Organicare, Inc. - Pruning, Removal and Stump Grinding Services 1 copy
City of Tigard
Purchase Agreement
TREE PRUNING/REMOVAL AND STUMP GRINDING SERVICES
THIS CONTRACT made and entered into this 19th of November, 2002, by and between the City of Tigard, Oregon, a municipal
corporation of the State of Oregon,hereinafter called"City",and Organicare,Inc.,hereinafter called"Contractor."
RECITALS
WHEREAS, City has need for tree pruning/removal and stump grinding services provided by Contractor,and
WHEREAS. Contractor is in the business of providing tree pruning/removal and stump grinding services and is aware of the purposes
for which City will use the service,
THEREFORE,City and Contractor wish to enter into a contract under which City shall purchase the services described in Contractor's
bid in accordance with these contract documents,including the attached standard terms and conditions.
TERM AND CONDITIONS
Any purchase made against this Contract shall be in compliance with the terms and conditions set forth in these contract documents,
including those listed in Exhibit A, Standard Terms and Conditions.
SERVICES TO BE PROVIDED
City shall purchase services from Contractor in accordance with specifications attached as Exhibit B and incorporated herein by this
reference. This Contract is non-exclusive, City reserves the right to procure services through any other means as it deems necessary.
Contractor shall be responsible for the delivery of services in accordance with the Request for Quote and the terms and conditions of
this Contract.
EFFECTIVE DATES AND DURATION
This Contract shall become effective upon November 19, 2002, shall expire,unless otherwise terminated or extended, on June 30, 2003,
The City shall also retain the rights to two(2)additional one-year extensions to the Contract.
COMPENSATION
City agrees to compensate Contractor for services supplied, including any applicable shipping and handling charges, as described in
the Seller's Proposal attached as Exhibit C. City shall not be responsible for payment of any materials, services, expense, or costs
other than those, which are specifically included in Exhibit B. Payment shall be on an hourly price only for those goods or services
received in an acceptable condition to City. Any pricing increase must be submitted to the City 60 days prior to the effective date and
must be in compliance with the Escalation Clause stated in Exhibit B. Payment will be made based on Contractor's invoice,subject to
the approval of the Contract Manager or appropriate City representative, and not more frequently than monthly. Payment shall be
made only for work actually completed as of date of invoice. Payment terms shall be net 30 days from date of invoice.
As the Agreement is with three(3)Contractor's,the work assignment process is as follows:
a. Work Assignment Process
The City estimates to spend$5,000 per year of this Agreement.
i) Work shall be assigned to the lowest responsible bidder; if unavailable; the second lowest bidder shall be contacted then
the third lowest bidder in that order.
Tree Pruning/Removal &Stump Grinding Services Contract 1
November 19,2002 .
CONTACT INFORMATION
All notices, bills, and payments shall be made in writing and may be given by personal delivery, mail, or fax. Payments may be
delivered by personal delivery, mail, or electronic transfer. The following addresses and contacts shall be used to transmit notices,
bills,payments, and other information:
Contract Manager for City: Contract Manager for Contractor:
City of Tigard Company: Organicare,Inc
Attn: Matt Stine Attn: Paul C.Drake
13125 SW Hall Blvd.,Tigard,Oregon 97223 Address: PO Box 13280,Portland OR 97213
Phone: 503-639-4171 ext.2589 Phone: 503-287-2282
Fax: 503-684-8840 Fax: 503-280-1142
Email Address:matts@ci.tigard.or.us Email Address: info@organicareinc.com
CONTRACTOR AS INDEPENDENT CONTRACTOR
Contractor acknowledges that for all purposes related to this Contract,Contractor is and shall be deemed to be an independent contractor as
defined by ORS 670.700 and not an employee of City,shall not be entitled to benefits of any kind to which an employee of City is entitled
and shall be solely responsible for all payments and taxes required by law. Furthermore,in the event that Contractor is found by a court of
law or any administrative agency to be an employee of City for any purpose,City shall be entitled to offset compensation due,or to demand
repayment of any amounts paid to Contractor under the terms of this Contract, to the full extent of any benefits or other remuneration
Contractor receives(from City or third party)as a result of said finding and to the full extent of any payments that City is required to make
(to Contractor or to a third party)as a result of said finding.
Contractor acknowledges that for all purposes related to this Contract,Contractor is not an officer, employee,or agent of the City as those
terms are used in ORS 30.265.
INDEMNIFICATION
Contractor shall defend, indemnify, and hold harmless City, City's officers, employees, agents, and representatives from and against all
liability, claims,demands,judgments,penalties,and causes of action of any kind or character,or other costs or expensed incidental to the
investigation and defense thereof,of whatever nature,resulting from or arising out of the activities of the Contractor or is Subcontractors,
agents,or employees under this contract,except,however,that the foregoing shall not apply to liability that arises out of City's negligence.
INS RA CE
Contractor shall maintain insurance acceptable to City in full force and effect throughout the term of this contract. Such insurance shall
cover all risks arising directly or indirectly out of Contractor's activities and work hereunder.
