AGREEMENT FOR HARVESTING SERVICES
THIS AGREEMENT is made and entered into this day of
,20_, by and between the City of Merced, a California Charter Municipal Corporation, whose address of record is 678 West 18*h Street, Merced, California 95340, (hereinafter referred to as "City") and Bradley Bertuccio Hay Baling Inc, (hereafter "Harvester"), whose address of record is 2945 Wardrobe Ave, Merced, California 95341, for good and valuable consideration the receipt and sufficiency is hereby agreed, upon the following mutual promises:
1. SCOPE OF SERVICES. City currently has approximately 759 acres of various crops, such as alfalfa, winter forage, sorhum sudan and com silage (the "Crop"). Harvester has bid on the right to harvest said Crops and is the successful bidder following a bid process. Harvester agrees to harvest the Crops at the bid amount as shown in Exhibit "A" attached hereto and herein incorporated by reference. The allocation of crop acreage and rotation of crops may change during the term of this Agreement at the sole discretion of the City.
2. CROP LOCATION. The Crops are located at 10260 Gove Road, Merced, California. Fields may be taken out of production upon the discretion of the City for the incorporation of Biosolids, which will typically occur twice per year.
3. COMPENSATION. Payment by the City to the Harvester for actual services rendered under this Agreement shall be made within thirty (30) days of submission of an invoice detailing services performed under the Agreement, in accordance with the following:
a. Harvester's costs of harvesting said Crops pursuant to the rate schedule set forth in Exhibit "A" attached hereto; and
b. The costs of any groundwork performed on a time and materials basis pursuant to the rate schedule set forth in Exhibit "A" attached hereto. All work must be preapproved by the City. Harvester must submit weekly timesheets reflecting the days and hours worked for each individual providing groundwork services pursuant to this Agreement.
4. DESIGNATED CONTACT. For purposes of this Agreement, the day-to-day contact for this Agreement is Mr. Charles Slagter, Operations Supervisor, at phone number (209) 385-6207. Arrangements for the harvesting and access to the fields are to be made through Mr. Slagter.
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5. HARVESTER RESPONSIBLITIES. Harvester is to pay for the costs of harvesting Crops from the City of Merced Land Application Site to Broker's desired location for storage or sale. All Crops are to be staked separately from each field. Bale count and tonnage per field is to be provided for documentation purposes. Payment to Harvester will be based upon certified weight tags, as provided by the respective hay broker.
6. COORDINATION OF WORK. The coordination of cutting, baling, spraying, irrigation, and planting will be jointly handled by the City's Land Application Program Lead Worker, the City Operations Supervisor and Harvester; however, City retains the final authority on irrigation timing, practices and fertilizer applications to ensure compliance with relevance permits and regulations.
7. FIELD GRADING. The City has the sole discretion to pre-select and identify fields that may be considered standard or sub-standard.
8. RELEASE OF LIABILITY. Harvester shall sign a Release of Liability, a copy of which is attached to this Agreement as Exhibit "B". No harvesting of the Crops shall commence until all documents, including proof of the required insurance coverage and Release of Liability have been executed and/or filed with the City.
9. INDEPENDENT CONTRACTOR. Nothing herein is intended to create an employer-employee relationship between City and Harvester. Harvester and any of his or her employees, workers or assistants are independent contractors and not agents, sub-agents, or employees of the City. Harvester shall be responsible for the payment of all taxes, workers' compensation insurance and unemployment insurance. Should Harvester desire any insurance protection, Harvester is to acquire same at his/her expense.
In the event Harvester or any employee, agent, or subcontractor of Harvester providing services under this Agreement is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Harvester shall indemnify, protect, defend, and hold harmless the City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Harvester or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.
X: \Agreements| WWTP-General\2024\Bradley Bertuccio Service Agreement.docx 2 10. INDEMNITY. Harvester shall indemnify, protect, defend (with legal counsel selected by the City), save and hold City, its officers, employees, and agents, harmless from any and all claims or causes of action for death or injury to persons, or damage to property resulting from intentional or negligent acts, errors, or omissions of Harvester or Harvester's officers, employees, volunteers, and agents during performance of this Agreement; Harvester shall indemnity, protect, defend (with counsel selected by the City) save and hold City, its officers, employees and agents harmless from any and all claims or causes of action for any violation of any federal, state, or municipal law or ordinance, to the extent caused, in whole or in part, by the willful misconduct, negligent acts, or omissions of Harvester or its employees, subcontractors, or agents, or by the quality or character of Harvester's work, or resulting from the negligence of the City, its officers, employees, volunteers and agents, except for loss caused by the sole negligence or willful misconduct of the City or its officers, employees, volunteers or agents. It is understood that the duty of Harvester to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code.
