Geese Guys ~ C200010 CITY OF TIGARD-CONTRACT SUMMARY&ROUTING FORM
Contract Overview
Contract/Amendment Number: C200010a1
Contract Start Date: 07/17/2019 Contract End Date: 6 30 23
Contract Title: Summerlake Park Goose Management
Contractor Name: Geese Guys
Contract Manager: Greg Stout
Department: PW-Parks
Contract Costs
Original Contract Amount: $100,000.00 (nte�
Total All Previous Amendments:
Total of this Amendment: n a
Total Contract Amount: $100,00; 0.00 (ate
Procurement Authority
Contract Type: Personal Services
Procurement Type: PCR 10.075 Contract Amendments
Solicitation Number: NA
LCRB Date: NA
Account String: Fund-Division-Account Work Order—Activit):1=e Amount
Contracts & Purchasing Approval
Purchasing Signature: r lu u-
Comments: Extend contract and update City project manager
DocuSign Routing
Route for Signature Name Email Address
Contractor Vance Kimball vanceggeeseguys.com
City of Tigard Steve Rymer Stevergtigard-or.gov
Final Distribution
Contractor lfeilmeier@bartlett.com lfeilmeier@bartlett.com
Project Manager Greg Stout res ti and-or. ov
cc Martin McKnight martin ti and-or. ov
Buyer Toni Riccardi tonir ti and-or. ov
DocuSign Envelope ID:95B87767-D289-46B5-8FEF-49D86429695B
CITY OF TIGARD,OREGON
AMENDMENT TO CONTRACT NUMBER 0200010
FOR
SUMMERLAKE PARK GOOSE MANAGEMENT
AMENDMENT #1
The Agreement between the City of Tigard,a municipal corporation of the State of Oregon,hereinafter called
City, and Geese Guys,hereinafter referred to as Contractor,is hereby amended as follows:
1. EFFECTIVE DATE AND DURATION
2. This Agreement is effective upon the date of execution and expires onjune 30, ,June 30, 2023
unless otherwise terminated or extended. All work under this Agreement must be completed prior
to the expiration of this Agreement.
3. COMPENSATION
Section 3 of the Contract is amended to increase the total potential compensation payable under the
Contract by$2,000.00, to a new total of$24,000.00. Total payments to Contractor for services under
this Contract, including but not limited to Services added by this amendment number 1, shall not
exceed that new total without further amendment of the Contract.
4. METHOD & PLACE OF SUBMITTING NOTICE, BILLS AND PAYMENTS
Section 10 is updated to provide the new City contract administrator as follows.
CITY OF TIGARD
Attn: Greg Stout
Address: 13125 SW Hall Boulevard
Tigard, OR 97223
Phone: (503) 718-2817
Email: gregs(cr�,tigard-or.gov
5. Except as expressly provided in this contract amendment, all other terms remain unchanged
IN WITNESS WHEREOF, City has caused this Amendment to be executed by its duly authorized
undersigned officer and Contractor has executed this Amendment upon signature and date listed below.
CITY OF TIGARD GEESE GUYS
Wcusp'-'eY- 0^•a�'l-
'�LC[77iFCl.. C�F77La1951n4'd7..
Signature Signature
Steve Rymer Jennifer Sandvig
Printed Name Printed Name
6/21/2022 6/21/2022
Date Date
Rev.8/21
DocuSign Envelope ID:95B87767-D289-46B5-8FEF-49D86429695B
f
i
GEESE GL`IYS
Portland,are Orr
2022-2023 Scope of Work For Summer Lake Park
11450 SW Winter Lake Dr,
Summerlake City Park, Tigard, OR
Presented by Geese Guys, LLC
Contractor shall implement a Comprehensive Goose Management plan for a full
calendar year, from July 1st, 2022 to June 30th, 2023, that involves the following work
items:
• Hazing with Professional Goose Management Dogs and auxiliary methods for
52 weeks.
• Egg depredation services with FWS registration and reporting, as needed.
• Data Collection: number of geese observed on site, egg depredation nest count.
• Data analysis and reporting, when requested.
Cost: $2,000 per month x 12 months = $24,000
Total for calendar year: $24,000
*Please let us know if you have any questions or need anything else, thank you!
