Common use of Service Performance Standards; Liquidated Damages for Failure to Meet Standards Clause in Contracts

Service Performance Standards; Liquidated Damages for Failure to Meet Standards. The Parties further acknowledge that consistent, reliable Collection services are of utmost importance to City and that City has considered and relied on Contractor's representations regarding its quality of service commitment in awarding the Agreement to it. The Parties recognize that some quantified standards of performance are necessary and appropriate to ensure consistent and reliable service and performance. The Parties further recognize that if Contractor fails to achieve the performance standards, or fails to submit required documents in a timely manner, City and its residents and businesses will suffer damages, and that it is, and will be, impractical and extremely difficult to ascertain and determine the exact amount of damages which City will suffer. Therefore, without prejudice to City’s right to treat such non-performance as an event of default under this Section, the Parties agree that the Liquidated Damages amounts established in Exhibit F of this Agreement and the Liquidated Damage amounts therein represent a reasonable estimate of the amount of such damages considering all of the circumstances existing on the Effective Date of this Agreement, including the relationship of the sums to the range of harm to City that reasonably could be anticipated and the anticipation that proof of actual damages would be costly or impractical. Contractor agrees to pay (as Liquidated Damages and not as a penalty) the amounts set forth in the Performance Standards and Liquidated Damages, Exhibit F. Before assessing Liquidated Damages, City Contract Manager shall give Contractor notice of City’s intention to do so. The notice will include a brief description of the incident(s) and non-performance. City Contract Manager may review (and make copies at City’s own expense) all information in the possession of Contractor relating to incident(s) and/or non-performance. City Contract Manager may, within ten (10) Business Days after issuing the notice, request a meeting with Contractor. City Contract Manager may present evidence of non-performance in writing and through testimony of City’s employees and others relevant to the incident(s) and non-performance. City Contract Manager will provide Contractor with a written explanation of their determination on each incident(s) and non-performance prior to authorizing the assessment of Liquidated Damages under this Section 10.6. The decision of City Contract Manager shall be final and Contractor shall not be subject to, or required to exhaust, any further administrative remedies.

Service Performance Standards; Liquidated Damages for Failure to Meet Standards. The Parties further acknowledge that consistent, reliable Collection and Disposal services are of utmost importance to City the Agency and Members and that City the Agency has considered and relied on Contractor's ’s representations regarding as to its quality of service commitment in awarding the Agreement to itthis Agreement. The Parties recognize that some quantified standards of performance are necessary and appropriate to ensure consistent and reliable service and performance. The Parties further recognize that if Contractor fails to achieve the performance standards, standards or fails fail to submit required documents in a timely manner, City the Agency and its residents and businesses will suffer damages, and that it is, and will be, impractical and extremely difficult to ascertain and determine the exact amount of damages which City the Agency will suffer. Therefore, without prejudice to Citythe Agency’s right to treat such non-performance non‐performance as an event of default under this Section, the Parties agree that the Liquidated Damages amounts established in Exhibit F Attachment G of this Agreement and the Liquidated Damage amounts therein represent a reasonable estimate of the amount of such damages considering all of the circumstances existing on the Effective Date of this Agreement, including the relationship of the sums to the range of harm to City the Agency and Members that reasonably could be anticipated and the anticipation that proof of actual damages would be costly or impractical. Contractor agrees to pay (as The Liquidated Damages in Sections 11.6.A. and not 11.6.B. are in addition to and without prejudice to the Agency’s right to treat such as a penalty) an event of default. In addition to considering the amounts set forth in reports submitted by Contractor pursuant to Section 7.3, the Performance Standards Agency may determine the occurrence of events giving rise to Liquidated Damages through the observation of its own employees or agents, through discussions with Customers, and Liquidated Damages, Exhibit F. Before through investigation of Customer complaints made directly to the Agency or Members. Prior to assessing