Acceptance by City of insurance certificates and endorsements required under this Agreement does not relieve Harvester from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall survive the termination of this Agreement and shall apply to any damages or claims for damages whether or not such insurance policies shall have been determined to apply. By execution of this Agreement, Harvester acknowledges and agrees to the provisions of this Section and that it is a material element of consideration.
11. INSURANCE. During the term of this Agreement, Harvester shall maintain in full force and effect at its own cost and expense, the following insurance coverage:
a. Workers' Compensation Insurance. Full workers' compensation insurance shall be provided with a limit of at least One Hundred Thousand Dollars ($100,000) for any one person and as required by law, including Employer's Liability limits of $1,000,000.00 per accident. The policy shall be endorsed to waive the insurer's subrogation rights against the City. b. General Liability.
(i) Harvester shall obtain and keep in full force and effect general liability coverage at least as broad as ISO commercial general liability coverage occurrence Form CG 0001.
X: Agreements! WWTP-General\2024\Bradley Bertuccio Service Agreement.docx (ii) Harvester shall maintain limits of no less than One Million Dollars ($1,000,000) per occurrence for bodily injury, personal injury and property damage.
(illi) The City, its officers, employees, volunteers and agents are to be named as additional insureds under the policy, as respects liability arising out of work or operations performed by or on behalf of the Harvester.
(iv) The policy shall stipulate that this insurance will operate as primary insurance for work pertormed by Harvester and its sub- contractors, and that any other insurance or self-insurance maintained by City or other named insureds shall be excess and non-contributory.
(v) Harvester shall maintain its commercial general liability coverage for three (3) years after completion of the work and shall add an additional insured endorsement form acceptable to the City naming the City of Merced, its officers, employees, agents and volunteers for each year thereafter for at least three (3) years after completion of the work. Copies of the annual renewal and additional insured endorsement form shall be sent to the City within thirty (30) days of the annual renewal.
Automobile Insurance.
(i) Harvester shall obtain and keep in full force and effect an automobile policy of at least One Million Dollars ($1,000,000) per accident for bodily injury and property damage.
(ii) The City, its officers, employees, volunteers and agents are to be named as additional insureds under the policy, as respects automobiles owned, leased, hired or borrowed by the Harvester. (ili) The policy shall stipulate that this insurance will operate as primary insurance for work performed by Harvester and its sub- contractors, and that any other insurance or self-insurance maintained by City or other named insureds shall be excess and non-contributory.
X: \Agreements| WWTP-General|2024\Bradley Bertuccio Service Agreement.docx 4 d. Qualifications of Insurer. The insurance shall be provided by an acceptable insurance provider, as determined by City, which satisfies all of the following minimum requirements:
(i) An insurance carrier admitted to do business in California and maintaining an agent for service of process within this State; and,
(ii) An insurance carrier with a current A.M. Best Rating of A:VII or better (except for workers' compensation provided through the California State Compensation Fund).
e. Certificate of Insurance. Harvester shall complete and file with the City prior to engaging in any operation or activity set forth in this Agreement, certificates of insurance evidencing coverage as set forth above and which shall provide that no cancellation or expiration by the insurance company will be made during the term of this Agreement, without thirty (30) days written notice to City prior to the effective date of such cancellation-including cancellation for nonpayment of premium. In addition to any other remedies City may have, City reserves the right to withhold payment if Harvester's insurance policies are not current.
12. TERMINATION FOR CONVENIENCE OF CITY. The City may
terminate this Agreement any time by mailing a notice in writing to Harvester that the Agreement is terminated. Said Agreement shall then be deemed terminated, and no further work shall be performed by Harvester.
13. TERM. Unless terminated pursuant to Section 13 of this Agreement, the term of this Agreement shall commence on March 1s, 2025, and shall continue until June 30"h, 2027. At the conclusion of the term, the Agreement can be extended for up to two (2) one (1) year terms, for a total of two (2) additional years, in the sole discretion of the City. An annual review of Harvester's performance for all services being provided pursuant to this Agreement shall occur during each year the Agreement is in effect at a date determined by the City. The costs of harvesting the Crops, as shown in Exhibit "A", shall remain the same but each year the Agreement is in effect, the Harvester shall be entitled to an annual adjustment for inflation ("New Cost") based on the Consumer Price Index ("CPI") for the area closest to the City, published by the United States Department of Labor, Bureau of Labor Statistics. In the event the CPI is discontinued or revised during the term of this Agreement, another substantially similar government index of computation with which it is replaced shall be used in order to obtain substantially similar results.
