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HomeMy WebLinkAboutAgreement - Alpine Landscapes - Agreement for Landscape Maintenance in Community Facilities DistrictCity of Gilroy Agreement/Contract Tracking Today’s Date: September 16, 2024 Your Name: Sheila Castillo Contract Type: Services over $5k - Contractor - NO ENG OR DESIGN Phone Number: 408-846-0569 Contract Effective Date: (Date contract goes into effect) 9/9/2024 Contract Expiration Date: 9/8/2027 Contractor / Consultant Name: (if an individual’s name, format as last name, first name) Alpine Landscapes Contract Subject: (no more than 100 characters) Agreement for Landscape Maintenance in Community Facilities District (CFD) areas Contract Amount: (Total Amount of contract. If no amount, leave blank) 1,163,958.00 By submitting this form, I confirm this information is complete:  Date of Contract  Contractor/Consultant name and complete address  Terms of the agreement (start date, completion date or “until project completion”, cap of compensation to be paid)  Scope of Services, Terms of Payment, Milestone Schedule and exhibit(s) attached  Taxpayer ID or Social Security # and Contractors License # if applicable  Contractor/Consultant signer’s name and title  City Administrator or Department Head Name, City Clerk (Attest), City Attorney (Approved as to Form) Routing Steps for Electronic Signature Risk Manager City Attorney Approval As to Form City Administrator or Department Head City Clerk Attestation Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 TYPE OF PROCURMENT DOLLAR THRESHOLD / SIGNING AUTHORITY STAFF LEVEL DEPARTMENT HEAD CITY ADMINISTRATOR COUNCIL APPROVAL $0-$999.99 $1,000-$49,999.99 $50,000-$99,999.99 $100,000-Above EQUIPMENT /SUPPLIES/ MATERIALS Furniture, hoses, parts, pipe manholes, office supplies, fuel, tools, PPE items, etc… • Vendor selection at discretion of staff Payment Method Purchase Card or Payment Request (if vendor does not accept credit cards) • Informal bid/quotation – 3 quotes (verbal or written) • Purchasing Summary form w/ Purchasing Approval • Purchase Requisition Payment Method Purchase Order* • Informal bid/quotation – 3 written quotes • Purchasing Summary form w/ City Administrator Approval • Purchase Requisition Payment Method Purchase Order • Formal Bid • Advertisement • Council Approval • Purchase Requisition signed by City Administrator Payment Method Purchase Order GENERAL SERVICES Janitorial, landscape maintenance, equipment repair, installation, graffiti abatement, service inspections, uniform cleaning, etc… • Vendor selection at discretion of staff • May require insurance documents depending on scope/ nature of work Payment Method Purchase Card (if incorporated) Signed Payment Request (if so proprietor or partner) • Informal bid/quotation – 3 quotes (verbal or written) • Purchasing Summary form w/ Department Head Approval • Standard Agreement • Purchase Requisition Payment Method Purchase Order* • Informal Bid/RFP quotation – 3 written quotes • Purchasing Summary form w/ City Administrator Approval • Standard Agreement • Purchase Requisition Payment Method Purchase Order • Formal Bid/RFP/RFQ • Advertisement • Council Approval • Standard Agreement • Purchase Requisition Payment Method Purchase Order PROFESSIONAL SERVICES Consultants, architects, designers, auditors, etc... • Vendor selection at the discretion of staff • Purchase Summary Form w/ Purchasing Approval • Standard Agreement signed by Department Head • Purchase Requisition Payment Method Purchase Order • RFP/RFQ to at least 3 consultants • Purchase Summary Form w/ Department Head Approval • Standard Agreement • Purchase Requisition Payment Method Purchase Order • RFP/RFQ to a list of consultants • Evaluation Spreadsheet w/ City Administrator Approval • Standard Agreement • Purchase Requisition Payment Method Purchase Order • Formal RFP/RFQ • Advertisement • Council Approval • Standard Agreement signed by City Administrator • Purchase Requisition Payment Method Purchase Order Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 4835-2267-0361v1 LAC\04706083 -1- AGREEMENT FOR COMMUNITY FACILITY DISTRICT (CFD) LANDSCAPE MAINTENANCE SERVICES This AGREEMENT made this 9th day of September, 2024, between: CITY: City of Gilroy, having a principal place of business at 7351 Rosanna Street, Gilroy, California and CONTRACTOR: Alpine Landscapes having a principal place of business at 8787 Monterey Road Gilroy, CA 95020. ARTICLE 1. TERM OF AGREEMENT This Agreement will become effective on September 9, 2024, and will continue in effect through September 8, 2027, with an option to extend one year at a time for a period of up to two additional years at the City’s sole option to be exercised by written notice to be given by City not less than thirty (30) days nor more than sixty (60) days prior to September 8, 2027, unless terminated in accordance with the provisions of Article 7 of this Agreement. Any lapse in insurance coverage as required by Article 5, Section D of this Agreement shall terminate this Agreement regardless of any other provision stated herein. Initial ARTICLE 2. INDEPENDENT CONTRACTOR STATUS It is the express intention of the parties that CONTRACTOR is an independent contractor and not an employee, agent, joint venturer or partner of CITY. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between CITY and CONTRACTOR or any employee or agent of CONTRACTOR. Both parties acknowledge that CONTRACTOR is not an employee for state or federal tax purposes. CONTRACTOR shall not be entitled to any of the rights or benefits afforded to CITY’S employees, including, without limitation, disability or unemployment insurance, workers’ compensation, medical insurance, sick leave, retirement benefits or any other employment benefits. CONTRACTOR shall retain the right to perform services for others during the term of this Agreement. ARTICLE 3. SERVICES TO BE PERFORMED BY CONTRACTOR A. Specific Services CONTRACTOR agrees to: Perform the services as outlined in Exhibit “A” (“Specific Provisions”) and Exhibit “B” (“Scope of Services”), within the time periods described in Exhibit “C” (“Milestone Schedule”). Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 4835-2267-0361v1 LAC\04706083 -2- B. Method of Performing Services CONTRACTOR shall determine the method, details and means of performing the above- described services. CITY shall have no right to, and shall not, control the manner or determine the method of accomplishing CONTRACTOR’S services. C. Employment of Assistants CONTRACTOR may, at the CONTRACTOR’S own expense, employ such assistants as CONTRACTOR deems necessary to perform the services required of CONTRACTOR by this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 below. CITY may not control, direct, or supervise CONTRACTOR’S assistants in the performance of those services. CONTRACTOR assumes full and sole responsibility for the payment of all compensation and expenses of these assistants and for all state and federal income tax, unemployment insurance, Social Security, disability insurance and other applicable withholding. D. Place of Work CONTRACTOR shall perform the services required by this Agreement at any place or location and at such times as CONTRACTOR shall determine is necessary to properly and timely perform CONTRACTOR’S services. ARTICLE 4. COMPENSATION A. Consideration In consideration for the services to be performed by CONTRACTOR, CITY agrees to pay CONTRACTOR the amounts set forth in Exhibit “D” (“Payment Schedule”). In no event however shall the total annual compensation paid to CONTRACTOR exceed $369,510 in addition to a 5% contingency of $18,476. B. Invoices CONTRACTOR shall submit invoices for all services rendered. C. Payment Payment shall be due according to the payment schedule set forth in Exhibit “D”. No payment will be made unless CONTRACTOR has first provided City with a written receipt of invoice describing the work performed and any approved direct expenses (as provided for in Exhibit “A”, Section IV) incurred during the preceding period. If CITY objects to all or any portion of any invoice, CITY shall notify CONTRACTOR of the objection within thirty (30) days from receipt of the invoice, give reasons for the objection, and pay that portion of the invoice not in dispute. It shall not constitute a default or breach of this Agreement for CITY not to pay any invoiced amounts to which it has objected until the objection has been resolved by mutual agreement of the parties. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 4835-2267-0361v1 LAC\04706083 -3- D. Expenses CONTRACTOR shall be responsible for all costs and expenses incident to the performance of services for CITY, including but not limited to, all costs of equipment used or provided by CONTRACTOR, all fees, fines, licenses, bonds or taxes required of or imposed against CONTRACTOR and all other of CONTRACTOR’S costs of doing business. CITY shall not be responsible for any expenses incurred by CONTRACTOR in performing services for CITY, except for those expenses constituting “direct expenses” referenced on Exhibit “A.” ARTICLE 5. OBLIGATIONS OF CONTRACTOR A. Tools and Instrumentalities CONTRACTOR shall supply all tools and instrumentalities required to perform the services under this Agreement at its sole cost and expense. CONTRACTOR is not required to purchase or rent any tools, equipment or services from CITY. B. Workers’ Compensation CONTRACTOR agrees to provide workers’ compensation insurance for CONTRACTOR’S employees and agents and agrees to hold harmless, defend with counsel acceptable to CITY and indemnify CITY, its officers, representatives, agents and employees from and against any and all claims, suits, damages, costs, fees, demands, causes of action, losses, liabilities and expenses, including without limitation reasonable attorneys’ fees, arising out of any injury, disability, or death of any of CONTRACTOR’S employees. C. Indemnification of Liability, Duty to Defend As to all liability, to the fullest extent permitted by law, CONTRACTOR shall defend, through counsel approved by CITY (which approval shall not be unreasonably withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys’ fees, arising or resulting directly or indirectly from any act or omission of CONTRACTOR or CONTRACTOR’S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. D. Insurance In addition to any other obligations under this Agreement, CONTRACTOR shall, at no cost to CITY, obtain and maintain throughout the term of this Agreement: (a) Commercial Liability Insurance on a per occurrence basis, including coverage for owned and non-owned automobiles, with a minimum combined single limit coverage of $1,000,000 per occurrence for all damages due to bodily injury, sickness or disease, or death to any person, and damage to property, including the loss of use thereof. As a condition precedent to CITY’S obligations under this Agreement, CONTRACTOR shall furnish written evidence of such coverage (naming CITY, its officers and employees as additional insureds on the Comprehensive Liability insurance policy referred to in (a) immediately above via a specific endorsement) and requiring thirty (30) days written notice of policy lapse or cancellation, or of a material change in policy terms. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 4835-2267-0361v1 LAC\04706083 -4- E. Assignment Notwithstanding any other provision of this Agreement, neither this Agreement nor any duties or obligations of CONTRACTOR under this Agreement may be assigned or subcontracted by CONTRACTOR without the prior written consent of CITY, which CITY may withhold in its sole and absolute discretion. F. State and Federal Taxes As CONTRACTOR is not CITY’S employee, CONTRACTOR shall be responsible for paying all required state and federal taxes. Without limiting the foregoing, CONTRACTOR acknowledges and agrees that:  CITY will not withhold FICA (Social Security) from CONTRACTOR’S payments;  CITY will not make state or federal unemployment insurance contributions on CONTRACTOR’S behalf;  CITY will not withhold state or federal income tax from payment to CONTRACTOR;  CITY will not make disability insurance contributions on behalf of CONTRACTOR;  CITY will not obtain workers’ compensation insurance on behalf of CONTRACTOR. G. Prevailing Wage CONTRACTOR agrees and acknowledges that it is its obligation to determine whether, and to what extent, any work performed is or any workers employed relative to any construction to be performed under this Agreement are subject to any Codes, Ordinances, Resolutions, Rules and other Regulations and established policies of CITY and the laws of the State of California and the United States, including, without limitation, the California Labor Code and Public Contract Code relating to public contracting and prevailing wage requirements (“Prevailing Wage Laws”). To the extent Prevailing Wage Laws apply to work performed or workers employed for the purpose of performing work under this Agreement, CONTRACTOR shall fully comply with and ensure that all workers and/or subcontractors are informed of and comply with all Prevailing Wage Laws and specifically any applicable requirement of California Labor Code Sections 1720 et seq. and 1770 et seq. and the regulations thereunder, which require the payment of prevailing wage rates based on labor classification, as determined by the State of California, and the performance of other requirements on certain “public works” or “maintenance” projects. It is the duty of CONTRACTOR to post a copy of applicable prevailing wages at the job site. Prevailing wage information may be obtained at www.dir.ca.gov. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 4835-2267-0361v1 LAC\04706083 -5- ARTICLE 6. OBLIGATIONS OF CITY A. Cooperation of City CITY agrees to respond to all reasonable requests of CONTRACTOR and provide access, at reasonable times following receipt by CITY of reasonable notice, to all documents reasonably necessary to the performance of CONTRACTOR’S duties under this Agreement. B. Assignment CITY may assign this Agreement or any duties or obligations thereunder to a successor governmental entity without the consent of CONTRACTOR. Such assignment shall not release CONTRACTOR from any of CONTRACTOR’S duties or obligations under this Agreement. ARTICLE 7. TERMINATION OF AGREEMENT A. Sale of CONTRACTOR’s Business/ Death of CONTRACTOR CONTRACTOR shall notify CITY of the proposed sale of CONTRACTOR’s business no later than thirty (30) days prior to any such sale. CITY shall have the option of terminating this Agreement within thirty (30) days after receiving such notice of sale. Any such CITY termination pursuant to this Article 7.A shall be in writing and sent to the address for notices to CONTRACTOR set forth in Exhibit A, Subsection V.H., no later than thirty (30) days after CITY’ receipt of such notice of sale. If CONTRACTOR is an individual, this Agreement shall be deemed automatically terminated upon death of CONTRACTOR. B. Termination by City for Default of CONTRACTOR Should CONTRACTOR default in the performance of this Agreement or materially breach any of its provisions, CITY, at CITY’S option, may terminate this Agreement by giving written notification to CONTRACTOR. For the purposes of this section, material breach of this Agreement shall include, but not be limited to the following: 1. CONTRACTOR’S failure to professionally and/or timely perform any of the services contemplated by this Agreement. 2. CONTRACTOR’S breach of any of its representations, warranties or covenants contained in this Agreement. CONTRACTOR shall be entitled to payment only for work completed in accordance with the terms of this Agreement through the date of the termination notice, as reasonably determined by CITY, provided that such payment shall not exceed the amounts set forth in this Agreement for the tasks described on Exhibit C” which have been fully, competently and timely rendered by CONTRACTOR. Notwithstanding the foregoing, if CITY terminates this Agreement due to CONTRACTOR’S default in the performance of this Agreement or material breach by CONTRACTOR of any of its provisions, then in addition to any other rights and remedies CITY Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 4835-2267-0361v1 LAC\04706083 -6- may have, CONTRACTOR shall reimburse CITY, within ten (10) days after demand, for any and all costs and expenses incurred by CITY in order to complete the tasks constituting the scope of work as described in this Agreement, to the extent such costs and expenses exceed the amounts CITY would have been obligated to pay CONTRACTOR for the performance of that task pursuant to this Agreement. C. Termination for Failure to Make Agreed-Upon Payments Should CITY fail to pay CONTRACTOR all or any part of the compensation set forth in Article 4 of this Agreement on the date due, then if and only if such nonpayment constitutes a default under this Agreement, CONTRACTOR, at the CONTRACTOR’S option, may terminate this Agreement if such default is not remedied by CITY within thirty (30) days after demand for such payment is given by CONTRACTOR to CITY. D. Transition after Termination Upon termination, CONTRACTOR shall immediately stop work, unless cessation could potentially cause any damage or harm to person or property, in which case CONTRACTOR shall cease such work as soon as it is safe to do so. CONTRACTOR shall incur no further expenses in connection with this Agreement. CONTRACTOR shall promptly deliver to CITY all work done toward completion of the services required hereunder, and shall act in such a manner as to facilitate any the assumption of CONTRACTOR’s duties by any new CONTRACTOR hired by the CITY to complete such services. ARTICLE 8. GENERAL PROVISIONS A. Amendment & Modification No amendments, modifications, alterations or changes to the terms of this Agreement shall be effective unless and until made in a writing signed by both parties hereto. B. Americans with Disabilities Act of 1990 Throughout the term of this Agreement, the CONTRACTOR shall comply fully with all applicable provisions of the Americans with Disabilities Act of 1990 (“the Act”) in its current form and as it may be amended from time to time. CONTRACTOR shall also require such compliance of all subcontractors performing work under this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 above. The CONTRACTOR shall defend with counsel acceptable to CITY, indemnify and hold harmless the CITY OF GILROY, its officers, employees, agents and representatives from and against all suits, claims, demands, damages, costs, causes of action, losses, liabilities, expenses and fees, including without limitation reasonable attorneys’ fees, that may arise out of any violations of the Act by the CONTRACTOR, its subcontractors, or the officers, employees, agents or representatives of either. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 4835-2267-0361v1 LAC\04706083 -7- C. Attorneys’ Fees If any action at law or in equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party will be entitled to reasonable attorneys’ fees, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which that party may be entitled. D. Captions The captions and headings of the various sections, paragraphs and subparagraphs of the Agreement are for convenience only and shall not be considered nor referred to for resolving questions of interpretation. E. Compliance with Laws The CONTRACTOR shall keep itself informed of all State and National laws and all municipal ordinances and regulations of the CITY which in any manner affect those engaged or employed in the work, or the materials used in the work, or which in any way affect the conduct of the work, and of all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Without limiting the foregoing, CONTRACTOR agrees to observe the provisions of the Municipal Code of the CITY OF GILROY, obligating every contractor or subcontractor under a contract or subcontract to the CITY OF GILROY for public works or for goods or services to refrain from discriminatory employment or subcontracting practices on the basis of the race, color, sex, religious creed, national origin, ancestry of any employee, applicant for employment, or any potential subcontractor. F. Conflict of Interest CONTRACTOR certifies that to the best of its knowledge, no CITY employee or office of any public agency interested in this Agreement has any pecuniary interest in the business of CONTRACTOR and that no person associated with CONTRACTOR has any interest that would constitute a conflict of interest in any manner or degree as to the execution or performance of this Agreement. G. Entire Agreement This Agreement supersedes any and all prior agreements, whether oral or written, between the parties hereto with respect to the rendering of services by CONTRACTOR for CITY and contains all the covenants and agreements between the parties with respect to the rendering of such services in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement or promise not contained in this Agreement shall be valid or binding. No other agreements or conversation with any officer, agent or employee of CITY prior to execution of this Agreement shall affect or modify any of the terms or obligations contained in any documents comprising this Agreement. Such other agreements or conversations shall be considered as unofficial information and in no way binding upon CITY. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 4835-2267-0361v1 LAC\04706083 -8- H. Governing Law and Venue This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to the conflict of laws provisions of any jurisdiction. The exclusive jurisdiction and venue with respect to any and all disputes arising hereunder shall be in state and federal courts located in Santa Clara County, California. I. Notices Any notice to be given hereunder by either party to the other may be effected either by personal delivery in writing or by mail, registered or certified, postage prepaid with return receipt requested. Mailed notices shall be addressed to the parties at the addresses appearing in Exhibit “A”, Section V.H. but each party may change the address by written notice in accordance with this paragraph. Notices delivered personally will be deemed delivered as of actual receipt; mailed notices will be deemed delivered as of three (3) days after mailing. J. Partial Invalidity If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way. K. Time of the Essence All dates and times referred to in this Agreement are of the essence. L. Waiver CONTRACTOR agrees that waiver by CITY of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Executed at Gilroy, California, on the date and year first above written. CONTRACTOR: CITY: Alpine Landscapes CITY OF GILROY By: By: Name: Name: Jimmy Forbis Title: Title: City Administrator Social Security or Taxpayer Identification Number Ryan Dinsmore President 77-0295843 Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 4835-2267-0361v1 LAC\04706083 -9- Approved as to Form ATTEST: City Attorney Interim City Clerk Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 4835-2267-0361v1 LAC\04706083 -1- EXHIBIT “A” SPECIFIC PROVISIONS I. PROJECT MANAGER CONTRACTOR shall provide the services indicated on the attached Exhibit “B”, Scope of Services (“Services”). (All exhibits referenced are incorporated herein by reference.) To accomplish that end, CONTRACTOR agrees to assign Ryan Dinsmore, who will act in the capacity of Project Manager, and who will personally direct such Services. Except as may be specified elsewhere in this Agreement, CONTRACTOR shall furnish all technical and professional services including labor, material, equipment, transportation, supervision and expertise to perform all operations necessary and required to complete the Services in accordance with the terms of this Agreement. II. NOTICE TO PROCEED/COMPLETION OF SERVICE A. NOTICE TO PROCEED CONTRACTOR shall commence the Services upon delivery to CONTRACTOR of a written “Notice to Proceed”, which Notice to Proceed shall be in the form of a written communication from designated City contact person(s). Notice to Proceed may be in the form of e-mail, fax or letter authorizing commencement of the Services. For purposes of this Agreement, John Sousa shall be the designated City contact person(s). Notice to Proceed shall be deemed to have been delivered upon actual receipt by CONTRACTOR or if otherwise delivered as provided in the Section V.H. (“Notices”) of this Exhibit “A”. B. COMPLETION OF SERVICES When CITY determines that CONTRACTOR has completed all of the Services in accordance with the terms of this Agreement, CITY shall give CONTRACTOR written Notice of Final Acceptance, and CONTRACTOR shall not incur any further costs hereunder. CONTRACTOR may request this determination of completion when, in its opinion, it has completed all of the Services as required by the terms of this Agreement and, if so requested, CITY shall make this determination within two (2) weeks of such request, or if CITY determines that CONTRACTOR has not completed all of such Services as required by this Agreement, CITY shall so inform CONTRACTOR within this two (2) week period. III. PROGRESS SCHEDULE The schedule for performance and completion of the Services will be as set forth in the attached Exhibit “C”. IV. PAYMENT OF FEES AND DIRECT EXPENSES Payments shall be made to CONTRACTOR as provided for in Article 4 of this Agreement. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 4835-2267-0361v1 LAC\04706083 -2- Direct expenses are charges and fees not included in Exhibit “B”. CITY shall be obligated to pay only for those direct expenses which have been previously approved in writing by CITY. CONTRACTOR shall obtain written approval from CITY prior to incurring or billing of direct expenses. Copies of pertinent financial records, including invoices, will be included with the submission of billing(s) for all direct expenses. V. OTHER PROVISIONS A. STANDARD OF WORKMANSHIP CONTRACTOR represents and warrants that it has the qualifications, skills and licenses necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and CITY expressly relies upon CONTRACTOR’S representations and warranties regarding its skills, qualifications and licenses. CONTRACTOR shall perform such Services and duties in conformance to and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Any plans, designs, specifications, estimates, calculations, reports and other documents furnished under this Agreement shall be of a quality acceptable to CITY. The minimum criteria for acceptance shall be a product of neat appearance, well-organized, technically and grammatically correct, checked and having the maker and checker identified. The minimum standard of appearance, organization and content of the drawings shall be that used by CITY for similar purposes. B. RESPONSIBILITY OF CONTRACTOR CONTRACTOR shall be responsible for the professional quality, technical accuracy, and the coordination of the Services furnished by it under this Agreement. CONTRACTOR shall not be responsible for the accuracy of any project or technical information provided by the CITY. The CITY’S review, acceptance or payment for any of the Services shall not be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement, and CONTRACTOR shall be and remain liable to CITY in accordance with applicable law for all damages to CITY caused by CONTRACTOR’S negligent performance of any of the services furnished under this Agreement. C. RIGHT OF CITY TO INSPECT RECORDS OF CONTRACTOR CITY, through its authorized employees, representatives or agents, shall have the right, at any and all reasonable times, to audit the books and records (including, but not limited to, invoices, vouchers, canceled checks, time cards, etc.) of CONTRACTOR for the purpose of verifying any and all charges made by CONTRACTOR in connection with this Agreement. CONTRACTOR shall maintain for a minimum period of three (3) years (from the date of final payment to CONTRACTOR), or for any longer period required by law, sufficient books and records in accordance with standard California accounting practices to establish the correctness of all charges submitted to CITY by CONTRACTOR, all of which shall be made available to CITY at the CITY’s offices within five (5) business days after CITY’s request. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 4835-2267-0361v1 LAC\04706083 -3- D. CONFIDENTIALITY OF MATERIAL All ideas, memoranda, specifications, plans, manufacturing procedures, data (including, but not limited to, computer data and source code), drawings, descriptions, documents, discussions or other information developed or received by or for CONTRACTOR and all other written and oral information developed or received by or for CONTRACTOR and all other written and oral information submitted to CONTRACTOR in connection with the performance of this Agreement shall be held confidential by CONTRACTOR and shall not, without the prior written consent of CITY, be used for any purposes other than the performance of the Services, nor be disclosed to an entity not connected with the performance of the such Services. Nothing furnished to CONTRACTOR which is otherwise known to CONTRACTOR or is or becomes generally known to the related industry (other than that which becomes generally known as the result of CONTRACTOR’S disclosure thereof) shall be deemed confidential. CONTRACTOR shall not use CITY’S name or insignia, or distribute publicity pertaining to the services rendered under this Agreement in any magazine, trade paper, newspaper or other medium without the express written consent of CITY. E. NO PLEDGING OF CITY’S CREDIT. Under no circumstances shall CONTRACTOR have the authority or power to pledge the credit of CITY or incur any obligation in the name of CITY. F. OWNERSHIP OF MATERIAL. All material including, but not limited to, computer information, data and source code, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports and other material developed, collected, prepared (or caused to be prepared) under this Agreement shall be the property of CITY, but CONTRACTOR may retain and use copies thereof subject to Section V.D of this Exhibit “A”. CITY shall not be limited in any way in its use of said material at any time for any work, whether or not associated with the City project for which the Services are performed. However, CONTRACTOR shall not be responsible for, and City shall indemnify CONTRACTOR from, damages resulting from the use of said material for work other than PROJECT, including, but not limited to, the release of this material to third parties for work other than on PROJECT. G. NO THIRD PARTY BENEFICIARY. This Agreement shall not be construed or deemed to be an agreement for the benefit of any third party or parties, and no third party or parties shall have any claim or right of action hereunder for any cause whatsoever. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 4835-2267-0361v1 LAC\04706083 -4- H. NOTICES. Notices are to be sent as follows: CITY: John Sousa City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 CONTRACTOR: Ryan Dinsmore Alpine Landscapes 8787 Monterey Road Gilroy, CA 95020 I. FEDERAL FUNDING REQUIREMENTS. If the box to the left of this sentence is checked, this Agreement involves federal funding and the requirements of this Section V.I. apply. If the box to the left of this sentence is checked, this Agreement does not involve federal funding and the requirements of this Section V.I. do not apply. 1. DBE Program CONTRACTOR shall comply with the requirements of Title 49, Part 26, Code of Federal Regulations (49 CFR 26) and the City-adopted Disadvantaged Business Enterprise programs. 2. Cost Principles Federal Acquisition Regulations in Title 48, CFR 31, shall be used to determine the allowable cost for individual items. 