Mailing Address Business Contact
Geese Guys,LLC Jennifer M.Sandvig
15532 SW Pacific Hwy General Manager
#218 visit us at: gm@geeseguys.com
Tigard,OR 97224 www.geeseguys.com 844.684.3373 ext.702
■
■
r.
� f
City of Tigard
June 11, 2020
Geese Guys
Attn: Vance I{imball
15685 SW 1161h Aire Ste 215
King City OR 97224
REK: Summerlake Park Goose Management
Period:July 1, 2020 through June 30, 2021
CONTRACT NOTICE OF AWARD— RENE AL
Contract# C200010
Dear Vance Kimball,
The City of Tigard has determined that your cornpanv has performed in accordance with the
requirements of our Agreement. Therefore, the City of Tigard, pursuant to the renewal/extension
clause contained in the terms and conditions of the Agreement, desires to exercise its first (1) one-
year extension to the Contract effective from July 1, 2020 through June 30, 2021. This rencwal
period shall be governed by the specifications,pricing,and the teens and conditions set forth per the
above referenced C=ontract.
Please acknowledge acceptance of this renewal by signing this document in the space
provided below and returning it to me within ten (10) days. You may keep a copy For your
records.
The City looks forward to doing business with Geese Guys.
Sincerely,
Jamie Greenberg
Purchasing Specialist
503-718-2492
jamie@tigard-or.gov
tigard-or.gov
I/We hereby acknowledge acceptance of this Contract renewal, and agree to be bound by all
requirements, terms, and conditions as set forth in the above referenced Contract.
Compan}': ry Signed:
Date: 1 Printed:
CITY OF TIGARD OREGON-CONTRACT SUMMARY FORM
(THIS FORMMUSTACCOMPANYEVERYCONTRACT)
Contract Title: Summerlake Park Goose Management Number:
Contractor: Geese.Guys Contract Total: $100,000 (NTE)
Contract Overview: Contractor will provide canine goose hazing at Summerlake Park
Contract is for$1,200/month for first of possible five-year contract
Monthly may be raised each year in conjunction with CPI-UW.
Initial Risk Level: ❑ Extreme ❑ High ❑ Moderate ❑ Low
Risk Reduction Steps: Auto insurance lower per discussion Risk (approval email attached)
General liability in line with insurance matrix.
Risk Comments: See attached email.
Risk Signature:
15
Contract Manager: Martin McKnight Ext: 24 Department: PW- Parks
Type: ❑ Personal Svc ❑ Professional Svc ❑ Architectural A ❑ Public Imp ❑ General Svc
PC .
❑ Engineering Svc ❑ Other: Start Date: End Date:
Quotes/Bids/Proposal: FIRM AMOUNT/SCORE
Sole Source as approved by K Nyland—determination on file
Account String: Fund-Division-Account Work Order—Activity T=e Amount
FY 20 270-6150-54001 43037-270 $14,400
FY 21 same TBD
FY 22 same TBD
FY 23 same TBD
FY 24 same TBD
Approvals - LCRB Date: Not Required
Department Comments: p
Department Signature:
Purchasing Comments:
Purchasing Signature: -
City Manager Comments:
City Manager Signature:
After securing all required approvals, forward original copy to the Contracting and Purchasing Office along with a
completed Contract Checklist.
Joseph Barrett
From: Jennifer Curran
Sent: Wednesday,July 17, 2019 9:19 AM
To: Joseph Barrett
Subject: RE: Goose Management at Summerlake City Park
Hi Joe,Just to confirm our discussion. I agree with the$1M auto limits since the driving is not integral to the
performance of the contract.Thanks!
Jennifer Curran
Risk Management
(503)718-2418
From:Joseph Barrett
Sent: Wednesday,July 17, 2019 8:54 AM
To:Jennifer Curran <JenniferC@tigard-or.gov>
Subject: FW: Goose Management at Summerlake City Park
Hi Jennifer, can we chat when you have a few? Thanks!
