Common use of Excluded Waste Clause in Contracts

Excluded Waste. Contractor acknowledges that it is responsible for compliance during the 1401 entire Term of this Agreement with all Applicable Laws. Contractor shall not store, 1402 transport, use, or Dispose of any Excluded Waste except in strict compliance with all 1403 Applicable Laws. 1404 In the event that Contractor negligently or willfully mishandles Excluded Waste in the 1405 course of carrying out its activities under this Agreement, Contractor shall at its sole 1406 expense promptly take all investigatory and/or remedial action reasonably required for 1407 the remediation of such environmental contamination. Prior to undertaking any 1408 investigatory or remedial action, however, Contractor shall first obtain the Regional 1409 Agency Contract Manager’s approval of any proposed investigatory or remedial action. 1410 Should Contractor fail at any time to promptly take such action, the RA Members may 1411 undertake such action at Contractor’s sole cost and expense, and Contractor shall 1412 reimburse the RA Members for all such expenses within thirty (30) calendar days of being 1413 billed for those expenses, and any amount not paid within that thirty (30) calendar day 1414 period shall thereafter be deemed delinquent and subject to the delinquent fee payment 1415 provision of Section 7.1. These obligations are in addition to any defense and indemnity 1416 obligations that Contractor may have under this Agreement. The provisions of this Section 1417 shall survive the termination or expiration of this Agreement. 1418 Notwithstanding the foregoing, Contractor’s duties under this subsection shall not extend 1419 to any claims arising from the Disposal of Solid Waste at the Approved Disposal Facility, 1420 including, but not limited to, claims arising under Comprehensive Environmental 1421 Response, Compensation and Liability Act (CERCLA) unless such claim is a direct result of 1422 Contractor’s negligence or willful misconduct or Contractor owns or operates the 1423 Approved Disposal Facility. 1424 D. Environmental Indemnity. Contractor shall defend, indemnify, and hold each RA Member 1425 and the Regional Agency harmless against and from any and all claims, suits, losses, 1426 penalties, damages, and liability for damages of every name, kind and description, 1427 including attorneys’ fees and costs incurred, attributable to the negligence or willful 1428 misconduct of Contractor in handling Excluded Waste. 1429 E. Related to Propositions 218 and 26. Should there be a Change in Law or a new judicial 1430 interpretation of Applicable Law, including, but not limited to, Article XIII C and D of the 1431 California Constitution (Commonly Proposition 218 and Proposition 26), which impacts 1432 the RA Members’ ability to set or change Rates for the Collection services established in 1433 accordance with this Agreement, Contractor agrees to meet and confer with the RA 1434 Members to discuss the impact of such Change in Law on either Party’s ability to perform 1435 under this Agreement. 1436 The RA Members shall not be in default of this Agreement, if it is determined by a court of 1437 competent jurisdiction, that RA Members lack the authority to set Rates or increase Rates 1438 for charges related to providing Collection services under this Agreement. Should a court 1439 of competent jurisdiction determine that the Contractor cannot charge and/or increase its 1440 Rates for any charges incorporated into the Rates under this Agreement, Contractor shall 1441 reduce the Rates it charges Customers a corresponding amount, providing said fees, Rates 1442 and/or charges disallowed by the court are not related to the cost of providing service 1443 hereunder and had been incorporated in the Rates charged by Contractor to its 1444 Customers. 1445 Nothing herein is intended to imply that California Constitution, Articles XIIIC or XIIID, 1446 apply to the Rates established for services provided under this Agreement; rather this 1447 Section is provided merely to allocate risk of an adverse judicial interpretation between 1448 the Parties. 1449 This provision (i.e., Section 10.1) will survive the expiration or earlier termination of this 1450 Agreement and shall not be construed as a waiver of rights by each RA Member and the 1451 Regional Agency to contribution or Indemnity from third parties.