3. Covenant against Contingent Fees The CONTRACTOR warrants that he/she has not employed or retained any company or person, other than a bona fide employee working for the CONTRACTOR, to solicit or secure this Agreement, and that he/she has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other consideration, contingent upon or resulting from the award or formation of this Agreement. For breach or violation of this warranty, the Local Agency shall have the right to annul this Agreement without liability or, at its discretion, to deduct from the agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 -5- EXHIBIT “B” SCOPE OF SERVICES LANDSCAPE MAINTENANCE AREAS Landscape maintenance areas shall consist of City parks, landscaped City facilities, slope areas, medians, streetscapes, trails, and drainage channels identified in the Contract Landscape Location Information Sheets. These areas shall include all turf, trees, shrubs, ground covers, planters, slopes, vines, sidewalks, paths, courts, courtyards, decks, park equipment, BBQs and group BBQ facilities, parking lots, roadways, medians, open space areas, gutters, v-ditches, bicycle trails, street barriers, fence lines and irrigation systems. NORMAL HOURS AND DAYS OF MAINTENANCE SERVICES • Contractor shall perform the required maintenance service Monday-Friday between the hours of 6:00 AM and 6:00 PM. Maintenance functions that generate excess noise causing annoyance to residents of the area are not permitted. • The Contractor shall conduct the work at all times in a manner which will not interfere with normal recreation programs, special events, pedestrian traffic on adjacent sidewalks, or vehicular traffic on adjacent streets. • Any modification in the hours and days of maintenance as stated in the Contractor’s service schedules/calendars are subject to approval by the City. PERSONNEL • Positive public relations are an important part of this contract service. Services provided under the City-Wide landscape services contract are a critical part of providing and maintaining public use facilities. Contract staff servers a vital role in delivering these public services. Contract staff must maintain both professional image and behavior whenever in contact with citizens. Contract staff shall be trained on how to conduct themselves during public contact and simultaneously provide the appropriate customer service. Contract staff must always maintain a neat and clean appearance and must be easily identified with apparel bearing a company insignia such as a safety vest. • A background review and security clearance for all on-site contract employees is required. Contractor shall provide all needed information to the City’s representative and make employees available for fingerprinting at a site to be determined. Contractor shall provide any background information needed for the Department of Justice (DOJ) and the Department of Motor Vehicles (DMV) driver’s record review. Furthermore, a one-time drug testing or evidence of a drug screening may be required for background review. All costs for background checks are the responsibility of the Contractor. • The contractor shall provide personnel that is fully trained in all phases of landscape irrigation systems operation, maintenance, adjustments, and repair. Contract staff shall have knowledge of repairing all types of components to include irrigation controllers, valves, moisture-sensing devices, sprinkler heads, and with all brands and models of irrigation equipment used within the City. • The Contractor shall provide personnel knowledgeable of, and proficient in, current water management concepts, with the capability of working with City staff in implementing more advanced water management strategies. • The Contractor shall provide personnel capable of verbal and written communication in professional level English. The Site Supervisor and Irrigation Tech shall have a cell phone with email access. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 -6- • The City expects the Contractor’s staff to give City representative(s) all items lost or misplaced by the general public, regardless of perceived value, found on contract sites. The Contractor shall communicate this expectation to all employees. • Contract employees shall carry an ID badge with their photo that is visible on their uniform or safety vests. • The City will provide mandatory BMP (Best Management Practices) training for all contract landscape maintenance staff regarding Storm Water Management and operational best practices. City will provide Spanish/English translator. • Contractor’s representative(s) shall attend the City’s annual traffic safety class. This should include those in those in charge of setting up traffic control for Contractor. SERVICE CHANGES The City reserves the right to make additions, deletions, revisions and/or otherwise modify the General and Specific Landscape Maintenance Specifications or change the frequency of the services during the contract period. A Request for Quote will be issued for additional service work or one-time contract work. A change order will be issued with a two-week notice. Any change in specification that causes the contractor to suffer additional expenses shall be adjusted based on the Fee Schedule or negotiated upon written justification. VANDALISM AND REPAIR OF DAMAGE Contractor shall report to the City Representative(s) any damage to City property, including, but not limited to, vandalism, natural disaster, and third-party negligence. If the Contractor, its employees or subcontractors cause damage to any City facility, then the Contractor shall repair such damage at its own cost within a reasonable time or the City may repair such damage and the cost thereof shall be deducted from monies due to the Contractor from the City. PROTECTION OF EXISTING SITES AND STRUCTURES The Contractor shall protect from damage all existing sites, structures, and utilities both above surface and underground on the City’s property. Any damage to City property deemed to be caused by the Contractor’s negligence or failure to use due care shall be corrected or paid for by the Contractor at no cost to the City. If the City requests or directs the Contractor to perform work in a given area, Contractor shall verify and locate any underground utilities. This does not release the Contractor’s duty to take reasonable precautions when working in these areas. Any damage or problems shall be reported immediately to the City. SERVICE FREQUENCY AND SCHEDULES Inspect and service every site based on the sample with once per week as a base standard. Varying frequencies may be approved as necessary to ensure specifications and standards are met. The Contractor shall, within ten (10) working days before the effective date of the Contract, submit a work schedule to the City’s representative(s) for review and approval. Work schedule shall be based on a 12- month calendar identifying and delineating the time frames for the required work by the day of the week. The Contractor shall submit revised schedules/calendars when actual performance differs substantially from planned performance. Revisions shall be submitted to the City’s representative(s) for review and, if appropriate, approval would be granted within five (5) working days prior to scheduled time for the work. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 -7- At the discretion of City staff, weekly inspection meetings will be held (or more frequently if deemed necessary by the City) between the Contractor and the City representative(s). Meetings are to be scheduled to determine progress, review weekly site inspections, and address any changes in schedules, problem areas, etc. Contractor shall notify the City, in writing via email, at least two (2) weeks prior to the date and time of all pre-approved “Specialty Functions”. “Specialty Functions” are defined as: • Fertilization • Tree Trimming/Management • Aeration of Turf Performance During Inclement Weather During the periods that rainfall hinders normal operations, the Contractor shall adjust its workforce to accomplish those activities that are not affected by weather. The prime factors in assigning work shall be the safety of the workforce and damage to landscaping. Leaf and down branch pickup and drain cleaning are a high priority. Contractor shall continue landscape tasks that can be safely performed in the rain such as sidewalk pruning, low limb removal, or items that the Contractor’s inspector discovers. EXTRA WORK/EXCLUDED WORK The following tasks shall be treated as extra work items: • Soil Testing • Major Tree Trimming. Major tree trimming is defined as work that requires an aerial lift, tree climbing or work that is unable to be completed from the ground with a pole saw, or a pole chainsaw. • Filling of holes in turf or shrub beds. • Major irrigation repairs such as controllers, mainline repairs, valve replacement, and irrigation wire repairs, pumps, and backflow devices (see Irrigation) • Turf over seeding and top dressing will be handled by City staff. • Doggie Bag Dispenser maintenance and replenishment of bags. • Electrical system maintenance and repairs. GARBAGE, LITTER AND DEBRIS REMOVAL • Garbage, litter, and debris shall be removed as needed to prevent citizen complaints and prepare turf areas for mowing and general facility use. Trash containers shall be serviced and emptied when 1/3 full or when there is a detectable odor. • Litter and plant debris will be removed from landscaped, hardscape, and adjacent open space areas on a regular basis to achieve neat, clean, and attractive facilities. Landscape debris will not be blown into streets and left unless collection of such debris has been previously approved and coordinated with City staff. • Heavy litter and garbage days will require that multiple service vehicles and staff be provided. Aggressive mobile staffing levels for cleanup will be needed on Sundays, Mondays, and the day after holidays are observed to ensure prompt removal of litter and garbage at contract sites. • Shopping carts and garage sale signs in and on the perimeter of contract sites shall be considered a part of the garbage and litter removal service. Functioning shopping carts are to be placed in the corner of the employee parking lot. Non-functional shopping carts are to be loaded into the metal bin at the Corporation Yard. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 -8- • Disposal of garbage, litter, and debris shall be made at the City Corporation Yard disposal areas and any available on-site trash dumpsters. Alternate yard waste disposal sites other than the City’s Corporation Yard may become available and will be reported to the Contractor by the City representative. Contractor shall also have dumping capabilities so that waste can be kept inside the bunker at the City’s Corporation Yard. LANDSCAPE MAINTENANCE (FACILITIES, PARKS, TRAILS, SLOPE AREAS, PARKING LOTS) A. GENERAL (Items below to be completed per Service Schedule) • All animal feces or other materials detrimental to human health shall be removed per the Service Schedule. • All broken glass and sharp objects shall be removed per the Service Schedule. • All areas shall be inspected per the Service Schedule and maintained in a neat, clean, and safe condition at all times. • All areas shall have leave and debris removed per the Service Schedule. • All areas shall be inspected for vandalism, safety hazards, and serviceability per the Service Schedule. Deficiencies shall be reported immediately to the City Representative(s) via email. • All sidewalks within the City areas shall be swept or cleaned, if necessary, to remove any glass or heavy debris. • All sidewalk areas abutting maintained areas shall be cleaned when soiled by Contractor’s operations, and at other times, as required. • All leaves, paper, and debris shall be removed from landscaped areas and disposed of offsite. • Trashcans provided by the City shall be emptied per the Service Schedule. Contractor shall provide plastic liners for all trashcans at Contractor’s expense per the Service Schedule. • All “V” drains shall be kept free of vegetation, debris, and algae to allow unrestricted water flow. • All other drainage facilities shall be cleaned of vegetation and debris. All grates shall be tested for security and refastened as necessary. Missing or damaged grates shall be reported to the City. B. HARD SURFACE AREAS • All areas shall be swept weekly to remove all deposits of silt and/or sand. Any unsafe condition shall be removed upon discovery per the Service Schedule. • All areas shall be inspected per the Service Schedule and maintained in a neat, clean, and safe condition at all times. PLANT CARE The latest edition of the Sunset Western Garden Book shall be the general guideline and reference tool for care and maintenance of all plant material. A. SHRUBS AND GROUND COVERS • Pruning will be done in a manner to enhance the natural form of the plant and maintain the design intent for the landscape. However, there are, or can be landscaped areas with security concerns that will require alternate pruning for safety visibility. The City representative will notify Contractor of special pruning sites. • Typically, shrubs which are planted along walls and fences should be maintained in a manner which will allow the plant material to soften the hard, structural feature. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 -9- • Where the design intent is to have sweeps of shrubs, the plants shall be allowed to grow together. • In some areas, it may be more appropriate to remove some shrubs entirely and allow adjacent plant material to fill in rather than try to keep the plants in bounds with repeated pruning. • Keep shrubs and ground over 6”-12” from buildings, walls, trees, and shrubs. Shrubs and ground cover shall not be allowed to encroach upon walks or curbs. • City will provide a species-specific and site-specific pruning guideline appendix for selected plants to the Contractor who is awarded the contract. • Examples of the City’s expectation of plant care are as follows: i. Vines and overhead vegetation (up to 18’) on or over hanging walls/boundary fences shall be trimmed from growing on private property, i.e. back side of wall. This does not apply to existing vines that have already overgrown. If adjacent property owner request ivy or vegetation trimmed from the top of the wall, the Contractor shall be required to remove it. ii. Hedge plants shall be allowed to grow together. iii. Rosemary and like ground covers to be cut back to 8-12” in height, except where rosemary is already overgrown. iv. Ornamental grass is to be pruned back during the winter months. v. Ground cover roses are encouraged to grow together and are to be kept under 24” in height. vi. Ground cover roses are to be encouraged to grow together and are to be kept under 18”-24” in height. vii. Spring flowering perennials are to be cut back after flowering. Examples are lavender and daylilies. viii. A three-foot radius of free space shall be maintained around all fire hydrants. Low ground (under 6”) cover is acceptable. ix. Allow plants to grow to their natural shape x. All shrubs and ground cover are to be trimmed not to interfere with irrigation operation or to encroach on to private property or Right-of-Way. Line of sight traffic safety issues as identified by the City’s Engineering Department will also determine proper height and appearance. xi. All dead, diseased, and unsightly branches, vines or other growth shall be removed as they develop. xii. All shrubs are to be trimmed symmetrically in natural form and proportion, but not to interfere with vehicular and pedestrian clearance, visibility, and access, unless otherwise directed by a City’s representative. Prune shrubs to encourage healthy growth habits, natural form and proportion, symmetrical appearance, and proper vertical and horizontal clearance. Line of sight traffic safety issues as identified by City Contract Inspector will also determine proper height and appearance. B. TRIMMING AND CARE OF TREES • Qualified professional personnel shall perform all pruning. Only recognized an approved methods, techniques, and standards shall be used. Trees pruned improperly or damaged will be replaced by Contractor with plants of the same appropriate size as determined by the City inspector. • All tree pruning shall conform to the Best Management Practices for Trees published by the International Society of Arboriculture and adhere to the most recent edition of the American National Standards for Maintenance Tree Care Operations (ANSI A330) Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 -10- • Contractor shall raise trees as needed or directed by City staff and/or designated representative. • Pruning of trees shall be done for the following conditions: i. To maintain clearance for pedestrians (8’), roadways for vehicles (15’), or from facilities (5’). ii. Property line/boundary pruning for both balance and good neighbor pruning for sound walls, parks, and pump station areas. iii. To provide visibility site lines of pedestrians and motorists. iv. To maintain walkways and maintenance bands free from obstruction and/or safety issues. v. To improve or enhance tree growth. vi. To eliminate or reduce potentially unsafe conditions. vii. To correct shape, particularly for wind disfigurements. • Remove no more than 20% of live foliage within the trees during one pruning operation. • All cuts shall be thinning cuts as opposed to heading cuts. This means leaving a lateral branch no less than 1/3 of the diameter of the parent branch, or completely removing the branch at its point of origin. • All cuts shall be distal to the branch bark ridge, or if present, the branch collar. The cuts shall be close to but shall not injure the branch collar. • Interior branches shall not be stripped out. Lion tailing is not permitted. • Contractor shall prune young trees under 18’ in height to develop permanent scaffold branches, remove crossing branches, remove diseased or damaged growth, or eliminate narrow branch crotches. • Major tree trimming is not included. Major tree trimming is defined as work that requires an aerial lift, tree climbing or work that can’t be performed from the ground with a pole saw or pole chainsaw. • Trees shall be inspected regularly for hazardous conditions. Corrective action shall be promptly performed by the Contractor and the City shall be notified. • Contractor to coordinate with City staff on large pruning projects so that the City can chip branches. A notification of ten (10) working days is required in non-emergency conditions. • Periodic re-staking and tying shall be completed as needed. Plant ties shall be checked frequently and adjusted to prevent girdling. Trees shall not rub against stakes at any time. When trees no longer require the support of stakes, contact the City for authorization to remove stakes and ties. • Young trees which are leaning due to underdeveloped truck caliper will be staked at the direction of the City. • Fallen trees or branches shall be promptly removed. Promptly notify the City for any large trees that are down. C. Planting • Base planting to be used on existing plant type on landscape sites • Material and labor to be included. • The City may request quotes on specific types and quantities of plants. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 -11- LANDSCAPED ROADWAYS, ROUNDABOUTS, AND MEDIANS • The Scope of Work for medians not only includes the landscaped areas but also those areas of the median that are attached or directly adjacent to cobble/concrete hardscape per its design. Noses and turn lanes are examples of this condition. • Non-landscaped medians that are not included in Attachment B are to kept weed-free and litter shall be picked up weekly. • Plant material shall not be allowed to obstruct any site line of vehicular traffic and shall be kept below 36” in height from the road surface in any areas where traffic site liens may be impacted. City Traffic Engineer and Landscape Inspector may provide direction as requested for proper maintenance. • Irrigation shall be adjusted and inspected as often as needed to ensure no unsafe condition is created by irrigation run-off onto road surface or over spray onto vehicles. • All maintenance personnel shall wear Class 3 Safety Vests while working on medians. At no time shall major work be performed in the roadway without City-approved Traffic Control Plan and all required traffic control signage in place. • Contractor is responsible for ensuring that all median maintenance is performed in a safe manner and that no hazard is created by such operation. • When closing a lane for landscape maintenance work, an electric sign board (arrow) shall be used in high speed and/or high traffic areas i.e. Santa Teresa. Work shall only be performed on the closed lane side. • Cones are to be bright orange in color. Old and faded cones are not acceptable and should be replaced immediately. • Notify City staff via email when high speed or high traffic areas are to be serviced. • If the work to be performed in medians and roundabouts will take less time to complete than the time it takes to set up traffic control, then no traffic control is necessary. Examples of this would be weed spraying, litter control or irrigation maintenance. TURF CARE A. TURF MOWING i. The Contractor shall not mow or use any equipment of turf areas when frost is present or if the turf is saturated, or standing water is present. Mowing should not begin until turf area is free of litter and trash. ii. Mowing shall be accomplished with rotary mulching mowers. Blades shall be kept sharp to produce a clean cut. Mowers shall be kept clean and free of fuel, oil, hydraulic fluid, and grease leaks. iii. Mowing equipment shall be washed between sites to minimize the spread of weed seeds. iv. Mowing patterns shall be alternated to avoid creating ruts and compaction. v. Use caution when mowing berms or uneven aeras to avoid scalping turf. Rodent dirt mounds need to be knocked down, spread, or removed so as to reduce turf loss until rodent activity is abated vi. Mowing shall typically be performed as needed from December through March and at least weekly from April through November. This is only a guide and will vary based on weather. Mowing shall be frequent enough so that no more than 1/3 of the leaf is removed at each mowing. During active growing season, mowing may need to be done twice weekly on play fields. Mowing height shall be 3 ½ unless otherwise directed by City staff. Sports Field mowing heights may change during seasonal play. vii. All clippings shall be efficiently mulched to leave no visible trace or picked and