Liquidated DamagesDamages based on such observations or investigations, City Contract Manager the Agency shall give Contractor notice of City’s its intention to do so. The notice will also include a brief description of the incident(s) and nonincident(s)/non-performance. City Contract Manager Contractor may review (and make copies at City’s its own expense) all non-confidential and disclosable information in the possession of Contractor the Agency and Members relating to incident(s) and/or nonincident(s)/non-performance. City Contract Manager Contractor may, within ten (10) Business Days after issuing receiving the notice, request a meeting with Contractorthe Agency’s Designated Representative or his or her designee. City Contract Manager Contractor may present evidence of non-performance in writing and through testimony of City’s its employees and others relevant to the incident(s) and nonincident(s)/non-performance. City Contract Manager The Agency’s Designated Representative or his or her designee will provide Contractor with a written explanation of their his or her determination on each incident(s) and nonincident(s)/non-performance prior to authorizing the assessment of Liquidated Damages under this Section 10.6Damages. Within forty (40) Business Days after receiving the written explanation, if the intended assessment totals over thirty thousand dollars ($30,000), Contractor may request a hearing thereon before the Agency’s Board of Directors. The Agency’s Board of Directors may affirm, modify, or reverse all or some of the Liquidated Damages so assessed. In such case, the decision of City Contract Manager the Agency’s Board of Directors shall be final and Contractor final. In all other cases, the decision of the Agency’s Designated Representative shall not be subject to, or required to exhaust, any further administrative remediesfinal.

Service Performance Standards; Liquidated Damages for Failure to Meet Standards. The Parties further acknowledge that consistent, reliable Collection services are of utmost importance to City and that City has considered and relied on Contractor's representations regarding as to its quality of service commitment in awarding the Agreement to it. The Parties recognize that some quantified standards of performance are necessary and appropriate to ensure consistent and reliable service and performance. The Parties further recognize that if Contractor fails to achieve the performance standards, standards or fails to submit required documents in a timely manner, City and its residents and businesses will suffer damages, and that it is, and will be, impractical and extremely difficult to ascertain and determine the exact amount of damages which City will suffer. Therefore, without prejudice to City’s right to treat such non-performance as an event of default under this Section, the Parties agree that the Liquidated Damages amounts established in Exhibit F of this Agreement and the Liquidated Damage amounts therein represent a reasonable estimate of the amount of such damages considering all of the circumstances existing on the Effective Date of this Agreement, including the relationship of the sums to the range of harm to City that reasonably could be anticipated and the anticipation that proof of actual damages would be costly or impractical. Contractor agrees to pay (as Liquidated Damages and not as a penalty) the amounts set forth in the Performance Standards and Liquidated Damages, Exhibit F. Before assessing Liquidated Damages, City Contract Manager shall give Contractor notice of City’s its intention to do so. The notice will include a brief description of the incident(s) and non-performance. City Contract Manager may review (and make copies at City’s its own expense) all information in the possession of Contractor relating to incident(s) and/or non-performance. City Contract Manager may, within ten (10) Business Days after issuing the notice, request a meeting with Contractor. City Contract Manager may present evidence of non-performance in writing and through testimony of City’s its employees and others relevant to the incident(s) and non-performance. City Contract Manager will provide Contractor with a written explanation of their determination on each incident(s) and non-performance prior to authorizing the assessment of Liquidated Damages under this Section 10.6. Within ten (10) Business Days of receipt of such notice of intention to assess Liquidated Damages, or within forty (40) Business Days if the intended assessment totals over thirty thousand dollars ($30,000), no Liquidated Damages may be imposed on Contractor until Contractor has been given a reasonable opportunity to respond to allegations and to meet and confer with the City Manager. The City Manager’s decision of City Contract Manager shall be final and Contractor shall not be subject to, or required to exhaust, any further administrative remediesContractor’s ability to pursue judicial relief in accordance with Section 10.9.

