverable food to be donated to food-insecure populations. Food not adequate for donation will most likely be handled via composting at the WPWMA’s facility. Food waste is currently only collected from commercial businesses (grocery stores and restaurants). Jurisdictions may elect to adopt residential food waste collection programs in the future if necessary to comply with organics diversion mandates.

Q7 What is the difference between the WPWMA composting at their facility and residents composting at home?

A7 Residential composting can help to keep a portion of the organic waste stream from arriving at the facility which could ultimately help to reduce the potential for facility odors.

Q8 What’s the other side of the aerated static pile (ASP) composting equation? Are there markets for the finished product? What happens to it?

A8 The WPWMA anticipates that all composting at the facility will eventually move from the current open windrow method to ASP. ASP composting has been proven to reduce compost facility odors and is better suited for accommodating food waste. Finished ASP compost will be marketed similarly to open windrow compost, to local farmers, retailers and the public. SB 1383 will also require local jurisdictions to purchase finished compost.

Q9 Can digesters like those used at wastewater treatment facilities be used at the WPWMA’s facility to help comply with SB 1383?

A9 The WPWMA has considered and continues to investigate the use of digesters at its facility.

Renewable Placer: Waste Action Plan

Q10 What do future rate increases look like?

A10 Regulations and regional growth will inevitably add costs to facility operations which will result in higher disposal fees. However, the WPWMA will make every effort to keep rates as stable as possible for as long as possible.

Q11 Who makes the final decision on the CEQA document establishing a preferred project concept and when will that happen?

A11 The WPWMA Board of Directors will be responsible for certifying the Environmental Impact Report (EIR) which will identify a preferred project concept. It is ultimately at the discretion of the Board to select the final project concept. WPWMA staff anticipates that the Draft EIR will be available for public review and comment in the summer of 2020 and the Final EIR will be presented for Board consideration shortly thereafter.

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ODOR WORKSHOP MEETING SUMMARY OCTOBER 28, 2019

General Questions

Q12 When trash goes to the WPWMA’s facility you sort it; would it be easier if residents sorted recyclables at their homes?

A12 The One Big Bin program has been beneficial for Placer County jurisdictions. It essentially eliminates recycling program participation issues and confusion over what materials are recyclable, and allows the WPWMA’s facility operator greater flexibility in recovering materials in response to shifting recyclables markets.

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WESTERN PLACER WASTE MANAGEMENT AUTHORITY Minutes of October 10, 2019

The Meeting of the Western Placer Waste Management Authority Board of Directors was called to order at 5:00 PM by Chairman Allard in the WPWMA Administration Building at the Materials Recovery Facility. Directors Present: Staff Present:

John Allard Ken Grehm Keith Schmidt Bonnie Gore Kevin Bell Heather Wilden Bill Halldin Eric Oddo Michelle Darling Dan Karleskint Robert SandmanKirk Uhler Becky Correa

1. Call Meeting to Order: Chairman Allard called the meeting to order at 5:00 PM.

2. Pledge of Allegiance: Director Uhler led the Pledge of Allegiance.

3. Roll Call: All Directors were present.

4. Statement of Meeting Procedures: Heather Wilden read the Statement of Meeting Procedures into the record.

5. Agenda Approval: There were no changes to the agenda.

MOTION TO APPROVE: Karleskint/Halldin

Vote: Unanimous

6. Public Comment: None.

7. Announcements & Information:

a. Reports from Directors: There were no reports from the Directors.

b. Reports from the Executive Director: Ken Grehm informed the Board that staff intend to present the labor study agreement for the Board’s consideration at the November meeting. Kevin Bell indicated that the latest round of draft regulations related to SB1383 had been released and that staff was reviewing and preparing comments.

c. Financial Reports: Becky Correa summarized the report. There were no questions from the Board.

d. Monthly Tonnage Reports: Keith Schmidt summarized the report. There were no questions from the Board.

e. Renewable Placer: Waste Action Plan Update: Eric Oddo summarized the report. There were no questions from the Board.

f. WPWMA Engineer’s Report: Keith Schmidt summarized the report and answered questions from the Board.

Paul Szura of Nortech addressed the Board noting some of the challenges Nortech faces with respect to the construction and demolition debris processing operation including increases in tonnages, the relatively low quality of the material, and maintenance issues associated with aging

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WESTERN PLACER WASTE MANAGEMENT AUTHORITY SPECIAL MEETING MINUTES OF OCTOBER 10, 2019 PAGE 2

equipment. Paul also noted Nortech’s efforts related to aerated static pile (ASP) composting and some of the challenges experienced with converting from windrow to ASP composting methods.

8. Consent Agenda

a. Minutes of the Board Meeting held September 17, 2019:

Staff recommended approving the minutes as submitted.

b. Minutes of the Board Meeting held September 23, 2019

Staff recommended approving the minutes as submitted.

c. Household Hazardous Waste Acceptance Policy:

Staff recommended adopting Polity 19-04 associated with the acceptance of household hazardous wastes at the WPWMA’s facility.

d. Third Amendment to the Agreement with SCS Engineers for Water Quality Monitoring and Reporting Services:

Staff recommended authorizing the Chair to sign the Third Amendment to the Water Quality Monitoring and Reporting Agreement with SCS Engineers related to sampling for per- and polyfluoroalkyl substances in leachate and groundwater for a total of $15,200, increasing the total not-to-exceed cost of the Agreement to $769,600.

MOTION TO APPROVE CONSENT AGENDA: Uhler/Halldin

Vote: Unanimous

9. Action Items

a. MRF and WRSL Operating Agreements: Two Year Term Extensions:

Staff recommended authorizing the Chair to sign the attached letters exercising the WPWMA’s option to extend the term of both the Materials Recovery Facility and Western Regional Sanitary Landfill Operating Agreements for an additional two years each.

Eric Oddo summarized the report and answered questions from the Board.

MOTION TO APPROVE: Gore/Karleskint

ROLL CALL VOTE:

Halldin: Yes Karleskint: Yes Allard: Yes Gore: Yes Uhler: Yes

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WESTERN PLACER WASTE MANAGEMENT AUTHORITY SPECIAL MEETING MINUTES OF OCTOBER 10, 2019 PAGE 3

b. Fiscal Year 2019/20 Final Budgets:

Staff recommended approving the Fiscal Year 2019/20 Final Budgets for the Operating Fund, the Closure Fund and the Self-Insurance Fund as presented in Exhibits A and B.

Eric Oddo summarized the report and answered questions from the Board.

MOTION TO APPROVE: Halldin/Karleskint

ROLL CALL VOTE:

Halldin: Yes Karleskint: Yes Allard: Yes Gore: Yes Uhler: Yes

10. Closed Session:


a. Initiation of litigation pursuant to subdivision (d)(4) of Government Code §54956.9: two potential cases.

WPWMA Counsel reported out of closed session noting that the Board heard two potential cases pursuant to 10a and provided direction.

11. Upcoming Agenda Items: None.

12. Adjournment: Meeting was adjourned at 6:30 PM.

Respectfully Submitted,

Heather Wilden, Clerk of the Board Western Placer Waste Management Authority

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28

WESTERN PLACER WASTE MANAGEMENT AUTHORITY Minutes of October 31, 2019

The meeting of the Western Placer Waste Management Authority Board of Directors was called to order at 3:01 PM by Chairman Allard in the WPWMA Administration Building at the Materials Recovery Facility. Directors Present: Staff Present:

John Allard Kevin BellBonnie Gore Eric OddoBill Halldin Robert SandmanDan Karleskint Heather WildenRobert Weygandt

1. Call Meeting to Order: Chairman Allard called the meeting to order at 3:01 PM.

2. Pledge of Allegiance: Director Gore led the Pledge of Allegiance.

3. Roll Call: All Directors were present.

4. Statement of Meeting Procedures: Heather Wilden read the Statement of Meeting Procedures into the record.

5. Agenda Approval: There were no changes to the agenda.

MOTION TO APPROVE: Karleskint/Weygandt

Vote: Unanimous

6. Public Comment: None.

7. Announcements & Information:

a. Reports from Directors: Director Halldin reported that he attended the WPWMA’s October 28th Odor Workshop and noted he felt the participants appreciated the opportunity to engage directly with staff.

b. Reports from the Executive Director: Kevin Bell noted that the WPWMA received several pieces of late arriving correspondence related to the Sunset Area/Placer Ranch EIR and that these documents were provided to the Board. Kevin also summarized Placer County’s efforts to assist residents with the free disposal of spoiled food following the recent PG&E Public Safety Power Shutoff events and indicated staff may propose similar programs if a large portion of the WPWMA’s customer base is impacted by future power disruptions.

8. Closed Session:


a. Initiation of litigation pursuant to subdivision (d)(4) of Government Code §54956.9: one potential case.

WPWMA Counsel reported out of closed session noting that the Board heard one potential case pursuant to 8a and provided direction.

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WESTERN PLACER WASTE MANAGEMENT AUTHORITY MEETING MINUTES OF OCTOBER 31, 2019 PAGE 2

9. Upcoming Agenda Items: None.

10. Adjournment: Meeting was adjourned at 4:47 PM.

MOTION TO APPROVE: Gore/Halldin

Vote: Unanimous

Respectfully Submitted,

Heather Wilden, Clerk of the Board Western Placer Waste Management Authority

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FROM: KEN GREHM / JENNIFER SNYDER

SUBJECT: CATTLE GRAZING LEASE FOR A PORTION OF THE WPWMA’S PROPERTY

RECOMMENDED ACTION:

1. Approve a Lease Agreement with Dobbas Ranch (Dobbas) for the use of approximately 158 acres of the WPWMA’s eastern property to graze cattle; and

2. Authorize the Executive Director or designee, upon review and approval by WPWMA Counsel, to sign the Lease Agreement.

BACKGROUND:

In 2013, the WPWMA released a public bid for the opportunity to lease the WPWMA’s eastern 158-acre property for the purposes of grazing cattle. At the January 9, 2014 meeting, your Board awarded a lease agreement to Dobbas who was the highest responsive bidder of $5,005 per year. The second highest bidder submitted a bid of $2,860 per year, $2,145 less than Dobbas. For the past five years, Dobbas has run cattle, repaired fences, cut fire breaks and maintained the facilities in good working order.

After discussions with WPWMA Counsel, staff recommends establishing a five-year lease with Dobbas and forgoing the expense of re-bidding the lease. Based on past bidding efforts, staff have determined that the costs associated with conducting a competitive bid process would exceed the potential value of the resulting lease. Continuing to lease the land for this use will generate additional revenue to the WPWMA and will also reduce fuel loads on the property thereby mitigating fire risk.

Although the WPWMA is currently evaluating the use of both its western and eastern properties as part of its master planning and environmental review efforts, staff acknowledges that it is unlikely the eastern property will be needed by the WPWMA prior to the end of the proposed Lease Agreement in 2025. In the event the area is needed by the WPWMA before this date, the proposed Lease Agreement includes a provision allowing the WPWMA to terminate the lease with 90-day written notice.

ENVIRONMENTAL CLEARANCE:

Leasing a portion of the WPWMA’s undeveloped property for grazing of cattle is categorically exempt from further environmental review pursuant to Article 19, Section 15304 “Minor Alterations to Land” of the CEQA guidelines. This categorical exemption applies to minor alterations to the condition of land having negligible or no permanent effect on the environment.

FISCAL IMPACT:

Approval of the proposed cattle grazing Lease Agreement with Dobbas will result in additional revenue of $5,005 per year. ATTACHMENT: LEASE AGREEMENT

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LEASE AGREEMENT

This Lease Agreement (Agreement) is effective as of January 1, 2020 and is entered into by and between the Western Placer Waste Management Authority (“WPWMA”), a Joint Powers Authority, and James B. Dobbas, sole proprietor dba. Dobbas Ranch (the “Tenant”).

1. PROPERTY

WPWMA is the owner of the parcel located at approximately 2950 Athens Avenue, also referred to as Assessor’s Parcel No. 017-063-003-000, situated in the County of Placer, California (the “Property”). Such real property, containing approximately 158 acres, is specifically shown on Exhibit A, attached hereto and made a part hereof.

2. PREMISES

WPWMA hereby leases to Tenant the right to occupy and use, for cattle grazing purposes only, the fenced-in open space area within the boundaries of the Property which is referred to as the Premises.

The WPWMA makes no representation, expressed or implied, as to the quality or suitability of the Premises for the purposes of grazing cattle. Tenant agrees to accept the Premises in an “as is” condition without any representation or warranty from the WPWMA as to its condition.

3. TERM

3.1 Initial Term. The term of this Agreement shall commence on January 1, 2020 and terminate on December 31, 2024.

3.2 Holding Over. If Tenant remains in possession of the Premises following the expiration of this Agreement, such holding over shall not be deemed to constitute an extension or renewal of the Agreement, but shall merely create a tenancy from month to month, which either party hereto may terminate upon thirty (30) days advance written notice to the other. In the event of such holding over, all terms, promises, conditions and covenants in this Agreement shall remain in full force and effect except as expressly otherwise provided herein.

3.3 Termination. Either party may terminate this Agreement upon ninety (90) days written notice. Such termination shall be subject to Section 15 (Surrender).

4. REQUIRED TENANT IMPROVEMENTS

Tenant agrees to make the following improvements prior to using the Premises for grazing purposes. Said improvements shall become WPWMA property at the end of Agreement:

4.1 To the extent necessary to contain Tenant’s livestock, Tenant shall install additional fencing or replace existing fencing along the western boundary of the Premises as shown in Exhibit A. Fencing shall match the style and construction of the existing barbed wire fencing along the north and east sides of the Premises.