Excluded Waste. Contractor acknowledges that it is responsible for compliance during the 1401 838 entire Term of this Agreement with all Applicable Laws. Contractor shall not store, 1402 transport, 839 use, or Dispose of any Excluded Waste except in strict compliance with all 1403 Applicable Laws. 1404 840 In the event that Contractor negligently or willfully mishandles Excluded Waste in the 1405 course of 841 carrying out its activities under this Agreement, Contractor shall at its sole 1406 expense promptly 842 take all investigatory and/or remedial action reasonably required for 1407 the remediation of such 843 environmental contamination. Prior to undertaking any 1408 investigatory or remedial action, 844 however, Contractor shall first obtain the Regional 1409 Agency Contract ManagerAgency’s approval of any proposed investigatory or 845 remedial action. 1410 Should Contractor fail at any time to promptly take such action, the RA Members Agency may 1411 846 undertake such action at Contractor’s sole cost and expense, and Contractor shall 1412 reimburse the RA Members 847 Agency for all such expenses within thirty (30) calendar days of being 1413 billed for those expenses, 848 and any amount not paid within that thirty (30) calendar day 1414 period shall thereafter be deemed 849 delinquent and subject to the delinquent fee payment 1415 provision of Section 7.17.8. These 850 obligations are in addition to any defense and indemnity 1416 obligations that Contractor may have 851 under this Agreement. The provisions of this Section 1417 shall survive the termination or expiration 852 of this Agreement. 1418 853 Notwithstanding the foregoing, Contractor’s duties under this subsection shall not extend 1419 to any 854 claims arising from the Disposal of Solid Waste at the Approved Disposal Facility, 1420 including, but 855 not limited to, claims arising under Comprehensive Environmental 1421 Response, Compensation and 856 Liability Act (CERCLA) unless such claim is a direct result of 1422 Contractor’s negligence or willful misconduct or Contractor owns or operates the 1423 Approved Disposal Facility857 misconduct. 1424 D. 858 C. Environmental Indemnity. Contractor shall defend, indemnify, and hold each RA Member 1425 and the Regional Agency harmless 859 against and from any and all claims, suits, losses, 1426 penalties, damages, and liability for damages 860 of every name, kind and description, 1427 including attorneys’ fees and costs incurred, attributable to 861 the negligence or willful 1428 misconduct of Contractor in handling Excluded Waste. 1429 E. Related to Propositions 218 and 26. Should there be a Change in Law or a new judicial 1430 interpretation of Applicable Law, including, but not limited to, Article XIII C and D of the 1431 California Constitution (Commonly Proposition 218 and Proposition 26), which impacts 1432 the RA Members’ ability to set or change Rates for the Collection services established in 1433 accordance with this Agreement, Contractor agrees to meet and confer with the RA 1434 Members to discuss the impact of such Change in Law on either Party’s ability to perform 1435 under this Agreement. 1436 The RA Members shall not be in default of this Agreement, if it is determined by a court of 1437 competent jurisdiction, that RA Members lack the authority to set Rates or increase Rates 1438 for charges related to providing Collection services under this Agreement. Should a court 1439 of competent jurisdiction determine that the Contractor cannot charge and/or increase its 1440 Rates for any charges incorporated into the Rates under this Agreement, Contractor shall 1441 reduce the Rates it charges Customers a corresponding amount, providing said fees, Rates 1442 and/or charges disallowed by the court are not related to the cost of providing service 1443 hereunder and had been incorporated in the Rates charged by Contractor to its 1444 Customers. 1445 Nothing herein is intended to imply that California Constitution, Articles XIIIC or XIIID, 1446 apply to the Rates established for services provided under this Agreement; rather this 1447 Section is provided merely to allocate risk of an adverse judicial interpretation between 1448 the Parties. 1449 This provision (i.e., Section 10.1) will survive the expiration or earlier termination of this 1450 Agreement and shall not be construed as a waiver of rights by each RA Member and the 1451 Regional Agency to contribution or Indemnity from third parties.