Service Performance Standards; Liquidated Damages for Failure to Meet Standards. The Parties further acknowledge that consistent, reliable Collection services are Roll-Off Collection, Processing, and Disposal service is of utmost importance to City County and that City County has considered and relied on Contractor's representations regarding as to its quality of service commitment in awarding the Agreement to itexecuting this Agreement. The Parties recognize that some quantified standards of performance are necessary and appropriate to ensure consistent and reliable service and performance. The Parties further recognize that if Contractor fails to achieve the performance standards, or fails to submit required documents in a timely manner, City County and its residents and businesses will suffer damages, and that it is, and will be, impractical and extremely difficult to ascertain and determine the exact amount of damages which City that County will suffer. Therefore, without prejudice to CityCounty’s right to treat such non-performance as an event of default under this SectionArticle, the Parties agree that the Liquidated Damages amounts established in Exhibit F A of this Agreement and the following Liquidated Damage amounts therein represent a reasonable estimate of the amount of such damages considering all of the circumstances existing on the Effective Date of this Agreement, including the relationship of the sums to the range of harm to City County that reasonably could be anticipated and the anticipation that proof of actual damages would be costly or impractical. Contractor agrees to pay (as Liquidated Damages and not as a penalty) the amounts set forth in the Performance Standards and Schedule of Liquidated Damages, Exhibit F. A. County may determine the occurrence of events giving rise to Liquidated Damages through the observation of its own employees or representative or investigation of complaints by Customers, occupants, and Generators. Liquidated Damages will only be assessed after Contractor has been given the opportunity but failed to rectify the damages as described in this Agreement. Before assessing Liquidated Damages, City Contract Manager County shall give Contractor notice of City’s its intention to do so. The notice will include a brief description of the incident(s) and and/or non-performance. City Contract Manager The County may review (and make copies at City’s its own expense) all information in the possession of Contractor relating to incident(s) and/or and non-performance. City Contract Manager County may, within ten (10) Business Days calendar days after issuing the notice, request a meeting with Contractor. City Contract Manager County may present evidence of non-performance in writing and through testimony of City’s its employees and others relevant to the incident(s) and non-non- performance. City Contract Manager County will provide Contractor with a written explanation of their its determination on each incident(s) and non-performance prior to authorizing the assessment of Liquidated Damages under this Section 10.611.4. The decision of City Contract Manager County shall be final and Contractor County shall not be subject to, or required to exhaust, any further administrative remedies.

Service Performance Standards; Liquidated Damages for Failure to Meet Standards. The Parties further acknowledge that consistent, reliable Compostable Materials Collection services are and Transportation service is of utmost importance to City SCWMA and that City SCWMA has considered and relied on Contractor's representations regarding as to its quality of service commitment in awarding the Agreement to it. The Parties recognize that some quantified standards of performance are necessary and appropriate to ensure consistent and reliable service and performance. The Parties further recognize that if Contractor fails to achieve the performance standards, or fails to submit required documents in a timely manner, City SCWMA and its residents and businesses members will suffer damages, damages and that it is, is and will be, be impractical and extremely difficult to ascertain and determine the exact amount of damages which City SCWMA will suffer. Therefore, without prejudice to CitySCWMA’s right to treat such non-performance as an event of default under this Section, the Parties agree that the Liquidated Damages amounts established in Exhibit F of this Agreement and the Liquidated Damage amounts therein below represent a reasonable estimate of the amount of such damages considering all of the circumstances existing on the Effective Date of this Agreement, including the relationship of the sums to the range of harm to City SCWMA that reasonably could be anticipated and the anticipation that proof of actual damages would be costly or impractical. Contractor agrees to pay (as Liquidated Damages and not as a penalty) the amounts set forth following amounts: A. Failure to submit monthly report to SCWMA in accordance with Article 4.2 $100 per calendar day of delay B. Failure to notify SCWMA in writing of any regulatory violation, order or similar notice that could impact Contractor’s ability to collect and transport Compostable Materials or potentially affect SCWMA’s liability. $300 per calendar