removed Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 -12- only when necessary. Clippings are to be removed and brought to a designated dumping site. At no time shall unsightly clippings be left before vacating site following mowing operation. viii. Contractor shall have a spare mower of comparable size available within 24 hours of a mower breaking down. ix. Keep grass clippings away from waterways and out of the street. B. TURF AERATION i. All turf (not including the no-mow turf) shall be core aerated in September/October and again in April. a. Cores should be reincorporated into the turf. b. Core size should be ½” in diameter c. Alternate methods of relieving compaction may be authorized by the City. ii. Prior to any cultivation activity, all irrigation heads, valves, and utility boxes shall be flagged. The soil shall be allowed to dry prior to cultivation. C. EDGING i. When turf abuts concrete walkways or concrete mow band, turf shall be edged with a metal blade edger. If a spin trimmer is required to edge around utility boxes, or wooden header boards, it shall be held so that the cut is vertical. A bevel cut will not be used. After mowing or edging hardscape (walks/drives/patios/streets) shall be swept or blown clean. Debris will not be left in street gutters or removed before vacating the site. ii. Tree wells are to be maintained with a neat turf edge and wells shall be kept weed free. iii. Chemical edging shall not be used anywhere. D. TURF FERTILIZATION i. Fertilization schedule for all turf shall be as follows: a. March/April 44-0-0 Polyplus SL b. Late August, Early September 16-8-8 c. November 44-0-0 65% Polyplus SL Urea ii. Fertilizer use shall be reported with pesticide use. E. TURF PEST CONTROL i. Weeds – All turf grass in the CFD areas are relatively new with very few broadleaf weeds. At this time, it is recommended that broadleaf weeds be manually removed, or spot sprayed. PEST CONTROL • Non-Turf Weed Control Plan – Develop an annual weed control plan that would produce a cost- effective approach that also provides high quality results for shrubs and ground cover, annual flowers, bicycle/walking trails, open space edges/post and cable/fence lines and hardscape (cracks and crevices) including sidewalk and curb and gutter frontages. Control weeds with pre- emergent herbicides and selective systematic herbicides or through mechanical means, i.e. mowing, hoeing, and weed whipping. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 -13- • Written Pest Control Recommendations – A written pest control recommendation from a licensed pest control advisor will be required for all pesticide applications. The Contractor shall provide copies of all recommendations to the City at least five (5) working days prior to application. Recommendation shall take into consideration drainage to waterways (Uvas Creek), drain inlets, and adjacent schools. Recommendation shall evaluate pesticides used and application activities performed. The recommendation should also identify pollution prevention and source control opportunities. • Prohibit application of pesticides, herbicides, and fertilizers as required by DPR 11-004 Prevention of Surface Water Contamination by Pesticides enacted by the Department of Pesticide Regulation. • No spraying shall be within 48 hours of predicted rainfall with greater than 50% probability as predicted by the National Oceanic and Atmospheric Administration (NOAA). • Collect and properly dispose of unused pesticides, herbicides, and fertilizer containers. • Spraying of weeds in playground areas is strictly prohibited. Weeds are to be manually removed. • Reoccurring unwanted plants (i.e. berry bushes, poison oak) are to be sprayed to kill plant roots or removed by digging up system. • Trees in Turf – Maintain a minimum of a 3’ weed free radius. • Product Use Summary – Prior to the 15th of each month, the Contractor shall provide the City a summary of pesticides used the prior month. Contractor is to provide the product’s Environmental Protection Agency (EPA) registration number as well as the amount of product used. • Posting – Post all entry areas with spray notices when showing intent to spray public use areas. Verbally notify public visitors when spot spraying when in the area. Remove facility spray notices when spraying is complete unless product label requires different posting requirements. • Molluscicides should be iron phosphate based or other City approved control. • Pest Control Licensing – The Contractor shall have a qualified person who holds the appropriate California Department of Pesticide Regulations licensing oversee all pesticide applications. If restricted materials are used, the applicator must be licensed. • Trails – Keep all trails shoulders free of weeds 2’ from any trail hardscape edges. Concrete fences shall be kept weed free 12” into preserve areas. • Minimal insect control is practiced and is to be handled on a case-by-case basis. Contractor shall make the City aware of any pest problems and provide the City with a pest control recommendation along with a quote for future work. The City will not be charged for this service. • Minimal disease control is practiced and is to be handled on a case-by-case basis and will be charged as extra. • Rodent Control A. All mounds, burrows, or other minor damage shall be discovered in a timely manner and repaired by Contractor. Rodent problems should be identified and reported to the City in their early stages as part of weekly inspections before causing critical damage to areas. Lack of early discovery will be considered negligence on the part of the Contractor. Depending on the scope of the problem, rodent control in the form of baiting or trapping will be recommended and work will be subsequently scheduled. B. Gopher • The Contractor shall obtain a written pest control recommendation from a licensed Pest Control Advisor for baiting for gopher control. All bait shall be placed below ground in the burrow system. Any spilled bait shall be promptly picked up. Any deceased gophers found on the surface shall be collected and properly disposed of. • If trapping is to be used, all State Regulations must be followed. Contractor shall notify and obtain City approval on sites and locations. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 -14- • The contractor shall comply with all other provisions of pesticide requirements. • The contractor shall promptly remove or disperse any soil mounds discovered on the turf. • Contractor to give city a per-treatment per site price. A total of ten site visits will be included in the price but charged as work as needed. The City will not be charged if it is determined no rodent control is necessary. • No chemical control of rodents in Low Impact Development Structural Control Measures such as bioretention ponds, bio-swales, or infiltration ponds of any kind. C. Ground squirrel control shall be handled on a case-by-case basis and coordinated with the City representative. Ground squirrels will be treated as an additional cost and is not included in this contract. IRRIGATION • Contractor and its employees shall inspect and test all irrigation systems for system operability, component malfunctions and adjust schedules to address weather changes and irrigation requirements on a biweekly basis. Any signs of irrigation malfunctions will be immediately addressed, and system checks will become as frequent as necessary to ensure problems are fully resolved without any further damage. These inspections may also become more frequent in certain areas that are under observation due to chronic malfunctions or vandalism. Between November 1st and March 1st, if systems are turned off due to weather conditions, monthly inspections will be acceptable for ensuring that no damage has been rendered to the systems. • After Valve – The Contractor shall be responsible for all labor for the irrigation repairs after the valve including the solenoid, rebuilding of the valve, lateral lines, sprinkler heads, and including adjustment to sprinklers. Contractor to bill the City for all irrigation material costs plus a 15% markup. • Before Valve – Replacement of remote-control valves, rebuilding or replacement of quick couplers, flow control valves, master valve, backflows and mainline repairs are not included and shall be billed to the City at an hourly rate basis or on a bid basis. The City’s representative will approve work to be done on a case-by-case basis. All irrigation materials used will be charged to the city at cost plus a 15% markup. • An irrigation audit shall be finalized during the winter months listing all extra work to be completed to improve system efficiency, i.e. raised heads, upgrading of nozzles. This audit shall be delivered to the City representative at a date to be later determined. • Under no circumstances can a system go unchecked long enough to cause any problems with startup when weather conditions warrant systems to be fully operational. Contractor shall set and program automatic controllers for seasonal watering requirements. A sign-in sheet shall be placed inside each irrigation controller box that designates by date and signature each time the system is inspected or adjusted for non-central station controllers. • All replacement materials are to be with new original types and model’s materials unless a substitute is approved by the City representative. • Contractor shall maintain an adequate inventory of medium to high usage stock items for repair of the irrigation systems. • Contractor shall implement repairs in accordance with all effective warranties, and no separate payment shall be made for repairs on equipment covered by warranty. • Notify the owner in writing of any conditions that are discovered which may prevent the system from delivering the correct amount of moisture. • Adjust risers and sprinkler locations to compensate maturing landscape. This work shall be completed at an additional cost. The Irrigation Technician shall notify City staff of needed work. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 -15- • Reflect actual evapotranspiration (E.T) requirements and requirements of soil and plants when programming controllers. • Eliminate runoff onto streets, sidewalks, and other non-target areas by using Cycle/Soak when programming controllers. • Provide sufficient time for soil to dry out between irrigations. • Maximize public use of City property when programming controllers. • Repairs of any irrigation components or property damaged by Contractor as a result of negligence, error or omission by Contractor shall be the full responsibility of the Contractor. • Remote Control Valves – A variety of RCVs are utilized throughout the City. Along the 3rd Street corridor, Rainbird PESB-NP-NAN series RCVs are used. The Contractor should be familiar with all types of modern remote control valves. • Quick Coupler Valves – The standard quick coupler valve is the single slot Rain Bird 44 or Buckner QB44RC10. A few 3/4” valves may be found in some older sites. Quick couplers repair is a City responsibility. • Master Valves & Flow Sensors – Master valves used are normally open Superior 3300. Master valves and flow sensors are the City’s responsibility to repair. • Fixed Spray Heads i. The standard pop-up fixed spray head is the Rain Bird 1800 Series SAM-PRS. The 12” pop- up is generally used in ground cover, shrub, and bedding plant areas. 