Sierra Madre City Council
August 25, 2026

The City seeks to retain the services of a qualified and experienced company/Contractor capable of performing the work of citywide tree maintenance services, including, but not limited to, routine tree trimming, tree removal, and tree stump removal of the existing city urban forest and tree planting including all related equipment, extraordinary tree maintenance, and emergency tree removal/trimming maintenance on a 24-hour per day basis (the “Project”), all in accordance with the Bid Proposal.

This RFB outlines the scope of services, Bid requirements, evaluation process, and submittal instructions.

Scope of Services

1. Project Background and Objectives
The City seeks to retain the services of a qualified and experienced company/Contractor capable of performing the work of citywide tree maintenance services, including, but not limited to, routine tree trimming, tree removal, and tree stump removal of the existing city urban forest and tree planting including all related equipment, extraordinary tree maintenance, and emergency tree removal/trimming maintenance on a 24-hour per day basis (the “Project”), all in accordance with the Bid Proposal.

Qualifications and Experience
Bidders shall demonstrate:
 Experience trimming and maintaining various species of trees  Qualifications of key personnel including a project manager shall be certified by the International Society of Arborists (ISA)
 Successful delivery of comparable work for California municipal clients Bid Requirements

Organize Bids in the order below.

A. Cover Letter signed by an authorized officer.

B. Overview and Approach that describes methods, tools, and coordination.

C. Company Profile including years in business, services, and office location that will lead the work.

D. Qualifications of Personnel with roles, resumes, and level of effort.

E. Past Experience with similar municipal projects and references.

F. Current Projects of similar scope.

G. References with contact information and scope summaries.

H. Project Schedule.
3 I. Completed Bid Schedule.

J. Certificate of Insurance statement of willingness and ability to meet City requirements.

K. Conflicts of Interest disclosure.

Request for Bid Schedule
Project Timeline
The City intends for work to be performed throughout the year on a Task Order assigned basis.

Submission of Bid

 Bids must be submitted electronically through the City’s PlanetBids portal no later than August 12, at 2:00 p.m. Pacific Time.

Paper, fax, or email submissions will not be accepted.
 Each Bidder shall upload one (1) digital PDF labeled:
“Bid – Annual Citywide Tree Maintenance Project”
 Bids must remain valid for ninety (90) days from the submission date. Late submissions will not be accepted.

General conditions
A. Joint Offers. The City intends to contract with a single prime firm. Subconsultants may be included.

B. Bid Preparation Costs. The City is not liable for costs incurred in Bid preparation.

C. Reservation of Rights. The City may reject any or all Bids, waive informalities, request clarifications, negotiate terms, issue addenda, or cancel the RFB.

D. Acceptance of Conditions. By submitting a Bid, the Bidder agrees Bids are valid for one hundred eighty days and acknowledges the City rights in this section.

E. Bid Inclusions. Submit complete Bids that address all requirements.

F. Withdrawal of Bid. Bidders may withdraw by written request prior to the due date and time.

G. Independent Contractor. The selected firm will act as an independent contractor.

H. Payment Terms. Payment will be made per the Agreement upon review of invoices for satisfactory work.

I. Insurance and Indemnification. The selected firm must meet City insurance and indemnification requirements prior to contract award.

Request for Bid Issued
Mandatory Pre-Bid meeting
Questions/RFI’s Due
Deadline to Submit Bid
Bid Opening
July 8, 2026
July 13, 2026, 9:00 am
July 29, 2026
August 12, 2026
August 12, 2026
City Council Award August 25, 2026
Kick-off Meeting September 14, 2026
4 J. Proof of Authority. Corporate Bidders must provide proof of signing authority.

K. Patents and Copyright. Include all related fees in the price. Work products become City property upon completion of each task.

L. Taxes. Prices shall include all applicable taxes.

M. Public Record. Bids are public records upon award except for properly identified proprietary information. Bidders who claim exemptions agree to defend and indemnify the City regarding non-disclosure.

N. Business License. The selected firm and subconsultants must obtain a City business license prior to commencing work.

O. Equal Opportunity. Bidders shall comply with equal opportunity policies.

P. Non Collusion Affidavit. Provide a signed and notarized affidavit pursuant to Public Contract Code Section 7106.

Q. Instructions and Questions. Submit questions in writing to the Contact for Questions.

R. Responses may be shared with all Bidders.

Selection Process
Selection will be based on the lowest responsive and responsible bidder. Services will be provided under the City Maintenance Services Agreement.