The policy or policies of insurance maintained by the Contractor shall provided at least the following limits and coverage's:
a. Commercial General Commercial General Liabili�Insurance
If Contractor will be installing or testing the goods,or otherwise performing services on City's premises,Contractor shall provide
a certificate indicating that Contractor has commercial general liability insurance covering bodily Injury and Property Damage on
an "occurrence" form (1996 ISO or equivalent). This coverage shall include Contractual Liability insurance. Coverage will
include $1,000,000 per occurrence and $2,000,000 general annual aggregate. Said insurance shall name City as an additional
insured and shall require written notice to City thirty(30)days in advance of cancellation. If Contractor hires a carrier to make
delivery,Contractor shall ensure that said carrier complies with this paragraph.
b. Business Automobile Business Automobile Liabili1y Insurance
If Contractor will be delivering the goods, Contractor shall provide City a certificate indicating that Contractor has business
automobile liability coverage for all owned,hired,and non-owned vehicles. The Combined Single Limit per occurrence shall not
be less than$1,000,000. Said insurance shall name City as an additional insured and shall require written notice to City thirty(30)
days in advance of cancellation. If Contractor hires a carver to make delivery, Contractor shall ensure that said carrier complies
with this paragraph.
c. Workers'Compensation Insurance Insurance
The contractor, its Subcontractors, if any, and all employers providing work, labor, or materials under this Contract that are
subject employers under the Oregon Workers' Compensation Law shall comply with ORS 656.017, which requires them to
provide workers' compensation coverage that satisfies Oregon law for all their subject workers. Out-of-state employers must
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November 19,2002
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provide Oregon workers'compensation coverage for their workers who work at a single location within Oregon for more than 30
days in a calendar year. Contractors who perform work without the assistance or labor of any employee need not obtain workers'
compensation coverage. All non-exempt employers shall provide Employer's Liability Insurance with coverage limits of not less
than$500,000 each accident.
d. Certificates of Insurance
As evidence of the insurance coverage required by the contract,the Contractor shall furnish a Certificate of Insurance to the City.
No contract shall be effected until the required certificates have been received and approved by the City. The certificate will
specify and document all provisions within this Contract.
e. City's insurance is excess and not contributory insurance with the insurance required by this contract.
Any action or suits involving any question arising under this Contract must be brought in the appropriate court of the State of Oregon.
COMPLETE AGREEMENT
This Contract, including the attached terms and conditions and exhibits,constitutes the entire agreement between the parties. No waiver,
consent,modification,or change of terms of this Contract shall bind either party unless in writing and signed by both parties. Such waiver,
consent, modification, or change if made, shall be effective only in specific instances and for the specific purpose given. There are no
understandings,agreements,or representations,oral or written,not specified herein regarding this Contract. Contractor,by the signature of
its authorized representative,hereby acknowledges that he/she has read this Contract,understands it and agrees to be bound by its terms and
conditions.
IN WITNESS WHEREOF, City has caused this Contract to be executed by its duly authorized undersigned officer and Contractor has
executed this Contract on the date hereinabove first written.
CITY OF DGARD CONTRACTOR
By:Dan Plaza,Parks Manager By:Authorized Contractor Representative
Date Date
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CITY OF TIGARD creditors by Seller or if Buyer has reasonable cause to believe Seller will become insolvent,
STANDARD TERMS AND CONDITIONS file for bankruptcy,go out of business or that the products being shipped may be subject to
lien,claim or attachment by a creditor of Seller. Any such cancellation under this section
1. Packing&Shipment. Deliveries shall be made as specified,without charge for boxing, shall be cancellation for cause and in the event of such cancellation,Buyer shall have the
crating,carting or storage. Material shall be suitably packed to ensure against damage from right to complete,or cause to have completed,this Order including the right to cause Seller
weather or transportation and to secure lowest transportation costs,and in accordance with to produce,without liability of any kind to the Buyer,proprietary items of the Seller as
the requirements of common tamers. Buyer's Order number and symbols must be plainly necessary to complete the Order. The remedies and damages in this section shall be
marked on all invoices,packages,bills of lading and shipping orders. Packing lists shall cumulative and in addition to any other or further remedies provided at Law or in Equity,
accompany each box or package shipment. Buyers count or weight shall be conclusive on including reasonable and necessary attorney's fees and other costs of litigation.
shipment not accompanied by packing lists. Unless otherwise specifically agreed on the IO.Termination. City has the right, in its sole discretion, to terminate this Agreement
reverse side of this Agreement,all costs of'packaging and shipment are included in the without cause or for no cause at any time by giving notice to Seller. If City terminates
purchase price and all goods will be shipped,with all costs prepaid. Risk of loss to goods in the contract pursuant to this section,it shall pay Seller for goods shipped by Seller prior
shipment(including damage,destruction,theft,or loss)shall be home by the Seller. Risk of to receipt by Seller of the notice of termination. City may deduct the amount of
loss shall not pass to Buyer until the goods are delivered to and checked in at the location damages,if any,sustained by City due to any breach of contract or warranty by Seller.
specified by Buyer in this Order. Damages for breach of contract or warranty shall be those allowed by Oregon law,
2. Wanan . Unless otherwise agreed in wnting,Seller warrants that the products ordered will reasonable and necessary attorney fees,witness fees(expert and non-expert),and other
conform to the specifications herein and to any drawings,samples,or other description costs of litigation at trial and on appeal.
furnished or adopted by Buyer. All products are warranted to be merchantable,to be of the I(.Assignment and Subcontracting. Seller may not assignor subcontract any of its rights or
highest quality design,material,and workmanship and free from defect and to be fit for obligations hereunder without the prior written approval of Buyer. Any unapproved
purpose intended. All warranties shall survive inspection or test,acceptance and payment assignment shall be void. Seller shall be fully responsible for the acts or omissions of any
Warranties shall run to Buyer,its successors,assigns and customers. Warranty period shall subcontractors and all persons employed by them,and neither the approval by Buyer of any
be(1)year from date of acceptance by Buyer. subcontract nor anything contained herein shall be deemed to create any contractual relation
3. Inspection and Acceptance. At Buyers request,Seller shall provide a complete inspection between the subcontractor and the Buyer. Buyer may assign its rights under this Order.