4.2 Tenant shall install signs on fencing with Tenant’s contact information (name and phone number) for the public to call if any concerns arise, including but not limited to issues related to vandalism and cattle escaping. Such signs shall be located at the entrance gate identified in Exhibit A.

4.3 Annually by June 15, Tenant shall grade a minimum 30-foot-wide fire break completely around the Premises adjacent to the exterior fence to completely

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eliminate vegetative growth in the break area and reduce the risk of fire spreading from or onto the Premises.

5. RENT

5.1 Initial Term. Tenant agrees to remit to the WPWMA as an Annual Rent for the Premises, the sum of five thousand and five dollars ($5,005) (hereinafter “Annual Rent”).

5.2 Holding Over. The WPWMA retains the sole discretion and option to increase the Annual Rent in effect at the time of expiration of this Agreement to an amount that is one hundred and ten percent (110%) of the Annual Rent in effect at the time of the holding over. The WPWMA may, in its sole discretion, collect said Annual Rent as a lump sum for the year, or as a prorated payment for the number of months the holding over is anticipated.

6. ADDITIONAL RENT

6.1 Additional Rent constitutes any and all additional fees, charges, expenses or payment obligations, other than the Annual Rent and adjustments thereto, that are identified as “Additional Rent” in this Agreement.

6.2 The WPWMA shall charge as Additional Rent and Tenant shall be liable for payment of the total amount of charges, fees, expenses, costs incurred by the WPWMA in any of the following events:

6.2.1 If the WPWMA has paid any sum or sums, or has incurred any obligation or expense, for which Tenant has agreed to pay or reimburse the WPWMA, or for which Tenant is otherwise responsible under this Agreement. Such obligation or expense may include but is not limited to utility hookup fees, utility meter installation costs and utility usage fees.

6.2.2 If the WPWMA is required, or elects to pay, any sum or sums, or incur any obligation or expense, because of the failure, neglect or refusal of Tenant to perform or fulfill any of the promises, terms, conditions or covenants required of it herein;

6.2.3 Any monetary obligation imposed pursuant to any ordinance, resolution or minute order of the WPWMA or any other regulatory agency or municipal entity with land use authority over the Premises.

Tenant’s obligations pursuant to this section shall include all interest, and/or penalties incurred by the WPWMA in conjunction with or subsequent to the payment of any such sum.

6.3 Charges, including but not limited to fees, charges, assessments for emergency response service(s) caused by Tenant (including but not limited to medical, police, or fire response) that may be provided to Tenant or to Tenant’s agents, contractors, employees or clients shall be billed to Tenant as Additional Rent.

6.4 Unless otherwise provided in this Agreement, Additional Rent shall be due and payable within ten (10) days of the date of written demand therefore, or within the time specified by applicable ordinance, resolution, or minute order of the WPWMA.

6.5 Additional Rent for all purposes under this Section and in any suit, action or proceeding of any kind between the parties hereto, any receipt showing the payment of any sum or sums by the WPWMA for or in connection with any work done or

33

material furnished shall be prima facie evidence against Tenant that the amount of such Additional Rent is necessary and reasonable.

7. PAYMENT

7.1 Payment Requirements. Tenant shall pay the Annual Rent to the WPWMA at the address listed in Section 20.2.4 no later than the 15th day of the first month of the current term or the date the Tenant first uses the Premises, whichever is sooner. Tenant shall pay Additional Rent and/or any other charges no later than the 15th day of the month following receipt of an invoice from the WPWMA. Tenant bears the risk of loss or delay of any payment made by mail. All payments shall be paid in lawful money of the United States of America and shall be paid without deduction, offset, prior notice, or demand.

7.2 Late Charges. A Late Charge shall apply to any payment of Annual Rent, Additional Rent, or any other charge identified herein as the obligation of the Tenant to pay, which is not made within ten (10) days of its due date. Tenant agrees to pay late charges at the rate of ten percent (10%) per annum of the unpaid rent/charge or such lesser amount as may be the maximum allowed by applicable law. Interest charges shall be calculated from the payment due date and shall accrue on a monthly basis based on the total amount past due, meaning an additional interest charge will be applied to the original rent/charge plus any late charge for each additional 30 days. Such interest shall be invoiced to Tenant by the WPWMA and shall become due and payable pursuant to Section 7.1. The parties agree that this sum represents a fair and reasonable estimate of the costs the WPWMA may incur by reason of Tenant’s late payments.

7.3 Dishonored Checks. Any dishonored check shall be treated as rent unpaid and shall be subject to a Late Charge as set forth in this Section in addition to any charges levied by the bank. If Tenant’s check has been drawn on insufficient funds or if Tenant has stopped payment on it, the WPWMA may serve, in accordance with Code of Civil Procedure Section 1947.3(a)(2), a thirty (30) day written notice to Tenant that future Annual Rent payments shall be in the form of a cashier’s check or money order.

7.4 Three-Day Notice to Pay Rent or Quit. If any Annual Rent payment, or other Additional Rent payment or any charges for which the Tenant is obligated to pay, as described herein, has not been paid by Tenant within ten (10) days following its due date, the WPWMA may prepare, at its sole discretion, a Three-Day Notice to Pay Rent or Quit.

7.4.1 Tenant’s failure to pay in full all monies due and owing in the estimated amount (pursuant to Code of Civil Procedure Section 1161.1) identified in the Three-Day Notice by the expiration date of the same shall constitute a material breach of this Agreement.

7.4.2 If the WPWMA elects to issue a Three-Day Notice, Tenant's account will immediately be charged one-hundred and fifty and no/100 Dollars ($150.00) in this regard.

7.5 Other Remedies. Failure to pay Annual Rent or any Additional Rent or charges that are identified herein as Tenant’s obligation shall constitute a material breach of this Agreement. In the event of such a breach, the WPWMA is entitled, under the law, to enforce and seek payment of any and all Annual Rent or any and all Additional Rent as set forth herein in addition to any other remedies provided by law. Acceptance of

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any late charges shall not constitute a waiver of Tenant’s default with respect to the past due amount, or prevent the WPWMA from exercising any other rights or remedies available under the Agreement and as otherwise provided by law.

8. USE

8.1 Tenant shall use and occupy the Premises only for the purpose of grazing cattle. For the purposes of this Agreement, Tenant will care for all grazing livestock in accordance with generally accepted principles of livestock husbandry. In the event that an animal dies, Tenant shall have it removed from the Premises in accordance with all applicable laws and in no event, shall a carcass be left on the Premises for more than two (2) days after the carcass was found.

8.2 Tenant agrees to maintain a stocking rate of 43.3 Animal Units (AU) or less at all times. For purposes of this Agreement, AU are defined as follows: Mature cow without a calf, 1.0 AU; cow with a calf, 1.2 AU; weaned calf to yearling, 0.6 AU; steer/heifer (1-2 years old), 1.0 AU; mature bull, 1.3 AU.

8.3 Tenant shall not install or permit any other person to install on the Premises any underground storage tank or other subsurface container.

8.4 Tenant shall not drill or permit any other person to drill on the Premises for any use whatsoever, without the prior written consent of WPWMA.

8.5 Tenant shall not perform any activities that will increase the risk of fire on the Premises.

9. PROXIMITY TO SOLID WASTE OPERATIONS

Tenant acknowledges that the Premises is adjacent to the Western Regional Sanitary Landfill (Landfill) and Materials Recovery Facility (MRF) and understands that the operation of the MRF and Landfill may result in noise, dust, traffic, litter and odors that may be noticeable at the Premises or otherwise impact Tenant’s operations on the Premises.

10. ENVIRONMENTAL COMPLIANCE

10.1 For the purposes of this Section, the term “Hazardous Substance” shall be defined as follows:

10.1.1 Any "hazardous substance" as defined in Section 101(14) of CERCLA (42 U.S.C. Section 9601(14)) or Sections 25281(d) or 25316 of the California Health and Safety Code at such time;

10.1.2 Any "hazardous waste", "infectious waste" or "hazardous material" as defined in Sections 25117, 25117.5 or 25501 (j) of the California Health and Safety Code at such time;

10.1.3 Any other waste, substance or material designated or regulated in any way as "toxic" or "hazardous" in the RCRA (42 U.S.C. Section 6901 et seq.), CERCLA, Federal Water Pollution Control Act (33 U.S.C. Section 1251 et seq.), Safe Drinking Water Act (42 U.S.C. Section 300(f) et seq.), Toxic Substances Control Act (15 U.S.C. Section 2601 et seq.), Clear Air Act (42 U.S.C. Section 7401 et seq.), California Health and Safety Code (Section 25100 et seq., Section 3900 et seq.), or California Water Code (Section 13000 et seq.) at such time; and

10.1.4 Any additional wastes, substances or materials which at such time are classified, considered or regulated as hazardous or toxic under any other

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present or future environmental or other similar laws relating to the Premises.

10.1.5 Any special handling in collection, storage, treatment, or disposal by any statue, regulation, rule, or law of the United States, the State of California, or any local, governmental or regulatory authority exercising jurisdiction over the Premises, as amended from time to time.

10.1.6 The term "Hazardous Materials" shall not include the following, so long as such materials and substances are stored, used and disposed of in compliance with all applicable Hazardous Materials Laws: (i) construction materials, gardening materials, household products, office supply products or janitorial supply products customarily used in the construction, maintenance, rehabilitation, or management of commercial properties, buildings and grounds, or (ii) certain substances which may contain chemicals listed by the State of California pursuant to California Health and Safety Code Section 25249.8 et seq., which substances are commonly used by a significant portion of the population living within the region of the Premises, including, but not limited to, alcoholic beverages, aspirin, tobacco products, NutraSweet and saccharine.

10.2 During the term of this Agreement, Tenant, and Tenant’s agents, contractors, authorized representative, invitees and employees (collectively “Tenant’s Agents”) shall not engage in any of the following prohibited activities, and Tenant shall use its best and diligent efforts to see that Tenant’s Agents shall not:

10.2.1 Cause or permit any release or discharges of any Hazardous Substance from the Premises; or

10.2.2 Cause or permit any manufacturing, holding, handling, retaining, transporting, spilling, leaking, and disposing of any Hazardous Substance in or on any portion of the Premises.

10.3 If Tenant knows, or has reasonable cause to believe, that any Hazardous Substance has to come to be located on the Premises, shall, upon discovery, immediately advise WPWMA of such condition.

10.4 Should any Hazardous Substance come to be located on or beneath the Premises as a result of the use of the Premises by Tenant or Tenant’s Agents during the term of Agreement, Tenant shall pay immediately when due the cost of removal and/or remediation of any Hazardous Substances from the Premises in compliance with all laws, regulations, or orders of any governmental or regulatory authority having to do with the removal of Hazardous Substances, and shall keep the entire Premises free of any lien imposed pursuant to any such laws, regulations, or orders. Tenant shall immediately advise WPWMA in writing of any and all enforcement, cleanup, removal or other governmental or regulatory actions threatened, instituted or completed with respect to the Premises or any property adjoining the Premises pursuant to any Hazardous Substance Laws.

10.5 Tenant shall use the Premises in a manner consistent with all applicable Local, State, and Federal rules, laws and regulations including in compliance with the requirements of the California Regional Water Quality Control Board. Tenant shall be solely responsible for obtaining any necessary approvals, entitlements and permits for its proposed use and for remaining in compliance therewith.

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11. RIGHT OF ENTRY

The WPWMA reserves the right for itself or its agents, employees, assigns, and other persons authorized by WPWMA, such as CAL FIRE, surveyors and engineers, to enter the Premises at all reasonable times. Tenant shall provide WPWMA with four (4) keys to each lock, or the combination to each lock.

12. ASSIGNMENT, SUBLETTING, SUBORDINATION

12.1 Tenant. Tenant shall not voluntarily or by operation of law, assign, transfer, mortgage, sublet, or otherwise encumber all or any part of Tenant’s interest in this Agreement or in the Premises without WPWMA’s prior written consent. Any attempted assignment, transfer, mortgage, sublet, or encumbrance without such consent shall be void and shall constitute a breach of this Agreement.

12.2 WPWMA. WPWMA may assign, transfer, mortgage, sublet or otherwise encumber all or any part of WPWMA’s interest in the Premises, including specifically WPWMA’s right of entry reserved in Section 11 above.

12.3 Subordination. This Agreement is and shall be subordinate to any encumbrance now of record or recorded after the date of this Agreement affecting the Premises. Such subordination is effective without any further act of Tenant. Tenant shall from time to time on request from the WPWMA execute and deliver any documents or instruments that may be required by a lender to effectuate any subordination.

13. MAINTAINING THE PROPERTY

13.1 General Maintenance. Tenant shall maintain the Premises during the term of this Agreement in as good a condition as such Premises is at the beginning of this Agreement, normal wear and depreciation, and damage from causes beyond Tenant’s control excepted.

13.2 Trash and Garbage. Tenant shall, at its sole cost and expense, provide a complete and proper arrangement for the adequate sanitary handling and disposal away from the Premises of all trash, garbage, and other refuse resulting from, or in any way associated with, Tenant’s operations hereunder. Such arrangements shall include, but not be limited to, the use of suitable covered receptacles at the Premises for such garbage, trash, and other refuse.

13.3 Storage. Tenant shall not store, or permit to be stored, any materials, parts or vehicles in, on or about the Premises which are not incidental to the Tenant’s operations at the Premises. The WPWMA, in its sole discretion, may limit, modify, relocate or require removal of any materials, parts or vehicles stored on the Premises which the WPWMA feels are not incidental to the Tenant’s operation at the Premises. The WPWMA may inspect the Premises from time to time for storage of such items throughout the term of the Agreement. The WPWMA shall provide Tenant with written notification in the event Tenant is storing such unapproved materials or items in, on or about the Premises. Tenant shall have forty-eight (48) hours to remove from the Premises any materials or items as identified in the WPWMA’s written notification.