Online References
Contractors should review the City website at sierramadreca.gov for relevant plans, codes, and background documents.

Deadline for Submittal
 All Bids must be submitted electronically through the City’s PlanetBids portal no later than August 12, 2026, at 2:00 p.m. Pacific Time.

Paper, fax, or email submissions will not be accepted. Late submittals will not be considered.  Each Bidder shall upload one (1) digital PDF labeled:
“Bid – Annual Citywide Tree Maintenance Project.”
 All questions regarding this Request for Bids must be submitted through the PlanetBids portal by July 29, 2026, at 2:00 p.m. Pacific Time in accordance with Section 1.4 of this RFB.

General Provisions - Terms and Conditions
A. Joint Offers.

Where two or more firms desire to submit a single Bid in response to this RFB, they should do so on a prime-subcontractor basis rather than as a joint venture. Should any staff person or subcontractor perform unsatisfactorily, they shall be subject to removal from the project at the discretion of the City of Sierra Madre. The City intends to contract with a single firm, not multiple firms doing business as a joint venture.

Please describe how the consultant plans to ensure continuity during the phasing of this project.

B. Bid Preparation Costs.
5 The City is not, nor shall be deemed, liable for any costs incurred by Bidder in the preparation, submittal, or presentation of their Bids.

C. Reservations of Rights.

This RFB does not commit or obligate the City to accept or execute an agreement for any expressed or implied service. The City reserves the right to:

 Reject any and all Bids received.
 Take all Bids under advisement for up to ninety (90) days after opening.  Waive any informality on any Bid.
 Be the sole judge of the relative merits of the material mentioned in the respective Bids received.  Request any firm/individual submitting a Bid to clarify its Bid during the selection phase.  Negotiate a final agreement and price with the successful firm providing the best overall value to the City as determined in the City’s sole and absolute discretion.  Modify or alter any requirements herein, and issue addenda or amendments to this RFB.  Terminate this RFB process at any time.

D. Acceptance of Conditions.

It is the Bidder’s responsibility to examine the scope of the proposed work to fully acquaint themselves with the specifications and the nature of the work to be accomplished. Bidders shall have no claim against the City based upon ignorance of the nature and requirements of the services provided, misapprehension of the work environment, or misunderstanding of the specification or agreement provisions. By submitting a Bid, each Bidder expressly agrees to and accepts the following conditions:
 Bid and cost schedules shall be valid, and binding for one hundred eighty (180) days following the Bid due date and will become part of the Agreement that is negotiated with the City.  The City may require whatever evidence is deemed necessary relative to the Bidder’s financial stability and ability to perform these services.
 The City reserves the right to request further information from the Bidder, either in writing or orally, to establish any stated qualifications.
 The City reserves the right to solely judge the Bidder’s representations, and to solely determine whether the Bidder is qualified to undertake these services pursuant to the criteria set forth herein.  The Bidder, by submitting a Bid, expressly acknowledges and agrees that the judgment of the City as to whether or not the Bidder is qualified to perform these services shall be binding, final and conclusive.
 Any award is contingent upon the successful negotiation of final contract terms. Negotiations shall be confidential and not subject to disclosure to competing Bidders unless and until an agreement is reached.

E. Bid Inclusions.

The Request for Bids documents shall be submitted in their entirety, with all applicable portions fully completed by the Bidder. All Bidders are encouraged to review and confirm that their Bid includes and specifically addresses all of the Bid requirements prior to submitting as outlined elsewhere in this document.

F. Withdrawal of Bid Before Closing.
6 Any Bidder may request the withdrawal of their submitted Bid by written request at any time prior to the scheduled closing date and time. Upon receiving written request to withdraw any Bid, the City will consider the Bid null and void, and return the Bid to the Bidder. Withdrawal of Bid will not impact Bidder’s resubmittal for this or any future Bid(s).

G. Independent Contractor.

The firm will, at all times, be an independent contractor pursuant to the contract, and shall not, in any way, be considered to be an officer, agent, or employee of the City of Sierra Madre.

H. Payment Terms.

Payments are generally made based upon the review of invoices prepared by the firm for work completed to the satisfaction of the City within thirty (30) days of the submitted invoice. All payments will be made in accordance with the contract.

