HomeMy WebLinkAboutAgreement A-24-698 w Marios Tree Service Inc dba Landcare Tech.pdf 24-1018 Agreement No. 24-698
1 SERVICE AGREEMENT
2 This Service Agreement ("Agreement") is dated December 17, 2024 and is between
3 Mario's Tree Service Inc dba Landcare Tech, a California corporation ("Contractor"), and the
4 County of Fresno, a political subdivision of the State of California ("County").
5 Recitals
6 A. The Department of Public Works and Planning — Resources Division ("Department")
7 requires tree and shrub trimming services at American Avenue Disposal Site (AADS) and
8 Southeast Regional Disposal Site (SERDS).
9 B. The County released Request for Quotation No. 25-006 for Tree and Shrub Trimming
10 Services on July 24, 2024 and ended on August 22, 2024. Contractor's bid response satisfied
11 the requirements of the Department.
12 C. The Contractor is qualified and willing to provide the Department the services required.
13 Contractor is to provide all labor, equipment, instrumentation, and materials to provide tree and
14 shrub trimming services.
15 The parties therefore agree as follows:
16 Article 1
17 Contractor's Services
18 1.1 Scope of Services. The Contractor shall perform all of the services provided in
19 Exhibit A to this Agreement, titled "Scope of Services."
20 1.2 Representation. The Contractor represents that it is qualified, ready, willing, and
21 able to perform all of the services provided in this Agreement.
22 1.3 Compliance with Laws. The Contractor shall, at its own cost, comply with all
23 applicable federal, state, and local laws and regulations in the performance of its obligations
24 under this Agreement, including but not limited to workers compensation, labor, and
25 confidentiality laws and regulations.
26 Article 2
27 County's Responsibilities
28 2.1 The County shall:
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1 (A) Compensate the Contractor as provided in this Agreement.
2 (B) Provide a "County Representative"who will represent the County and who will
3 coordinate with the Contractor as appropriate to facilitate Contractor's performance
4 under the provisions of this Agreement. The County Representative will be the County's
5 Director of Public Works and Planning or his/her designee. The Contractor shall
6 communicate and coordinate with the County Representative who will provide the
7 following services:
8 1. Examine documents submitted to the County by the Contractor and timely
9 render decisions pertaining thereto.
10 2. Provide communication between the Contractor and County officials and
11 commissions (including user Department).
12 3. Provide right of entry on designated property for accomplishment of
13 authorized work.
14 (C) Give reasonably prompt consideration to all matters submitted by the Contractor
15 for approval, to avoid any substantial delays in the Contractor's performance of the work.
16 An approval, authorization or request to the Contractor given by the County will only be
17 binding upon the County under the terms of this Agreement if in writing and signed on
18 behalf of the County by the County Representative or a designee, except under those
19 limited circumstance expressly specified herein.
20 Article 3
21 Compensation, Invoices, and Payments
22 3.1 The County agrees to pay, and the Contractor agrees to receive, compensation for
23 the performance of its services under this Agreement as described in Exhibit B to this
24 Agreement, titled "Compensation."
25 3.2 Maximum Compensation. The maximum compensation payable to the Contractor
26 under this Agreement is a maximum of sixty-two thousand two hundred dollars ($62,200.00)for
27 the first year, sixty-three thousand five hundred thirty-five dollars ($63,535.00) for the second
28 year, and sixty-four thousand eight hundred seventy-eight dollars ($64,878.00) for the third year
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1 for a total of one hundred fifty thousand six hundred thirteen dollars ($150,613.00) for the base
2 term of the Agreement. The compensation payable to the Contractor for each of the renewal
3 periods shall be a maximum of sixty-six thousand one hundred ninety-one dollars ($66,191.00)
4 for the fourth year and sixty-seven thousand five hundred seventy dollars ($67,570.00) for the
5 fifth year. The maximum compensation under the terms of this Agreement shall not exceed two
6 hundred four-four thousand three hundred seventy-four dollars ($244,374.00). This includes a
7 cumulative total of twenty thousand dollars ($20,000.00) for Extra Services that can only be
8 counted once across the base term, year four, and year five totals.
9 3.3 The Contractor acknowledges that the County is a local government entity, and does
10 so with notice that the County's powers are limited by the California Constitution and by State
11 law, and with notice that the Contractor may receive compensation under this Agreement only
12 for services performed according to the terms of this Agreement and while this Agreement is in
13 effect, and subject to the maximum amount payable under this section. The Contractor further
14 acknowledges that County employees have no authority to pay the Contractor except as
15 expressly provided in this Agreement.
16 3.4 Invoices. The Contractor shall submit monthly invoices to Department of Public
17 Works and Planning — Resources Division via email PWPBusinessOffice a(,,fresnocountyca.gov
18 or send invoices to the following address below. Each invoice shall specifically identify this
19 Agreement number, clearly identify each task and disposal site to which the work pertains to
20 and clearly identify charges for tasks authorized as Extra Services. The Contractor shall submit
21 each invoice within 60 days after the month in which the Contractor performs services and in
22 any case within 60 days after the end of the term or termination of this Agreement.
23 County of Fresno
24 Department of Public Works and Planning — Resources Division
25 Attention: Landfill Operation Manager
26 2220 Tulare St, 6th Floor
27 Fresno, CA 93721
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1 3.5 Payment. The County shall pay each correctly completed and timely submitted
2 invoice within 45 days after receipt. The County shall remit any payment to the Contractor's
3 address specified in the invoice.