Excluded Waste. Contractor acknowledges that it is responsible for compliance during the 1401 876 entire Term of this Agreement with all Applicable Laws. Contractor shall not store, 1402 transport, 877 use, or Dispose of any Excluded Waste except in strict compliance with all 1403 Applicable Laws. 1404 878 In the event that Contractor negligently or willfully mishandles Excluded Waste in the 1405 course of 879 carrying out its activities under this Agreement, Contractor shall at its sole 1406 expense promptly 880 take all investigatory and/or remedial action reasonably required for 1407 the remediation of such 881 environmental contamination. Prior to undertaking any 1408 investigatory or remedial action, 882 however, Contractor shall first obtain the Regional 1409 Agency Contract ManagerCity’s approval of any proposed investigatory or remedial 883 action. 1410 Should Contractor fail at any time to promptly take such action, the RA Members City may 1411 undertake such 884 action at Contractor’s sole cost and expense, and Contractor shall 1412 reimburse the RA Members City for all such 885 expenses within thirty (30) calendar days of being 1413 billed for those expenses, and any amount not 886 paid within that thirty (30) calendar day 1414 period shall thereafter be deemed delinquent and 887 subject to the delinquent fee payment 1415 provision of Section 7.17.8. These obligations are in addition 888 to any defense and indemnity 1416 obligations that Contractor may have under this Agreement. The 889 provisions of this Section 1417 shall survive the termination or expiration of this Agreement. 1418 890 Notwithstanding the foregoing, Contractor’s duties under this subsection shall not extend 1419 to any 891 claims arising from the Disposal of Solid Waste at the Approved Disposal Facility, 1420 including, but 892 not limited to, claims arising under Comprehensive Environmental 1421 Response, Compensation and 893 Liability Act (CERCLA) unless such claim is a direct result of 1422 Contractor’s negligence or willful misconduct or Contractor owns or operates the 1423 Approved Disposal Facility894 misconduct. 1424 D. 895 C. Environmental Indemnity. Contractor shall defend, indemnify, and hold each RA Member 1425 and the Regional Agency City harmless against 896 and from any and all claims, suits, losses, 1426 penalties, damages, and liability for damages of every 897 name, kind and description, 1427 including attorneys’ fees and costs incurred, attributable to the 898 negligence or willful 1428 misconduct of Contractor in handling Excluded Waste. 1429 E. Related to Propositions 218 and 26. Should there be a Change in Law or a new judicial 1430 interpretation of Applicable Law, including, but not limited to, Article XIII C and D of the 1431 California Constitution (Commonly Proposition 218 and Proposition 26), which impacts 1432 the RA Members’ ability to set or change Rates for the Collection services established in 1433 accordance with this Agreement, Contractor agrees to meet and confer with the RA 1434 Members to discuss the impact of such Change in Law on either Party’s ability to perform 1435 under this Agreement. 1436 The RA Members shall not be in default of this Agreement, if it is determined by a court of 1437 competent jurisdiction, that RA Members lack the authority to set Rates or increase Rates 1438 for charges related to providing Collection services under this Agreement. Should a court 1439 of competent jurisdiction determine that the Contractor cannot charge and/or increase its 1440 Rates for any charges incorporated into the Rates under this Agreement, Contractor shall 1441 reduce the Rates it charges Customers a corresponding amount, providing said fees, Rates 1442 and/or charges disallowed by the court are not related to the cost of providing service 1443 hereunder and had been incorporated in the Rates charged by Contractor to its 1444 Customers. 1445 Nothing herein is intended to imply that California Constitution, Articles XIIIC or XIIID, 1446 apply to the Rates established for services provided under this Agreement; rather this 1447 Section is provided merely to allocate risk of an adverse judicial interpretation between 1448 the Parties. 1449 This provision (i.e., Section 10.1) will survive the expiration or earlier termination of this 1450 Agreement and shall not be construed as a waiver of rights by each RA Member and the 1451 Regional Agency to contribution or Indemnity from third parties.