I. Insurance and Indemnification.

The Agreement between the City and the selected Company will contain the City’s standard insurance and indemnification language for agreements of this type. Proof of insurance is not required to be submitted with your Bid, but will be required prior to the City’s award of the contract.

Here is link to City’s Insurance requirements:
https://www.sierramadreca.gov/leadership-transparency/departments/human-resources/insurancerequirements/

J. Proof of Authority.

If the firm is a corporation, formal proof of the authority of the officer signing the bidder’s Bid to bind the corporation must be submitted with the Bid. A simple letter is not sufficient. A copy of the corporation resolution or minutes is adequate proof.

K. Taxes.

Price bid shall include all federal, state, local, and other taxes.

L. City’s Obligation to Award a Contract.

Issuance of this RFB and receipt of Bids does not commit the City of Sierra Madre to award a contract. The City reserves the right to postpone the review of the Bid for its own convenience, or to accept or reject any or all Bids received in response to the RFB. The City, in conjunction with the selection committee, reserves the right to negotiate with more than one firm should negotiations with the selected firm be terminated, to negotiate with more than one firm simultaneously, or to cancel all or part of the RFB.

M. Public Record.

Be advised that all information contained in Bids submitted in response to this solicitation shall become a matter of public record upon contract award, and made available upon request, unless otherwise marked. 7 The Bidder must identify, in writing, all copyrighted material, trade secrets, or other proprietary information the Bidder claims are exempt from disclosure pursuant to the California Public Records Act.

The Bidder who claims such an exemption must also state in the Bid that: “The Bidder agrees to indemnify and hold harmless the City and its officers, employees, and agents from any claims, liability, or damages against the City and to defend any actions brought against the City for its refusal to disclose such material, trade secrets, or other proprietary information to any party.”

N. Business License.

The professional provider, and any sub-consultant(s), shall obtain a valid City of Sierra Madre Business License on or before their commencement of work.

O. Equal Opportunity.

The City of Sierra Madre requires all Bidders to comply with equal opportunity policies.

P. Non-Collusion Affidavit.

All Bids must be accompanied by a signed and notarized Non-Collusion Affidavit per the Public Contract Code Section 7106.
8 NOTICE INVITING SEALED BIDS

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
PUBLIC NOTICE IS HEREBY GIVEN that the City of Sierra Madre as AGENCY, invites sealed bids for the above stated project and will receive such bids electronically through the City’s PlanetBids portal no later than August 12, 2026 at 2:00 p.m. Pacific Time.

The bids results will be published on the City’s PlanetBids portal within 5 minutes. The date and time shall be extended by no less than 72 hours if the officer, department, or Project Manager issues any material changes, additions, or deletions to the invitation later than 72 hours prior to the bid closing. Any bids received after the time specified above or any extension due to material changes shall be returned unopened.

Project Name: Annual Citywide Tree Maintenance
Project Description: Annual Citywide Tree Maintenance
Engineer’s Estimate: N/A
Copies of the plans, specifications, and contract documents are available from the City of Sierra Madre, Planetbids portal. In accordance with the provisions of California Public Contract Code § 3300, and Business and Professions Code § 7028.15(e), the AGENCY has determined that the contractor shall possess a valid Class A contractor’s license at the time that the contract is awarded. Failure to possess the specified license shall render a bidder’s bid as non-responsive and shall bar award of the contract to any bidder not possessing the specified license at the time of the award.

CONTRACTORS ARE REQUIRED BY LAW TO BE LICENSED AND REGULATED BY THE CONTRACTORS’ STATE LICENSE BOARD. ANY QUESTIONS CONCERNING A CONTRACTOR MAY BE REFERRED TO THE REGISTRAR, CONTRACTORS’ STATE LICENSE BOARD, P.O. BOX 2600, SACRAMENTO, CA 95826. At the time the contract is awarded, the contractor shall be properly licensed in accordance with the laws of this state. The first payment for work or material shall not be made unless and until the Registrar of Contractors verifies to the AGENCY that the records of the Contractors’ State License Board indicate that the contractor was properly licensed at the time the contract was awarded. Any bidder or contractor not so licensed shall be subject to all legal penalties imposed by law including, but not limited to, any appropriate disciplinary action by the Contractors’ State Board. Failure of the bidder to obtain proper and adequate licensing for an award of a contract shall constitute a failure to execute the contract and shall result in the forfeiture of the security of the bidder. (Public Contract Code § 20103.5)