4 3.6 Incidental Expenses. The Contractor is solely responsible for all of its costs and
5 expenses that are not specified as payable by the County under this Agreement.
6 Article 4
7 Term of Agreement
8 4.1 Term. This Agreement is effective on November 5, 2024 and terminates on
9 November 4, 2027 except as provided in section 4.2, "Extension," or Article 6, "Termination and
10 Suspension," below.
11 4.2 Extension. The term of this Agreement may be extended for no more than two, one-
12 year periods only upon written approval of both parties at least 30 days before the first day of
13 the next one-year extension period. The Director of Public Works and Planning or his or her
14 designee is authorized to sign the written approval on behalf of the County based on the
15 Contractor's satisfactory performance. The extension of this Agreement by the County is not a
16 waiver or compromise of any default or breach of this Agreement by the Contractor existing at
17 the time of the extension whether or not known to the County.
18 Article 5
19 Notices
20 5.1 Contact Information. The persons and their addresses having authority to give and
21 receive notices provided for or permitted under this Agreement include the following:
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For the County:
23 Landfill Operations Manager
County of Fresno
24 2220 Tulare St, 6th Floor
Fresno, CA 93721
25 Email: landfill@fresnocountyca.gov
Phone: (559) 600-4259
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For the Contractor:
27 Jon Louis, General Manager
Mario's Tree Service Inc dba Landcare Tech
28 500 Corona Mall
Corona, CA 92879
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1 Email: j.louis@mariostreeservice.net
Phone: (951) 702-0111
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5.2 Change of Contact Information. Either party may change the information in section
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5.1 by giving notice as provided in section 5.3.
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5.3 Method of Delivery. Each notice between the County and the Contractor provided
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for or permitted under this Agreement must be in writing, state that it is a notice provided under
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this Agreement, and be delivered either by personal service, by first-class United States mail, by
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an overnight commercial courier service, by telephonic facsimile transmission, or by Portable
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Document Format (PDF) document attached to an email.
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(A) A notice delivered by personal service is effective upon service to the recipient.
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(B) A notice delivered by first-class United States mail is effective three County
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business days after deposit in the United States mail, postage prepaid, addressed to the
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recipient.
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(C)A notice delivered by an overnight commercial courier service is effective one
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County business day after deposit with the overnight commercial courier service,
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delivery fees prepaid, with delivery instructions given for next day delivery, addressed to
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the recipient.
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(D)A notice delivered by telephonic facsimile transmission or by PDF document
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attached to an email is effective when transmission to the recipient is completed (but, if
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such transmission is completed outside of County business hours, then such delivery is
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deemed to be effective at the next beginning of a County business day), provided that
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the sender maintains a machine record of the completed transmission.
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5.4 Claims Presentation. For all claims arising from or related to this Agreement,
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nothing in this Agreement establishes, waives, or modifies any claims presentation
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requirements or procedures provided by law, including the Government Claims Act (Division 3.6
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of Title 1 of the Government Code, beginning with section 810).
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1 Article 6
2 Termination and Suspension
3 6.1 Termination for Non-Allocation of Funds. The terms of this Agreement are
4 contingent on the approval of funds by the appropriating government agency. If sufficient funds
5 are not allocated, then the County, upon at least 30 days' advance written notice to the
6 Contractor, may:
7 (A) Modify the services provided by the Contractor under this Agreement; or
8 (B) Terminate this Agreement.
9 6.2 Termination for Breach.
10 (A) Upon determining that a breach (as defined in paragraph (C) below) has
11 occurred, the County may give written notice of the breach to the Contractor. The written
12 notice may suspend performance under this Agreement, and must provide at least 30
13 days for the Contractor to cure the breach.
14 (B) If the Contractor fails to cure the breach to the County's satisfaction within the
15 time stated in the written notice, the County may terminate this Agreement immediately.
16 (C) For purposes of this section, a breach occurs when, in the determination of the
17 County, the Contractor has:
18 (1) Obtained or used funds illegally or improperly;
19 (2) Failed to comply with any part of this Agreement;
20 (3) Submitted a substantially incorrect or incomplete report to the County; or
21 (4) Improperly performed any of its obligations under this Agreement.
22 6.3 Termination without Cause. In circumstances other than those set forth above, the
23 County may terminate this Agreement by giving at least 30 days advance written notice to the
24 Contractor.
25 6.4 No Penalty or Further Obligation. Any termination of this Agreement by the County
26 under this Article 6 is without penalty to or further obligation of the County.
27 6.5 County's Rights upon Termination. Upon termination for breach under this Article
28 6, the County may demand repayment by the Contractor of any monies disbursed to the
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1 Contractor under this Agreement that, in the County's sole judgment, were not expended in
2 compliance with this Agreement. The Contractor shall promptly refund all such monies upon
3 demand. This section survives the termination of this Agreement.
4 Article 7
5 Independent Contractor
6 7.1 Status. In performing under this Agreement, the Contractor, including its officers,
7 agents, employees, and volunteers, is at all times acting and performing as an independent
8 contractor, in an independent capacity, and not as an officer, agent, servant, employee,joint
9 venturer, partner, or associate of the County.
10 7.2 Verifying Performance. The County has no right to control, supervise, or direct the
11 manner or method of the Contractor's performance under this Agreement, but the County may
12 verify that the Contractor is performing according to the terms of this Agreement.
13 7.3 Benefits. Because of its status as an independent contractor, the Contractor has no
14 right to employment rights or benefits available to County employees. The Contractor is solely
15 responsible for providing to its own employees all employee benefits required by law. The
16 Contractor shall save the County harmless from all matters relating to the payment of
17 Contractor's employees, including compliance with Social Security withholding and all related
18 regulations.