13.4 Fences. Tenant shall maintain the fences and other improvements on the Premises in the same order and condition as when Tenant takes possession. Tenant shall also maintain field fencing installed for cattle grazing, including regularly walking fence lines, fixing holes, and maintaining gates, posts, and corners.

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13.5 Improvements. Tenant may not make additions, alterations or improvements to the Premises, except for improvements expressively described herein, without first obtaining the prior written consent of the Executive Director of the WPWMA or their designee. All work with respect to any addition, alteration, or improvement shall be done in a good and workmanlike manner by properly qualified and licensed personnel and such work shall be diligently pursued to completion.

13.6 Removable Improvements. Minor improvements of a temporary or removable nature which do not impair the condition or appearance of the Premises may be made by Tenant at Tenant’s own expense and shall be removed at the conclusion of the term of this Agreement at Tenant’s sole expense.

13.7 Compensation for Damages. Tenant shall, upon termination of this Agreement, pay to WPWMA reasonable compensation for any damages to the Premises for which Tenant is responsible, ordinary wear and tear, and depreciation excepted.

14. UTILITIES

14.1 Tenant shall pay all public utility costs in connection with the use and occupancy of the Premises including, but not limited to: water, electricity, gas, trash removal, and telephone service. Tenant shall also pay all installation or hookup charges required for these services.

14.2 If a utility is provided by the WPWMA or through a service account in the WPWMA’s name, the WPWMA will pay the account and invoice the Tenant monthly. Said payments for utility costs shall be defined as Additional Rent, subject to the Payment provisions in Section 7. The WPWMA reserves the right to, at any time and without prior notice, change the frequency of invoicing these utility costs for its business needs.

14.3 Tenant acknowledges that water is not immediately available on the Premises. Tenant may connect to the WPWMA’s 3/4-inch water line shown on Exhibit A for the purposes of providing cattle drinking water to the Premises. Tenant shall submit a plan to the WPWMA for review and approval that clearly identifies the method and alignment of the connection and conveyance of the water from said location to the Premises. Tenant shall not install any such connection to the WPWMA’s existing water line without the WPWMA’s prior consent which will not be unreasonably withheld.

14.4 Tenant shall be required to install a functional, readable water usage meter immediately downstream of their connection to the WPWMA’s water line and shall pay the WPWMA for their actual water usage in accordance with this Section. Where Tenant shares a common utility source or metering device, Tenant shall pay to the WPWMA its proportionate share of the total utility cost. The WPWMA shall have the sole discretion to determine the apportionment of such costs between Tenant and all other common utility users. The WPWMA also reserves the right to, at any time and without prior notice, change the apportionment of such costs in order to accurately apportion the utility usage costs between all common utility source users. Tenant agrees not to disturb, terminate, interrupt, tamper with, adjust or disconnect any utility service or submetering system or device. Violation of this Section is a material and substantial breach of the Agreement and shall entitle the WPWMA to all available remedies under the Agreement or applicable laws.

14.5 If Tenant fails to pay the utility charges, the WPWMA may elect to pay them. The WPWMA’s payment thereof does not waive the WPWMA’s right to enforce any

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covenant, including the payment of utility charges, of this Agreement. The WPWMA’s payment thereof shall constitute and be collected from Tenant as Additional Rent.

15. SURRENDER

15.1 Upon expiration or termination of this Agreement, Tenant agrees to remove all personal property and to surrender the Premises (and any permitted or approved additions, alterations or improvements not constituting Tenant’s personal property) to the WPWMA in substantially the same condition, as determined by the WPWMA, as existed at the commencement of the Term of the Agreement, except for reasonable wear and tear caused by the ordinary operation of Tenant’s use of the Premises.

15.2 On the day prior to the date of termination or expiration of this Agreement or any approved extension or renewal thereof, the WPWMA shall schedule with Tenant a walk-through inspection of the Premises (Walk-Through Date). If the Walk-Through Date falls on a weekend day, the Walk-Through Date shall occur on that date or another date as designated by the WPWMA.

15.3 If the WPWMA and Tenant cannot agree on a time on the Walk-Through Date, it shall occur at 12:00 noon.

15.4 If, upon inspection of the Premises, the WPWMA determines that the Premises is not in satisfactory condition, the WPWMA shall submit to Tenant, in writing, a list of corrections to be made to the Premises and the time frame in which Tenant shall, at its sole expense, perform the corrections to the Premises. Tenant shall be billed for any pro-ration of the Annual Rent based on a thirty (30) day month until all corrections are completed and the WPWMA conducts its re-inspection and issues its written acceptance of the Premises. If said corrections are not performed within the established time frame, the WPWMA may perform the corrections to the Premises. The WPWMA will bill Tenant for any costs, including, but not limited to, labor, parts, and administrative charges, associated with the corrections which shall be due and payable by Tenant within ten (10) days of the date of the invoice.

15.5 No act or conduct of the WPWMA shall constitute an acceptance of the surrender of the Premises by Tenant. Only a written acceptance notice by the WPWMA pursuant to the provisions of this Section shall constitute acceptance of the surrender of the Premises. Absent said written acceptance, Tenant shall remain obligated to comply with all covenants, terms and conditions of this Agreement.

15.6 No reentry by the WPWMA shall constitute a waiver of the requirements set forth herein.

15.7 Tenant’s obligations pursuant to this Section shall survive the termination or expiration of the Agreement.

16. INDEMNITY

Tenant shall indemnify and hold WPWMA harmless from and defend WPWMA against any and all claims of liability for any injury, death, or damage to any person or property occurring in, on or about the Premises when such injury, death or damage is caused in part or in whole by the act, neglect, fault or omission of any duty with respect to the same by Tenant, its agents, contractors, employees or invitees.

16.1 Tenant shall further indemnify and hold WPWMA harmless from and against any and all claims arising from any act or negligence of Tenant or any of its agents, contractors, employees and from and against all costs, attorney's fees, expenses

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and liabilities incurred in the defense of any such claim or any action or proceeding brought thereon. Tenant shall be required to provide notice to the WPWMA within thirty (30) working days of the date when Tenant is made aware of the occurrence of any such claim.

16.2 In case any action or proceeding is brought against WPWMA by reason of any such claim, Tenant, upon notice from WPWMA, shall defend the same at Tenant’s expense provided, however, that Tenant shall not be liable for damage or injury occasioned by the negligent or intentional acts of WPWMA and its designated agents or employees. WPWMA shall be required to provide notice to Tenant within thirty (30) working days of the date when WPWMA is made aware of the occurrence of any such claim.

17. INSURANCE

Tenant shall, at its sole expense, acquire and keep in full force and effect during the entire Term of this Agreement and any extensions or renewals thereof the forms of insurance specified in Exhibit B.

18. POSSESSORY INTEREST TAXES

Tenant's interest in this Agreement may be subject to taxation as a possessory interest in publicly owned property as described in California Revenue and Taxation Code Section 107.6, a copy of which is attached as Exhibit C. For every year that this Agreement is in effect on January 1st Tenant will be required to pay possessory interest taxes on or before August 31st of that same year. Failure of Tenant to pay any such taxes shall constitute a material breach of this Agreement.

19. HUNTING AND FISHING RIGHTS

Tenant, its agents, contractors, employees or invitees shall not hunt or fish on the Property. All hunting and fishing rights and privileges on the Property are reserved exclusively to WPWMA. Further, Tenant, its agents, contractors, employees or invitees shall not discharge firearms, hunt, molest, disturb, injure, trap, take, net, poison, harm or kill indigenous animals making use of the property except as allowed by law for the protection of livestock.

20. NOTICES

20.1 “Notice” means any notice, demand, request or other communication or document to be provided under this Agreement to a party to this Agreement.

20.2 The Notice shall be in writing and shall be given to the party at its address or facsimile number set forth below, or such other address or facsimile number as the party may later specify for that purpose by Notice to the other party. Each Notice shall, for all purposes, be deemed given and received:

20.2.1 If given by facsimile, when the facsimile is transmitted to the party's facsimile number specified below and confirmation of complete receipt is received by the transmitting party during normal business hours or on the next business day if not confirmed during normal business hours;

20.2.2 If hand-delivered to a party against receipted copy, when the copy of Notice is receipted;

20.2.3 If given by a nationally-recognized and reputable overnight delivery service, the day on which the Notice is actually received by the party; or

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20.2.4 If given by any other means, or if given by certified mail, return receipt requested, postage prepaid, two business days after it is posted with the United States Postal Service, at the address of the party specified below:

If to WPWMA:

WPWMA ATTN: Executive Director3013 Fiddyment RoadRoseville, CA 95747Phone: (916) 543-3960Fax: (916) 543-3990

If to TENANT:

Dobbas Ranch ATTN: Jim Dobbas4445 Gambah Dr.Auburn, CA 95603Phone: (530) 559-0903

20.2.5 If any Notice is sent by facsimile or other electronic means, the transmitting PARTY as a courtesy may send a duplicate copy of the Notice to the other PARTY by regular mail. In all events, however, any Notice sent by electronic transmission shall govern all matters dealing with delivery of the Notice, including the date on which the Notice is deemed to have been received by the other PARTY.

20.2.6 The provisions above governing the date on which a Notice is deemed to have been received by a party to this Agreement shall mean and refer to the date on which a party to this Agreement, and not its counsel or other recipient to which a copy of the Notice may be sent, is deemed to have received the Notice.

20.2.7 If Notice is tendered under the provisions of this Agreement and is refused by the intended recipient of the Notice, the Notice shall nonetheless be considered to have been given and shall be effective as of the date provided in this Agreement. The contrary notwithstanding, any Notice given to either party in a manner other than that provided in this Agreement that is actually received by the noticed party, shall be effective with respect to such party on receipt of the Notice.

21. MISCELLANEOUS PROVISIONS

21.1 Default. WPWMA shall have the following remedies if Tenant (its agents, contractors, employees or invitees) commit a default. These remedies are not exclusive; they are cumulative in addition to any remedies now or later allowed by law.

21.1.1 WPWMA can terminate Tenant’s rights to possession of the Property at any time. No act by WPWMA other than giving notice to Tenant shall terminate this Agreement.

21.1.2 WPWMA, at any time after Tenant commits a default, can cure the default at Tenant’s cost. If WPWMA at any time, by reason of Tenant’s default, pays any sum or does any act that requires the payment of any sum, the sum

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paid by WPWMA shall be due immediately from Tenant to WPWMA at the time the sum is paid, and if paid at a later date shall bear interest per Section 7 from the date the sum is paid by WPWMA until WPWMA is reimbursed by Tenant. The sum, together with interest on it, shall be Additional Rent.

21.2 No Partnership Created. This Agreement shall not be deemed to give rise to a partnership between WPWMA and Tenant, and neither party shall have authority to obligate the other without written consent.

21.3 Severability. The invalidity of any term or provision of this Agreement as determined by a court of competent jurisdiction shall in no way effect the validity of any other provision hereof. Each remaining term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law.

21.4 Headings. The headings of the sections and paragraphs of this Agreement are for convenience only and shall not be deemed to be relevant in resolving any question of interpretation or construction of any section of this Agreement. All references to paragraph and section numbers refer to paragraphs and sections in this Agreement.

21.5 Entire Agreements. This Agreement and any attachments or exhibits hereto constitute the sole, final, complete, exclusive and integrated expression and statement of the terms and conditions of this Agreement among the parties hereto concerning the subject matter addressed herein, and supersedes all prior negotiations, representations or agreements, oral or written, that may be related to the subject matter of this Agreement.

21.6 Waivers. Any waiver of any covenant, obligation or requirement under this Agreement must be in writing and signed by both parties. Waiver by either party of a breach of any covenant or a waiver of any obligation of this Agreement shall not constitute a waiver of any subsequent breach or obligation of this Agreement.

21.7 Amendments. No revision or amendment to this Agreement shall be valid unless made in writing and signed by duly authorized representatives of both parties.

21.8 Benefit. This Agreement shall be binding upon and inure to the benefit of the successors and assigns (to the extent assignment is permitted) of each of the parties hereto.

21.9 Legal Jurisdiction. This Agreement is subject to the laws and jurisdiction of the State of California. In the event that any court action should be brought in conjunction with this Agreement, it shall be subject to interpretation under the laws of the State of California, and any legal proceedings shall be brought under the jurisdiction of the Superior Court of the County of Placer, State of California. WPWMA and Tenant waive any federal court removal and/or original jurisdiction rights it may have.

21.10 Defined Terms. WPWMA and Tenant agree that all provisions in this Agreement are to be construed as terms, covenants, and conditions as though the words imparting such terms, conditions and covenants were used in each separate section or paragraph hereof.

21.11 Force Majeure. Neither WPWMA nor Tenant shall be required to perform any term, condition or covenant in this Agreement so long as such performance is delayed or prevented by force majeure, which shall mean acts of God, strikes, lockouts, material or labor restrictions by any governmental authority, civil, riot, floods, and any other

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cause not reasonably within the control of WPWMA or Tenant (excluding financial inability) and which by the exercise of due diligence WPWMA or Tenant is unable, wholly or in part, to prevent or overcome. Once said performance is no longer delayed or prevented by force majeure, WPWMA and Tenant shall be required to perform all covenants and conditions of this Agreement.

21.12 Time is of the Essence. Time is of the essence with respect to the obligations to be performed under this Agreement.

21.13 Exhibits. The exhibits listed in this Agreement are hereby incorporated herein as if set forth in full.

21.14 Construction and Interpretation. It is agreed and acknowledged by the parties that the provisions of this Agreement have been arrived at through negotiation, and that each of the parties has had a full and fair opportunity to review the provisions of this Agreement and to have such provisions reviewed by legal counsel. Therefore, the normal rule of construction that any ambiguities are to be resolved against the drafting party shall not apply in construing or interpreting this Agreement.

