Agmt10 Recology San Mateo County

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• • 4043 13.04 ALTERNATIVE SECURITY 4044 Agency may, in its sole discretion, allow Contractor to provide alternative security in the 4045 amount set forth in Section 13.03, in the form of (a) a prepaid irrevocable standby letter 4046 of credit in form and substance satisfactory to Agency, approved by the Agency's 4047 Attorney and issued by a financial institution acceptable to Agency, or (b) a certificate of 4048 deposit in the name of the Agency and in a form and with a Term satisfactory to Agency, 4049 accompanied by an agreement giving Agency the right to draw on the funds deposited 4050 satisfactory to Agency and with a financial institution acceptable to Agency. Interest on 4051 the certificate of deposit will be payable to Contractor. 4052 13.05 HAZARDOUS WASTE INDEMNIFICATION 4053 Contractor shall indemnify, defend and hold harmless the Indemnitees against all claims, 4054 of any kind whatsoever paid, incurred or suffered by, or asserted against Indemnitees 4055 arising from or attributable to any repair, cleanup or detoxification, or preparation and 4056 implementation of any removal, remedial, response, closure or other plan (regardless of 4057 whether undertaken due to governmental action) concerning any Hazardous Wastes 4058 released, spilled or disposed of by Contractor pursuant to this Agreement. The 4059 foregoing indemnity is intended to operate as an agreement pursuant to Section 107(e) 4060 of the Comprehensive Environmental Response, Compensation and Liability Act, 4061 ( "CERCLA "), 42 U.S.C. Section 9607(e), and California Health and Safety Code Section 4062 25364, to defend, protect, hold harmless and indemnify Indemnitees from liability and 4063 shall survive the expiration or earlier termination of this Agreement. Notwithstanding the 4064 foregoing, Contractor is not required to indemnify the Indemnitees against claims arising 4065 from Contractor's delivery of Solid Waste, Recyclable Materials and Organic Materials to 4066 the Designated Transfer and Processing Facility, or their subsequent delivery to other 4067 processing locations or the ultimate Disposal Site, unless such claims are due to 4068 Contractor's negligence or willful misconduct. 4069 13.06 CALIFORNIA INTEGRATED WASTE MANAGEMENT ACT INDEMNIFICATION 4070 Contractor agrees to indemnify and hold harmless the Indemnitees against all fines 4071 and /or penalties imposed by the California Integrated Waste Management Board 4072 (CIWMB) or the Local Enforcement Agency (LEA) based on Contractor's failure to 4073 comply with laws, regulations or permits issued or enforced by the CIWMB or the LEA or 4074 caused or contributed to by the Contractor's failure to perform obligations under this 4075 Agreement. This indemnity obligation is subject to the limitations and conditions in 4076 Public Resource Code Section 40059.1 but is enforceable to the maximum extent 4077 allowable by that Section. This indemnity shall survive the termination or earlier 4078 expiration of this Agreement. 4079 13.07 GUARANTY 4080 Concurrently with execution of this Agreement, Contractor shall furnish a Guaranty of its 4081 performance under this Agreement, in the form of Attachment G, properly executed by 4082 Recology Inc., a California corporation which owns all of the issues and outstanding 4083 common stock of Contractor. 4084 Franchise Agreement for Collection Services with Recology San Mateo County City of Redwood City ATTY /AGR/2010.014 040510 Page 101 of 115