day of delay C. Failure to maintain proper covers on transport vehicles $500 per occurrence D. Failure to deliver material to the Performance Standards and locations as instructed by SCWMA staff $100 per occurrence SCWMA may determine the occurrence of events giving rise to Liquidated Damages, Exhibit F. Damages through the observation of its own employees or representatives or investigation of third parties. Before assessing Liquidated DamagesDamages for Items A and B in the Liquidated Damages Table above, City SCWMA Contract Manager shall give Contractor notice of City’s its intention to do soso and a reasonable opportunity to cure, not more than ten calendar days (the “LD Notice”). No Liquidated Damages will be imposed if Contractor cures within the time allowed by the LD Notice. SCWMA may impose Liquidated Damages on Contractor and Contractor will not have the right to cure in the event that Contractor is subject to the imposition of Liquidated Damages hereunder for the same failure to perform more than once in any twelve month period. The notice LD Notice will include a brief description of the incident(s) and non-performance. City The SCWMA Contract Manager may review (and make copies at City’s its own expense) all information in the possession of Contractor relating to incident(s) and/or and non-performance. City SCWMA Contract Manager may, within ten (10) Business Days calendar days after issuing the notice, request a meeting with Contractor. City SCWMA Contract Manager may present evidence of non-performance in writing and through testimony of City’s its employees and others relevant to the incident(s) and non-performance. City SCWMA Contract Manager will provide Contractor with a written explanation of their his or her determination on each incident(s) and non-performance prior to authorizing the assessment of Liquidated Damages under this Section 10.612.4. The decision of City SCWMA Contract Manager shall be final and Contractor shall not be subject to, or required to exhaust, any further administrative remedies. Liquidated damages for Item C in the Liquidated Damages Table above shall be imposed by SCWMA on Contractor for each occurrence. Contractor shall not have a period of time in which to cure Liquidated Damages related to Item C. Contractor shall have the right to appeal the assessment of Liquidated Damages to the SCWMA Executive Director. The decision of the SCWMA Executive Director shall be final and Contractor shall not be subject to, or required to exhaust, any further administrative remedies.

Service Performance Standards; Liquidated Damages for Failure to Meet Standards. The Parties further acknowledge that consistent, reliable Compostable Materials Collection services are and Transportation service is of utmost importance to City SCWMA and that City SCWMA has considered and relied on Contractor's representations regarding as to its quality of service commitment in awarding the Agreement to it. The Parties recognize that some quantified standards of performance are necessary and appropriate to ensure consistent and reliable service and performance. The Parties further recognize that if Contractor fails to achieve the performance standards, or fails to submit required documents in a timely manner, City SCWMA and its residents and businesses members will suffer damages, damages and that it is, is and will be, be impractical and extremely difficult to ascertain and determine the exact amount of damages which City SCWMA will suffer. Therefore, without prejudice to CitySCWMA’s right to treat such non-performance as an event of default under this Section, the Parties agree that the Liquidated Damages amounts established in Exhibit F of this Agreement and the Liquidated Damage amounts therein below represent a reasonable estimate of the amount of such damages considering all of the circumstances existing on the Effective Date of this Agreement, including the relationship of the sums to the range of harm to City SCWMA that reasonably could be anticipated and the anticipation that proof of actual damages would be costly or impractical. Contractor agrees to pay (as Liquidated Damages and not as a penalty) the amounts set forth following amounts: A. Failure to submit monthly report to SCWMA in accordance with Article 4.2 $100 per calendar day of delay B. Failure to notify SCWMA in writing of any regulatory violation, order or similar notice that could impact Contractor’s ability to collect and transport Compostable Materials or potentially affect SCWMA’s liability. $300 per calendar day of delay C. Failure to maintain proper covers on transport vehicles $500 per occurrence D. Failure to deliver material to the Performance Standards and locations as instructed by SCWMA staff $100 per occurrence E. Failure to remove compostable material from any transfer station which alone results in an Area ofr Concern or Notice of Violation for Republic Services of Sonoma County, as determined by the Local Enforcement Agency. $1,000 per occurrence SCWMA may determine the occurrence of events giving rise to Liquidated Damages, Exhibit F. Damages through the observation of its own employees or representatives or investigation of third parties. Before assessing Liquidated DamagesDamages for Items A and