program;satisfactory to Buyer,for Buyer's inspection of all materials,fabricating methods, 12.Work on Buyer's Premises. If Seller's performance of this Order involvesoperations by
equipment in process work and finished products. Seller on Buyer's premises,Seller shall(a)provide all necessary and sufficient safeguards
If this Order provides for inspection of the work by Buyer on site during the period of and take all proper precautions against the occurrence of injury to any person or damage to
manufacture, Seller agrees to provide Buyer's inspectors with reasonable facilities and any property,and shall be responsible for and shall indemnify and hold harmless Buyer,its
assistance during such inspection. Inspection by Buyer shall not unduly delay the work. representatives,officers,employees,and agents from any and all loss,suit,action or claim,
Buyer may charge Seller any additional cost incurred by Buyer if the work is not ready in including cost and attorney's fees,by reason of injury,including death,to any person and
accordance with the inspection schedule. Any inspection made or Waiverof-Inspection- carry public liability and property damage insurance with limits of liability of not-less than
Notice given by Buyer will not relieve Seller from its responsibilities for delivering products $300,000 each, unless higher limits are required by a signed purchase agreement, with
and work hereunder. contractual liability endorsement and such insurance of employees as may be required by
Acceptance or rejection of the products shall be made up to 10 days after delivery and any workmen's compensation act or other law,regulation or ordinance which may apply in
inspection by Buyer except as otherwise provided herein. Failure to inspect and accept or the premises. Such public liability and property damage insurance shall also cover the
reject products shall neither relieve Seller from responsibility for such products,which do operation of Seller's vehicles used in the perfomrance of Sellers operations. Any policy of
not meet the requirements herein nor impose liability on Buyer therefor. insurance written in accordance with the foregoing shall be appropriately endorsed to named
4. Delivery. If Seller fails to meet the delivery schedule provided herein,Buyer may require Buyer,it's officials,employees and agents as additional insureds,with provisions that such
Seller to deliver the products,or any portion thereof,in any manner commercially necessary insurance is primary insurance with respect to their interest,and that any other insurance
to speed delivery,all at the Seller's sole expense. Unless otherwise agreed upon in writing maintained by Buyer is excess and not contributory insurance with the insurance required
by Buyer and Seller,Seller shall be required to pay the normal freight weight plus any hereunder,with cross-liability or severability of interest provisions,and shall further provide
premium rate required.Invoices covering products shipped in advance of the date specified that the coverage provided thereby shall not be modified or discontinued or terminated
will not be paid until after the date specified for delivery and are subject to rejection,as except upon 30 days prior written notice to Buyer. Compliance shall be verified by
provided in this paragraph immediately below,if shipped too early. Certificate of Insurance with appropriate endorsements sent to Buyer prior to Seller
Neither party shall be liable for delays or defaults due to strike,fire,windstorm,riot,natural commencing work on Buyer's premises. Any work performed on Buyers premises must be
disaster, war, civil unrest or other similar unforeseeable cause beyond the control and done pursuant to all OSHA standards,all applicable State and Federal health and safety
without the fault or negligence of the party incurring such delay. Seller shall notify Buyer in laws,rules and regulations and all workers must be covered by workers'commpensabon
writing of the existence of such cause within five(5)days after the commencement of the insurance furnished through and paid for by Seller.
delay or default giving pertinent information concerning such cause. No delivery shall be 13.StoI2 Work Order. Buyer may,at any time by written order to Seller,require Seller to stop
made more than seven(7)days prior to the applicable delivery date,and Buyer shall have all,or any part of the work called for by this Order for a period of 90 days after the written
the right to return earlier deliveries at Seller's risk and expense or charge to Seller any order is delivered to Seller,and for any further period to which the parties may agree and for
additional costs sustained because of the same. any other period to which the parties may have agreed or as provided in Section 4, 10,
5. Buyer-Fumished Materials. Seller shall assume all risk of loss of any material furnished by and/or 11. Within the period of 90 days or less or within any extension of that period,Buyer
Buyer to Seller for use in performance of this Order. shall either. (a)cancel the "Stop Work Order"and direct Seller to resume work;or(b)
6. Taxes. Seller shall not invoice Buyer for any taxes nor include in Seller's price any federal terminate the work covered by this Order. If Buyer orders Seller to resume work,Seller
excise,state,or city tax or any other tax,unless Seller has first asked Buyer for Buyer's tax shall be entitled to any equitable adjustment pursuant to Section 8 provided a claim for such
exemption number and it has been agreed upon between both partes that Buyer is not an adjustment shall be submitted by Seller within 30 days after the end of the period of work
exempt from the tax. stoppage.
7. Chi. Buyer may,by written order,make changes including changes in drawings or 14.Payrrien Payment date and cash discount period shall be calculated from the date of
specifications. Buyer will equitably adjust any difference in cost or time for performance Buyers receipt of an acceptable invoice and Buyers acceptance of the products and
resulting from such change and the Order modified in writing accordingly. ANY CLAIM supporting documentation at destination.
BY SELLER UNDER THIS CLAUSE MUST BE ASSERTED IN WRITING WITHIN 15.Information/Data. Unless otherwise agreed in writing any designs,drawings,specifications,
30 DAYS FROM THE DATE OF SELLER'S RECEIPT OF THE CHANGE ORDER OR or other manufacturing infomtation furnished by Buyer to Seller shall be confidential to
THE CLAIM WILL NOT BE ALLOWED. Buyer and is furnished solely for the performance of this Order. All copies of such
In the event that Buyer proposes any change prior to mating such change by written order information shall be returned to Buyer upon completion of the Order. Any designs,
and such change will have an effect on the warranty of the products procured by this Order, drawings,specifications,or other manufacturing information delivered by Seller to Buyer
Seller shall notify Buyer in writing of such effect within 10 days of receipt of such proposal. may be used for any purpose whatsoever. The foregoing shall apply notwithstanding the
8. Advertisine. Seller shall not,without the written consent of Buyer,in any manner advertise presence or absence of any contrary legend or statement on any of such information.All
or publish the fact that Seller has furnished or contracted to furnish to Buyer the products business and governmental information materials containing business and governmental
herein. information provided by Buyer to Seller shall be treated as confidential.