19 7.4 Services to Others. The parties acknowledge that, during the term of this
20 Agreement, the Contractor may provide services to others unrelated to the County.
21 Article 8
22 Indemnity and Defense
23 8.1 Indemnity. The Contractor shall indemnify and hold harmless and defend the
24 County (including its officers, agents, employees, and volunteers) against all claims, demands,
25 injuries, damages, costs, expenses (including attorney fees and costs), fines, penalties, and
26 liabilities of any kind to the County, the Contractor, or any third party that arise from or relate to
27 the performance or failure to perform by the Contractor(or any of its officers, agents,
28 subcontractors, or employees) under this Agreement. The County may conduct or participate in
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1 its own defense without affecting the Contractor's obligation to indemnify and hold harmless or
2 defend the County.
3 8.2 Survival. This Article 8 survives the termination of this Agreement.
4 Article 9
5 Insurance
6 9.1 The Contractor shall comply with all the insurance requirements in Exhibit D and
7 bond requirements in Exhibit E to this Agreement.
8 Article 10
9 Inspections, Audits, and Public Records
10 10.1 Inspection of Documents. The Contractor shall make available to the County, and
11 the County may examine at any time during business hours and as often as the County deems
12 necessary, all of the Contractor's records and data with respect to the matters covered by this
13 Agreement, excluding attorney-client privileged communications. The Contractor shall, upon
14 request by the County, permit the County to audit and inspect all of such records and data to
15 ensure the Contractor's compliance with the terms of this Agreement.
16 10.2 State Audit Requirements. If the compensation to be paid by the County under this
17 Agreement exceeds $10,000, the Contractor is subject to the examination and audit of the
18 California State Auditor, as provided in Government Code section 8546.7, for a period of three
19 years after final payment under this Agreement. This section survives the termination of this
20 Agreement.
21 10.3 Public Records. The County is not limited in any manner with respect to its public
22 disclosure of this Agreement or any record or data that the Contractor may provide to the
23 County. The County's public disclosure of this Agreement or any record or data that the
24 Contractor may provide to the County may include but is not limited to the following:
25 (A) The County may voluntarily, or upon request by any member of the public or
26 governmental agency, disclose this Agreement to the public or such governmental
27 agency.
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1 (B) The County may voluntarily, or upon request by any member of the public or
2 governmental agency, disclose to the public or such governmental agency any record or
3 data that the Contractor may provide to the County, unless such disclosure is prohibited
4 by court order.
5 (C)This Agreement, and any record or data that the Contractor may provide to the
6 County, is subject to public disclosure under the Ralph M. Brown Act (California
7 Government Code, Title 5, Division 2, Part 1, Chapter 9, beginning with section 54950).
8 (D) This Agreement, and any record or data that the Contractor may provide to the
9 County, is subject to public disclosure as a public record under the California Public
10 Records Act (California Government Code, Title 1, Division 7, Chapter 3.5, beginning
11 with section 6250) ("CPRA").
12 (E) This Agreement, and any record or data that the Contractor may provide to the
13 County, is subject to public disclosure as information concerning the conduct of the
14 people's business of the State of California under California Constitution, Article 1,
15 section 3, subdivision (b).
16 (F) Any marking of confidentiality or restricted access upon or otherwise made with
17 respect to any record or data that the Contractor may provide to the County shall be
18 disregarded and have no effect on the County's right or duty to disclose to the public or
19 governmental agency any such record or data.
20 10.4 Public Records Act Requests. If the County receives a written or oral request
21 under the CPRA to publicly disclose any record that is in the Contractor's possession or control,
22 and which the County has a right, under any provision of this Agreement or applicable law, to
23 possess or control, then the County may demand, in writing, that the Contractor deliver to the
24 County, for purposes of public disclosure, the requested records that may be in the possession
25 or control of the Contractor. Within five business days after the County's demand, the
26 Contractor shall (a) deliver to the County all of the requested records that are in the Contractor's
27 possession or control, together with a written statement that the Contractor, after conducting a
28 diligent search, has produced all requested records that are in the Contractor's possession or
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1 control, or (b) provide to the County a written statement that the Contractor, after conducting a
2 diligent search, does not possess or control any of the requested records. The Contractor shall
3 cooperate with the County with respect to any County demand for such records. If the
4 Contractor wishes to assert that any specific record or data is exempt from disclosure under the
5 CPRA or other applicable law, it must deliver the record or data to the County and assert the
6 exemption by citation to specific legal authority within the written statement that it provides to
7 the County under this section. The Contractor's assertion of any exemption from disclosure is
8 not binding on the County, but the County will give at least 10 days' advance written notice to
9 the Contractor before disclosing any record subject to the Contractor's assertion of exemption
10 from disclosure. The Contractor shall indemnify the County for any court-ordered award of costs
11 or attorney's fees under the CPRA that results from the Contractor's delay, claim of exemption,
12 failure to produce any such records, or failure to cooperate with the County with respect to any
13 County demand for any such records.
14 Article 11
15 Disclosure of Self-Dealing Transactions
16 11.1 Applicability. This Article 11 applies if the Contractor is operating as a corporation,
17 or changes its status to operate as a corporation.
18 11.2 Duty to Disclose. If any member of the Contractor's board of directors is party to a
19 self-dealing transaction, he or she shall disclose the transaction by completing and signing a
20 "Self-Dealing Transaction Disclosure Form" (Exhibit C to this Agreement) and submitting it to
21 the County before commencing the transaction or immediately after.