From:Vance Kimball<vance@geesgguys.com>
Sent:Wednesday,July 17, 2019 8:28 AM
To:Joseph Barrett<Joseph@tigard-or.gov>
Cc: Martin McKnight<Martin@tigard-or.gov>;Jamie Greenberg<lamie@tigard-or.gov>;James Kuri
dames@geeseg .com>
Subject: Re: Goose Management at Summerlake City Park
Caution!This message was sent from outside your organization. Allow sender Block sender
Good morning Joseph,
Yes it is, we'll just be driving the pups and ourselves to and from the property in passenger vehicles, no heavy equipment
or anything like that.
Warmly,
Vance A. Kimball
General Manager, Lead Wildlife Biologist
Geese Guys, LLC
T: 184-GOTGEESE ext 702
vance, geese}uys.co€n
www.geese guys.corr.
1
Portland, Oregon
On Wed,Jul 17, 2019 at 6:15 AM Joseph Barrett<Joseph@tigard-or.gov>wrote:
Good morning Vance, let me talk with our Risk group to see what I can do. I'll try and get with them today. I assume
you aren't using any heavy vehicle stock under this contract,just a passenger vehicle or two to the park and back with
staff and the dogs... is this accurate?
From:Vance Kimball<vance@geeseguys.com>
Sent: Monday,July 15, 2019 1:57 PM
To:Joseph Barrett<Joseph@tigard-or.gov>
Cc: Martin McKnight<Martin@tigard-or.gov>;Jamie Greenberg<iamie@tigard-or.gov>;lames Kuri
<iames@geeseguys.com>
Subject: Re: Goose Management at Summerlake City Park
Hi Joseph,
I'm not sure if you handle this but we may have run into a snag with the insurance requirements. Currently,we have
Commercial Automobile Liability coverage set at$1,000,000 per occurrence, which apparently is the highest amount
offered by our insurance company. If we can not get an exemption to the $2,000,000 limit required by the contract,
which would be our preferred route, our agent said we may be able to get an endorsement under our umbrella policy
to bridge the gap, but this would require that we raise our monthly rate to $1300 per month to cover the additional
premiums. As our current coverage has been sufficient for all of our other clients, I'm hesitant to make any changes
that aren't totally necessary, so please let me know if there's any way we can work around this. If it's any help at all,
I've attached a certificate prepared by our insurance agency outlining our current coverage. If these limits were
acceptable,we would be able to stay with the originally quoted rate of$1200 per month.
Thanks so much,
Vance A. Kimball
General Manager, Lead Wildlife Biologist
2
Contract#
CITY OF TIGARD,OREGON
AGREEMENT FOR SERVICES RELATED TO
SUMMERLAKE PARK GOOSE MANAGEMENT
THIS AGREEMENT made and entered into this 17" day of July, 2019, by and between the City of
Tigard, a municipal corporation of the State of Oregon, hereinafter called "City", and Geese Guys,
hereinafter called"Contractor",collectively known as the"Parties."
RECITALS
WHEREAS,Contractor has submitted a bid or proposal to City to provide specific services;and
WHEREAS,Contractor is in the business of providing specific services and is aware of the purposes
for which City requires the services;and
WHEREAS, City and Contractor wish to enter into a contract under which City shall purchase the
services described in Contractor's bid or proposal;
THEREFORE,The Parties agree as follows:
1. SERVICES TO BE PROVIDED
Contractor agrees to provide services related to a humane hazing protocol of Canada Geese in
Summerlake Park as detailed in Exhibit A—Scope of Services and by this reference made a part
hereof.
2. EFFECTIVE DATE AND DURATION
Contractor shall initiate services upon receipt of City's notice to proceed, together with an
executed copy of this Agreement. This Agreement shall become effective upon the date of
execution and shall expire,unless otherwise terminated or extended,on June 30,2020. The City
and Contractor may mutually agree to up to four (4) additional one-year terms to the contract.
All services shall be completed prior to the expiration of this Agreement.
3. COMPENSATION
City agrees to pay Contractor an amount not exceeding Fourteen Thousand Four Hundred and
No/100 Dollars ($14,400.00)in the first year of the contract,based on the monthly fees detailed
in the Scope of Services,for the performance of those services described herein. The Contractor
may submit revised monthly pricing to the City prior to the execution of any option year to the
contract. The City expectation would be the any revisions to the pricing do not exceed the annual
Consumer Price Index (Urban West) (CPI-UW). At no point shall this contract exceed One
Hundred Thousand and No/100 Dollars ($100,000.00) over its possible lifetime. Payment shall
be based upon the following applicable terms:
A. Payment will be made in installments based on Contractor's invoice, subject to the
approval by the City,and not more frequently than monthly. Payment shall be made only
for work completed as of the date of invoice.