9. Cancellation for Cause. Buyer may cancel all or any part of the undelivered portion of this 16.Compliance with Laws and Regulations.ations. Seller wan-ants that all products,goods,or work
Order if Seller breaches any of the temis hereof or'in the event of any of the following: delivered and performed shall comply with all applicable Federal,State or Local Laws or
Insolvency of Seller,a voluntary or involuntary petition in bankruptcy for,by or against Regulations including without limitation The Occupational Safety and Heath Act(29 USC.
Seller;the appointment of a receiver or trustee for Seller,or an assignment for the benefit of Chapter 15);Federal Hazardous Material Transportation Act(49 USC.Chapter 27);Equal
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November 19,2002
Employment Opportunity; E.O. 11246 and 41 CFR Sections 60-1.4 and 60-1.7; 23.Jurisdiction and Attorney Fees. This order shall be governed and construed according to the
Employment of the Handicapped E.O. 11758 and 41 CFR Section 60-7414,Utilization of laws of the State of Oregon. If a dispute shall arise under this order necessitating the
Minonty Enterprises E.O. 11625 and 41,CFR Subpart 1-1.13;Age Discrimination E.O. services of an attorney,then the prevailing party shall be entitled to collect from the losing
11141,Employment of Veterans E.O. 11701 and 41 CFR Section 50-250.4 and all rules, party all of its/his/her reasonable costs and attorney fees,either in arbitration(if awarded by
regulations and amendments issued pursuant to the foregoing. the arbitrator as provided above),or by a court before which any matter concerning this
Seller shall indemnity Buyer, its officers, employees and agents against any damages, order may be heard,both at trial and on appeal.
penalties,costs or expenses incurred in connection with any alleged violation of any Federal, 24.Neutral Interpretation. This order constitutes the product of negotiations between the parties
State or Local Law or regulating the manufacture or sale to the Buyer of any Item covered hereto. Any enforcement hereof will be interpreted in a neutral manner and not more
by this Order, strongly for or against any party based upon the source of draftsmanship.
17.Patents, Copyrights, Trademarks. Seller warrants that no products will be furnished 25.Severability. Nothing contained herein shall be construed to require the commission of any
hereunder,which infringe or contribute to the infringement of any letters patent,copyright or act contrary to law,and wherever there is any conflict between the provisions contained
trademark. Seller agrees to immediately replace at its sole cost any products furnished herein and any present or future statute,law,ordinance or regulation contrary to which to the
hereunder which infringe or contribute to the infringement of any letters patent,copyright or parties have no legal right to contract, the latter shall prevail. The provision of this
trademark or to take all steps necessary at Seller's sole expense to remove such infringement. Agreement,which is affected,shall be curtailed and limited only to the extent necessary to
Seller will indemnify and hold harmless Buyer,its representatives,officers,employees and bring it within the requirement of the law.
agents from and against any and all costs,royalties,damages and/or expenses which may 26. Calculation of Time. All periods of time referred to herein shall include Saturdays,
arise out of or result from, or be reasonably incurred in contesting any claims that the Sundays,and legal holidays in the State of Oregon,except that if the last day of any period
methods, processes or acts by the Seller or its employees or the products furnished falls on any Saturday,Sunday or such holiday,then that period shall be extended to include
hereunder,infringes or contributes to the infringement of any letters,patent,copyright or the next day which is not a Saturday,Sunday or holiday.
trademark. Notice. Any notice required or permitted to be given by either party to the other shall be
18.Waiver. The failure of Buyer to enforce at any time any of the provisions of this Order or to deemed to have been given when sent via telecopy,overnight air courier,or deposited in the
exercise any option herein provided, shall not be a present or future waiver of such United States mail certified, return receipt requested, with first class postage prepaid,
provisions,nor in any way affect the validity of this Order or any part hereof,or the right addressed as indicated on the front of this order,or addressed to either party at such other
thereafter to enforce each and every such provision. The express waiver(whether one(1)or address as such party shall hereafter fumish to the other party in writing. Notice shall also be
more times)of any provision,condition or requirement shall not constitute a waiver of any considered effective upon delivery if personally delivered.
future obligation to comply with such provision,condition or requirement 27.Conditions of S=Iying a Public A ency. Where applicable,seller must make payment
19.Independent Contractor. Seller is an independent contractor and persons employed by promptly as due to persons supplying Seller labor or materials for the execution of the work
Seller shall be employees of Seller and not employees of Buyer. provided by this order. Seller must pay all contributions or amounts due from Seller to the
20.Complete Agreement. The Purchase Agreement and any referenced attachments constitute industrial accident fund incurred in the performance of this order. Seller shall not pertnit any
the complete agreement between the parties. Except as otherwise provided herein,it is lien or claim to be filed or prosecuted against Buyer or any subdivision of Buyer on account
subject to change only by an instrument signed in writing by both parties. of any labor or material to be furnished. Seller further agrees to pay to the Department of
21.Acceptance by Performance. If Seller fails provide to Buyer with a signed copy of this Revenue all sums withheld from employees pursuant to ORS 316.167.
order,but delivers product or performs the services specified in this agreement,then Seller 28.Payment of Claims by Public Officers. In the event that Seller fails,neglects or refuses to
agrees that the Seller shall be deemed to have accepted the terms and conditions of this make prompt payment of any claim for labor or services furnished to Seller or a
order,as provided on both the front and this reverse side of the order. Buyer must agree any subcontractor of Seller by any person in connection with the performance of this order when
changes or modifications to this order by Seller to,in writing,or they shall not be deemed such claim becomes due, then the proper officer or officers representing the Buyer
accepted by Buyer and if the Seller delivers the products nonetheless,then the original terms hereunder may pay such claim to the person famishing the labor or services and charge the
and conditions of this order shall govem. amount of the payment against the funds due or to become due to the Seller by reason of this
22.Mandatory Mediation and Binding Arbitration. If there I s a dispute concerning any of the order. The payment of a claim in the manner authorized by this provision shall not relieve
terms,conditions or the performance of this order,then it is hereby agreed by both Buyer the Seller or any of the Sellers surety from obligations with respect to any unpaid claims.
and Seller that the dispute shall be submitted first to non-binding mediation,to be performed 29.Health Care Benefits for Seller's Employees. If this order involves public service,then
by a sole mediator to be agreed upon between Buyer and Seller. If a mediator cannot be Seller must provide health care benefits to all employees who are performing services
agreed upon,then the parties agree that any Circuit Court judge for the State of Oregon, previously performed by public employees performing similar duties under this order.