B in the Liquidated Damages Table above, City SCWMA Contract Manager shall give Contractor notice of City’s its intention to do soso and a reasonable opportunity to cure, not more than ten calendar days (the “LD Notice”). No Liquidated Damages will be imposed if Contractor cures within the time allowed by the LD Notice. SCWMA may impose Liquidated Damages on Contractor and Contractor will not have the right to cure in the event that Contractor is subject to the imposition of Liquidated Damages hereunder for the same failure to perform more than once in any twelve month period. The notice LD Notice will include a brief description of the incident(s) and non-performance. City The SCWMA Contract Manager may review (and make copies at City’s its own expense) all information in the possession of Contractor relating to incident(s) and/or and non-performance. City SCWMA Contract Manager may, within ten (10) Business Days calendar days after issuing the notice, request a meeting with Contractor. City SCWMA Contract Manager may present evidence of non-performance in writing and through testimony of City’s its employees and others relevant to the incident(s) and non-performance. City SCWMA Contract Manager will provide Contractor with a written explanation of their his or her determination on each incident(s) and non-performance prior to authorizing the assessment of Liquidated Damages under this Section 10.612.4. The decision of City SCWMA Contract Manager shall be final and Contractor shall not be subject to, or required to exhaust, any further administrative remedies. Liquidated damages for Item C in the Liquidated Damages Table above shall be imposed by SCWMA on Contractor for each occurrence. Contractor shall not have a period of time in which to cure Liquidated Damages related to Item C. Contractor shall have the right to appeal the assessment of Liquidated Damages to the SCWMA Executive Director. The decision of the SCWMA Executive Director shall be final and Contractor shall not be subject to, or required to exhaust, any further administrative remedies.

Service Performance Standards; Liquidated Damages for Failure to Meet Standards. The Parties further acknowledge that consistent, reliable Collection services are of utmost importance to City Authority and that City Authority has considered and relied on Contractor's representations regarding as to its quality of quality-of-service commitment in awarding the Agreement to itContractor. The Parties recognize that some quantified standards of performance are necessary and appropriate to ensure consistent and reliable service and performance. The Parties further recognize that if Contractor fails to achieve the performance standards, standards or fails to submit required documents in a timely manner, City Authority and its residents and businesses will suffer damages, and that it is, and will be, impractical and extremely difficult to ascertain and determine the exact amount of damages which City that Authority will suffer. Therefore, without prejudice to CityAuthority’s right to treat such non-performance as an event of default under this Section, the Parties agree that the Liquidated Damages amounts established in Exhibit F of this Agreement and the Liquidated Damage amounts therein represent a reasonable estimate of the amount of such damages considering all of the circumstances existing on the Effective Date of this Agreement, including the relationship of the sums to the range of harm to City Authority that reasonably could be anticipated and the anticipation that proof of actual damages would be costly or impractical. Contractor agrees to pay (as Liquidated Damages and not as a penalty) the amounts set forth in the Performance Standards and Liquidated Damages, Exhibit F. Before assessing Liquidated Damages, City Contract Manager Authority shall give Contractor notice of City’s its intention to do soassess such damages. The notice will include a brief description of the incident(s) and non-performance. City Contract Manager Authority may review (and make copies at City’s own expense) of all information in the possession of Contractor relating to incident(s) and/or non-performance. City Authority Contract Manager may, within ten (10) Business Days after issuing the notice, request a meeting with Contractor. City If Contractor does not agree to meet within ten (10) Business Days of Authority Contractor Manager’s request for a meeting with Contractor, the Authority Contract Manager may, at their sole discretion, impose such Liquidated Damages without any further opportunity for the Contractor to cure. Authority Contract Manager may present evidence of non-performance in writing and through testimony of City’s its employees and others relevant to the incident(s) and non-performance. City Authority Contract Manager will provide Contractor with a written explanation of their determination on each incident(s) and non-performance prior to authorizing the assessment of Liquidated Damages under this Section 10.6. The decision of City Contract Manager Any Liquidated Damages that were assessed and not rescinded after the meet and confer period shall be final and Contractor shall not be subject to, or required to exhaust, any further administrative remediesappeal.