B. Payment by City shall release City from any further obligation for payment to Contractor,
for services performed or expenses incurred as of the date of the invoice. Payment shall
not be considered acceptance or approval of any work or waiver of any defects therein.
C. Contractor shall make payments promptly, as due, to all persons supplying labor or
materials for the prosecution of this work.
A Contractor shall not permit any lien or claim to be filed or prosecuted against the City on
any account of any labor or material furnished.
E. Contractor shall pay to the Department of Revenue all sums withheld from employees
pursuant to ORS 316.167.
F. If Contractor fails,neglects or refuses to make prompt payment of any claim for labor or
services furnished to Contractor or a subcontractor by any person as such claim becomes
due, City may pay such claim and charge the amount of the payment against funds due or
to become due the Contractor. The payment of the claim in this manner shall not relieve
Contractor or their surety from obligation with respect to any unpaid claims.
G. Contractor shall pay employees at least time and a half pay for all overtime worked in
excess of 40 hours in any one work week except for individuals under the contract who
are excluded under ORS 653.010 to 653.261 or under 29 USC sections 201 to 209 from
receiving overtime.
H. Contractor shall promptly, as due, make payment to any person, co-partnership,
association or corporation,furnishing medical, surgical,hospital care or other needed care
and attention incident to sickness or injury to the employees of Contractor or all sums
which Contractor agrees to pay for such services and all moneys and sums which
Contractor collected or deducted from the wages of employees pursuant to any law,
contract or agreement for the purpose of providing or paying for such service.
I. The City certifies that sufficient funds are available and authorized for expenditure to finance
costs of this contract during the current fiscal year. Appropriations for future fiscal years
shall be subject to budget approval by the City Council.
4. ASSIGNMENT/DELEGATION
Neither party shall assign or transfer any interest in or duty under this Agreement without the
written consent of the other and any attempted assignment or transfer without the written
consent of the other party shall be invalid.
5. SUBMITTING BILLS AND MAKING PAYMENTS
All notices and bills shall be made in writing and may be given by personal delivery,mail or fax.
Payments may be made by personal delivery,mail,or electronic transfer. The following addresses
shall be used to transmit notices,bills,payments,and other information:
Attn: Martin McKnight,Parks Supervisor Attn:Vance Kimball
Address: 13125 SW Hall Boulevard Address: 15685 SW 116 'Avenue,Suite 215
Tigard,Oregon 97223 King City,Oregon 97224
Phone: (503) 718-2598 Phone: (844) 684-3773,ext 702
Email: martinQtigard-or.gov Email: vance eeseguys.com
6. TERMINATION
The parties agree that any decision by either party to terminate this Agreement before the 30"'
of June 2020 shall be accompanied by thirty (30) days written notice to the other party prior
to the date termination would take effect. There shall be no penalty for early termination. If
FY 20 GSA—Summerlake Canada Geese Hazing 2 a L=e
City terminates the contract pursuant to this paragraph, it shall pay Contractor for services
rendered prorated to the date of termination.
7. ACCESS TO RECORDS
City shall have access to such books,documents,papers and records of Contractor as are directly
pertinent to this Agreement for audit,examination,excerpts and transcripts.
8. FORCE MATEURE
Neither City nor Contractor shall be considered in default because of any delays in completion
and responsibilities hereunder due to causes beyond the control and without fault or negligence
on the part of the parties so disenabled,including but not restricted to,natural disaster,war,civil
unrest,volcano,earthquake, fire, flood,epidemic,quarantine restriction,area-wide strike,freight
embargo, unusually severe weather or delay of subcontractor or supplies due to such cause;
provided that the parties so disenabled shall within ten(10)days from the beginning of such delay,
notify the other party in writing of the cause of delay and its probable extent. Such notification
shall not be the basis for a claim for additional compensation. Each party shall,however,make
all reasonable efforts to remove or eliminate such a cause of delay or default and shall, upon
cessation of the cause,diligently pursue performance of its obligation under the Agreement.