22 11.3 Definition. "Self-dealing transaction" means a transaction to which the Contractor is
23 a party and in which one or more of its directors, as an individual, has a material financial
24 interest.
25 Article 12
26 General Terms
27 12.1 Modification. Except as provided in Article 6, "Termination and Suspension,"this
28 Agreement may not be modified, and no waiver is effective, except by written agreement signed
10
I by both parties. The Contractor acknowledges that County employees have no authority to
2 modify this Agreement except as expressly provided in this Agreement.
3 12.2 Non-Assignment. Neither party may assign its rights or delegate its obligations
4 under this Agreement without the prior written consent of the other party.
5 12.3 Governing Law. The laws of the State of California govern all matters arising from
6 or related to this Agreement.
7 12.4 Jurisdiction and Venue. This Agreement is signed and performed in Fresno
8 County, California. Contractor consents to California jurisdiction for actions arising from or
9 related to this Agreement, and, subject to the Government Claims Act, all such actions must be
10 brought and maintained in Fresno County.
11 12.5 Construction. The final form of this Agreement is the result of the parties' combined
12 efforts. If anything in this Agreement is found by a court of competent jurisdiction to be
13 ambiguous, that ambiguity shall not be resolved by construing the terms of this Agreement
14 against either party.
15 12.6 Days. Unless otherwise specified, "days" means calendar days.
16 12.7 Headings. The headings and section titles in this Agreement are for convenience
17 only and are not part of this Agreement.
18 12.8 Severability. If anything in this Agreement is found by a court of competent
19 jurisdiction to be unlawful or otherwise unenforceable, the balance of this Agreement remains in
20 effect, and the parties shall make best efforts to replace the unlawful or unenforceable part of
21 this Agreement with lawful and enforceable terms intended to accomplish the parties' original
22 intent.
23 12.9 Nondiscrimination. During the performance of this Agreement, the Contractor shall
24 not unlawfully discriminate against any employee or applicant for employment, or recipient of
25 services, because of race, religious creed, color, national origin, ancestry, physical disability,
26 mental disability, medical condition, genetic information, marital status, sex, gender, gender
27 identity, gender expression, age, sexual orientation, military status or veteran status pursuant to
28 all applicable State of California and federal statutes and regulation.
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1 12.10 No Waiver. Payment, waiver, or discharge by the County of any liability or obligation
2 of the Contractor under this Agreement on any one or more occasions is not a waiver of
3 performance of any continuing or other obligation of the Contractor and does not prohibit
4 enforcement by the County of any obligation on any other occasion.
5 12.11 Entire Agreement. This Agreement, including its exhibits, is the entire agreement
6 between the Contractor and the County with respect to the subject matter of this Agreement,
7 and it supersedes all previous negotiations, proposals, commitments, writings, advertisements,
8 publications, and understandings of any nature unless those things are expressly included in
9 this Agreement. If there is any inconsistency between the terms of this Agreement without its
10 exhibits and the terms of the exhibits, then the inconsistency will be resolved by giving
11 precedence first to the terms of this Agreement without its exhibits, and then to the terms of the
12 exhibits.
13 12.12 No Third-Party Beneficiaries. This Agreement does not and is not intended to
14 create any rights or obligations for any person or entity except for the parties.
15 12.13 Authorized Signature. The Contractor represents and warrants to the County that:
16 (A) The Contractor is duly authorized and empowered to sign and perform its
17 obligations under this Agreement.
18 (B) The individual signing this Agreement on behalf of the Contractor is duly
19 authorized to do so and his or her signature on this Agreement legally binds the
20 Contractor to the terms of this Agreement.
21 12.14 Electronic Signatures. The parties agree that this Agreement may be executed by
22 electronic signature as provided in this section.
23 (A) An "electronic signature" means any symbol or process intended by an individual
24 signing this Agreement to represent their signature, including but not limited to (1) a
25 digital signature; (2) a faxed version of an original handwritten signature; or(3) an
26 electronically scanned and transmitted (for example by PDF document) version of an
27 original handwritten signature.
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1 (B) Each electronic signature affixed or attached to this Agreement (1) is deemed
2 equivalent to a valid original handwritten signature of the person signing this Agreement
3 for all purposes, including but not limited to evidentiary proof in any administrative or
4 judicial proceeding, and (2) has the same force and effect as the valid original
5 handwritten signature of that person.
6 (C)The provisions of this section satisfy the requirements of Civil Code section
7 1633.5, subdivision (b), in the Uniform Electronic Transaction Act (Civil Code, Division 3,
8 Part 2, Title 2.5, beginning with section 1633.1).
9 (D) Each party using a digital signature represents that it has undertaken and
10 satisfied the requirements of Government Code section 16.5, subdivision (a),
11 paragraphs (1) through (5), and agrees that each other party may rely upon that
12 representation.
13 (E) This Agreement is not conditioned upon the parties conducting the transactions
14 under it by electronic means and either party may sign this Agreement with an original
15 handwritten signature.
16 12.15 Counterparts. This Agreement may be signed in counterparts, each of which is an
17 original, and all of which together constitute this Agreement.
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1 The parties are signing this Agreement on the date stated in the introductory clause.