CONTRACTORS AND SUBCONTRACTORS ARE ALSO REQUIRED TO BE REGISTERED WITH

THE CALIFORNIA DEPARTMENT OF INDUSTRIAL RELATIONS FOR ANY BID PROPOSAL SUBMITTED ON OR AFTER MARCH 1, 2015, AND FOR ANY CONTRACT FOR PUBLIC WORK ENTERED INTO ON OR AFTER APRIL 1, 2015. A contractor or subcontractor shall not be qualified to bid on, be listed on a bid proposal for, or perform any public work contract unless it is currently registered with the California Department of Industrial Relations as described in Labor Code § 1725.5. 9 This project is subject to the skilled and trained workforce requirements of the Public Contracts Code §§ 2600 - 2602.

Bids must be prepared on the approved bid forms in conformance with INSTRUCTIONS TO BIDDERS and submitted in the envelopes provided, sealed and plainly marked on the outside:
“SEALED BID FOR ANNUAL CITYWIDE TREE MAINTENANCE
The bid must be accompanied by a bid guarantee in the amount of 10% of the total bid by 2:00 p.m. ON THE DATE ADVERTISED FOR THE OPENING OF BIDS. More specifically, pursuant to Public Contract Code §§ 20170 and 20171, all bids for the project shall be presented, under sealed cover and shall be accompanied by one of the following forms of bidder’s security in the amount of ten percent (10%) of the bid: (a) cash; (b) a cashier’s check made payable to the City of Sierra Madre; (c) a certified check made payable to the City of Sierra Madre; or (d) a bidder’s bond executed by an admitted surety insurer, made payable to the City of Sierra Madre. Such security shall be forfeited should the successful bidder to whom the contract is awarded fails to timely execute the contract and to deliver the necessary bonds and insurance certificates as specified in the contract documents.

To the extent applicable, at any time during the term of the Agreement for the proposed project, the successful bidder may, at its own expense, substitute securities equivalent to the amount withheld as retention (or the retained percentage) in accordance with Public Contract Code § 22300.

Pursuant to California Civil Code § 9550, a payment bond is required to be submitted for all projects estimated in excess of $25,000.00.

The AGENCY has determined that the proposed project is a public works project subject to the provisions of Labor Code § 1720 thereby requiring the Contractor to pay the prevailing wage rates for all work performed under the Contract. Accordingly, the proposed project is subject to compliance monitoring and enforcement by the California Department of Industrial Relations.

The AGENCY reserves the right to reject any and all bids.

If you have any questions, please submit through the Planetbids portal.

BY ORDER OF the City Council of the City of Sierra Madre, California.

Approved for use on 1/3/2023 10
297215.v3 8/13/2026
SECTION B – INSTRUCTIONS TO BIDDERS

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
11 INSTRUCTIONS TO BIDDERS

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
B1.01 INSPECTION OF SITE OF WORK
Bidders are required to inspect the site of the work in order to satisfy themselves, by personal examination or by such other means as they may prefer, of the location of the proposed work and as to the actual conditions of and at the site of work. If, during the course of his/her examination, a bidder finds facts or conditions which appear to him/her to conflict with the letter or spirit of the contract documents, or with any other data furnished him/her, he/she may apply to the AGENCY in writing in accordance with B1.04 INTERPRETATION OF CONTRACT DOCUMENTS for additional information and explanation before submitting his/her bid.

The submission of a proposal by the bidder shall constitute the acknowledgment that, if awarded the contract, he/she has relied and is relying on his/her own examination of (a) the site of the work, (b) the access to the site, and (c) all other data, matters, and things requisite to the fulfillment of the work and on his/her own knowledge of existing services and utilities on and in the vicinity of the site of the work to be constructed under the contract, and not on any representation or warranty of the AGENCY. No claim for additional compensation will be allowed which is based upon a lack of knowledge of these items.