County of Washington,shall be authorized to appoint a mediator for the parties. 30.Hours of Labor. If labor is performed under this order,then no person shall be employed
Should the partes fail to reach an agreement through mediation,then the parties shall submit for more than eight(8)howl in any one day,or forty(40)hours in any one week,except in
to binding arbitration,which shall be governed by the rules of the Arbitration Service of cases of necessity,or emergency or where the public policy absolutely requires it,and in
Portland,and shall be conducted within Washington County. The arbitration shall be such cases,except cases of contracts for personal services as defined in ORS 279.050,the
conducted by a single arbitrator chosen by mutual agreement of the parties. If the parties are labor shall be paid at least time and a half for all overtime in excess of eight(8)hours a day
unable to agree on an arbitrator,the partes shall ask the Presiding Judge of the Circuit Court and for all work performed on Saturday and on any legal holidays as specified in ORS
for Washington County t6 select the arbitrator. If the arbitrator determines that one party is 279.334.In cases of contracts for personal services as defined in ORS 279.050,any labor
the prevailing party,then the losing party shall be required to pay all fees and costs of the shall be paid at least time and a half for all hours worked in excess of forty(40)hours in any
arbitration. On the other hand, if the arbitrator determines that neither party is to be one week,except for those individuals excluded under ORS 653.010 to 653.260 or under 29
considered the prevailing party,then the fees and costs of the arbitration shall be divided USC SS 201-209.
equally between the parties. The parties knowingly and voluntarily waive their rights to 31.Medical Care and Workers'Compensation. Seller shall promptly,as due,make payment to
have their dispute tried and adjudicated by a judge or jury. In the event a party fails to any person,co-partnership,association or corporation, famishing medical, surgical and
proceed with arbitration,unsuccessfully challenges the arbitrator's award,or fails to comply hospital care or other needed care and attention incident to sickness or injury, to the
with the arbitrator's award,,then the other party shall be entitled to costs, including employees of such Seller,of all sums which the Seller agrees to pay for such services and all
reasonable attorney fees,for having to compel arbitration or defend or enforce the award. moneys and sums which the Seller collected or deducted from the wages of the employees
The parties agree to defend the arbitrator and any individual engaged in the administration of pursuant to any law,contractor agreement for the purpose of providing or paying for such
an arbitration proceeding from any subpoenas or claims from third parties arising out of this service.
order or the arbitration.
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EXHIBIT B
City's Request for Quote Document
CITY OF TIGARD
REQUEST FOR QUOTE.
FOR
TREE PRUNING/ REMOVAL AND STUMP GRINDING SERVICES
I. INTRODUCTION
The City of Tigard is requesting quotes from qualified individuals to provide tree pruning, tree removal and stump
grinding services in a safe and timely manner. The areas where service is to be performed include City property
and public right-a-way for the Public Works Department- Parks Division. The work involved will be on an "as
needed"basis for a period of one year with possible extensions up to three years. It is the City's intent to award a
primary contractor with possible 2 secondary contractors.
II. SPECIAL INSTRUCTIONS
1. Execution of bid: Quotes must be typewritten or prepared in ink. Bids shall be submitted on the "Quote
Form" furnished by the City and must be signed in ink by an authorized representative of the bidder.
2. Submittal Date and Time: The closing date and time to submit quotes is November 12..2002 na, 2:00
PM. Quotes may be hand delivered, mailed or faxed to Terry Muralt at City of Tigard — Court Counter,
13125 SW Hall Blvd., Tigard, OR 97223,phone,503-639-4171 ext. 2489 and fax 503-639-1471
3. Information: If you have any questions regarding this Request for Quote,please contact Matt Stine at 503-
639-4171 ext. 2589 or email at mstine@ci.tigard.or.us.
4. Term of Contract: The term of this contract shall be for a period of one year. At the end of the one-
year period, unless either party gives thirty (30) days' written notice to the other party of their intent to
terminate, the City shall re-evaluate and may choose to extend the term of the contract for an additional
one-year term. The total term of the contract including renewals cannot exceed three (3)years.
5. Contract Administrator: The City's Contract Administrator and City Inspector on the job shall be Matt
Stine, Tigard's City Forester, phone; 503-639-4171 ext.2589, fax; 503-684-8840 or email
mstinelcci.tigard.or.us .
6. Contract: A copy of the standard contract form (Attachment "A"), which the City expects the successful
contractor or individual to execute, is attached. Firms taking exception to any of the contract terms
should indicate the same in their quote or their exceptions will be deemed waived
7. Billing Requirements: Invoices shall be sent to City of Tigard, Attn: Accounts Payable, 13125 SW Hall
Blvd., Tigard, OR 97223. Payment is normally made within 30 days following the date the invoice is
received.
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November 19,2002
S. Contracting Pricing Adjustments: Prices shall be firm through the first year of the contract, with the
following exceptions: "
A. City shall be given immediate benefit of any price decreases.
B. Contractor shall promptly notify the City of amount and effective date of any decreases.
C. Any decrease shall apply to any work requested on or after the effective date of decrease.
9. Price Increases: Pricing increases must be received at the City forty-five (45) days prior to contract
extension date. Contractor shall provide documentation for price increase; failure to provide sufficient
documentation shall result in rejection of increases. The City reserves the right to accept or reject any
increases.