2
Mario's Tree Service Inc dba Landcare Tech COUNTY OF FRESNO
3
J O N LOUI S Digitally signed 7 9 2 LOUTS
4 Date:2024.0927 09 26:39
-07'00'
5 Jon Louis, General Manager Nathan Magsig, fla rman of the Board of
Supervisors of the County of Fresno
6 500 Corona Mall
Corona, CA 92879 Attest:
7 Bernice Seidel
Clerk of the Board of Supervisors
8 County of Fresno, State of California
9
By:
10 Deputy
11 For accounting use only:
12 Org No.: 9020 9026
Account No.: 7295 7295
13 Fund No.: 0720 0700
Subclass No.: 15000 15000
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Exhibit A
1 Scope of Services
2 Contractor will be responsible for providing the professional services required to provide
3 tree and shrub trimming at AADS and SERDS. Contractor's services shall be performed as
4 expeditiously as is consistent with professional skill and the orderly progress of work.
5 The Contractor shall retain such personnel and other sub-contractors as Contractor
6 deems necessary to assist in completing the work. All sub-contractors used by Contractor shall
7 be approved in writing by the County before they are retained by the Contractor, which approval
8 shall not be unreasonably withheld. Should Contractor retain such persons, the compensation to
9 be paid to the Contractor under Exhibit B shall not be increased.
10 The Contractor shall provide to the County and implement an Illness and Injury
11 Prevention Plan (IIPP) in accordance with all applicable laws and regulations. The Contractor
12 and all subcontractors are strictly prohibited from smoking or vaping within either
13 disposal site boundary.
14 LICENSING
15 Contractor must possess a current State of California Contractor's License, Class D-49
16 or another license that cover the work to be performed and a Contractor's License from the
17 Department of Consumer Affairs — Contractor's State License Board.
18 PERMITTING
19 The Contractor will be responsible for obtaining any required permits for use of right of
20 way areas to access work areas (American Avenue, Dinuba Avenue, Academy Avenue). No
21 permits are required for work accomplished from within the site boundary. If work is to be
22 accomplished from within the roadway right-of-way, i.e. along American Avenue, Dinuba
23 Avenue or Academy Avenue, a no fee permit will be required by the Public Works Road
24 Maintenance Division.
25 DESCRIPTION OF WORK/BASIC SERVICES:
26 For both Basic and Extra Services, the Contractor shall ensure that trees and/or bushes
27 that are too small to be shaped to the specified standards are exempt on an individual basis,
28
A-1
Exhibit A
1 with identification and exemption approval required from the County Representative. All
2 materials generated during trimming operations must be removed and properly disposed by the
3 Contractor. Cuttings and brush may be staged daily but must be cleared from the job site(s) on
4 a daily basis. Additionally, all discarded green waste must be taken to a permitted composting
5 facility.
6 A. AADS
7 The AADS is located approximately six miles southwest of the city of Kerman, at 18950
8 West American Avenue (approximately 4 miles west of State Highway 145) (Exhibit F) There is
9 approximately 9,300 linear feet of landscaping comprised of eucalyptus trees, River She-Oaks,
10 pine trees, and oleander shrubs. The landscaping is located between the perimeter fence
11 surrounding the disposal site and the sight berm which varies from 20 to 30 feet away;
12 therefore, access for large equipment may be restricted. There is an installed irrigation system
13 that must be protected from damage during trimming operations. Contractor is responsible for
14 protecting the groundwater monitoring wells and their appurtenances. Any damage to the
15 irrigation system or facility infrastructure (i.e., fence, etc.) must be repaired at the sole expense
16 of the Contractor prior to acceptance of the work and final payment by the County.
17 The eucalyptus, pines, and She-Oaks are to be trimmed, removing any dead branches,
18 and all branches less than 6' above the ground are to be removed. Any dead trees are to be
19 identified by the Contractor and authorized for removal by the County Representative, the
20 Senior Engineering Technician, prior to removal. Dead trees authorized for removal are to be
21 removed completely, and their stumps ground to a minimum 12" below ground surface. The
22 oleander bushes are to be trimmed and shaped to look even, uniform, and away from the
23 roadway between the perimeter fence and the oleanders in order to allow vehicle access.
24 B. SERDS
25 The SERDS is located approximately one mile southwest of the City of Parlier, at the
26 northwest corner of Academy and Dinuba Avenues (Exhibit G). There is approximately 10,200
27 linear feet of landscaping, comprised of oleander shrubs, eucalyptus and pine trees. Most of the
28
A-2
Exhibit A
1 landscaping is located between the perimeter fence surrounding the landfill and the sight berm
2 which varies from 20 to 30 feet away; therefore, access for large equipment may be restricted.
3 All work in areas adjoining private property must be accomplished from County property right-of-
4 way. There is an installed irrigation system that must be protected from damage during trimming
5 operations. Any damage to the irrigation system or facility infrastructure (i.e., fence, etc.) must
6 be repaired at the sole expense of the Contractor prior to acceptance of the work and final
7 payment by the County.
8 The eucalyptus and pine trees located on the site perimeter are to be trimmed, removing
9 any dead branches and all branches less than 6' above the ground. Each pine tree shall be
10 thinned of approximately 30% of its branch weight. There will be some that are slightly less and
11 some slightly more. Any dead trees are to be identified by the Contractor and authorized for
12 removal by the County Representative, the Senior Engineering Technician, prior to removal.
13 Dead trees authorized for removal are to be removed completely, and their stumps ground to a
14 minimum 12" below ground surface.
15 The oleander bushes are to be trimmed in such a manner that promotes vigorous growth
16 and shaped to look even and uniform. Any growth from the bushes that are on the ground shall
17 be removed.