Excluded Waste. Contractor acknowledges that it is responsible for compliance during the 1401 entire Term of this Agreement with all Applicable Laws. Contractor shall not store, 1402 transport, use, or Dispose of any Excluded Waste except in strict compliance with all 1403 Applicable Laws. 1404 In the event that Contractor negligently or willfully mishandles Excluded Waste in the 1405 course of carrying out its their activities under this Agreement, Contractor shall at its sole 1406 expense promptly take all investigatory and/or remedial action reasonably required for 1407 the remediation of such environmental contamination. Prior to undertaking any 1408 investigatory or remedial action, however, Contractor shall first obtain notify the Regional 1409 Agency Contract ManagerAgency’s approval Designated Representative of any proposed investigatory or remedial action. 1410 Should Contractor fail at any time to promptly take such action, the RA Members Agency may 1411 undertake such action at Contractor’s sole cost and expense, and Contractor shall 1412 reimburse the RA Members Agency for all such expenses within thirty (30) calendar days of being 1413 billed for those expenses, and any amount not paid within that thirty (30) calendar day 1414 period shall thereafter be deemed delinquent and subject to the delinquent fee payment 1415 provision of Section 7.18.4. These obligations are in addition to any defense and indemnity 1416 obligations that Contractor may have under this Agreement. The provisions of this Section 1417 shall survive the termination or expiration of this Agreement. 1418 Notwithstanding the foregoing, Contractor’s duties under this subsection shall not extend 1419 to any claims arising from the Disposal of Solid Waste at the Approved Disposal Facility, 1420 including, but not limited to, claims arising under Comprehensive Environmental 1421 Response, Compensation and Liability Act (CERCLA) unless such claim is a direct result of 1422 Contractor’s negligence or willful misconduct or Contractor or its Affiliate owns or operates the 1423 Approved Disposal Facility. 1424 D. Environmental Indemnity. Contractor shall defend, indemnify, and hold each RA Member 1425 and the Regional Agency harmless against and from any and all claims, suits, losses, 1426 penalties, damages, and liability for damages of every name, kind and description, 1427 including attorneys’ fees and costs incurred, attributable to the negligence or willful 1428 misconduct of Contractor in handling Excluded Waste. 1429 E. Related to Propositions 218 and 26. Should there be a Change in Law or a new judicial 1430 interpretation of Applicable Law, including, but not limited to, Article XIII C and D of the 1431 California Constitution (Commonly Proposition 218 and Proposition 26), which impacts 1432 the RA Members’ ability to set or change Rates for the Collection services established in 1433 accordance with this Agreement, Contractor agrees to meet and confer with the RA 1434 Members to discuss the impact of such Change in Law on either Party’s ability to perform 1435 under this Agreement. 1436 The RA Members shall not be in default of this Agreement, if it is determined by a court of 1437 competent jurisdiction, that RA Members lack the authority to set Rates or increase Rates 1438 for charges related to providing Collection services under this Agreement. Should a court 1439 of competent jurisdiction determine that the Contractor cannot charge and/or increase its 1440 Rates for any charges incorporated into the Rates under this Agreement, Contractor shall 1441 reduce the Rates it charges Customers a corresponding amount, providing said fees, Rates 1442 and/or charges disallowed by the court are not related to the cost of providing service 1443 hereunder and had been incorporated in the Rates charged by Contractor to its 1444 Customers. 1445 Nothing herein is intended to imply that California Constitution, Articles XIIIC or XIIID, 1446 apply to the Rates established for services provided under this Agreement; rather this 1447 Section is provided merely to allocate risk of an adverse judicial interpretation between 1448 the Parties. 1449 This provision (i.e., Section 10.1) will survive the expiration or earlier termination of this 1450 Agreement and shall not be construed as a waiver of rights by each RA Member and the 1451 Regional Agency to contribution or Indemnity from third parties.