21.15 Net Lease. Except as otherwise expressly provided herein, it is the intent and purpose of the WPWMA and Tenant that all Annual Rent payable to the WPWMA herein shall be absolutely net to the WPWMA so that this Agreement shall yield to the WPWMA the entire Annual Rent and, when applicable, the entire Additional Rent, free of any charges, assessments, impositions or deductions of any kind or character which may be charged, assessed, or imposed on or against Tenant of the Premises and without abatement, deduction, hold-back or set-off by Tenant.

Unless otherwise provided herein, all costs, expenses, charges, assessments or obligations of any kind relating to the maintenance and operation of the Premises, including but not limited to payment of construction of facilities, buildings and other improvements thereupon; payment of alterations, repairs, reconstruction and replacements as hereinafter provided which may arise or become due during the term hereof, shall be paid by Tenant. Tenant shall indemnify, defend, and hold harmless the WPWMA, its officers, agents, and employees, from any and all liens, collections, or court judgments relating to Tenant’s payment obligations as described herein.

21.16 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which when affixed together shall constitute but one and the same instrument.

21.17 Compliance with Laws. Tenant agrees not to use or permit the use of the Premises or Property in any illegal manner or conduct any business in or around the Property or Premises in violation of State and Federal laws, rules, or regulations and/or in violation of Placer County Code, ordinances or regulations.

21.18 Post-Acquisition Tenant. Tenant agrees that it is a "post-acquisition tenant" within the meaning of the California Relocation Assistance Act of 1970 (“ACT”) (Government Code Section 7260 et seq.) and the State Guidelines promulgated there under. Tenant agrees and hereby waives all eligibility and rights for relocation costs as a "displaced person" as defined in the ACT upon termination of this Agreement. Tenant agrees and acknowledges that it has reviewed this section, and the entirety of this Agreement, with legal counsel of Tenant’s own choosing or has knowingly declined the opportunity to do so.

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IN WITNESS WHEREOF, The Parties have duly executed this Agreement as to the date of execution by the WPWMA. WPWMA: By: ________________________________ Date: ________________ Ken Grehm Executive Director, Western Placer Waste Management Authority TENANT: BY: _______________________________ Date: __________________ James B. Dobbas dba, Dobbas Ranch APPROVED AS TO FORM: BY: ________________________________ Date: __________________ WPWMA Counsel EXHIBIT A - PROPERTY EXHIBIT B - INSURANCE REQUIREMENTS EXHIBIT C - COPY OF REVENUE AND TAXATION CODE SECTION 107

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EXHIBIT B

INSURANCE REQUIREMENTS

TENANT shall file with WPWMA concurrently with the execution of the Agreement a Certificate of Insurance, in companies acceptable to WPWMA, with a Best's Rating of no less than A-:VII showing.

A. WORKER'S COMPENSATION AND EMPLOYERS LIABILITY INSURANCE:

TENANT represents they have no employees and, therefore, not required to have

Workers’ Compensation coverage. TENANT agrees they have no rights, entitlements or claim against the WPWMA for

any type of employment benefits or workers’ compensation or other programs afforded to WPWMA employees.

B. PROPERTY INSURANCE: Tenant shall procure and maintain full replacement cost

with no coinsurance penalty provision.

C. GENERAL LIABILITY INSURANCE:

(1) Comprehensive General Liability or Commercial General Liability insurance covering all operations by or on behalf of Tenant, providing insurance for bodily injury liability and property damage liability for the limits of liability indicated below and including coverage for: a. Contractual liability insuring the obligations assumed by Tenant in this

Agreement.

(2) One of the following forms is required: a. Comprehensive General Liability; b. Commercial General Liability (Occurrence); or c. Commercial General Liability (Claims Made).

(3) If Tenant carries a Comprehensive General Liability policy, the limits of liability

shall not be less than a Combined Single Limit for bodily injury, property damage, and Personal Injury Liability of:

One million dollars ($1,000,000) each occurrence Two million dollars ($2,000,000) aggregate

(4) If Tenant carries a Commercial General Liability (Occurrence) policy: a. The limits of liability shall not be less than:

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One million dollars ($1,000,000) each occurrence (combined single limit for bodily injury and property damage)

b. If the policy does not have an endorsement providing that the General

Aggregate Limit applies separately, or if defense costs are included in the aggregate limits, then the required aggregate limits shall be two million dollars ($2,000,000).

(5) Special Claims Made Policy Form Provisions:

Tenant shall not provide a Commercial General Liability (Claims Made) policy without the express prior written consent of WPWMA, which consent, if given, shall be subject to the following conditions: a. The limits of liability shall not be less than:

One million dollars ($1,000,000) each occurrence (combined single limit for bodily injury and property damage) Two million dollars ($2,000,000) General Aggregate

b. The insurance coverage provided by Tenant shall contain language providing coverage up to one (1) year following the expiration of the Term in order to provide insurance coverage for the hold harmless provisions herein if the policy is a claims-made policy.

D. ENDORSEMENTS:

Each Comprehensive or Commercial General Liability policy shall be endorsed with the following specific language: (1) "The Western Placer Waste Management Authority, its officers, agents,

employees, and volunteers are to be covered as insured with respect to liability arising out of ownership, maintenance or use of that part of the premises leased to Tenant”.

(2) "The insurance provided by the Tenant, including any excess liability or umbrella form coverage, is primary coverage to the Western Placer Waste Management Authority with respect to any insurance or self-insurance programs maintained by the Western Placer Waste Management Authority and no insurance held or owned by the Western Placer Waste Management Authority shall be called upon to contribute to a loss."

(3) “This policy shall not be changed without first giving thirty (30) days prior written notice and ten (10) days prior written notice of cancellation for non-payment of premium to the Western Placer Waste Management Authority.”

1 AUTOMOBILE LIABILITY INSURANCE: Automobile Liability insurance covering bodily injury and property damage in an amount

no less than one million dollars ($1,000,000) combined single limit for each occurrence.

Covered vehicles shall include owned, non-owned, and hired automobiles/trucks.

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2 ADDITIONAL REQUIREMENTS:

Premium Payments - The insurance companies shall have no recourse against the WPWMA and funding agencies, its officers and employees or any of them for payment of any premiums or assessments under any policy issued by a mutual insurance company. Policy Deductibles - The Tenant shall be responsible for all deductibles in all of the TENANT’s insurance policies. The amount of deductible for insurance coverage required herein should be reasonable and subject to WPWMA approval. Tenant’s Obligations – Tenant’s indemnity and other obligations shall not be limited by the foregoing insurance requirements and shall survive the expiration of this agreement. Verification of Coverage - Tenant shall furnish the WPWMA with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the WPWMA before occupancy commences. However, failure to obtain the required documents prior to occupancy shall not waive the Tenant’s obligation to provide them. The WPWMA reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Material Breach - Failure of the Tenant to maintain the insurance required by this agreement, or to comply with any of the requirements of this section, shall constitute a material breach of the entire agreement.

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EXHIBIT C

CALIFORNIA REVENUE AND TAXATION CODE 107.6 (a) The state or any local public entity of government, when entering into a written

Agreement with a private party whereby a possessory interest subject to property taxation may be created, shall include, or cause to be included, in that contract, a statement that the property interest may be subject to property taxation if created, and that the party in whom the possessory interest is vested may be subject to the payment of property taxes levied on the interest.

(b) Failure to comply with the requirements of this Section shall not be construed to invalidate the contract. The private party may recover damages from the contracting state or local public entity, where the private party can show that without the notice, he or she had no actual knowledge of the existence of a possessory interest tax.

The private party is rebuttably presumed to have no actual knowledge of the existence of a possessory interest tax.

In order to show damages, the private party need not show that he or she would not have entered the contract but for the failure of notice.

(c) For purposes of this Section:

(1) "Possessory interest" means any interest described in Section 107.

(2) "Local public entity" shall have the same meaning as that set forth in Section 900.4 of the Government Code and shall include school districts and community college districts.

(3) ”State" means the state and any state agency as defined in Section 11000 of the Government Code and Section 89000 of the Education Code.

(4) "Damages" mean the amount of the possessory interest tax for the term of the contract.

Note: This excerpt is provided for reference only and is subject to legislative amendments. It shall be TENANT’s sole responsibility to review any updates to this code, which is available at http://www.leginfo.ca.gov/calaw.html.

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50



FROM: KEN GREHM / CHRIS HANSON

SUBJECT: FIFTH AMENDMENT TO THE AGREEMENT WITH SHAW YODER ANTWIH SCHMELZER & LANGE, INC. FOR LEGISLATIVE ADVOCACY SERVICES

RECOMMENDED ACTION:

Authorize the Chair to sign the Fifth Amendment to the Legislative Advocacy Services Agreement with Shaw Yoder Antwih Schmelzer & Lange, Inc. (SYASL) for a total cost of $48,000, increasing the total not-to-exceed cost of the Agreement to $308,000.

BACKGROUND:

On July 10, 2014, your Board authorized the Executive Director to execute an Agreement with SYASL for legislative advocacy services including development of a strategic agenda and ongoing advocacy, monitoring, and reporting. The original Agreement was for a period of 18 months through calendar year 2015. Your Board has subsequently extended the term of the agreement annually through 2019.

SYASL has been instrumental in allowing the WPWMA a voice in the legislature by providing testimony on the WPWMA’s behalf at numerous public hearings and stakeholder meetings related to issues that impact the WPWMA’s facilities and operations. The WPWMA continues to benefit from SYASL’s services and staff recommends extending the Agreement for an additional one-year term, through calendar year 2020, to provide continued access to the legislature that may otherwise be inaccessible.


The recommended action is not considered a “project” pursuant to CEQA Guidelines, Article 20, Section 15378 as it is an administrative activity that will not result in a physical change in the environment.

FISCAL IMPACT:

The proposed Fifth Amendment would authorize an additional $48,000 in funding for 2019 services, paid in the form of a set monthly fee of $4,000, bringing the total authorized expenditures under this Agreement to an amount not to exceed $308,000. This is an anticipated expense, sufficient funding for which is included in the FY 2019/20 Budget.

ATTACHMENT: FIFTH AMENDMENT

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ADMINISTRATING AGENCY: Western Placer Waste Management Authority

AGREEMENT NO.: 45167

DESCRIPTION: Fifth Amendment to the Legislative Advocacy Services Agreement

This FIFTH Amendment is made to be effective as of, from and after the day of ________________________, and between the WESTERN PLACER WASTE MANAGEMENT AUTHORITY, a local public agency (hereinafter referred to as the "WPWMA"), and SHAW YODER ANTWIH SCHMELZER & LANGE, INC. a California Corporation (hereinafter referred to as the "Consultant").

RECITALS

1. The WPWMA and Consultant have entered into that certain Legislative Advocacy Services Agreement as of August 14, 2014 (hereinafter referred to as the "Agreement"), which was amended previously by the First Amendment as of January 14, 2016, Second Amendment as of January 31, 2017, Third Amendment as of December 14, 2017, and Fourth Amendment as of December 13, 2018.

2. The introduction and carryover of legislation in 2020 that could impact the WPWMA will require ongoing monitoring, reporting, and advocacy to adequately represent WPWMA’s interests and influence legislation.

3. The WPWMA and Consultant desire to extend the Agreement, under the existing terms and conditions, for the purpose of providing continued advocacy services throughout the 2020 calendar year.

NOW THEREFORE, THE PARTIES AGREE AS FOLLOWS:

1. In addition to the services contemplated in the Agreement, Consultant shall also provide all services identified in Exhibit A-1 “Scope of Services” for the 2020 California Legislative Session.

2. The last sentence in item 2. Payment, shall be replaced with the following sentence:

“The total amount payable for all services provided under this Agreement, including Additional Services, shall not exceed three hundred eight thousand dollars ($308,000) without the prior written approval of the WPWMA.”

3. The last sentence in Exhibit B, Payment for Services Rendered, shall be replaced with the following sentence:

“The total amount payable for all services provided under this Agreement shall not exceed three hundred eight thousand dollars ($308,000).”

The Agreement shall remain unchanged and in full force and effect. After this Fifth Amendment is duly executed and delivered by WPWMA and Consultant, this Fifth Amendment shall be and constitute an integral part of the Agreement.

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Executed as of the day first above stated:

WESTERN PLACER WASTE MANAGEMENT AUTHORITY

By: __________________________________________ Date: ______________

Executive Director

SHAW YODER ANTWIH SCHMELZER & LANGE, INC., CONSULTANT

By: _________________________________________ Date: ______________

Josh Shaw, President

By: _________________________________________ Date: ______________

Paul Yoder, Treasurer

Approved as to Form:

By: ___________________________

WPWMA Counsel

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eoddo

Text Box


54



FROM: ERIC ODDO

SUBJECT: LEGAL SERVICES AGREEMENT WITH MEYERS NAVE RIBACK SILVER & WILSON, PLC

RECOMMENDED ACTION:

Authorize the Chair to sign an agreement with Meyers Nave Riback Silver & Wilson, PLC (Meyers Nave) for legal services for an amount not to exceed $100,000.

BACKGROUND:

In addition to services provided by WPWMA Counsel, the WPWMA requires additional assistance on an as-needed basis with various legal matters. Meyers Nave is an outside legal firm specializing in regulatory, environmental, water, energy, and land use matters, and the laws and regulations associated with these areas.


Approving an agreement for general legal services is not considered a project under the California Environmental Quality Act.

FISCAL IMPACT:

The total, not-to-exceed cost of the proposed Agreement is $100,000. Sufficient funding is included in the FY 2019/20 Self-Insurance Budget to cover this cost.