10. Business Tax and Federal ID No.: Immediately following award, if not obtained before, Contractor
shall pay the City of Tigard Business tax fee, if applicable, and fill out a W9 Form provided to you by
the City, providing Contractors Federal ID number. The above shall be completed before contract is
signed.
11. Public Records: All quote material submitted by bidder shall become the property of the City and is
public record unless otherwise specified. A quote that contains any information that is considered trade
secret under ORS 192.501(2) should be segregated and clearly identified as such. This information will
be kept confidential and shall not be disclosed except in accordance with the Oregon Public Records
Law, ORS 192. The above restrictions may not include cost or price information, which must be open
to public inspection.
12. Consortiums/Partnership/Subcontractors: The City will not consider quotes submitted by a
consortium, or by multiple firms submitting as partners or joint ventures.
Bidders shall not consider the use of sub-contractors for this quote proposal. Contractor must have
sufficient resources to perform all services required by this contract. The City reserves the right to
approve the use of sub-contractors during the term of this contract as special circumstances dictate.
13. Non-Collusion Affidavit: Bidder certifies that this quote has been arrived at independently and has been
submitted without collusion designed to limit independent bidding or competition.
14. Minor Informalities: The City reserves the right to waive any and all minor informalities.
Tree Pruning/Removal&Stump Grinding Services Contract 7
November 19,2002
III. SCOPE OF WORK
These specifications are for tree pruning, tree removal and stump grinding services on City property and public
right-a-way on an"as needed"basis for a period of one year.
The City Forester shall dispatch work by telephone. The Contractor shall begin each job promptly:
• Tree pruning shall begin no longer than two working days after it was dispatched (unless otherwise
permitted by the City Forester);
• Tree removal shall begin no longer than two working days after it was dispatched (unless otherwise
permitted by the City Forester);
• Stump grinding shall begin no longer than five working days after it has been dispatched (unless
otherwise permitted by the City Forester).
Once the Contractor commences work at a site, it shall be completed in a timely manner- no more than three
working days.
IV. DETAILED SPECIFICATIONS
Work shall include, but shall not be limited to the following:
1. Required Qualifications of Bidders
Contractors bidding on the tree pruning/removal and stump grinding services RFQ shall be limited to
individuals, partnerships and corporations actively engaged in the field of arboriculture and/or stump
grinding. Bidders shall be able to demonstrate competence, experience, and financial capability to carry out
the terms of this contract. The City considers bidders competent by being fully licensed, bonded and
insured.
All bidders must have in their employ, possession of, or available to them by formal agreement at the
time of bidding personnel, trucks, devices, chippers, hand tools, aerial and other equipment and supplies
which are necessary to perform the work as outlined in these specifications.
2. Work Standards
All work described shall be performed according to the American National Standard for Tree Care
Operations -Pruning, Trimming, Repairing, Maintaining, and Removing Trees, and Cutting Brush - Safety
Requirements (ANSI Z133.1-2001), and the American National Standard for Tree Care Operations - Tree,
Shrub and Other Woody Plant Maintenance - Standard Practices (ANSI A300-2001). These standards are
made part of this contract by reference.
A. Tree Removal
The Contractor.shall remove the trees in accordance with all safety standards and regulations listed
herein and with the following minimum requirements:
1. The Contractor shall begin each job promptly; no longer than two work days after it is
dispatched by the City.
Tree Pruning/Removal&Stump Grinding Services Contract 8
November 19,2002
2. Extreme care shall be taken to prevent limbs, branches, and trunks from falling and creating
damage to adjacent homes,driveways, streets, sidewalks, landscaping and other property.
3. Branches that are larger than 6 inches in diameter at one end shall be lowered to the ground
through the use of ropes or other mechanical devices. They shall not be dropped or allowed to
fall.
4. Stumps shall not be left higher than 6 inches above ground level (unless otherwise permitted by
the City Forester).
5. The Contractor shall clean up all wood, sawdust and debris each day before the work crew
leaves a site, unless permission is given by the City to do otherwise. All lawn areas shall be
raked, all streets and sidewalks swept, and all brush, branches and logs shall be removed from
the site. In the case of dispute, the City of Tigard may remove the wood and debris and charge
the cost to the Contractor, as the City of Tigard shall determine to be just.
6. All wood products removed under this contract shall become the property of the Contractor and
be disposed of by him/her.
7. The Contractor shall restore any damaged turf areas and repair any other damage caused by the
tree removal operation.
8. Once the Contractor commences work at a site, it shall be completed in a timely manner; no
more than two work days unless permission is given by the City to extend the completion time.
B. Tree Stump Removal
The Contractor shall remove tree stumps in accordance with all safety standards and regulations
listed herein and with the following minimum requirements:
1. The Contractor shall begin each job promptly; no longer than five work days after it is
dispatched by the City.
2. Stumps and bracing roots shall be ground to at least 18 inches below grade. Additionally, the
Contractor shall remove root flares and surface roots up to three feet from the stump to eliminate
"humps" in the lawn area adjacent to the stump. These roots shall be ground down 4 inches
below the ground line. The area then shall be restored with topsoil to the level of the adjoining
grade. Grade shall be defined as the level of surrounding ground not lifted by tree roots.
3. Stumps to be removed shall be designated by the City Forester or representative.
4. Within twenty-four hours after grinding (removal) of a tree stump and buttress roots, the
Contractor shall remove all stump grindings and associated debris from the site. Grinding
debris generated by work described in this contract will be the responsibility of the Contractor.