B1.02 EXAMINATION OF CONTRACT DOCUMENTS
Each bidder shall thoroughly examine and be familiar with legal and procedural documents, general conditions, specifications, drawings and addenda (if any). The submission of a proposal shall constitute an acknowledgment upon which the AGENCY may rely that the bidder has thoroughly examined and is familiar with the contract documents. The bidders’ attention is directed to the need, if any, for special invoicing for this project. The failure or neglect of a bidder to receive or examine any of the contract documents shall in no way relieve him/her from any obligations with respect to his/her proposal or to the contract. No claim for additional compensation will be allowed which is based upon a lack of knowledge of any contract document.

B1.03 CONTRACT PERIOD/CONSTRUCTION COMPLETION DATE
Bidder’s attention is called to the provisions set forth in SECTION E, STANDARD SPECIFICATIONS AND SECTION F, SPECIAL PROVISIONS, particularly those pertaining to the contract period and liquidated damages for avoidable delays.

The CONTRACTOR shall begin work within fifteen (15) calendar days after the date of the Notice to Proceed, and shall diligently prosecute said work to completion before the expiration 60 WORKING DAYS. The CONTRACTOR shall pay to the AGENCY liquidated damages in accordance with Section 6- 9 of the Special Provisions (Section F) for each calendar day, or portion thereof, of delay in finishing the work in excess of the number of working days prescribed above.

B1.04 INTERPRETATION OF CONTRACT DOCUMENTS
No oral interpretations will be made to any bidder as to the meaning of the contract documents.

Requests for information/interpretation (RFI) shall be made in writing and emailed to the following email address, at least ten (10) days before the scheduled bid opening:
12 electronically through the City’s PlanetBids portal no later than July 29, 2026 at 2:00 pm Pacific Time. Interpretations by the City will be in the form of addenda to the contract documents and, when issued, will be sent as promptly as is practical to all parties to whom the contract documents have been issued. City makes no guarantee that all bidders will receive all addenda.

Copies of addenda will be made available for inspection at the office where the contract documents are on file for inspection as indicated on the Invitation for Bids. All such addenda shall become part of the contract
B1.05 SOIL INFORMATION
Soil reports have not been prepared for this project.

B1.06 PROPOSAL
Proposals shall be made on the forms enclosed in SECTION C of these specifications with or without removal from the bound contract documents. All proposals shall give the prices proposed, both in words and in numbers, shall give all other information requested herein, and shall be signed by the bidder or his/her authorized representative, with his/her address. If the proposal is made by an individual, his/her name, signature and mailing address must be shown; if made by firm or partnership, the name and mailing address of the firm or partnership and the signature of at least one of the general partners must be shown; if made by a corporation, the proposal shall show the name of the state under the laws of which the corporation is chartered, the name and mailing address of the corporation, and the name and title of the person who signs on behalf of the corporation. If the proposal is made by a corporation, a certified copy of the bylaws or resolution of the board of directors of the corporation shall be furnished demonstrating the authority of the officer signing the proposal to execute contracts on behalf of the corporation.

Each proposal shall be enclosed in a sealed envelope, labeled as specified in SECTION A - NOTICE INVITING SEALED BIDS. Bidders are warned against making erasures or alterations of any kind, and proposals which contain omissions, erasures or irregularities of any kind may be rejected. No oral, telegraphic or telephonic proposals or modifications will be considered.

In conformance with the Business and Profession Code, § 7028.15, the CONTRACTOR must state clearly his/her license number and expiration date. In addition he/she shall sign a statement that these representations were made under the penalty of perjury. This statement shall be made on the EXPERIENCE STATEMENT in SECTION C.

The CONTRACTOR will be required to pay prevailing wage pursuant to California Law, including California Labor Code §§ 1770 et seq. Copies of the prevailing rate of per diem wages are on file at the offices of the AGENCY.

B1.07 ADDENDA
Each proposal shall include specific acknowledgment in the space provided on SECTION C - BID PROPOSAL of receipt of all addenda issued during the bidding period. Failure to so acknowledge may result in the proposal being rejected as not responsive.

B1.08 BID PRICES
Bid prices shall include everything necessary for the completion of construction and fulfillment of the contract including, but not limited to, furnishing all materials, equipment, tools, plant and other facilities and all management, superintendence, labor and services, except as may be provided otherwise in the 13 contract documents. In the event of a difference between a price quoted in words and a price quoted in numbers for the same quotation, the words shall be the amount bid.