ON FILE WITH CLERK: LEGAL SERVICES AGREEMENT

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56



FROM: KEN GREHM / KEITH SCHMIDT

SUBJECT: FOURTH AMENDMENT TO THE AGREEMENT WITH SCS ENGINEERS FOR WATER QUALITY MONITORING AND REPORTING SERVICES

RECOMMENDED ACTION:

Authorize the Chair to sign the Fourth Amendment to the Water Quality Monitoring and Reporting Agreement (Agreement) with SCS Engineers (SCS) related to water quality sampling and analysis of the Module 5, 15 and 16 liner systems for a total of $9,510, increasing the total not-to-exceed cost of the Agreement to $779,110.

BACKGROUND:

As mentioned in the WPWMA Engineers Report at the October 14, 2019 Board meeting, your Board commissioned SCS Engineers to investigate allegations that the liners for Modules 15, 16 and 5 were compromised. The analysis completed to date suggests that the Module 15 liner is not compromised and the Module 16 liner likely is compromised. Analysis of the Module 5 liner system is inconclusive.

The water quality results suggesting liner compromises may be a factor of latent construction defects, damage to the liner during waste filling operations, or seepage caused by having liquid or gas pressures in excess of the values assumed during the liner design process. Latent construction defects are a less likely cause since each base liner is tested for leaks as it is constructed and again once construction is complete. Damage to the liner during waste filling operations is possible and would likely go undetected in the present staffing and monitoring arrangement and would be nearly impossible to confirm once waste is placed in the landfill module. Staff is developing mechanisms to minimize the potential for leachate and gas pressures to put undue stress on the liner system.

Staff recommends authorizing SCS to collect and analyze additional samples from the pan lysimeter water located immediately below the lowest point in the secondary liner to determine if more detailed analysis of oxygen and hydrogen can indicate the source of the water in the liner system. Staff further recommends having SCS collect air samples from the leachate collection points and other landfill gas collection points to determine if landfill gas is diffusing through the liner into otherwise clean water that infiltrated into the liner system.


All work required under this Agreement is categorically exempt under CEQA Guidelines, Article 19, Section 15306 “Information Collection”, which allows for data collection when such activities do not result in a serious or major disturbance to an environmental resource.

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WPWMA BOARD OF DIRECTORS FOURTH AMENDMENT WITH SCS FOR WATER QUALITY MONITORING AND REPORTING SERVICES NOVEMBER 14, 2019 PAGE 2

FISCAL IMPACT:

The cost of providing the services included in the attached Scope is $9,510. The Fourth Amendment would increase the total not-to-exceed cost of the Agreement to $769,600. Sufficient funding for these services is included in the FY 2019/20 Final Budget. ATTACHMENT: FOURTH AMENDMENT

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ADMINISTRATING AGENCY: Western Placer Waste Management Authority

AGREEMENT NO.: 45187

DESCRIPTION: Fourth Amendment to the Water Quality Monitoring Services Agreement

This FOURTH Amendment is made to be effective as of, from and after the day of _____________ 2019, and between the WESTERN PLACER WASTE MANAGEMENT AUTHORITY, a Joint Powers Authority (hereinafter referred to as the "WPWMA"), and SCS ENGINEERS (hereinafter referred to as the "Consultant").

RECITALS

1. The WPWMA and Consultant have entered into that certain "Water Quality Monitoring Services Agreement" as of July 13, 2017 which was previously amended by the First Amendment as of May 10, 2018, the Second Amendment as of April 15, 2019 and the Third Amendment as of October 10, 2019 (hereinafter referred to as the "Agreement").

2. The WPWMA received a Notice of Violation (NOV) dated April 20, 2015 from the Regional Water Quality Control Board (Water Board) alleging the liner systems for Modules 15 and 16 may be compromised. The Water Board submitted a second NOV dated January 17, 2019, with the same allegation for Module 5.

3. Via the First and Second Amendments, the WPWMA authorized Consultant to perform additional evaluation of water quality in the liner systems for Modules 5, 15 and 16 related to the Water Board NOVs. The WPWMA submitted Consultant’s evaluation reports to the Water Board on October 23, 2019.

4. Consultant recommended, and WPWMA staff solicited a proposal for, additional sampling and analysis to determine the source of volatile organic compounds in the liner system. SCS provided a scope of services for a cost of $9,510.

5. WPWMA staff reviewed the proposal and believes Consultant understands the scope of work, has proposed a reasonable budget, and is uniquely suited to effectively complete the work given their current performance of water quality monitoring services for the WPWMA.

6. The WPWMA and Consultant acknowledge that, by providing these additional services, the total cost of the Agreement shall increase to Seven Hundred Seventy Nine Thousand One Hundred Ten Dollars ($779,110).

7. The WPWMA and Consultant desire to amend the Agreement to reflect the revised understanding between the parties as set forth below. All references in this Fourth Amendment to a Section, to an Appendix, or to an Exhibit shall refer to that Section or Exhibit of the Agreement, and all terms defined in the Agreement shall have the same meaning herein.

NOW THEREFORE, THE PARTIES AGREE AS FOLLOWS:

a. Exhibit A, Scope of Services, Task 5 Module 15 and 16 Evaluation, shall be amended to add the following text which shall read in its entirety as follows:

“Additional Sampling and Analysis

Consultant shall collect and analyze additional data aimed at determining the source of water in the liner system to further the initial Liner Impact Study Report dated February 7, 2019.

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LFG Analysis

Consultant shall collect approximately 7 gas samples from LFG extraction wells and perimeter monitoring probes associated with Modules 15 and both sumps of Module 16 (South and West) and analyze for VOC analysis by EPA Method TO-15. Consultant shall also collect and use field readings of methane percent by volume from each sampled location using a Landtec GEM3000 or similar gas analyzer provided by Consultant. Stable Isotope Analysis Consultant shall collect approximately 15 liquid samples from leachate sumps, leak detection sumps, pan lysimeters, and groundwater monitoring wells associated with Modules 15 and both sumps of Module 16 (South and West), including two duplicate samples for quality control. Consultant shall then analyze the samples to evaluate the stable isotopes of oxygen and hydrogen using the University of Davis Stable Isotope Facility. Consultant shall prepare a revision to the Liner Impact Study Report by adding the results of this additional analysis, including laboratory analytical reports, field notes, a narrative assessment of the data, and any additional recommendations for review by WPWMA by February 28, 2020. Consultant shall respond to one round of comments from the WPWMA and return a final revised Liner Impact Study Report within two weeks of receipt of WPWMA comments.”

b. Exhibit A, Scope of Services, Task 10 Module 5 Data Evaluation, shall be amended to add the following text which shall read in its entirety as follows:

“Additional Sampling and Analysis

Consultant shall collect and analyze additional data aimed at determining the source of water in the liner system to further the initial Liner Impact Study Report dated August 17, 2019.

LFG Analysis

Consultant shall collect approximately 3 gas samples from LFG extraction wells and perimeter monitoring probes associated with Module 5 and analyze for VOC analysis by EPA Method TO-15. Consultant shall also collect and use field readings of methane percent by volume from each sampled location using a Landtec GEM3000 or similar gas analyzer provided by Consultant. Stable Isotope Analysis Consultant shall collect approximately 5 liquid samples from leachate sumps, leak detection sumps, pan lysimeters, and groundwater monitoring wells associated with Module 5, including two duplicate samples for quality control. Consultant shall then analyze the samples to evaluate the stable isotopes of oxygen and hydrogen using the University of Davis Stable Isotope Facility.

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Consultant shall prepare a revision to the Liner Impact Study Report by adding the results of this additional analysis, including laboratory analytical reports, field notes, a narrative assessment of the data, and any additional recommendations for review by WPWMA by February 28, 2020. Consultant shall respond to one round of comments from the WPWMA and return a final revised Liner Impact Study Report within two weeks of receipt of WPWMA comments.”

c. The last sentence in item 2. Payment, shall be replaced with the following sentence:

“The total amount payable for all services provided under this Agreement, including Additional Services, shall not exceed Seven Hundred Seventy Nine Thousand One Hundred Ten Dollars ($779,110) without the prior written approval of the WPWMA.”

d. Exhibit B.3 shall be deleted and Exhibit B.4 attached hereto are substituted therefore.

Except as expressly provided in this Fourth Amendment, the Agreement shall remain unchanged and in full force and effect. After this Fourth Amendment is duly executed and delivered by WPWMA and Consultant, this Fourth Amendment shall be and constitute an integral part of the Agreement.

Executed as of the day first above stated: WESTERN PLACER WASTE MANAGEMENT AUTHORITY

By: ______________________________________________ Date: ______________

Executive Director or Designee SCS ENGINEERS, CONSULTANT

By: ________________________________ By: ________________________________

E. Wayne Pearce, Vice President Patrick Sullivan, Senior Vice President

Approved as to Form:

By: ___________________________

WPWMA Counsel

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EXHIBIT B.4

PAYMENT FOR SERVICES RENDERED

Payment to Consultant shall be made by the WPWMA on an hourly basis in accordance with the schedule attached hereto as Exhibit B-1.2 and subject to the task budgets listed in Table 1.4, below.

Consultant shall submit invoices monthly and describe in detail the work and work hours performed, staff performing the work, staff hourly rate, and expenses for which reimbursement is claimed. Consultant shall also include with the monthly invoice a spreadsheet indicating task budgets, charges by task for each invoice, cumulative charges to date by task, and percent of budget remaining by task. Consultant shall state hourly time in increments of no less than one-quarter (1/4) of an hour. All invoices shall be submitted to the WPWMA electronically via [email protected].

Provided the work has been satisfactorily performed, WPWMA will pay invoices within thirty (30) days after approval of the invoice. Consultant shall provide additional information requested by the WPWMA to verify any of the amounts claimed for payment in any invoice. The total amount payable for all services provided under this Agreement shall not exceed Seven Hundred Seventy Nine Thousand One Hundred Ten Dollars ($779,110).

Table 1.4 – Task Budgets

Task Description Existing Budget 4th Amendment Total

1 Routine Measurement, Sampling, Analysis & Reporting $479,400 --- $479,400

2 Compost General Order $29,400 --- $29,400

3 Water Level Pressure Transducers $42,800 --- $42,800

4 Additional Services $20,500 --- $15,500

5 Module 15 & 16 Data Evaluation $25,000 $7,132 $32,133

6 ERA Level 2 Technical Report $16,800 --- $16,800

7 Water Board Response Report $7,500 --- $7,500

8 Engineering Feasibility Study $40,000 --- $40,000

9 Corrective Action Program and Report of Waste Discharge $20,000 --- $20,000

10 Module 5 Data Evaluation $11,000 $2,378 $13,378

11 Water Quality Protection Standard $15,000 --- $15,000

12 Design of Leachate Sump Riser Repairs $47,000 --- $47,000

13 PFAS Sampling and Reporting $5,000 --- $5,000

14 PFAS Work Plan Implementation $15,200 --- $15,200

TOTAL CONTRACT AMOUNT $769,600 $9,510 $779,110

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FROM: KEN GREHM /KEITH SCHMIDT

SUBJECT: PROJECT 02610 – GAS COLLECTION AND CONTROL SYSTEM IMPROVEMENTS: NOTICE OF COMPLETION

RECOMMENDED ACTION:

Adopt Resolution 19-05 accepting Project 02610 – Gas Collection and Control System Improvements as complete and authorizing the Executive Director or designee to execute and file the attached Notice of Completion.

BACKGROUND:

At the October 14, 2016 meeting, your Board approved a contract with RJ Gordon Construction to install additional landfill gas wells and related piping and to completely replace the blower/flare station. The additional wells were intended to improve overall gas collection at the landfill and to help resolve the Notices of Violation issued to the WPWMA by the Placer County Air Pollution Control District related to surface emissions. The blower/flare station replacement was needed to increase the combustion capacity of the WPWMA flare, increase flare reliability, and reduce the personnel costs associated with monitoring and controlling the flare. The project also included installing a modular office trailer and workshop adjacent to the blower/flare station to enable the landfill gas system operator to be more responsive to immediate gas and leachate collection needs onsite.

Staff issued a Notice to Proceed on October 31, 2016. RJ Gordon installed most of the landfill gas wells by December 27, 2016 before weather conditions prohibited access and caused a 60-day delay in connecting them to the gas collection system. The remaining landfill gas wells were drilled and connected in May 2017. RJ Gordon secured building permits for the flare and began construction in July 2017. The new flare was lifted into place on September 27, 2017 and operated for the first time on December 12, 2017. The shop building and office building were released for WPWMA use by February 15, 2018. The replacement Supervisory Control and Data Acquisition (SCADA) system was operational on February 7, 2018 and RJ Gordon fully completed configuration of the SCADA system with the County IT group in May 2018 which enabled remote operation of the flare.

Perennial Energy, Inc. (PEI), the flare manufacturer, was initially unable to meet the operational requirements unique to the WPWMA landfill and had to redesign and replace some parts of the flare under warranty during the first 10 months of operation. Specifically, PEI replaced the flare temperature sensors and combustion air controllers and reconfigured the flare control system to respond more slowly to changes made in the gas wellfield or at the Energy 2001 landfill gas-to-energy facility. PEI completed the reconfigurations on November 1, 2018, and the blower/flare system has performed reliably since then. A summary of the contract changes and costs to the WPWMA is included with the attached supplemental information sheet.

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WPWMA BOARD OF DIRECTORS PROJECT 02610 – GAS COLLECTION AND CONTROL SYSTEM IMPROVEMENTS: NOTICE OF COMPLETION NOVEMBER 14, 2019 PAGE 2


Filing the Notice of Completion is not considered a “project” pursuant to California Environmental Quality Act (CEQA) Guidelines, Article 20, Section 15378 as it is an administrative activity that will not result in a physical change in the environment.