18 Eucalyptus, pine, and any other miscellaneous trees located on the interior of the site
19 are to be trimmed, removing any dead branches and all branches less than 6' above the ground
20 are to be removed, and any hazardous situations are to be corrected upon approval of the
21 County Representative.
22 C. Summary of Tasks:
23 AADS
24 Task 1 —Trimming and Thinning of Trees
25 Trees are to be trimmed and thinned out and any dead branches shall be removed. All branches
26 less than 6' above the ground shall also be removed.
27 Task 2—Trimming of Shrubs
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A-3
Exhibit A
1 The oleanders are to be trimmed and shaped to look even, uniform, and away from the road in
2 order to allow vehicle access. Any growth from the bushes that are on the ground shall be
3 removed.
4 SERDS
5 Task 1 —Trimming and Thinning of Trees
6 Trees are to be trimmed and thinned out and any dead branches shall be removed during the
7 first year and as needed thereafter. All branches less than 6' above the ground shall also be
8 removed.
9 Task 2 —Trimming of Shrubs
10 The oleander shrubs are to be trimmed and shaped to look even and uniform, and away from
11 the road in order to allow vehicle access. Any growth from the bushes that are on the ground
12 shall be removed.
13 EXTRA SERVICES
14 An extra service is any service that is not covered under basic services. Extra services
15 shall not be undertaken by the Contractor without the advance written authorization of the
16 County representative. The Contractor and the County shall expressly confirm in writing the
17 authorization and maximum cost for any such services before the Contractor initiates any work
18 thereon.
19 Payment for Extra Services will be invoiced at the hourly and cost rate as indicated in
20 the Contractor's fee schedule, as included in the Contractor's bid proposal.
21 Extra Services may include, but are not limited to:
22 Providing unforeseen, extraordinary, or unique services, such as branches or trees
23 blown down in storms, or shrubs or trees dying for any reason, items not covered nor normally
24 included in the Basic Fee but authorized by the County representative.
25 In the event County expressly authorizes Extra Services, Contractor shall keep complete
26 records showing the hours and description of activities worked by each person who works on
27 the project and all costs and charges applicable to the Extra Services work authorized. Should
28
A-4
Exhibit A
1 there be a claim for Extra Services, the Contractor agrees and acknowledges that the claimant
2 shall specifically identify the activity, and that failure to do so will result in denial of the claim.
3 Contractor shall be responsible for all subcontractors keeping similar records. The Contractor
4 shall not stop the work, including the work in other areas unrelated to the Extra Services request
5 or claim, unless it can be shown the project work cannot proceed while a claim or request for
6 Extra Services is being evaluated.
7 WORK SCHEDULE AND COMPLETION PERIOD
8 The job requirements for both sites include a restriction of the work hours from 7:00 a.m.
9 to 3:00 p.m., Monday through Saturday. The specified period for the work to be completed will
10 be from November 1 to January 31, during the dormancy period of tree and shrubs, with
11 allowances made for days lost due to weather conditions. The AADS is closed on Sundays,
12 New Year's Day, Thanksgiving Day and Christmas Day.
13 The completion period for the required tasks will be sixty (60) days from the Notice to
14 Proceed from the County. The County will allow thirty (30) days for completion at SERDS and
15 thirty (30) days for completion at AADS.
16 In the event that the Contractor fails to complete the work within the specified period of
17 times as outlined within this section of Exhibit A, the Contractor agrees to pay the County
18 liquidated damages in the amount of five hundred dollars ($500.00) per calendar day for each
19 day beyond the specified completion date. If liquidated damages are invoked, the sum of
20 liquidated damages will be deducted from the total fee due to the Contractor under this
21 Agreement.
22
23
24
25
26
27
28
A-5
Exhibit B
1 Compensation
2 The Contractor will be compensated for performance of its services under this
3 Agreement as provided in this Exhibit B. The Contractor is not entitled to any compensation
4 except as expressly provided in this Exhibit B.
5 COMPENSATION:
6 A. Total Fee:
7 1. The Total Fee includes both Basic Fee and Extra Services. Basic Fee services
8 will be subject to an annual maximum compensation amount specified within Exhibit B, Section
9 B. The cumulative amount payable under this Agreement for Extra Services provided under
10 Exhibit B, Section C; however, will not be subject to an annual maximum. Payment for Extra
11 Services may be made as required each year provided that the cumulative total for Extra
12 Services over the entire term of the Agreement not exceed $20,000.00.
13 2. The amount of the Total Fee for the entire potential five (5) year term of the
14 Agreement shall be $244,374.00, which includes both Basic Services allocation of$224,374.00
15 and an Extra Services cumulative allocation of$20,000.00.
16 B. Basic Services:
17 1. The Basic Services allocation for the Services required under Exhibit A shall be
18 invoiced at the cost rates included below. These rates as listed herein are to remain in effect for
19 the entire duration of this Agreement. Within the Total Fee limitation described in Exhibit B,
20 Section A above, the maximum annual fee shall be divided as follows:
21 YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5
AADS
22 Task 1 - Trimming & Thinning of S7,000.00 S7,210.00 $7,426.00 S7,650.00 S7,880.00
Trees
23 Task 2 - Trimming of Shrubs S2,500.00 S2,575.00 S2,652.00 S2,731.00 S2,813.00
Extra Services per Man Hour S107.00 S110.00 S113.00 S116.00 S120.00
24 AADS Maximum Annual Total S9,500.00 S9,785.00 S10,078.00 $10,381.00 $10,693.00
SERDS
25 Task 1 - Trimming & Thinning of
Trees S27,700.00 $28,600.00 529,500.00 S30,350.00 S31,250.00
26 Task 2- Trimming of Shrubs S5,000.00 S5,150.00 S5,300.00 S5,460.00 S5,627.00
27 Extra Services per Man Hour S107.00 S110.00 S113.00 $116.00 S120.00
SERDS Maximum Annual Total S32,700.00 S33,750.00 S34,800.00 S35,810.00 S36,877.00
28
Both Sites Maximum Annual Total $42,200.00 $43,535.00 $44,878.00 $46,191.00 $47,570.00
TOTAL MAXIMUM (YEAR 1-5) $224.374.00
B-1
Exhibit B
1 C. Extra Services:
2 1. Extra Services consist of services not covered nor normally included in the Basic