Excluded Waste. Contractor acknowledges that it is responsible for compliance during the 1401 entire 2320 Term of this Agreement with all Applicable Laws. Contractor shall not store, 1402 transportTransport, use, or 2321 Dispose of any Excluded Waste except in strict compliance with all 1403 Applicable Laws. 1404 2322 In the event that Contractor negligently or willfully mishandles Excluded Waste in the 1405 course of 2323 carrying out its activities under this Agreement, Contractor shall at its sole 1406 expense promptly take 2324 all investigatory and/or remedial action reasonably required for 1407 the remediation of such 2325 environmental contamination. Prior to undertaking any 1408 investigatory or remedial action, however, 2326 Contractor shall first obtain the Regional 1409 Agency Contract ManagerCity’s approval of any proposed investigatory or remedial action. 1410 Should 2327 Contractor fail at any time to promptly take such action, the RA Members City may 1411 undertake such action at 2328 Contractor’s sole cost and expense, and Contractor shall 1412 reimburse the RA Members City for all such expenses within 2329 thirty (30) calendar days of being 1413 billed for those expenses, and any amount not paid within that 2330 thirty (30) calendar day 1414 period shall thereafter be deemed delinquent and subject to the delinquent 2331 fee payment 1415 provision of Section 7.17.8. These obligations are in addition to any defense and 2332 indemnity 1416 obligations that Contractor may have under this Agreement. The provisions of this 2333 Section 1417 shall survive the termination or expiration of this Agreement. 1418 2334 Notwithstanding the foregoing, Contractor’s duties under this subsection Section shall not extend 1419 to any claims 2335 arising from the Disposal of Solid Waste at the Approved Disposal Facility, 1420 including, but not limited 2336 to, claims arising under Comprehensive Environmental 1421 Response, Compensation and Liability Act 2337 (CERCLA) unless such claim is a direct result of 1422 Contractor’s negligence or willful misconduct or Contractor owns or operates the 1423 Approved Disposal Facility. 1424 D. Environmental Indemnity. Contractor shall defend, indemnify, and hold each RA Member 1425 and the Regional Agency harmless against and from any and all claims, suits, losses, 1426 penalties, damages, and liability for damages of every name, kind and description, 1427 including attorneys’ fees and costs incurred, attributable to the negligence or willful 1428 misconduct of Contractor in handling Excluded Waste. 1429 E. Related to Propositions 218 and 26. Should there be a Change in Law or a new judicial 1430 interpretation of Applicable Law, including, but not limited to, Article XIII C and D of the 1431 California Constitution (Commonly Proposition 218 and Proposition 26), which impacts 1432 the RA Members’ ability to set or change Rates for the Collection services established in 1433 accordance with this Agreement, Contractor agrees to meet and confer with the RA 1434 Members to discuss the impact of such Change in Law on either Party’s ability to perform 1435 under this Agreement. 1436 The RA Members shall not be in default of this Agreement, if it is determined by a court of 1437 competent jurisdiction, that RA Members lack the authority to set Rates or increase Rates 1438 for charges related to providing Collection services under this Agreement. Should a court 1439 of competent jurisdiction determine that the Contractor cannot charge and/or increase its 1440 Rates for any charges incorporated into the Rates under this Agreement, Contractor shall 1441 reduce the Rates it charges Customers a corresponding amount, providing said fees, Rates 1442 and/or charges disallowed by the court are not related to the cost of providing service 1443 hereunder and had been incorporated in the Rates charged by Contractor to its 1444 Customers. 1445 Nothing herein is intended to imply that California Constitution, Articles XIIIC or XIIID, 1446 apply to the Rates established for services provided under this Agreement; rather this 1447 Section is provided merely to allocate risk of an adverse judicial interpretation between 1448 the Parties. 1449 This provision (i.e., Section 10.1) will survive the expiration or earlier termination of this 1450 Agreement and shall not be construed as a waiver of rights by each RA Member and the 1451 Regional Agency to contribution or Indemnity from third partiesmisconduct.