At the March 10, 2016 meeting, your Board made the determination that the Environmental Impact Report (EIR) addressing the impacts of increased landfill capacity and landfill gas generation, certified by your Board in August 2000, included the statement that “The blowers, flare, and other [landfill gas] system components would be upgraded, as needed, to accommodate increased volume of landfill gas collected” and that no further environmental review is required.

FISCAL IMPACT: The total construction budget for the project was $3,597,215. The total authorized contract amount with construction change orders was $3,520,527. The final construction cost was $3,493,184 and reflects that $27,344 in funding was authorized through change orders for work to be performed on a time and materials basis and ultimately not needed or billed.

ATTACHMENT: RESOLUTION 19-05 SUPPLEMENTAL INFORMATION SHEET

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Recording requested by: Western Placer Waste Management Authority

When recorded return to: Western Placer Waste Management Authority Attn: Heather Wilden, Clerk of the Board 3013 Fiddyment Road Roseville, CA 95747

NOTICE OF COMPLETION (RESOLUTION 19-05)

Project Name: Gas Collection and Control System Improvements, Project 02610.

NOTICE IS HEREBY GIVEN, pursuant to California Civil Code Section 3093, that the following Contractor, to wit:

RJ Gordon Construction, Inc. P.O. Box 23204

Pleasant Hill, CA 94523

performed and completed, for the Western Placer Waste Management Authority, County of Placer, State of California, the following contract, structure or work of improvement, to wit:

Gas Collection and Control System Improvements, Project 02610 Roseville, CA

The property is owned by the Western Placer Waste Management Authority in fee. Said work was accepted on November 14, 2019.

Executed this 14th day of November 2019, at Auburn, California. I declare under penalty of perjury that the foregoing is true and correct.

___________________________________

KEN GREHM, EXECUTIVE DIRECTOR WESTERN PLACER WASTE MANAGEMENT AUTHORITY

STATE OF CALIFORNIA )ss COUNTY OF PLACER ) On before me ________________, Notary Public, personally appeared _____________ who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person or the entity upon behalf of which the person acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

___________________________

A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

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2,941,105.00$

NET CHANGE ORDERS 579,422.65$

ADDITIVE CHANGE ORDERS 604,422.65$

DEDUCTIVE CHANGE ORDERS (25,000.00)$

CHANGE ORDER PERCENT OF TOTAL EXPENDITURES 16.5%

TOTAL AUTHORIZED CONTRACT EXPENDITURES 3,520,527.65$

CCO # Total

1-1 $ 4,613.70

1-2 9,875.00$

2-1 33,835.00$

3-1 78,320.13$

3-2 1,812.35$

3-3 44,950.00$

3-4 (25,000.00)$

3-5 17,250.00$

4-1 42,575.00$

4-2 23,340.98$

4-3 21,575.00$

5-1 2,160.38$

5-2 7,687.74$

NOTICE OF COMPLETION SUPPLEMENTAL INFORMATION SHEET

SUMMARY OF CHANGE ORDERS

Task Description

Per WPWMA request, furnish and install a Yokogawa chart recorder in lieu of that specified in the project bid documents.

Per WPWMA request, establish revised gas well locations including surveying and construction.

ORIGINAL CONTRACT AMOUNT

CONTRACTOR: RJ Gordon Construction, Inc.

PROJECT: 02610DATE: November 14, 2019

PROJECT NAME: Gas Collection and Control System Construction

SUMMARY OF AUTHORIZED EXPENDITURES

Per WPWMA request, furnish and install additional landfill gas header pipeline.

Per WPWMA request, furnish and install primary and secondary electrical utility feed conduit.

Per WPWMA request, furnish and install isolation valves in new branches of leachate discharge pipeline.

Per WPWMA request, furnish and install two air compressors with sound enclosures in lieu of reinstalling WPWMA air compressors as contemplated in the bid documents.

Deleted bid item to furnish a sound enclosure for the existing compressors in consideration of CO item 3-3 which replaced the compressors with new units.

Per WPWMA request, furnish and install stainless steel landfill gas discharge pipeline and fittings in lieu of HDPE pipeline specified in the project bid documents.

Per WPWMA request, furnish and install a larger diameter landfill gas header at the blower/flare station sized to accommodate all future anticipated LFG flow.

Per WPWMA request, extend landfill gas wells, install light pole footings at the blower/flare station, over excavate flare foundation and resurvey blower/flare station.

Per WPWMA request, furnish, install, reconfigure conduit, cabling and network rack for the blower/flare station.

Per WPWMA request, repair existing conduit, remove existing cables, and furnish and install new communication cabling between the WPWMA flare and Energy 2001 facilities.

Per WPWMA request, expand excavation, reinstall trench shoring, connect discharge piping, and furnish and install concrete vault for flow meter.

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CCO # TotalTask Description

5-3 19,000.00$

6-1 100,000.00$

7-1 118,791.00$

7-2 2,788.00$

8-1 45,603.71$

8-2 6,870.50$

8-3 10,631.25$

9-1 2,187.13$

9-2 10,555.78$

Total 579,422.65$

Per WPWMA request, remove and reconfigure landfill gas header to accommodate change in landfilling operations required by the January 17, 2019 Notice of Violation from the Water Board.

Per WPWMA request, furnish and install revised electrical system, canopy frame and walls.

Per WPWMA request, manage and dispose discharge from horizontal gas wells and apply sealant; remove section of geomembrane cover system, cut and cap wells, and repair final geomembrane cover system.

Per WPWMA request, increases/decreases in quantities for multiple bid items.

Per WPWMA request, furnish and install a workstation computer, conduit, cabling and connections for the SCADA system.

Payment of interest charges associated with a late payment by the WPWMA.

Per WPWMA request, add data converter between the WPWMA flare and Energy 2001 facilities to meet IT security requirements.

Per WPWMA request, furnish and install additional gas system pipeline, valves and fittings.

Per WPWMA request, furnish and install additional fencing to resolve inaccuracy in bid documents.

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68



FROM: KEN GREHM / KEITH SCHMIDT

SUBJECT: PROJECT 1058 – MODULES 2 AND 10 LEACHATE SUMP RISER CONSTRUCTION

RECOMMENDED ACTION:

Authorize the Executive Director or designee to: 1) execute and award Construction Project 1058 – Modules 2 and 10 Leachate Sump Riser Construction in the amount of $128,080 with Swierstok Enterprise, Inc., dba Pro Builders (Pro Builders) of Orangevale, California, and 2) approve any required change orders consistent with Section 20142 of the Public Contract Code in an amount not to exceed 10% of the value of the contract.

BACKGROUND:

On August 8, 2019, your Board approved plans and specifications and authorized staff to solicit bids for construction project 1058 – Modules 2 and 10 Leachate Sump Riser Construction. Your Board also authorized the Executive Director or designee to execute the resulting contract in an amount not to exceed $73,386 with the lowest responsive bidder.

The project involves drilling into the waste in Modules 2 and 10 to construct pipelines to access, sample and monitor leachate collected in these waste modules as required by the Water Board regulations. The originally installed access pipelines were previously damaged in use or destroyed as a result of the subsurface oxidation event detected in May 2016.

Placer County’s Procurement Services Division solicited competitive construction bids on behalf of the WPWMA in accordance with the Public Contract Code. As summarized in Attachment A, two bids were received on October 16, 2019 and, after Procurement’s review, the lowest responsive bidder was determined to be Pro Builders with a bid in the amount of $128,080. As this amount is $54,694 over the amount previously approved by your Board, it is necessary to obtain your Board’s authorization of this larger amount before proceeding with the project.

In reviewing the bids, all costs were higher than the engineer’s estimate suggesting the engineer had underestimated the construction costs. The only notable cost difference between the two bidders was the drilling subcontractor’s costs which, for the lowest bidder, were approximately $25,000 lower than the competition.

With your Board’s authorization, the Executive Director or designee will execute the resulting contract in an amount not to exceed $128,080 with Pro Builders and will have authority to approve any required change orders consistent with Section 20142 of the Public Contract Code in an amount not to exceed 10% of the value of the contract.

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WPWMA BOARD OF DIRECTORS MODULE 2 AND 10 LEACHATE RISER CONSTRUCTION NOVEMBER 14, 2019 PAGE 2


Construction of the leachate collection system, as a portion of the landfill, was addressed in the Environmental Impact Report (EIR) and Supplemental EIR certified by your Board in August of 1996 and August 2000, respectively. No further environmental review is required.

FISCAL IMPACT:

The total estimated construction cost with a 10% change order contingency is $140,888. Sufficient funding is available in the FY 2019/20 Budget to cover the additional construction cost. ATTACHMENTS: ATTACHMENT A – PROJECT BID SUMMARY

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WPWMA BOARD OF DIRECTORS MODULE 2 AND 10 LEACHATE RISER CONSTRUCTION NOVEMBER 14, 2019 PAGE 3

ATTACHMENT A

MODULE 2 AND 10 LEACHATE RISER CONSTRUCTION PROJECT BID SUMMARY

Company Name Location Bid Amount

Swierstok Enterprise, Inc., dba Pro Builders

Orangevale, CA $128,080.00

SCS Engineers and Field Services Modesto, CA $135,200.00

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72



FROM: KEN GREHM / KEVIN BELL

SUBJECT: WPWMA LABOR STUDY

RECOMMENDED ACTION:

Authorize the Chair to sign an agreement with Municipal Resource Group (MRG) to conduct an independent analysis of the WPWMA’s staffing and contracting levels for an amount not to exceed $69,500.

BACKGROUND:

At the February 14, 2019 meeting, staff recommended evaluating the WPWMA’s current staffing and contracting levels to determine the appropriate level of staffing necessary to provide consistent support to the Member Agencies given the changing regulatory environment and as challenges and opportunities continue to arise in the solid waste industry.

Per your Board’s direction, staff worked with Placer County’s Procurement Division and issued a Request for Proposals (RFP) on June 28, 2019 for a labor study. Of the 34 firms that accessed the RFP via Placer County’s online system, one submitted a proposal. A review panel consisting of staff from the WPWMA, counties of Placer and Sacramento, and cities of Lincoln and Roseville worked with Placer County’s Procurement Division to evaluate the proposal and recommended MRG as a qualified firm to conduct the requested services. WPWMA negotiated the attached Agreement with MRG that includes an analysis and prioritization of the WPWMA’s services and tasks, calculates the number of labor hours necessary to perform identified tasks, and develops a staffing level recommendation.

Due to the potential for the Consultant’s recommendations to suggest a revised staffing structure that could impact existing, on-site WPWMA staff, it was determined that the project be managed by the Deputy Executive Director with support from the Placer County Public Works Staff Services Manager.


All work required under the proposed agreement is categorically exempt under CEQA Guidelines, Article 19, Section 15306 “Information Collection”, which allows for data collection when such activities do not result in a serious or major disturbance to an environmental resource.

FISCAL IMPACT:

The cost of providing the proposed services is $69,500. Sufficient funding for these services is included in the FY 2019/20 Final Budget.

ATTACHMENT: LABOR STUDY AGREEMENT

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Contract No.: __________ Administering Agency: Western Placer Waste Management Authority Contract Description: Labor Study

CONSULTANT SERVICES AGREEMENT THIS AGREEMENT is made at Roseville, California, as of __________________, by and between the Western Placer Waste Management Authority (“WPWMA”), a Joint Powers Authority, and Municipal Resource Group, LLC, a California limited liability company, (“Consultant”), who agree as follows: 1. Services. Subject to the terms and conditions set forth in this Agreement, Consultant shall provide the services as described in Exhibit A in the manner therein specified. 2. Payment. WPWMA shall pay Consultant for services rendered pursuant to this Agreement at the time and in the amounts set forth in Exhibit B. Consultant shall submit all billings for said services to WPWMA in the manner specified in Exhibit B. The total amount payable for all services provided under this Agreement, including Additional Services, shall not exceed Sixty-Nine Thousand Five Hundred and no/100 Dollars ($69,500.00) without the prior written approval of WPWMA. 3. Facilities, Equipment and Other Materials, and Obligations of WPWMA. Except as set forth in Exhibit C, Consultant shall, at its sole cost and expense, furnish all facilities, equipment, and other materials which may be required for furnishing services pursuant to this Agreement. WPWMA shall furnish Consultant only those facilities, equipment, and other materials, if any, and shall perform those obligations, if any, listed in Exhibit C according to the terms and conditions set forth in Exhibit C. 4. General Provisions. The general provisions set forth in Exhibit D are part of this Agreement. Any inconsistency between said general provisions and any other terms or conditions of this Agreement shall be controlled by the other term or condition insofar as it is inconsistent with the general provisions. 5. Exhibits. All exhibits referred to herein are attached hereto and by this reference incorporated herein. 6. Time for Performance. Time is of the essence and, subject to WPWMA's compliance with Exhibit C and to the provisions of paragraph 3 of Exhibit D, failure of Consultant to perform any services within the time limits set forth in Exhibit A, if any, shall constitute material breach of this contract. 7. Notices. Any notice or demand required to be given herein shall be made by certified or registered mail, return receipt requested, confirmed fax or reliable overnight mail to the address of the respective parties set forth below:

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WPWMA: Western Placer Waste Management Authority Attn: Kevin Bell, PE, Deputy Executive Director 3091 County Center Drive, Suite 220 Auburn, CA 95603 Phone: (530) 886-4915 CONSULTANT: Municipal Resource Group, LLC

Attn: Mary Egan, Managing Partner PO Box 561 Wilton, CA 95693 Phone: (916) 261-7547

REMIT TO CONSULTANT: Municipal Resource Group, LLC Attn: Mary Egan, Managing Partner

PO Box 561 Wilton, CA 95693

Phone: (916) 261-7547 WPWMA or Consultant may from time to time designate any other address for this purpose by written notice to the other party. Executed as of the day first above stated: WESTERN PLACER WASTE MANAGEMENT AUTHORITY By: __________________________________________ Date: _____________ Chair MUNICIPAL RESOURCE GROUP, LLC, CONSULTANT By: _________________________________________ Date: _____________ Mike Oliver, President By: _________________________________________ Date: _____________ Mary Egan, Managing Partner Approved as to Form By: ___________________________ WPWMA Counsel

Exhibit A: Scope of Services Exhibit B: Payment for Services Rendered Exhibit C: Facilities, Equipment, and Other Materials and Obligations of WPWMA Exhibit D: General Provisions

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EXHIBIT A

SCOPE OF SERVICES

The WPWMA is a Joint Powers Authority comprised of the cities of Rocklin, Lincoln, Roseville and the County of Placer (County) governed by a Board of Directors comprised of elected officials from each of these entities. The County of Placer provides staffing to the WPWMA including staff dedicated solely to and located at the WPWMA’s facility in Roseville (WPWMA staff) as well as administrative and technical support staff who allocate a portion of their time to WPWMA functions but are located throughout the County’s offices in Auburn. While the WPWMA is a separate governmental agency from the County of Placer, the WPWMA has historically adopted the County’s policies including those related to personnel. In addition to onsite and administrative support staff, the WPWMA utilizes numerous contracted third-party entities to perform an array of services and tasks.