4” has been used in turf. If it is necessary to replace a 4” body in a turf area, it should be upgraded to a 6” pop-up. ii. All heads used on recycled water liens must be equipped with purple caps. • Rotor Sprinklers – A variety of rotor heads are used in the City systems. The Contractor should be familiar with all types of rotor sprinklers. These CFD sites use mainly MP Rotators. • Drip – in-line drip, on-line drip and multi outlet drip is being used along the 3rd Street corridor and at the Mesa Soundwall. The Contractor should be familiar with all types of drip systems. Flow Sensors – Data Industrial (Badger) flow sensors are used at many sites. Flow sensors are the City’s responsibility to repair. • Pumps – No pumps are used on these sites. • Controllers and Programming i. All CFD sites use the Rain Master Evolution. Most of the on-line controllers are linked to flow meters and master valves and will shut down the system if high or unscheduled flows are detected. Low flow and electrical faults are also detected by the central system. The central controller is linked to an on-site weather station and that data is used to adjust station run times and shut down during unfavorable weather events. The landscape contractor is expected to communicate with city staff regarding site irrigation needs. The city will service irrigation controllers. ii. City staff will program controllers which are on-line with the central system. Irrigation programming will be coordinated around facility use. iii. The general guide for irrigation is to water deeply but infrequently. The soil surface should be allowed to dry between irrigations. Typically, three irrigations per week is sufficient for turf. Irrigation schedules must consider public use of the facility and hydraulic capacity of the systems. Irrigation programming will be coordinated with the City. iv. Upon completion of work, verify that all cabinets are properly locked before leaving the area. Due to the potential damage to systems from leaving a cabinet unlocked, this type of infraction will be considered an egregious act of negligence by the Contractor. v. When site irrigation is checked or serviced, the Irrigation Technician shall sign and fill out the Controller Maintenance Sheet provided in each controller. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 -16- • Recycled Water – Sites along 3rd Street are irrigated with recycled water. This is disinfected tertiary treated wastewater which is provided by the South County Regional Wastewater Authority. All irrigation heads and pipe shall be color coded purple or otherwise labeled. Only Acme threated quick couplers shall be used on recycled water systems. Employees working on sites with recycled water shall be trained on the precautions to use. The contractor foreman or supervisor is encouraged to attend the Annual Supervisors Training conducted by the South County Regional Wastewater Authority. Contact the City for additional information. • Care for Storm Water Elements – Low Impact Development Structural Control Measures (LID SCMs). i. Bioretention Features and Maintenance & Operations work includes: Report and fix any pedestrian paths that develop. Contractor shall work with the City to rectify the problem. Remove all trash and debris on service schedule. Fix rodent holes and erosion with proper materials per design specs. Manually remove all weeds. Trim overgrown plants that are blocking the inlets or outlets, or if they are growing into the public right-of-way.  No pesticides, herbicides, or other chemicals may be used in or around the bioretention features. Remove sediment buildup at the bottom of the bioretention feature. Sediment buildup of over 1 cubic yard shall be removed by the City. Replace dying or dead vegetation as needed. Plant replacement is not included in this contract. Contractor shall notify the City of dying or dead vegetation. City will contract with Contractor to replace plants. Adjust irrigation schedule, if needed, for healthy plants. Report and remediate odors. If there is an odor problem, Contractor shall notify the City representative. Contractor will work with City to correct the problem. Report and fix any pedestrian paths that develop. Contractor shall notify the City to the presence of any pedestrian paths that develop. Contractor shall work with the Contractor to rectify the problem. Control rodents in bioretention features by non-chemical means. ii. Bioswales (Along 3rd St and Hecker Pass Park) features work includes: Water must flow downstream to inlet. Confirm there is no evidence of long-term ponding which causes dying plants and/or bare spots at the bottom of the swale. Fix any flow paths that develop. Remove all trash and debris on service days. Fix rodent holes and erosion with proper materials per design specs. Manually remove all weeds. Trim overgrown plants that are blocking the inlets or outlets, or if they are growing into the public right-of-way. No pesticides, herbicides, or other chemicals may be used in or around the swales. Remove sediment buildup at the bottom of the swale. Sediment buildup of over 1 cubic yard shall be removed by the City. Fix ponding by replacing soil per design specs. This shall be done by the City or Contractor shall be mobilized to make repairs. Replace dying or dead vegetation, as needed. Plant replacement is not included in this contract. Contractor shall notify the City of dying or dead vegetation. City will work with Contractor to replace plants. Adjust irrigation schedule, if needed, for healthy plants. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 -17- Report and remediate odors. If there is an odor problem, Contractor shall notify the City representative. Contractor will work with City to correct the problem. Report and fix any pedestrian paths that develop. Contractor shall notify the City to the presence of any pedestrian paths that develop. Contractor shall work with the City to rectify the problem. Control rodents in bioretention features by non-chemical means KEYS, DEFICIENCY, SEVERANCE AND TERMINATION Locks and Keys The Contractor shall be responsible for the series of keys assigned to them and shall assign these keys to its personnel for use in maintaining the facilities. The Contractor shall properly use and keep safe, all keys or locks issued or used by the City to the Contractor. The Contractor shall report all lost or stolen keys or locks to the City representative(s) within 24 hours after discovery of the loss. The Contractor shall reimburse the City for the total cost, as determined by the City, of replacing the lock and rekeying the site or duplicating additional keys Upon termination or cancellation of the contract, the Contractor shall immediately return all keys, cards, remote controls, etc., to the City. The Contractor shall reimburse the City for the total cost, as determined by the City, for the total cost of keys not returned. • Deficiency Notice Procedures i. Deficiencies will be recorded and presented to the Contractor via e-mail, fax, or United States Postal Service (USPS). The Contractor shall respond within 24 hours with a plan to remedy and to prevent future occurrence. Contractor will be responsible for providing follow-up documentation. Contractor supervision is responsible for re-inspection of the problem areas before notifying the City the problem has been resolved. ii. Contractor’s management team must be available for face-to-face meetings called by the City within 48 hours of notification. iii. Failure to resolve the problem will result in a written vendor non-compliance report seeking a written response from the Contractor’s management outlining a permanent resolution to the problem. Patterns of complaints, which may indicate the Contractor’s failure to adequately staff, train and supervise, shall warrant a face-to-face meeting with the highest level of the Contractor’s management deemed necessary by the City in order to clarify the Contractor’s obligations and produce a written work plan and time frame for remedying the deficiencies. iv. Failure to resolve a written non-compliance report will result in one or all of the following: Payment deductions to the Contractor for services not performed per contract where City had no service or reduced service. Termination of selected contracted service area(s) because of contractor’s continued failure to perform in the designated areas. Total contract termination for failure to perform after repeated “Notices of Non- Compliance” have been issued. Contract work that Contractor failed to perform and City staff was required to complete on the Contractor’s behalf will be back charged (labor and equipment to Contractor. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 -18- • Right of Severance and Termination i. Remove Worker – The City shall have the right to request removal of any specific Contractor worker from City contract properties for any of the following reasons: The worker is deemed by the City to be incompetent or negligent based on the worker’s inability to execute required project tasks. The worker fails to adhere to the City’s standards. The worker engages in misconduct. ii. Termination – The City reserves the right to terminate this contract with the Contractor upon ten (10) days advance written notice should Contractor fail to meet the obligations of the contract as noted above. Such failures include, but are not limited to: Consistent failure to respond to requests for service or to remedy contract deficiencies, Consistent failure to provide qualified, trained workers and supervisors, Contractor failure to keep City informed. iii. Back Charges – City will bill Contractor for work not performed where City staff had to fill in. ONSITE SAFETY Maintenance and Operation of Equipment and Vehicles The Contractor shall take necessary precautions for the safe operation of equipment and the protection of the public from injury and damage from such equipment and vehicles. Contractor shall repair or replace, immediately, all equipment deemed by City to be unsafe, irreparable or in unsatisfactory condition. All vehicles shall have the contractor’s name visible to the public. Contractor shall operate equipment and vehicles to minimize service vehicles driving off pathways and hardscape onto turf and planters with irrigation and plants to prevent damage. Contractor shall use street frontages and parking areas rather than pathways and sidewalks when possible while operating