14. HARVESTER'S BOOKS AND RECORDS. Harvester shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and X: Agreements\ WWTP-General\2024 Bradley Bertuccio Service Agreement.docx other records or documents evidencing or relating to charges for services or expenditures and disbursements charged to the City for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to the Harvester to this Agreement. Any records or documents required to be maintained shall be made available for inspection, audit and/or copying at any time during regular business hours, upon oral or written request of the City.
15. CONFORMANCE TO APPLICABLE LAWS. Harvester shall
comply with its standard of care regarding all applicable Federal, State, and municipal laws, rules and ordinances. No discrimination shall be made by Harvester in the employment of persons to work under this contract because of race, color, national origin, ancestry, disability, sex or religion of such person.
Harvester hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act (8 U.S.C.A. 1101 et seq.), as amended; and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Harvester so employ such unauthorized aliens for the performance of work and/or services covered by this Agreement, and should any agency or instrumentality of the federal or state government, including the courts, impose sanctions against the City for such use of unauthorized aliens, Harvester hereby agrees to, and shall, reimburse City for the cost of all such sanctions imposed, together with any and all costs, including attorneys' fees, incurred by the City in connection therewith.
16. WAIVER. In the event that either City or Harvester shall at any time or times waive any breach of this Agreement by the other, such waiver shall not constitute a waiver of any other or succeeding breach of this Agreement, whether of the same or any other covenant, condition or obligation. Waiver shall not be deemed effective until and unless signed by the waiving party.
17. INCONSISTENT OR CONFLICTING TERMS IN AGREEMENT
AND EXHIBITS. In the event of any contradiction or inconsistency between any attached documents) or exhibit(s) incorporated by reference herein and the provisions of the Agreement itself, the terms of the Agreement shall control.
Any exhibit that is attached and incorporated by reference shall be limited to the purposes for which it is attached, as specified in this Agreement. Any contractual terms or conditions contained in such exhibit imposing additional obligations on the City are not binding upon the City unless specifically agreed to in writing, and initialed by the authorized City representative, as to each additional contractual term or condition.
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18. AMBIGUITIES. This Agreement has been negotiated at arms' length between persons knowledgeable in the matters dealt with herein. Accordingly, any rule of law, including, but not limited to, Section 1654 of the Civil Code of California, or any other statutes, legal decisions, or common-law principles of similar effect, that would require interpretation of any ambiguities in this Agreement against the party that drafted this Agreement is of no application and is hereby expressly waived.
19. VENUE. This Agreement and all matters relating to it shall be governed by the laws of the State of California and any action brought relating to this agreement shall be held exclusively in a state court in the County of Merced.
20. AMENDMENT. This Agreement shall not be amended, modified, or otherwise changed unless in writing and signed by both parties hereto.
21. INTEGRATION. This Agreement constitutes the entire
understanding and agreement of the parties and supersedes all previous and/or contemporaneous understanding or agreement between the parties with respect to all or any part of the subject matter hereof.
22. AUTHORITY TO EXECUTE. The person or persons executing this Agreement on behalf of the parties hereto warrants and represents that he/she/they has/have the authority to execute this Agreement on behalf of their entity and has/have the authority to bind their party to the performance of its obligations hereunder.
23. COUNTERPARTS. This Agreement may be executed in one or more counterparts with each counterpart being deemed an original. No counterpart shall be deemed to be an original or presumed delivered unless and until the counterparts executed by the other parties hereto are in the physical possession of the party or parties seeking enforcement thereof.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the date first above written.
CITY OF MERCED
A California Charter Municipal
Corporation
BY:
D. Scott McBride
City Manager
X: Agreements|WWTP-General\2024 Bradley Bertuccio Service Agreement.doex ATTEST:
D. SCOTT MOBRIDE, CITY CLERK
BY:
Assistant/Deputy City Clerk
APPROVED AS TO FORM:
CRAIG J. CORNWELL, CITY ATTORNEY
BY CAit Gonell 12/00/2024
ACCOUNT DATA:
M. VENUS RODRIGUEZ, FINANCE OFFICER
BY:_
Verified by Finance Officer
{Signatures continued on next page}
X: \Agreements| WWTP-General\2024\Bradley Bertuccio Service Agreement.docx (Signature)
Bradley Bertuccio
(Typed Name)
Its: CEO
(Title)
BY:_
(Signature)
(Typed Name)
Its:_
(Title)
Taxpayer I.D. No. 92-29/6257
ADDRESS: 6160 Hampshire Dr
Atwater ( A 95301
TELEPHONE: 209 6288621
FAX:
E-MAiL: [email protected]
X: \Agreements| WWTP-General\2024\Bradley Bertuccio Service Agreement.docx City of, City of Merced 4 Wastewater Treatment Facility Merced Land Application Program
Gateway to Yosemite 1776 Grogan Ave, Merced, CA 95341 • Phone (209) 385-6892
SCOPE OF SERVICES
The City of Merced Land Application Division currently has in production 759 acres of various crops, such as alfalfa, winter forage, sorghum sudan, and corn silage (hereafter "Crops"). Fields may be taken out of production upon the discretion of City of Merced staff for the incorporation of biosolids, which typically occurs twice a year. The allocation of crop acreage and rotation of crops may change during the term of the Harvesting Agreement at the sole discretion of the City.