In preparing bid prices, bidder represents that he/she has carefully examined the Contract Documents and the site where the work is to be performed and that he/she has familiarized himself with all local conditions and federal, state and local laws, ordinances, rules, and regulations that may affect the performance of the work in any manner. The bidder further represents that he/she has studied all surveys and investigation reports about subsurface and physical conditions pertaining to the job site, that he/she has performed such additional surveys and investigations as he/she deems necessary to complete the work at his/her bid price, and that he/she has correlated the results of all such data with the requirements of the Contract Documents.

The submittal of a bid shall be conclusive evidence that the bidder has investigated and is satisfied as to the conditions to be encountered, including locality, uncertainty of weather and all other contingencies, and as to the character, quality, quantities, and scope of the work.

The plans and specifications for the work show subsurface conditions or otherwise hidden conditions as the Design Engineer supposes or believes them to exist, but is not intended or to be inferred that the conditions as shown thereon constitute a representation that such conditions are actually existent. Except as otherwise specifically provided in the Contract Documents, the AGENCY, the Design Engineer and their consultants or agents shall not be liable for any loss sustained by the CONTRACTOR as a result of any variance of such conditions as shown on the plans and the actual conditions revealed during the progress of the work or otherwise.

The CONTRACTOR shall perform an independent take-off of the plans and bid accordingly. Quantities listed in the BID SCHEDULE in SECTION C are intended only as a guide for the CONTRACTOR as to the anticipated order of magnitude of work. CONTRACTOR shall be responsible for verifying all estimated quantities. CONTRACTOR will be reimbursed for the quantity of items actually installed as required by the Contract Documents and shown on the plans to neat line and grade.

The CONTRACTOR will not be reimbursed for unauthorized work performed outside of that required by the Contract Documents.
[Pursuant to Public Contract Code § 20103.8, the City may require a bid for a public works contract to include prices for items that may be added to, or deducted from, the scope of work in the contract for which the bid is being submitted. Whenever additive or deductive items are included in a bid, the bid solicitation shall specify the method to be used to determine the lowest bid.] B1.09 TAXES
No mention shall be made in the proposal of sales tax, use tax, or any other tax, as all amounts bid will be deemed and held to include any such taxes which may be applicable.

B1.10 RECOGNITION OF BONDING COMPANIES
All bonding companies used by the CONTRACTOR in this contract must be recognized by the Federal Government within Circular 570. All proposals or contracts received that include bonds posted by bonding companies not recognized in Circular 570 will result in the disqualification of the bid proposal and forfeiture of the bid bond.

B1.11 QUALIFICATION OF BIDDERS
Each bidder shall be skilled and regularly engaged in the general class or type of work called for under the contract. A statement setting forth his/her experience shall be submitted by each bidder on the EXPERIENCE STATEMENT form provided in SECTION C.
14 Each bidder shall possess a valid CONTRACTOR’s License issued by the CONTRACTOR’s State License Board at the time his/her bid is submitted. The class of license shall be applicable to the work specified in the contract. Each bidder shall also have no less than five (5) years of experience in the magnitude and character of the work bid.

It is the intention of the AGENCY to award a contract to a bidder who furnished satisfactory evidence that he/she has the requisite experience and ability, and that he/she has sufficient capital, facilities, and plant to enable him/her to prosecute the work successfully and properly, and to complete it within the time stated in the contract.

To determine the degree of responsibility to be credited to the bidder, the AGENCY will weigh any evidence that the bidder has performed satisfactorily other contracts of like nature, magnitude and comparable difficulty and comparable rates of progress. If in the opinion of the AGENCY, a bidder is determined to be insufficiently qualified, then that bidder will not be considered for award of the contract.

B1.12 DESIGNATION OF SUPPLIERS AND SUBCONTRACTORS
Each proposal shall have listed on the DESIGNATION OF SUPPLIERS AND SUBCONTRACTORS form provided in SECTION C the name, California contractor license number, and Department of Industrial Relations registration number, and address of each subcontractor to whom the bidder proposes to sublet portions of the work in excess of one-half of one percent of the total amount of his/her bid. For the purpose of this paragraph, a subcontractor is defined as one who contracts with the CONTRACTOR to furnish materials and labor, or labor only for the performance of work at the site of the work or who will specially fabricate a portion of the work off the site pursuant to detailed drawings in the contract documents.