vehicles in contract sites. String Trimmers Contractor shall train staff and operate all string trimmers in a safe manner. Training shall include proper techniques in avoiding flying debris and protecting staff, pedestrians, and vehicles from harm. Care shall be exercised with regard to the use of string trimmers to prevent damage to building surfaces, walls, header board, light fixtures, signage, etc. String trimmers shall not be used around trees. A 2’ to 3’ soil buffer zone shall be maintained around the circumference at the base of all trees, unless otherwise directed by City. Any trees damaged by string trimmers or mowers shall be replaced at no additional cost to the City. Reference Materials The following documents will be used to apply best and proper landscape practices and procedures unless otherwise specified or instructed. All specifications for materials to be used and construction guidelines will be based on the City of Gilroy Construction Standards unless otherwise noted and/or approved. • Sunset New West Garden Book (Latest edition) • Standard Practices of the International Society of Arboriculture Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 -19- Cal-OSHA Requirements The Contractor shall comply with all provisions of the California Occupational Health and Safety Act (OSHA), taking all precautions in the performance of the service to prevent injury to persons and property Accident Reporting The Contractor shall immediately notify the designated City representative(s) of any accident, regardless of whether or not injury or damage is evident, involving the public and the Contractor’s staff, vehicles, and/or equipment. The Contractor shall provide all written reports and/or documentation requested by the City. MANAGEMENT AND SUPERVISION The Contractor shall provide fully trained and qualified personnel. The staff activity will be closely monitored by City representative(s) at each site to detect operational irregularities and non-compliance with the Contract. It is the responsibility of Contractor’s executive, management, and supervisory staff to oversee the activities of its staff throughout the range of its activities of all contract sites. The City will not supervisor the Contractor’s supervisors or employees. All Supervisors must be qualified, proficient in English, trained and capable of providing adequate supervision and direction of all staff and must demonstrate verbal and written communication skills sufficient for the work required herein. The Contractor’s crew leader and operational staff, in addition to their supervisory and management staff, shall be knowledgeable in this contract and its timelines. An outline of the task requirements, schedule and timelines for each site shall be kept with each crew. If any task cannot be thoroughly completed within the contract schedule, the City’s representative shall be notified promptly in the prescribed manner established at contract startup. Contractor shall be expected to take reasonable care to identify and report conditions, situations, and occurrences which may be harmful or result in decline of plant material or landscape or interfere with public use. If this care is not exercised, then repair of resultant damage to landscape or plant material shall be the responsibility of the Contractor. Contractor is to incur all costs to assess, repair, or replace any physical property damaged as a result of Contractor’s negligence or failure to take reasonable care to identify and report potential problems with the landscape. Contractor shall inspect and identify any condition(s) that enders any portion of a site unsafe, as well as any unsafe practices occurring thereon, and shall immediately notify the City representative(s) of any unsafe or undesirable condition(s). Contractor shall take emergency safety actions to protect worker and/or the public from a developing or observed hazardous conditions. Safety action taken by the Contractor not related to normal contract services shall be appropriately compensated by the City when justified in writing and include any public safety call for service report number. The Contractor shall make minor corrections including, but not limited to, filling minor holes in turf and activity areas, using barricades or traffic cones to alert the public to the existence of hazards, replacing Contractor-damaged valve box covers, and securing any damaged apparatus to protect members of the public or others from injury. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 -20- If needed, the Contractor shall assist the public by calling emergency assistance while at the site. The Contractor shall cooperate fully with the City in the investigation of any injury or death occurring at any site, including a complete written report. During all operations, the Contractor shall comply with local ordinances regarding noise levels. Any scheduling of the Contractor’s operations may be modified by City at no additional compensation to Contractor to ensure that the public is not unduly impacted by the noise of equipment or operations. Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 EXHIBIT "C" MILESTONESCHEDULE Service Frequency and Schedules Inspect and service every site once per week as a contract standard. The Contractor shall, within ten { I0) working days after the effective date of the Contract, submit a work schedule to the City's representative(s) for review and approval. Said work schedule shall be based on a twelve-month calendar identifying and delineating the time frames for the required work by the day of the week, morning or afternoon. 1l1e Contractor shall submit revised schedules / calendars when actual pe1fonnance differs substantially from planned performance. Said revisions shall be submitted to the City's representative(s) for review and, if appropriate, approval, within five (5) working days prior to scheduled time for the work. At the discretion of City staff, weekly inspection meetings will be held{or more frequently if deemed necessary by the City) between the Contractor and the city representative{s) are to be scheduled to dete1mine progress, review weekly site inspections and address any changes in schedules, problem areas, etc. Contractor shall notify the City, in writing, at least two (2) weeks prior to the date and time of all pre-approved "Specialty Functions." "Specialty Functions" are defined as: a. Fertilization b. Tree Trimming/Management c. Aerate - Turf Performance during Inclement Weather During the periods that rainfall hinders normal operations, the Contractor shall adjust its workforce to accomplish those activities that are not affected by weather. The prime factors in assigning work shall be the safety of the workforce, the public, and damage to landscaping. Leaf and down branch pickup and drain clearing are a high priority. Rainy days are not an exc-use to pull workforce from city. Contractor shall continue landscape tasks that can be safely preformed in the rain. Such as sidewalk pruning, low limb removal, or items that city contractor inspector points out. Sites and On-Call services are also itemed under Exhibit "D" (payment/fee schedule). Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 EXHIBIT “D” PAYMENT SCHEDULE Billing to be submitted monthly at the completion of work. Payments to be issued within 30 days of receipt of invoice. 4835-2267-0361v1 LAC\04706083 Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 Exhibit “D” - Continued Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 9/13/2024 24554 Dinsmore Enterprises Inc. DBA Alpine Landscapes 8787 Monterey Road Gilroy, CA 95020 37885 22322 34630 A 1,000,000 X NPC-1006664-01 12/1/2023 12/1/2024 100,000 Owner’s & Contractor 10,000 1,000,000 2,000,000 2,000,000 1,000,000B NBA-1006662-01 12/1/2023 12/1/2024 5,000,000C NEC-6007087-01 12/1/2023 12/1/2024 5,000,000 D DIWC427958 12/1/2023 12/1/2024 1,000,000 Y 1,000,000 1,000,000 B Scheduled Equipment NIM-1006663-01 12/1/2023 Limit 569,351 B Deductible NIM-1006663-01 12/1/2023 12/1/2024 Deductible 2,500 Re: Service Agreement. City of Gilroy, its officers, officials and employees are included as an additional insured on General Liability policy per the attached endorsements. City of Gilroy, its officers officials and employees 7351 Rosanna Street Gilroy, CA 95020 DINSENT-02 DMENDEZ Acrisure Partners West Coast Insurance Services, LLC 1950 W Corporate Way #1 Anaheim, CA 92801 Cynthia Park cpark@acrisure.com XL Insurance America, Inc. XL Specialty Insurance Company Greenwich Insurance Company Oak River Insurance Company X 12/1/2024 X X X X X X X Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY CG 20 10 12 19 POLICY NUMBER: © Insurance Services Office, Inc., 2018 Page of CG 20 10 12 19 ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE A. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1.Your acts or omissions; or 2.The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1.The insurance afforded to such additional insured only applies to the extent permitted by law; and 2.If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B.With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1.All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2.That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Location(s) Of Covered Operations Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Name Of Additional Insured Person(s) Or Organization(s) Blanket as required by written contract Blanket as required by written contract NPC-1006664-01 1 2 Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 © Insurance Services Office, Inc., 2018 CG 20 10 12 19Page of C.With respect to the insurance afforded to these additional insureds, the following is added to Section III – Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1.Required by the contract or agreement; or 2.Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. 2 2 Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY CG 20 37 12 19 POLICY NUMBER: © Insurance Services Office, Inc., 2018 Page of CG 20 37 12 19 ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE A. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products-completed operations hazard". However: 1.The insurance afforded to such additional insured only applies to the extent permitted by law; and 2.If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B.With respect to the insurance afforded to these additional insureds, the following is added to Section III – Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1.Required by the contract or agreement; or 2.Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. Location And Description Of Completed Operations Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Name Of Additional Insured Person(s) Or Organization(s) Blanket as required by written contract Blanket as required by written contract NPC-1006664-01 1 1 Docusign Envelope ID: 36FD7073-417C-4D23-BA65-724D16590637