9. NON-DISCRIMINATION
Contractor agrees to comply with all applicable requirements of federal and state civil rights and
rehabilitation statues, rules, and regulations. Contractor also shall comply with the Americans
with Disabilities Act of 1990, ORS 659A.142, and all regulations and administrative rules
established pursuant to those laws.
10. INDEMNITY
Contractor agrees to and shall defend, indemnify and hold harmless City, City's officers,
employees, agents and representatives from and against all liability, claims, costs, demands,
judgments,penalties,and causes of action of any kind or character,or other costs or expenses
incidental to the investigation and defense thereof, of whatever nature, resulting from or
arising out of the activities of the Contractor or its subcontractors, agents, or employees in
performance of this contract, except, however, that the foregoing shall not apply to liability
that arises out of the City's,its officers,employees,agents and representatives sole negligence.
If any aspect of this indemnity shall be found to be illegal or invalid for any reason whatsoever,
such illegality or invalidity shall not affect the remainder of this indemnification.
11. INSURANCE
Contractor shall maintain insurance acceptable to City in full force and effect throughout the term
of this contract. Such insurance shall cover risks arising directly or indirectly out of Contractor's
activities or work hereunder. The policy or policies of insurance maintained by the Contractor
shall provide at least the following limits and coverages:
A. Commercial General Liability Insurance
Contractor shall obtain,at contractor's expense,and keep in effect during the term of this
contract,Comprehensive General Liability Insurance covering Bodily Injury and Property
Damage on an "occurrence" form (CG 2010 1185 or equivalent). This coverage shall
FY 20 GSA—Summerlake Canada Geese Hazing 3 1 1' E g c
include Contractual Liability insurance for the indemnity provided under this contract.
The following insurance will be carried:
Coverage Limit
General Aggregate 2,000,000
Products-Completed Operations Aggregate 2,000,000
Personal&Advertising Injury 1,000,000
Each Occurrence 1,000,000
Fire Damage (any one fire) 50,000
B. Commercial Automobile Insurance
Contractor shall also obtain, at contractor's expense, and keep in effect during the term of
the contract, Commercial Automobile Liability coverage including coverage for all owned,
hired, and non-owned vehicles on an "occurrence" form. The Combined Single Limit per
occurrence shall not be less than $1,000,000.
If Contractor uses a personally-owned vehicle for business use under this contract, the
Contractor shall obtain, at Contractor's expense, and keep in effect during the term of the
contract, business automobile liability coverage for all owned vehicles on an "occurrence"
form. The Combined Single Limit per occurrence shall not be less than $1,000,000.
C. Workers' Compensation 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 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 $1,000,000
each accident.
D. Additional Insured Provision
All policies aforementioned, other than Workers' Compensation and Professional
Liability, shall include the City its officers, employees, agents and representatives as
additional insureds with respect to this contract.
E. Insurance Carrier Rating
Coverages provided by the Contractor must be underwritten by an insurance company
deemed acceptable by the City. All policies of insurance must be written by companies
having an A.M.Best rating of"A-VII"or better,or equivalent. The City reserves the right
to reject all or any insurance carrier(s)with an unacceptable financial rating.
F. Self-Insurance
The City understands that some Contractors may self-insure for business risks and the
City will consider whether such self-insurance is acceptable if it meets the minimum
FY 20 GSA—Summerlake Canada Geese I-lazing 4 1 Pa g f
insurance requirements for the type of coverage required. If the Contractor is self-insured
for commercial general liability or automobile liability insurance the Contractor must
provide evidence of such self-insurance. The Contractor must provide a Certificate of
Insurance showing evidence of the coverage amounts on a form acceptable to the City.
The City reserves the right in its sole discretion to determine whether self-insurance is
adequate.
G. 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 effective until the
required Certificates of Insurance have been received and approved by the City. The
certificate will specify and document all provisions within this contract and include a copy
of Additional Insured Endorsement. A renewal certificate will be sent to the below
address prior to coverage expiration.
H. Independent Contractor Status
The service or services to be rendered under this contract are those of an independent
contractor. Contractor is not an officer, employee or agent of the City as those terms are
used in ORS 30.265.