Consultant shall plan, prepare and execute all items outlined in this Scope of Services related to conducting a labor study for the WPWMA to identify the WPWMA’s service delivery strengths and areas for improvement. Consultant shall recommend the appropriate staffing allocation necessary to provide all required services at its facility.

Due to the potential for the Consultant’s recommendations to suggest a revised staffing structure that could impact existing WPWMA staff, the WPWMA has delegated management of the project to its Deputy Executive Director with support from the Staff Services Manager from the County Department of Public Works (Project Management Team). WPWMA staff involvement will be limited to the tasks identified in this Scope of Services.

The WPWMA and Project Management Team acknowledge that the Consultant will require access to WPWMA staff as well as third-party service agreements, operating permits and other publicly available data that Consultant and Project Management Team deems necessary for their analysis to conduct an objective assessment of the WPWMA’s staffing structure.

TASK 1 KICKOFF MEETING AND DOCUMENT REVIEW

Consultant shall schedule, prepare an agenda for, and participate in a project kickoff meeting with the Project Management Team and the WPWMA Program Manager to: 1) solidify objectives and expectations for the project, 2) discuss the WPWMA’s goals and priorities for the project, 3) confirm roles and responsibilities, 4) establish communication protocols, 5) discuss and develop a detailed project schedule, and 6) identify WPWMA documents Consultant believes are necessary as background information for the project.

Consultant shall submit a meeting summary noting key points discussed at the meeting and a list of action items and requested documents to the Project Management Team. Within one (1) week of receiving the kickoff meeting summary, the Project Management Team will provide the requested information to the Consultant, to the degree available.

Immediately following the kickoff meeting, Consultant shall tour the WPWMA’s properties with the Project Management Team, the WPWMA Program Manager and WPWMA Engineer to observe existing operations.

Deliverables (format) Due Kickoff Meeting and Tour Within five (5) business days from Notice to ProceedMeeting Agenda/Summary (.docx) One (1) week before/after meeting

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TASK 2 CONDUCT LABOR STUDY

A. Identification of Services and Tasks

Consultant shall compile a list of services and tasks currently performed by the WPWMA including those performed via third-party contracts. Consultant shall determine the staff, form, content and duration of the interviews and conduct interviews with WPWMA staff including the WPWMA Program Manager, Deputy Executive Director and Director to review job assignments, workloads, resources, productivity, skill sets, supervision, and other factors affecting the WPWMA’s ability to perform required and expected services and tasks.

Consultant shall review scopes of service and associated budgets to determine all tasks currently performed via third-party contracts. Unless otherwise requested by the Consultant, this review will be limited to contracted services performed at the WPWMA’s facility.

Consultant shall identify and delineate the services and tasks performed by WPWMA staff and those performed by contracted entities. Consultant shall identify the services, if any, currently performed via third-party contracts that may be beneficial to the WPWMA if performed by WPWMA staff, or services, if any, currently performed by WPWMA staff that may be beneficial to contract out to a third-party.

Consultant shall conduct a review of WPWMA permits and policies, current and pending solid waste regulations, solid waste industry best management practices, and interviews with WPWMA staff and solid waste industry subject matter experts and compile a list of services and tasks the WPWMA should or is required to perform that are not included in the previous list of services and tasks (i.e. that the WPWMA is not currently performing).

Consultant shall provide a draft list of services and tasks to the Project Management Team and WPWMA Program Manager for review and comment. Consultant shall incorporate comments and submit a final list to the Project Management Team and WPWMA Program Manager.

B. Prioritization Exercise

Consultant shall develop a proposed methodology for prioritizing the services and tasks identified in Task 2A including, but not limited to, the following factors: permit compliance, financial stability and security, public health and safety, operational efficiency, and organizational improvement. Consultant shall provide the draft methodology to the Project Management Team and the WPWMA Program Manager for review, comment and approval.

Consultant shall facilitate a prioritization exercise with the Project Management Team and the WPWMA Program Manager to rank the services and tasks identified in Task 2A based on the agreed upon methodology. Consultant shall work with the Project Management Team and the WPWMA Program Manager to group the tasks by priority level.

C. Labor Hour Calculations

Based on the previously developed lists, Consultant shall prepare an estimate of the net actual labor hours available with existing WPWMA staff, labor hours needed to perform current WPWMA services and tasks, and labor hours required to complete the identified services and tasks that the WPWMA should be but is not currently performing.

D. Labor Classification

Consultant shall recommend the appropriate job classifications required to perform the tasks identified and ranked in previous subtasks by utilizing Placer County’s job classification system, if possible. If, in the Consultant’s judgement, an existing Placer County job classification does not reasonably fit the required tasks, Consultant shall provide examples of

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job classifications currently utilized by one or more California municipal entities to reasonably fit the required tasks.

E. Service Cost Evaluation

Consultant shall determine the associated costs of the services and tasks performed by WPWMA staff including WPWMA staff time spent managing independent third-party service agreements.

Based on Consultant’s identification of services performed via third-party entities that could be performed by WPWMA staff, or services performed by WPWMA staff that could be performed via third-party entities, Consultant shall estimate the current cost and estimate the cost of performing the same services using WPWMA staff, or using third-party entities, respectively.

Based on the results of this and previous Tasks/Subtasks, Consultant shall recommend which tasks should be performed by WPWMA staff and which should be performed via third-party contracts. Consultant shall provide a comparison of the costs of performing the identified services via contracted entities, including staff management time, versus use of WPWMA staff to perform the contracted tasks.

F. Agency Comparison

Consultant shall conduct a comparison of the WPWMA’s organizational structure to similar agencies in California providing services comparable to the WPWMA with similar populations, demographics, and/or operational budgets to the extent possible. Consultant shall identify a minimum of five (5) comparator agencies using data points to quantify the scope of services and unique characteristics.

Through interviews and review of available published data, Consultant shall evaluate agency staffing versus contracted work utilized by the comparator agencies and prepare a comparison to the recommendations in Task 2E. Consultant shall submit a spreadsheet containing the comparison data as well as a thorough narrative summary to the Project Management Team and WPWMA Program Manager.

G. Preliminary Staffing Recommendation

Using the data collected in previous Tasks/Subtasks, Consultant shall develop a preliminary staffing level recommendation by job classification and identify which tasks could be performed by contracted entities. Consultant shall submit the recommendation and comment by the Project Management Team. Consultant shall incorporate all comments and submit a final recommendation to the Project Management Team.

Consultant shall prepare a summary of potential benefits, disadvantages and applicable costs associated with any recommended changes in staffing.

H. Reporting

Consultant shall incorporate all findings and recommendations into a Draft Final Report for review and comment by the Project Management Team. Consultant shall incorporate all comments and submit a Final Report to the Project Management Team and be available to present study findings to the WPWMA Board of Directors at a regularly scheduled meeting.

Deliverables (format) Due Draft List of Services and Tasks (.docx or .xlsx) Two (2) weeks after conducting initial staff interviews.Final List of Services and Tasks (.docx or .xlsx) Two (2) weeks after receipt of WPWMA comments on the

Draft Services and Tasks List. Staff Interviews Ongoing

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Prioritization Exercise Meeting

Two (2) weeks after submittal of Final Services and Tasks List.

Preliminary Staffing Level Recommendation Six (6) weeks after the Prioritization Exercise Meeting.Agency Comparison Spreadsheet and Narrative (.docx and .xlsx)

Four (4) weeks after submittal of the Preliminary Staffing Level Recommendation.

Draft Final Report (.docx and .xlsx) Four (4) days after submittal of the Agency Comparison Spreadsheet and Narrative.

Final Report (.docx, .xlsx and .pdf) Two (2) weeks after receipt of WPWMA comments on the Draft Final Report.

TASK 3 ADDITIONAL SERVICES

The WPWMA may request Additional Services as needed subject to the WPWMA’s approval of a written scope of services and cost proposal provided by Consultant. In no event shall any Additional Services exceed the cost allocated in Exhibit B. Consultant shall not proceed with any services under this task until authorized in writing by the WPWMA’s Executive Director or designee. Any approved Additional Services and costs shall be appended to this Agreement and such work shall be subject to all provisions of this Agreement.

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EXHIBIT B

PAYMENT FOR SERVICES RENDERED Payment to Consultant will be made by the WPWMA on an hourly basis in accordance with the schedule attached hereto as Exhibit B-1 and subject to the task budgets listed in Table 1, below.

Consultant shall submit invoices monthly and describe in detail the work and work hours performed, staff performing the work, staff hourly rate, and expenses for which reimbursement is claimed. Consultant shall also include with the monthly invoice a spreadsheet indicating task budgets, charges by task for each invoice, cumulative charges to date by task, and percent of budget remaining by task. Consultant shall state hourly time in increments of no less than one-quarter (1/4) of an hour.

Provided the work has been satisfactorily performed, WPWMA will pay invoices within thirty (30) days after approval of the invoice. Consultant shall provide additional information requested by the WPWMA to verify any of the amounts claimed for payment in any invoice. The total amount payable for all services provided under this Agreement shall not exceed Sixty-Nine Thousand Five Hundred and no/100 Dollars ($69,500.00).

The WPWMA may, in its sole discretion, withhold up to ten percent (10%) of any payment as security for the completion of the work. Within thirty (30) days after approval of Consultant’s final invoice, and provided all services have been satisfactorily completed, WPWMA shall release and pay any withheld retention.

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Table 1 – Task Budgets

TASK DESCRIPTION BUDGET

1 Kickoff Meeting and Document Review $9,370

2 Conduct Labor Study $50,130

3 Additional Services $10,000

TOTAL $69,500

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EXHIBIT B-1

RATE SCHEDULE

LABOR CLASSIFICATION HOURLY RATE

Human Resources Consultant $215

Technical Support $90

OTHER FEES RATE

Mileage Current IRS Mileage Rate

Travel At Cost

Miscellaneous At Cost

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EXHIBIT C

FACILITIES, EQUIPMENT, AND OTHER

MATERIALS, AND OBLIGATIONS OF WPWMA To permit the Consultant to render the services required herein, the WPWMA shall, at its expense and in a timely manner provide the following facilities, equipment, services or other materials:

1. Appoint the Project Management Team.

2. Provide the Consultant with all existing relevant information, although it is primarily the Consultant’s responsibility to compile all background information.

3. Promptly review any and all documents and materials submitted by the Consultant.

4. Provide the Consultant with access to WPWMA staff for the purposes of information

solicitation via interview.

All other information, facilities, and equipment required to complete the services described Exhibit A of this Agreement shall be provided by the Consultant.

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EXHIBIT D GENERAL PROVISIONS

1. Independent Contractor. At all times during the term of this Agreement, Consultant shall be an independent contractor and shall not be an employee of the WPWMA. All persons performing services for the Consultant under this Contract shall be employees of the Consultant and not the WPWMA. 2. Licenses, Permits. Consultant represents and warrants to WPWMA that it has all licenses, permits, qualifications, and approvals of whatsoever nature, which are legally required for Consultant to practice its profession and shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement, any licenses, permits, and approvals which are legally required for Consultant to practice its profession at the time the services are performed. 3. Time. Consultant shall devote such attention to the performance of services pursuant to this Agreement as may be necessary for the satisfactory and timely performance of Consultant's obligations pursuant to this Agreement. Neither party shall be considered in default of this Agreement to the extent performance is prevented or delayed by any cause, present or future, which is beyond the reasonable control of the party. 4. Hold harmless and indemnification agreement. The CONSULTANT hereby agrees to protect, defend, indemnify, and hold WPWMA free and harmless from any and all losses, claims, liens, demands and causes of action of every kind and character including, but not limited to, the amounts of judgments, penalties, interest, court costs, legal fees, and all other expenses incurred by WPWMA arising in favor of any party, including claims, liens, debts, personal injuries, death, or damages to property (including employees or property of WPWMA) and without limitation by enumeration, all other claims or demands of every character occurring or in any way incident to, in connection with or arising directly or indirectly out of this contract or agreement. CONSULTANT agrees to investigate, handle, respond to, provide defense for, and defend any such claims, demand, or suit at the sole expense of the CONSULTANT. CONSULTANT also agrees to bear all other costs and expenses related thereto, even if the claim or claims alleged are groundless, false or fraudulent. This provision is not intended to create any cause of action in favor of any third party against CONSULTANT or WPWMA or to enlarge in any way the CONSULTANT’S liability but is intended solely to provide for indemnification of WPWMA from liability for damages or injuries to third persons or property arising from CONSULTANT’S performance pursuant to this contract or agreement.