The following Terms and Conditions will apply to the harvesting of all hay crops:
1. Bidders are to formally submit the rates they charge for the complete harvesting of Crops.
See supplemental bid form. These rates will be in effect during the term of the Agreement.
2. All Hay sales will be directed through the broker under contract, no direct purchases allowed.
3. Hay samples will be taken by City of Merced staff, and once the results are obtained, the broker and City staff will determine the approximate market value of the hay. Brokerage of the hay crop is responsibility of the broker.
4. The coordination of cutting, baling, spraying, irrigation, and planting is to be handled between the City's Land Application Program Lead Worker, the City's Operations Supervisor, and the broker. The City of Merced has the final authority and discretion regarding irrigation timing and practices and fertilizer applications to ensure compliance with permits and regulations.
5. Balers are to be equipped with knife conditioners, and other related equipment in order to provide a suitable end product that meets the needs of the broker's identified market.
6. All hay is to be stacked separately from each field. Bidders will be required to submit documentation showing bale count, tonnage, and crop type per field for state reporting purposes.
7. The City of Merced reserves the right to reject any or all proposals, or to accept the proposal that best serves the public, even though it may not be the least expensive.
8. Proposals are to encompass the entire harvest.
9. Contract term shall commence February 1, 2025, and end on June 30, 2027, with the option to renew for two (2) additional one-year periods. An annual review of the harvester's performance in all aspects of service shall be performed by the City. The City of Merced retains the right to cancel the contract at any time.
10. The successful responder will be required to enter into an Agreement that will include the requirements of this RFP as well as other requirements, including signing a Release of Liability and Indemnity Agreement as described in Attachment B. Any submission of a response without objection to the Agreement or Release of Liability and Indemnity Agreement indicates responder's understanding and intention to sign the aforementioned Agreements. If there is a term or condition in either Agreement that responder intends to
EXHIBIT A
negotiate, it must be stated in their response. The City reserves the right to reject any response(s) containing exceptions or modifications to the Agreements. The Agreements are attached to this RFP and should be reviewed carefully before submitting a response as both contain indemnification clauses.
11. Proposal for the additional costs of harvesting hay for lightweight small bales or for harvests under 1 ton per acre shall be included in the supplemental bid form.
12. Hay harvesting invoices will be paid upon the weight tags provided by the broker per field and per cutting. A completed work invoice will be sul mitted from the harvesting company declaring field number, bale count, date, large or small bale size and cutting cycle within 30 days of work being performed.
SEALED PROPOSALS will be accepted until 3:30 p.m. Friday October 25, 2024. Proposals must be mailed or hand-delivered to City of Merced Public Wastewater Treatment Facility, 1776 Grogan Ave, Merced, CA 95341.
Envelopes must be clearly labeled as "RFP for Hay Harvesting".
The undersigned agrees to the harvesting, selling, brokering of all herein described hay.
The undersigned also agrees to pay all such charges as may be necessary for the purchase of the herein described Hay.
Bidder's Name: Bradley Bertuccio
Beal Tatt
By:
Signature
Address: 2945 Wardrobe Ave
Merced, CA 95341
Phone Number: 209-628-8621
Date: 10/16/2024
City of A City of Merced + Wastewater Treatment Facility Merced Land Application Program
Gateway to Yosemite 1776 Grogan Ave, Merced, CA 95341 • Phone (209) 385-6892 Supplemental Bid Form
Equipment Inventory List Quantity
Swathers 3
Rakes 3
3 Big Balers 3
4 Small Balers 3
5 Big Bale Harobed Stacker 5
6 Small Bale Harobed Stacker 7
7 Hay Retrievers 6
8 9
10 11
12 13
Harvest Costs
Swathing ALFALFA- $20/AC WHEAT AND SUDAN $24/AC
Raking $7.50/AC
Bale Big Bales: $20/TON Small Bales: $1.50/BALE
Remove to
Hay Pad Big Bales: $4.50/BALE Small Bales: $0.50/BALE
Light Bale
Costs: $1.50/BALE