Public Contract Code § 4104 requires all bidders to list subcontractors and state the license number of all subcontractors who will perform work in excess of one-half of one percent of the total bid, or in the case of streets and highways, one-half of one percent of the total bid or $10,000, whichever is greater.

Public Contract Code § 6109 prohibits a CONTRACTOR from performing work with a subcontractor who is debarred pursuant to Labor Code §§ 1777.1 or 1777.7.

B1.13 PROPOSAL GUARANTEE
The proposal shall be accompanied by a proposal guarantee bond duly completed on the form provided herewith by a guarantee company authorized to carry on business in the State of California for payments to the AGENCY in the sum of at least 10% of the total amount of the bid proposal, or alternatively by a certified or cashier’s check payable to the AGENCY, or cash, in the sum of at least 10% of the total amount of the bid proposal. The amount payable to the AGENCY under the proposal guarantee shall be forfeited to the AGENCY in case of failure or neglect of the bidder to furnish, execute and deliver to the AGENCY the required bonds, evidence of insurance and to enter into, execute and deliver to the AGENCY the agreement on the form provided herewith, within ten (10) days after being notified in writing by the AGENCY that the award has been made and the agreement is ready for execution.

B1.14 MODIFICATION OF PROPOSAL
A modification of a bid proposal already received will be considered only if the modification is received before the time announced for the opening of bids. All modifications shall be made in writing, executed and submitted in the same form and manner as the original bid proposal. 15 B1.15 WITHDRAWAL OF PROPOSAL
A proposal may be withdrawn by a written request signed by the bidder. Such requests must be delivered to the AGENCY’s designated official prior to the bid opening hour stipulated in SECTION A – NOTICE INVITING SEALED BIDS. Proposals may not be withdrawn after that time without forfeiture of the proposal guarantee, except as authorized by Public Contract Code sections 5100 through 5110. The withdrawal of a proposal will not prejudice the right of the bidder to submit a new proposal, providing there is time to do so.

B1.16 POSTPONEMENT OF BID OPENING
The AGENCY reserves the right to postpone the date and time for opening of bids at any time prior to the date and time announced in SECTION A–NOTICE INVITING SEALED BIDS.

B1.17 DISQUALIFICATION OF BIDDERS
If there is reason to believe that collusion exists among the bidders, none of the bids of the participants in such collusion will be considered. In the event that any bidder acting as a prime CONTRACTOR has an interest in more than one proposal, all such proposals will be rejected, and the bidder will be disqualified.

This restriction does not apply to subcontractors or suppliers who may submit quotations to more than one bidder, and while doing so, may also submit a formal proposal as a prime CONTRACTOR.

B1.18 REJECTION OF PROPOSALS
The AGENCY reserves the right to reject any and all proposals, to waive any irregularity, and to reject any proposals which are incomplete, obscure or irregular; any proposals which omit a bid on any one or more items on which bids are required; which omit unit prices if unit prices are required; in which unit prices are unbalanced in the opinion of the AGENCY; which are accompanied by insufficient or irregular bid security; or which are from bidders who have previously failed to perform properly or to timely complete contracts of any nature.

B1.19 AWARD OF CONTRACT
The Contract will be awarded, if at all, to the lowest responsible and responsive bidder, whose bid proposal is not rejected for cause by the AGENCY. However, until an award is made, the AGENCY reserves the right to reject any or all bids, and to waive technical errors or discrepancies, if to do so is deemed to best serve the interests of the AGENCY. In no event will an award be made until all necessary investigations are made as to the responsibility and qualifications of the bidder to whom it is proposed to make such an award.

Each bidder’s attention is directed to the possibility that the award of the project may be delayed for various reasons. The AGENCY reserves the right to delay the award of the project for 45 calendar days. After 45 calendar days, the low bidder may at any time request release from its bid without penalty.

The acceptance of a proposal will be evidenced by a Notice of Award of Contract in writing, delivered by mail to the bidder whose proposal is accepted. No other act of the AGENCY shall constitute acceptance of a proposal. The award of contract shall obligate the bidder whose proposal is accepted to furnish a performance bond, payment bond and maintenance bond, as well as evidence of insurance and to execute the contract set forth herein.
16 B1.20 RETURN OF PROPOSAL GUARANTEES
Within ten (10) calendar days after the bids are opened, the AGENCY will release the proposal guarantees accompanying the proposals which are not to be considered in making the award. Proposal guarantees for the two lowest bidders will be held until the contract has been fully executed, after which they will be returned to the respective bidders.