The Contractor shall remove and dispose of all chips, sawdust and associated debris unless
otherwise directed by the City Forester. Stumps, grindings and debris shall be placed away
from the curb and gutter, street, sidewalk and private property immediately to eliminate hazards
to the motoring public and pedestrians and to eliminate damage to private property.
Tree Pruning/Removal&Stump Grinding Services Contract 9
November 19,2002
5. All areas where stumps have been removed and areas disturbed by the removal operations shall
be back filled to the level of adjoining grade with pulverized topsoil the same day grindings are
removed. Otherwise, the site shall be properly barricaded overnight to ensure the safety of the
public. All holes must be filled with topsoil by the second day. The Contractor must supply the
topsoil. The topsoil shall be properly leveled and compacted so as to ensure a minimum amount
of settlement of the backfill material. If there is more than a one-day delay between the time of
removal of grindings and refilling with soil,the disturbed areas shall be barricaded off for public
safety and the City Forester notified. Stump grindings and debris shall not be used as backfill
material unless directed by the Urban Forester.
6. The Contractor shall clean up all wood, sawdust and debris each day before the work crew
leaves a site, unless permission is given by the City to do otherwise. All lawn areas shall be
raked, all streets and sidewalks swept, and all wood debris shall be removed from the site. In the
case of dispute, the City of Tigard may remove the debris and charge the cost to the Contractor,,
as the City of Tigard shall determine to be just.
7. Once the Contractor commences work at a site, it shall be completed in a timely manner; no
more than two work days.
3. Safety Standards
A. The Contractor shall, at all times, exercise adequate precautions for the safety of all persons,
including employees, in the performance of this Contract. The Contractor shall abide by _all City,
State and Federal safety regulations and guidelines.
B. Personal protective equipment.
• Workers engaged in tree operations shall wear Head protection. It shall comply with the
provisions of ANSI Z89.1
• Eye and face protection when required shall comply with applicable provisions of ANSI
787.1.
C. Inadequate or improperly trained personnel, or employees in training, shall not be utilized for work
on stumps beyond such person's known capacity or ability to perform properly or safely unless
under the direct supervision of a qualified operator.
D. The Contractor shall be solely responsible for pedestrian and vehicular safety and control within the
work site and shall provide the necessary warning devices,barricades, and ground personnel needed
to give safety, protection, and warnings to persons and vehicular traffic within the area. Traffic
control, including signage, flaggers, etc. is the responsibility of the contractor and shall conform to
ANSI Z133.1-2001. 4.4 and all applicable federal, State, and local regulations.
E. The City Forester may require additional safety precautions where particular dangers can be
anticipated. The Contractor shall comply with all such requests.
F. The City Forester may advise the Contractor and the Safety Officer of any safety violations. It is
the Contractor's responsibility to make the necessary corrections. Failure to correct safety violations
shall be grounds for an order from the Code Enforcement Officer or City Forester to cease further
work and remove from the job site until the condition is corrected. Time and wages lost due to such
Tree Pruning/Removal&Stump Grinding Services Contract 10
November 19,2002
safety shutdowns shall be at the sole cost of the Contractor and shall not relieve the Contractor of
the obligation to complete the work on time.
G. Any of the above actions by employees of the City of Tigard shall in no way relieve the Contractor
of his/her responsibility to provide for the safety of all persons, including his/her employees.
H. Whenever electric or telephone lines, gas lines, water lines, or any other improvements, public or
private, may be jeopardized by any authorized tree activity, the proper authorities of the utilities
involved, or property owner involved, shall be consulted prior to performing any work activity. All
requested reasonable precautions by any such authority or persons shall be complied with. It is the
Contractor's responsibility to determine the location of public or private utilities or improvements.
I. All overhead and underground electrical conductors and all communication wires and cables
shall be considered to be energized with potentially fatal voltages. Only a qualified line
clearance tree trimmer or qualified line-clearance tree trimmer trainee shall be assigned to the
work if it is found that an electrical hazard exists. A trainee shall be under the direct supervision
of a qualified line-clearance tree trimmer. All work shall conform at the provisions and directives
of the following portions of ANSI Z133.1-2001: 5.1 - General and 5.2 - Working in proximity to
electrical hazards.
4. Protection of Property
The Contractor shall protect from damage all utilities, improvements, buildings, vehicles and all other
property that is likely to become displaced or damaged by the execution of the work under this Contract.
Any special equipment or devices needed to protect persons, property, landscaping or utilities shall be the
responsibility of the Contractor, and the costs of such protection shall be included in the bid. The City will
not pay any additional costs for special protective actions, equipment or devices not included in the
Contract bid.
The Contractor shall notify all other affected governmental agencies and utilities whenever underground
work is done under the terms of this Contract. The Contractor is required to obtain permission of the
appropriate public and private utilities and governmental agencies before performing underground work
pursuant to the terms of this Contract. The Contractor shall be required to contact the Metropolitan Utilities
Council, 1-800-332-2344,prior to all projects requiring excavation.
The Contractor is responsible for all property,utilities and pavement damaged by his/her operations as shall
be determined by the City Forester administering this Contract. The Contractor shall be responsible for the
costs of repairing all damage to property, utilities and pavement caused by his/her operations to the
satisfaction of the property owner or the governmental body having jurisdiction over the road or utility.
5. Work Hours
Work for these services shall be scheduled Monday through Friday, between the hours of 8:00 a.m. and
3:00 p.m. In instances of an emergency or work that cannot be scheduled during regular business hours the
Contractor may be requested to perform work on evenings, weekends or holidays.
Tree Pruning/Removal &Stump Grinding Services Contract 11
November 19,2002
A.
6. Observance of Laws, Ordinances and Regulations
The Contractor shall be required to obtain the requisite permits from the City to do the work at each job
site.
The Contractor at all times during the term of this contract shall observe and abide by all Federal, State and
City laws which in any way affect the conduct of the work. The Contractor shall abide fully with any and all
applicable State and Federal statutes, rules and regulations as they relate to hiring, wages, and any other
applicable conditions of employment.