As used above, the term WPWMA means the WPWMA, its officers, agents, employees, and volunteers. 5. Insurance. CONSULTANT shall file with WPWMA concurrently herewith a Certificate of Insurance, in companies acceptable to WPWMA, with a Best's Rating of no less than A-:VII showing. Worker's compensation and employers liability insurance. Worker's Compensation Insurance shall be provided as required by any applicable law or regulation. Employer's liability insurance shall be provided in amounts not less than one million dollars ($1,000,000) each accident for bodily injury by accident, one million dollars ($1,000,000) policy limit for bodily injury by disease, and one million dollars ($1,000,000) each employee for bodily injury by disease.

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If there is an exposure of injury to CONSULTANT'S employees under the U.S. Longshoremen's and Harbor Worker's Compensation Act, the Jones Act, or under laws, regulations, or statutes applicable to maritime employees, coverage shall be included for such injuries or claims. Each Worker's Compensation policy shall be endorsed with the following specific language: Cancellation Notice - “This policy shall not be changed without first giving thirty (30) days prior written notice and ten (10) days prior written notice of cancellation for non-payment of premium to the WPWMA.” Waiver of Subrogation - The workers’ compensation policy shall be endorsed to state that the workers’ compensation carrier waives its right of subrogation against the WPWMA, its officers, directors, officials, employees, agents or volunteers, which might arise by reason of payment under such policy in connection with performance under this agreement by the CONSULTANT. CONSULTANT shall require all SUBCONTRACTORS to maintain adequate Workers' Compensation insurance. Certificates of Workers' Compensation shall be filed forthwith with the WPWMA upon demand. General liability insurance. A. Comprehensive General Liability or Commercial General Liability insurance

covering all operations by or on behalf of CONSULTANT, providing insurance for bodily injury liability and property damage liability for the limits of liability indicated below and including coverage for:

(1) Contractual liability insuring the obligations assumed by CONSULTANT in

this Agreement. B. One of the following forms is required: (1) Comprehensive General Liability; (2) Commercial General Liability (Occurrence); or (3) Commercial General Liability (Claims Made). C. If CONSULTANT carries a Comprehensive General Liability policy, the limits of

liability shall not be less than a Combined Single Limit for bodily injury, property damage, and Personal Injury Liability of:

One million dollars ($1,000,000) each occurrence Two million dollars ($2,000,000) aggregate D. If CONSULTANT carries a Commercial General Liability (Occurrence) policy: (1) The limits of liability shall not be less than: One million dollars ($1,000,000) each occurrence (combined single limit

for bodily injury and property damage) One million dollars ($1,000,000) for Products-Completed Operations

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Two million dollars ($2,000,000) General Aggregate (2) If the policy does not have an endorsement providing that the General

Aggregate Limit applies separately, or if defense costs are included in the aggregate limits, then the required aggregate limits shall be two million dollars ($2,000,000).

E. Special Claims Made Policy Form Provisions: CONSULTANT shall not provide a Commercial General Liability (Claims Made)

policy without the express prior written consent of WPWMA, which consent, if given, shall be subject to the following conditions:

(1) The limits of liability shall not be less than: One million dollars ($1,000,000) each occurrence (combined single limit

for bodily injury and property damage) One million dollars ($1,000,000) aggregate for Products Completed

Operations Two million dollars ($2,000,000) General Aggregate (2) The insurance coverage provided by CONSULTANT shall contain

language providing coverage up to one (1) year following the completion of the contract in order to provide insurance coverage for the hold harmless provisions herein if the policy is a claims-made policy.

Conformity of Coverages - If more than one policy is used to meet the required coverages, such as a separate umbrella policy, such policies shall be consistent with all other applicable policies used to meet these minimum requirements. For example, all policies shall be Occurrence Liability policies or all shall be Claims Made Liability policies, if approved by the WPWMA as noted above. In no cases shall the types of polices be different.

Endorsements. Each Comprehensive or Commercial General Liability policy shall be endorsed with the following specific language: A. "The WPWMA, its officers, agents, employees, and volunteers are to be covered

as an additional insured for all liability arising out of the operations by or on behalf of the named insured in the performance of this Agreement."

B. "The insurance provided by the Consultant, including any excess liability or

umbrella form coverage, is primary coverage to the WPWMA with respect to any insurance or self-insurance programs maintained by the WPWMA and no insurance held or owned by the WPWMA shall be called upon to contribute to a loss."

C. “This policy shall not be changed without first giving thirty (30) days prior written

notice and ten (10) days prior written notice of cancellation for non-payment of premium to the WPWMA.”

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Automobile liability insurance. Automobile Liability insurance covering bodily injury and property damage in an amount no less than one million dollars ($1,000,000) combined single limit for each occurrence. Covered vehicles shall include owned, non-owned, and hired automobiles/trucks. Professional liability insurance (errors & omissions) Professional Liability Insurance for Errors and Omissions coverage in the amount of not less than one million dollars ($1,000,000) combined single limit for each occurrence and two million dollars ($2,000,000) aggregate. If Consultant sub-contracts in support of Consultants work provided for in the agreement, Professional Liability Insurance for Errors shall be provided by the sub-contractor in an amount not less than one million dollars ($1,000,000) in aggregate. The insurance coverage provided by the consultant shall contain language providing coverage up to one (1) year following completion of the contract in order to provide insurance coverage for the hold harmless provisions herein if the policy is a claims made policy. Additional Requirements: Premium Payments - The insurance companies shall have no recourse against the WPWMA and funding agencies, its officers and employees or any of them for payment of any premiums or assessments under any policy issued by a mutual insurance company. Policy Deductibles - The CONSULTANT shall be responsible for all deductibles in all of the CONSULTANT’s insurance policies. The maximum amount of allowable deductible for insurance coverage required herein shall be $25,000. CONSULTANT’s Obligations - CONSULTANT’s indemnity and other obligations shall not be limited by the foregoing insurance requirements and shall survive the expiration of this agreement. Verification of Coverage - CONSULTANT shall furnish the WPWMA with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the WPWMA before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the CONSULTANT’s obligation to provide them. The WPWMA reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.

Material Breach - Failure of the CONSULTANT to maintain the insurance required by this agreement, or to comply with any of the requirements of this section, shall constitute a material breach of the entire agreement. 6. Consultant Not Agent. Except as WPWMA may specify in writing Consultant shall have no authority, express or implied, to act on behalf of WPWMA in any capacity whatsoever as an agent. Consultant shall have no authority, express or implied, pursuant to this Agreement to bind WPWMA to any obligation whatsoever.

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7. Assignment/ Subcontracting Prohibited. Consultant may assign its rights and obligations under this Agreement only upon the prior written approval of WPWMA, said approval to be in the sole discretion of WPWMA. Consultant shall not subcontract any portion of the work except as approved in advance and in writing by WPWMA or as set forth in Exhibit A, Scope of Services. 8. Personnel. A. Consultant warrants that all personnel assigned by Consultant to perform the

services are duly trained and qualified to perform the work. Consultant shall assign only competent personnel to perform services pursuant to this Agreement. In the event that WPWMA, in its sole discretion, at any time during the term of this Agreement, request the replacement of any person assigned by Consultant to perform services pursuant to this Agreement, Consultant shall remove and replace any such person immediately upon receiving notice from WPWMA.

B. Notwithstanding the foregoing, if specific persons are designated as part of a

project team in Exhibit A, Scope of Services, Consultant agrees to perform the work under this agreement with those individuals identified. Reassignment or substitution of individuals or sub-consultants named in the project team by Consultant without the prior written consent of WPWMA shall be grounds for cancellation of the agreement by WPWMA, and payment shall be made pursuant to Paragraph 10 Termination only for that work performed by project team members.

9. Standard of Performance. Consultant shall perform all services required pursuant to this Agreement in the manner and according to the standards observed by a competent practitioner of the profession in which Consultant is engaged in the geographical area in which Consultant practices its profession. All products of whatsoever nature which Consultant delivers to WPWMA pursuant to this Agreement shall be prepared in a workmanlike manner and conform to the standards or quality normally observed by a person practicing in Consultant's profession. 10. Termination.

A. In the event WPWMA, in its sole discretion, deems it in the best interests of the public, WPWMA shall have the right to terminate this Agreement at any time without cause by giving notice in writing of such termination to Consultant. In the event WPWMA shall give notice of termination, Consultant shall immediately cease rendering service upon receipt of such written notice, pursuant to this Agreement. In the event WPWMA shall terminate this Agreement:

1) Consultant shall deliver copies of all writings prepared by it pursuant to

this Agreement. The term "writings" shall be construed to mean and include: handwriting, typewriting, printing, photostatting, photographing, and every other means of recording upon any tangible thing any form of communication or representation, including letters, words, pictures, sounds, or symbols, or combinations thereof.

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2) WPWMA shall have full ownership and control of all such writings delivered by Consultant pursuant to this Agreement.

3) WPWMA shall pay Consultant the reasonable value of services rendered

by Consultant to the date of termination pursuant to this Agreement not to exceed the amount documented by Consultant and approved by WPWMA as work accomplished to date; provided, however, that in no event shall any payment hereunder exceed the amount of the agreement specified in Exhibit B, and further provided, however, WPWMA shall not in any manner be liable for lost profits which might have been made by Consultant had Consultant completed the services required by this Agreement. In this regard, Consultant shall furnish to WPWMA such financial information as in the judgment of the WPWMA is necessary to determine the reasonable value of the services rendered by Consultant. The foregoing is cumulative and does not affect any right or remedy that WPWMA may have in law or equity.

B. Consultant may terminate its services under this Agreement only upon good

cause or upon the mutual agreement of the WPWMA, and shall provide thirty (30) working days advance written notice to the WPWMA of any such intent to terminate.

11. Non-Discrimination. Consultant shall not discriminate in its employment practices because of race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, or sex in contravention of the California Fair Employment and Housing Act, Government Code §12900 et seq. 12. Records. Consultant shall maintain, at all times, complete detailed records with regard to work performed under this agreement in a form acceptable to WPWMA, and WPWMA shall have the right to inspect such records at any reasonable time. Notwithstanding any other terms of this agreement, no payments shall be made to Consultant until WPWMA is satisfied that work of such value has been rendered pursuant to this agreement. However, WPWMA shall not unreasonably withhold payment and, if a dispute exists, the withheld payment shall be proportional only to the item in dispute. 13. Ownership of Information. All professional and technical information developed under this Agreement and all worksheets, reports, notes and related data shall become the property of WPWMA, and Consultant agrees to deliver reproducible copies of such documents to WPWMA on completion of the services hereunder. The WPWMA agrees to indemnify and hold Consultant harmless from any claim arising out of reuse of the information for other than this project. 14. Waiver. One or more waivers by one party of any major or minor breach or default of any provision, term, condition, or covenant of this Agreement shall not operate as a waiver of any subsequent breach or default by the other party. 15. Conflict of Interest. Consultant certifies that no official or employee of the WPWMA, nor any business entity in which an official of the WPWMA has, an interest, has been employed or retained to solicit or aid in the procuring of this agreement. In addition, Consultant agrees that no such person will be employed in the performance of this agreement without immediately notifying the WPWMA.

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16. Entirety of Agreement. This Agreement contains the entire agreement of WPWMA and Consultant with respect to the subject matter hereof, and no other agreement, statement, or promise made by any party, or to any employee, officer or agent of any party, which is not contained in this Agreement, shall be binding or valid. 17. Governing Law. This Agreement is executed and intended to be performed in the State of California, and the laws of that State shall govern its interpretation and effect. Any legal proceedings on this agreement shall be brought under the jurisdiction of the Superior Court of the County of Placer, State of California. Each party waives any Federal court removal and/or original jurisdiction rights it may have. 18. General Compliance With Laws. The Consultant shall exercise usual and customary care to comply with applicable Federal, State and local laws, statutes, rules, orders and regulations which are in effect as of the date of this Agreement, or which may later be enacted. Consultant shall comply with all laws regarding payment of prevailing wage, including, without limitation, California Labor Code section 1720, as such laws may be amended or modified. Consultant agrees to comply with any directives or regulations issued by the California State Department of Industrial Relations or any other regulatory body of competent jurisdiction. Copies of applicable prevailing wage rates are on file with and available upon request from the Department of Facility Services or at http://www.dir.ca.gov/dlsr/DPreWageDetermination.htm. Consultant agrees and acknowledges that the services provided under this Agreement may be subject to DIR Compliance Monitoring Unit requirements, and that further information on Compliance Monitoring Unit requirements can be found at https://www.dir.ca.gov/dlse/cmu/cmu.html. Consultant further agrees to comply with all other related provisions of the California Labor Code, including but not limited to, the provisions of Labor Code Section 1775 relating to the payment of prevailing wages, Section 1777.5 relating to the employment of apprentices and Section 1811-1813 relating to the payment of Overtime, as such provisions may be amended or modified.. Consultant agrees and acknowledges that, 1) failure to comply with the proper prevailing wage requirements may result in a penalty of up to $200 per day per worker; 2) failure to comply with apprenticeship requirements may result in a penalty of $100-$300 for each calendar day of violation; and, 3) failure to pay proper overtime rate may result in a penalty of $25 per day per worker. 19. Construction and Interpretation. It is agreed and acknowledged by Consultant that the provisions of this Agreement have been arrived at through negotiation, and that each of the parties has had a full and fair opportunity to review the provisions of this Agreement and to have such provisions reviewed by legal counsel. Therefore, the normal rule of construction that any ambiguities are to be resolved against the drafting party shall not apply in construing or interpreting this Agreement.

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