3 Services. The Contractor shall provide a quote to the County for all Extra Services.
4 2. A maximum cumulative allocation of$20,000.00 to pay for authorized Extra
5 Services is provided herein by this Agreement.
6 3. The Contractor shall not undertake any Extra Services without the advance
7 written authorization of the County Representative. The Contractor and the County shall
8 expressly confirm in writing the authorization and maximum cost for any such services before
9 the Contractor initiates any work thereon.
10 4. Charges for Extra Services shall be based on the Contractor's labor rates as
11 stated below:
12 1 YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5
13 AADS
14 Extra Services per Man Hour $107.00 $110.00 $113.00 $116.00 $120.00
SERDS
15 Extra Services per Man Hour $107.00 $110.00 $113.00 $116.00 $120.00
16
17 5. In the event County expressly authorizes Extra Services, Contractor shall keep
18 complete records showing the hours and description of activities worked by each person who
19 works on the project and all costs and charges applicable to the Extra Services work authorized.
20 Should there be a claim for payment for Extra Services, the Contractor agrees and
21 acknowledges that the claimant shall specifically identify the activity, performer of the activity,
22 reason for the activity, and County official requesting the activity, and that failure to do will result
23 in denial of the claim. Contractor shall be responsible for all sub-contractors keeping similar
24 records.
25 COMPENSATION RECORDS:
26 The Contractor shall keep complete records showing the hours and description of
27 activities performed by each person who performs work and all associated costs or charges
28
B-2
Exhibit B
1 applicable to work covered either as Basic Services or approved Extra Services. The Contractor
2 will be responsible for all sub-contractors keeping similar records.
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
B-3
Exhibit C
Self-Dealing Transaction Disclosure Form
In order to conduct business with the County of Fresno ("County"), members of a
contractor's board of directors ("County Contractor"), must disclose any self-dealing transactions
that they are a party to while providing goods, performing services, or both for the County. A
self-dealing transaction is defined below:
"A self-dealing transaction means a transaction to which the corporation is a party and in
which one or more of its directors has a material financial interest."
The definition above will be used for purposes of completing this disclosure form.
Instructions
(1) Enter board member's name,job title (if applicable), and date this disclosure is being
made.
(2) Enter the board member's company/agency name and address.
(3) Describe in detail the nature of the self-dealing transaction that is being disclosed to the
County. At a minimum, include a description of the following:
a. The name of the agency/company with which the corporation has the transaction;
and
b. The nature of the material financial interest in the Corporation's transaction that
the board member has.
(4) Describe in detail why the self-dealing transaction is appropriate based on applicable
provisions of the Corporations Code.
The form must be signed by the board member that is involved in the self-dealing
transaction described in Sections (3) and (4).
C-1
Exhibit C
(1) Company Board Member Information:
Name: Date:
Job Title:
(2) Company/Agency Name and Address:
(3) Disclosure (Please describe the nature of the self-dealing transaction you are a
party to)
(4) Explain why this self-dealing transaction is consistent with the requirements of
Corporations Code § 5233 (a)
(5)Authorized Signature
Signature: Date:
C-2
Exhibit D
Insurance Requirements
1. Required Policies
Without limiting the County's right to obtain indemnification from the Contractor or any third
parties, Contractor, at its sole expense, shall maintain in full force and effect the following
insurance policies throughout the term of this Agreement.
(A) Commercial General Liability. Commercial general liability insurance with limits of not
less than Two Million Dollars ($2,000,000) per occurrence and an annual aggregate of
Four Million Dollars ($4,000,000). This policy must be issued on a per occurrence basis.
Coverage must include products, completed operations, property damage, bodily injury,
personal injury, and advertising injury. The Contractor shall obtain an endorsement to
this policy naming the County of Fresno, its officers, agents, employees, and volunteers,
individually and collectively, as additional insureds, but only insofar as the operations
under this Agreement are concerned. Such coverage for additional insureds will apply as
primary insurance and any other insurance, or self-insurance, maintained by the County
is excess only and not contributing with insurance provided under the Contractor's
policy.
(B) Automobile Liability. Automobile liability insurance with limits of not less than One
Million Dollars ($1,000,000) per occurrence for bodily injury and for property damages.
Coverage must include any auto used in connection with this Agreement.
(C)Workers Compensation. Workers compensation insurance as required by the laws of
the State of California with statutory limits.
(D) Employer's Liability. Employer's liability insurance with limits of not less than One
Million Dollars ($1,000,000) per occurrence for bodily injury and for disease.