I. Primary Coverage Clarification
The parties agree that Contractor's coverage shall be primary to the extent permitted by law.
The parties further agree that other insurance maintained by the City is excess and not
contributory insurance with the insurance required in this section.
J. Cross-Liability Clause
A cross-liability clause or separation of insureds clause will be included in all general liability,
professional liability,pollution and errors and omissions policies required by this contract.
A certificate in form satisfactory to the City certifying to the issuance of such insurance will be
forwarded to:
City of Tigard
Attn: Contracts and Purchasing Office
13125 SW Hall Boulevard
Tigard,Oregon 97223
At the discretion of the City, a copy of each insurance policy, certified as a true copy by an
authorized representative of the issuing insurance company may be required to be forwarded to
the above address.
Such policies or certificates must be delivered prior to commencement of the work. The
procuring of such required insurance shall not be construed to limit contractor's liability
hereunder. Notwithstanding said insurance, Contractor shall be obligated for the total amount
of any damage,injury,or loss caused by negligence or neglect connected with this contract.
FY 20 GSA—Summerlake Canada Geese Hazing 5 1 I' a g ::
12. ATTORNEY'S FEES
In case suit or action is instituted to enforce the provisions of this contract,the parties agree that
the losing party shall pay such sum as the court may adjudge reasonable attorney fees and court
costs,including witness fees (expert and non-expert),attorney's fees and court costs on appeal.
13. COMPLIANCE WITH STATE AND FEDERAL LAWS/RULES
Contractor shall comply with all applicable federal, state and local laws,rules and regulations,
including, but not limited to, the requirements concerning working hours, overtime, medical
care, workers compensation insurance, health care payments, payments to employees and
subcontractors and income tax withholding contained in ORS Chapters 279A, 279B, and
279C, the provisions of which are hereby made a part of this agreement.
14. CHOICE OF LAW,VENUE
The provisions of this Agreement are governed by Oregon Law. Venue will be the State of
Oregon Circuit Court in Washington County or the US District Court for Oregon,Portland.
15. CITY OF TIGARD BUSINESS LICENSE
Contractor shall obtain,prior to the execution of any performance under this Agreement,a City
of Tigard Business License. The Tigard Business License is based on a calendar year with a
December 31 st expiration date. New businesses operating in Tigard after June 30th of the current
year will pay a pro-rated fee though the end of the calendar year.
16. CONFLICT BETWEEN TERMS
It is further expressly agreed by and between the parties hereto that should there be any conflict
between the terms of this instrument in the proposal of the contract,this instrument shall control
and nothing herein shall be considered as an acceptance of the terms of proposal conflicting
herewith.
17. SEVERABILITY
In the event any provision or portion of this Agreement is held to be unenforceable or invalid by
any court of competent jurisdiction, the validity of the remaining terms and provisions shall not
be affected to the extent that it did not materially affect the intent of the parties when they entered
into the agreement.
18. REPRESENTATIONS AND WARRANTIES
Contractor represents and warrants to the City that:
A. Contractor has the power and authority to enter into and perform this Agreement.
B. This Agreement, when executed and delivered, is a valid and binding obligation of
Contractor,enforceable in accordance with its terms.
C. Contractor (to the best of Contractor's knowledge, after due inquiry), for a period of no
fewer than six calendar years (or since the firm's inception if less than that) preceding the
effective date of this Agreement, faithfully has complied with:
FY 20 GSA—Summerlake Canada Geese Hazing 6 1 11 :,,, g e
1) All tax laws of this state,including but not limited to ORS 305.620 and ORS chapters
316, 317,and 318;
2) Any tax provisions imposed by a political subdivision of this state that applied to
Contractor, to Contractor's property, operations, receipts, or income, or to
Contractor's performance of or compensation for any work performed by Contractor;
3) Any tax provisions imposed by a political subdivision of this state that applied to
Contractor,or to goods,services,or property,whether tangible or intangible,provided
by Contractor;and
4) Any rules,regulations,charter provisions,or ordinances that implemented or enforced
any of the foregoing tax laws or provisions.