In the event that the work is not performed in accordance with this provision and in accordance with the
laws of the State of Oregon, then this Contract may be terminated by the City of Tigard for the reason that
the same is not performed in accordance with the public policy of the State of Oregon as defined in said
statutes.
7. Bonds/Licenses/Permits
The Contractor shall procure and pay for all permits and licenses necessary for the completion of this
Contract including those permits required by the City of Tigard. In the event a necessary permit is not
obtained, the Contractor shall not be permitted to work on items subject to said permit and any delays
caused thereby shall not be subject to extra compensation or extensions.
A. The Contractor shall have a valid City of Tigard Business Tax or Metro License.
B. The Contractor shall obtain and maintain a Surety Bond in compliance with Tigard Municipal Code
15.04.050 Work in Right-of-Way, Security.
C. The Stump Grinding Contractor shall have a State Contractor's License.
8. Underground Excavation
It is the Contractor's responsibility to fully comply with the Metropolitan Utilities Council's (1-800-332-
2344) guidelines for locating utilities prior to any excavations. The Contractor may pursue the party
responsible for not properly marking or identifying the underground facility. The Contractor agrees not to
file any claim or legal action against the City (division responsible for this Contract) for said "changed or
differing" conditions unless said City division is solely responsible for the delay or damages that the
Contractor may have incurred.
9. Contractor's Insurance
Contractors and its subcontractors shall maintain insurance acceptable to City in full force and effect
throughout the term of this contract. Such insurance shall cover all risks arising directly or indirectly out of
contractor's activities or work hereunder, including the operations of its subcontractors of any tier.
The policy or policies of insurance maintained by the contractor and its subcontractor shall provide at least
the limits and coverage's listed in Section 8 of the attached Contract.
As evidence of the insurance coverage required-by the contract, the contractor shall furnish a Certificate
of Insurance to the City. No contract shall be effected until the required certificates have been received
Tree Pruning/Removal&Stump Grinding Services Contract 12
November 19,2002
and approved by the City. The certificate will specify and document all provisions within the contract.
A renewal certificate will be sent to the City 10 days prior to coverage expiration.
10. Deductions for Uncorrected Work
If the City of Tigard deems it expedient to correct work not done in accordance with the terms of this
Contract, an equitable deduction from future payments under this Contract shall be made.
V. QUOTE EVALUATION AND AWARD
1. Pricing: All quotes submitted shall be binding for 30 calendar days from quote closing date, unless
extended by mutual consent of all parties.
2. Evaluation Criteria: Quotes will be evaluated to identify the "lowest responsive and responsible bidder"
who has substantially complied with all requirements and specifications of the RFQ and who can be
expected to deliver promptly and perform reliably.
3. Method of Award: The award will be to the lowest bidder based on "straight time" of 40 hours of tree
climbing, 40 hours of ground person and 20 hours of stump grinding. The hours listed are for evaluation
purposes only and are not actual hours of service.
It is the intent of the City to award a primary contractor and up to two secondary contractors.
4. Bid Rejection: The City may reject any quote not in compliance with all prescribed public bidding
procedures and requirements and may reject for good cause any or all quotes upon a finding of the City
that it is in the public interest to do so.
Tree Pruning/Removal&Stump Grinding Services Contract 13
November 19,2002
EXHIBIT C
SELLERS PROPOSAL
QUOTE FORM
REQUEST FOR QUOTE: Tree Pruning/Removal and Stump Grinding Services
Close: November 12, 2002 n 2:00 PM
Regular Business Hours Other Hours
"Straight Time" (Evenings,Weekends &
Service Task (M-F, 8 AM-3 PM) Holidays)
Tree Climber $ 60' Per Hour $J�5 Per Hour
Ground Person $ 5� Per Hour $ �� Per Hour
Stump Grinding $ 80 Per Hour $ .v Per Hour
• City Business Tax number: ✓���y Federal ID No. X1.3-lDS3 5G y
■ State Contractor's License number for Stump Grinder. 6C,9 IOZSSO
■ Number of years in business: Number of employees: I9
• Registered with St. of Oregon: Yes Y- No:_ If so,when: IMF
• Please Complete if Applicable: MBE❑ WBE❑
The undersigned states that he or she is authorized to submit a quote on behalf of the corporation,
partnership, or sole proprietorship listed below, and further states that the corporation, partnership, or
sole proprietorship hereby agrees to and is bound by the above offer.
Firm:
Signed: 5-r e55X Title:
Print Name: /mow/ c 01--01046c-
Address: '00 O Ax City/State/Zip:
Telephone Number: Fax Number:
Email Address: %/1�v Date: /— -eZ
RFQ—Tree Pruning/Removal and Stump Grinding Services 9
Close: November 12,2002
BID TABULATIONS
CITY OF TIGARD
Tree Pruning/Removal and Stump Grinding Services
Closed: 11/12/02 @ 2:00 PM
Contractor Service Task Reg. Business Hours Other Hours
"Straight Time" (Evenings,Weekends&
M-F,8 AM—3PM Holidays
Per Hour Rate Per Hour Rate
Halst adsArboncutue Tree Climber 68.75 103.13
Ground Person 58.50 87.75
Stump Grinding 120.00 149.75
Rich's Tree Service Inc. Tree Climber 100.00 150.00
Ground Person 100.00 150.00
Stump Grinding 130.00 180.00
* Organicarenc Tree Climber 60.00 75.00
Ground Person 50.00 65.00
Stump Grinding 80.00 95.00
portonreeIric; Tree Climber 65.00 97.50
Ground Person 65.00 97.50
Stump Grinding 90.00 135.00
"Awarded in this order: Organicare lowest responsible bidder Morton Tree second and Halsteads
Arboriculture third responsible bidder.
11/13/2002