2. Additional Requirements
(A) Verification of Coverage. Within 30 days after the Contractor signs this Agreement,
and at any time during the term of this Agreement as requested by the County's Risk
Manager or the County Administrative Office, the Contractor shall deliver, or cause its
broker or producer to deliver, to the County Risk Manager, at 2220 Tulare Street, 16th
Floor, Fresno, California 93721, or HRRiskManagement@fresnocountyca.gov, and by
mail or email to the person identified to receive notices under this Agreement,
certificates of insurance and endorsements for all of the coverages required under this
Agreement.
(i) Each insurance certificate must state that: (1) the insurance coverage has been
obtained and is in full force; (2) the County, its officers, agents, employees, and
volunteers are not responsible for any premiums on the policy; and (3) the
Contractor has waived its right to recover from the County, its officers, agents,
employees, and volunteers any amounts paid under any insurance policy
required by this Agreement and that waiver does not invalidate the insurance
policy.
(ii) The commercial general liability insurance certificate must also state, and include
an endorsement, that the County of Fresno, its officers, agents, employees, and
D-1
Exhibit D
volunteers, individually and collectively, are additional insureds insofar as the
operations under this Agreement are concerned. The commercial general liability
insurance certificate must also state that the coverage shall apply as primary
insurance and any other insurance, or self-insurance, maintained by the County
shall be excess only and not contributing with insurance provided under the
Contractor's policy.
(iii) The automobile liability insurance certificate must state that the policy covers any
auto used in connection with this Agreement.
(B) Acceptability of Insurers. All insurance policies required under this Agreement must be
issued by admitted insurers licensed to do business in the State of California and
possessing at all times during the term of this Agreement an A.M. Best, Inc. rating of no
less than A: VII.
(C) Notice of Cancellation or Change. For each insurance policy required under this
Agreement, the Contractor shall provide to the County, or ensure that the policy requires
the insurer to provide to the County, written notice of any cancellation or change in the
policy as required in this paragraph. For cancellation of the policy for nonpayment of
premium, the Contractor shall, or shall cause the insurer to, provide written notice to the
County not less than 10 days in advance of cancellation. For cancellation of the policy
for any other reason, and for any other change to the policy, the Contractor shall, or shall
cause the insurer to, provide written notice to the County not less than 30 days in
advance of cancellation or change. The County in its sole discretion may determine that
the failure of the Contractor or its insurer to timely provide a written notice required by
this paragraph is a breach of this Agreement.
(D) County's Entitlement to Greater Coverage. If the Contractor has or obtains insurance
with broader coverage, higher limits, or both, than what is required under this
Agreement, then the County requires and is entitled to the broader coverage, higher
limits, or both. To that end, the Contractor shall deliver, or cause its broker or producer
to deliver, to the County's Risk Manager certificates of insurance and endorsements for
all of the coverages that have such broader coverage, higher limits, or both, as required
under this Agreement.
(E) Waiver of Subrogation. The Contractor waives any right to recover from the County, its
officers, agents, employees, and volunteers any amounts paid under the policy of
worker's compensation insurance required by this Agreement. The Contractor is solely
responsible to obtain any policy endorsement that may be necessary to accomplish that
waiver, but the Contractor's waiver of subrogation under this paragraph is effective
whether or not the Contractor obtains such an endorsement.
(F) County's Remedy for Contractor's Failure to Maintain. If the Contractor fails to keep
in effect at all times any insurance coverage required under this Agreement, the County
may, in addition to any other remedies it may have, suspend or terminate this
Agreement upon the occurrence of that failure, or purchase such insurance coverage,
and charge the cost of that coverage to the Contractor. The County may offset such
charges against any amounts owed by the County to the Contractor under this
Agreement.
D-2
Exhibit D
(G)Subcontractors. The Contractor shall require and verify that all subcontractors used by
the Contractor to provide services under this Agreement maintain insurance meeting all
insurance requirements provided in this Agreement. This paragraph does not authorize
the Contractor to provide services under this Agreement using subcontractors.
D-3
Exhibit E
Bond Requirements
1. Required Bonds
(A) Performance Bond. The Contractor will be required to furnish a Faithful Performance
Bond in an amount equal to one hundred percent (100%) of the Agreement price.
(B) Labor and Materials Bond. Alongside the Performance Bond, the Contractor must
provide a Labor and Materials Bond, also equal to one hundred percent (100%) of the
Agreement price.
2. Additional Requirements
(A) Bonding Company. The bonds must be issued by a corporate surety that is admitted by
the California Insurance Commissioner to conduct business in the State of California and
possesses an A.M. Best rating of B++ VIII or better.
(B) Verification of Bond. The Contractor is required to provide proof of the required bonds
within thirty (30) days of the execution of the Agreement.
(C) Notice of Cancellation or Change. Any changes or cancellations of the bonds must be
reported to the County in writing. For cancellations due to nonpayment of premium, the
Contractor must provide written notice to the County no less than ten (10) days in
advance. For cancellations or changes for any other reason, the Contractor must provide
written notice no less than thirty (30) days in advance.
E-1
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LEGEND
Approximate Location of Groundwater Monitoring Well Used in the Detection Monitoring Program(DMP)(reinstalled in 2020)
Approximate Location of Groundwater Monitoring Well Used as a DMP Background Well(reinstalled in 2020) B -2R
Approximate Location of Groundwater Monitoring Well Used in the Evaluation Monitoring Program(reinstalled in 2020)
4 Approximate Location of Leachate Collection Sump
® Approximate Location of Suction Lysimeter Located Beneath Leachate Collection Sump Aagt(�1,/1 E P3 LYs
83 Approximate Location of Pan Lysimeter Located Beneath Leachate Collection Sump P3M1LM -21 R
PHASE III
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