D. Any intellectual property rights or such delivered to the City under this Agreement, and
Contractor's services rendered in the performance of Contractor's obligations under this
Agreement, shall be provided to the City free and clear of any and all restrictions on or
conditions of use, transfer,modification,or assignment,and shall be free and clear of any
and all liens,claims,mortgages,security interests,liabilities,charges,and encumbrances of
any kind.
19. COMPLIANCE WITH TAX LAWS
A. Contractor must, throughout the duration of this Agreement and any extensions, comply
with all tax laws of this state and all applicable tax laws of any political subdivision of the
State of Oregon. For the purposes of this Section, "tax laws" includes all the provisions
described in subsection 25.C. 1) through 4) of this Agreement.
B. Any violation of subsection A of this section shall constitute a material breach of this
Agreement. Further, any violation of Contractor's warranty, in subsection 25.0 of this
Agreement,that the Contractor has complied with the tax laws of the State of Oregon and
the applicable tax laws of any political subdivision of this state also shall constitute a material
breach of this Agreement. Any violation shall entitle the City to terminate this Agreement,
to pursue and recover any and all damages that arise from the breach and the termination of
this Agreement,and to pursue any or all of the remedies available under this Agreement,at
law,or in equity,including but not limited to:
1) Termination of this Agreement,in whole or in part;
2) Exercise of the right of setoff, and withholding of amounts otherwise due and owing
to Contractor,in an amount equal to State's setoff right,without penalty;and
3) Initiation of an action or proceeding for damages, specific performance, declaratory
or injunctive relief. The City shall be entitled to recover any and all damages suffered
as the result of Contractor 's breach of this Agreement, including but not limited to
direct,indirect,incidental and consequential damages,costs of cure,and costs incurred
in securing a replacement Contractor.
These remedies are cumulative to the extent the remedies are not inconsistent, and the City
may pursue any remedy or remedies singly, collectively, successively, or in any order
whatsoever.
FY 20 GSA—Summerlake Canada Geese Hazing 7 1 i' a `;,
20. COMPLETE AGREEMENT
This Agreement,including the exhibits,is intended both as a final expression of the Agreement
between the Parties and as a complete and exclusive statement of the terms. In the event of an
inconsistency between a provision in the main body of the Agreement and a provision in the
Exhibits, the provision in the main body of the Agreement shall control. In the event of an
inconsistency between Exhibit A and Exhibit B,Exhibit A shall control.
No waiver,consent,modification,or change of terms of this Agreement 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 Agreement. Contractor, by the signature of its authorized representative, hereby
acknowledges that he/she has read this Agreement, understands it and agrees to be bound by
its terms and conditions.
IN WITNESS WHEREOF, City has caused this Agreement to be executed by its duly authorized
undersigned officer and Contractor has executed this Agreement on the date hereinabove first written.
CITY OF TIGmw GEESE Guys
L �/ - .�, C 1-4 KteC t rE 1
By: Authorized City Representative By:Authorized Contractor Representative
. -z .
Date Date
FY 20 GSA—Summerlake Canada Geese Hazing 8 1 1a ;c
EXHIBIT A
SCOPE OF SERVICES
MANAGEMENT PLAN OVERVIEW
To address the pervasive impact of the Canada geese observed at Summerlake City Park, Contractor
will implement an intensive hazing protocol immediately, which utilizes humane management
methods to deter geese.
INTENSIVE HAZING PROTOCOL
The Intensive Hazing Protocol is characterized by robust hazing with Contractor's Wildlife Techs,
Goose Management Kgs,and auxiliary methods. Contractor's Canada Goose Management Protocols
are adaptive, science-based and integrated. Management actions respond to seasonal changes in avian
behavior and are proven humane and effective by the Audubon Society,Humane Society of the United
States and PETA.
A Wildlife Tech with a Goose Management K9 will patrol the property 1-3 times daily,as needed,and
implement a comprehensive management plan aimed at minimizing goose activity at the park on a
year-round basis.Patrols will not be performed on New Year's Day,the Fourth of July,Thanksgiving
Day or Christmas Day, or under certain special circumstances (natural disaster, unsafe weather
conditions, other significant unforeseeable events).
COST
$1200 per month
FY 20 GSA—Summerlake Canada Geese Hazing 9 1 i' a t>