B2.21 EXECUTION OF CONTRACT
The contract agreement shall be executed in duplicate by the successful bidder and returned, together with the contract bonds and evidence of insurance, within ten (10) calendar days after the notification of the contract award by the AGENCY in writing. In case of failure of the successful bidder to execute the contract agreement within ten (10) calendar days after such notice, or any subsequent extension approved by AGENCY, the AGENCY at its option may consider the bidder in default, in which case the bid bond or proposal guarantee accompanying the bid shall become the property of the AGENCY. After execution by the AGENCY, one original contract shall be returned to the CONTRACTOR.

B1.22 FLEXIBILITY OF BID SCHEDULE
It is the intent of the AGENCY to award a contract to the lowest responsible and responsive bidder and the flexibility shown in the bid schedule is necessary to ensure a project within the AGENCY’s budget limits and constraints.
17 SECTION C – PROPOSAL INFORMATION AND DOCUMENTS

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
Proposal Information and Documents:
□ Bid Proposal
□ Bid Schedule
□ Bid Bond
□ Bid Guarantee (if a Bid Bond is not provided)
□ Bidder Information
□ Experience Statement
□ Designation of Suppliers and Subcontractors
□ Statement Regarding Insurance Coverage
□ Statement Regarding Contractor’s Licensing Laws
□ Non-Collusion Affidavit
18 BID PROPOSAL

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA

CITY OF SIERRA MADRE
232 W. SIERRA MADRE BOULEVARD
SIERRA MADRE, CA 91024

HONORABLE MAYOR AND
MEMBERS OF THE CITY COUNCIL:

The undersigned, as bidder, declares that he/she has examined all of the contract documents and specifications contained in this project manual for the above referenced project, and that he/she will contract with the AGENCY on the form of contract provided herewith to do everything necessary for the fulfillment of this contract at the price, and on the terms and conditions therein contained.

The following are included and are to be considered as forming a part of this proposal: BID PROPOSAL, BID SCHEDULE, BID BOND, NONCOLLUSION AFFIDAVIT, BID GUARANTEE (if submitted in lieu of Bid Bond), BIDDER INFORMATION, EXPERIENCE STATEMENT, DESIGNATION OF SUPPLIERS & SUBCONTRACTORS, BIDDER’S STATEMENT REGARDING INSURANCE COVERAGE, and STATEMENT REGARDING CONTRACTOR’S LICENSING LAWS.

CONTRACTOR acknowledges receipt and inclusion of addenda ______ to ______ into this bid proposal and the contract documents.

Attached is a Bid Bond duly completed by a guarantee company authorized to carry on business in the State of California in the amount of at least 10% of the total amount of this proposal, or alternatively, there is attached a certified or cashier’s check payable to the AGENCY or evidence of a cash payment to the AGENCY, in the amount of at least 10% of the total amount of our proposal.

If this proposal is accepted, we agree to sign the contract form and to furnish the Performance Bond and the Payment Bond (each to be 100% of the bid amount), the Maintenance Bond (to be 50% of the bid amount), and the required evidences of insurance within ten (10) calendar days after receiving written Notice of Award of Contract.

We further agree if our proposal is accepted and a contract for the performance of the work is entered into with the AGENCY, to so plan the work and to prosecute it with such diligence that all of the work shall be completed within the time stipulated in SECTION E - TIME OF COMPLETION.

NAME OF BIDDER: __________________________________________________________________ MAILING ADDRESS: _________________________________________________________________ _________________________________________________________________ TELEPHONE NO. ________________________
STATE CONTRACTOR’S LICENSE NO. _____________________________ STATE OF INCORPORATION:_________________________________________________ 19 AUTHORIZED SIGNATURE:__________________________________________________ TITLE:____________________________________________________________________ DATE:________________________________
(If Company is a Corporation, provide corporate resolution per B1.06 PROPOSAL of SECTION B – INSTRUCTION TO BIDDERS.)
20 BID SCHEDULE

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
The cost of all labor, services, material, equipment and installation necessary for the completion of the work itemized under this schedule, even though not shown or specified, shall be included in the unit price for the various items shown herein. For a description of the work associated with each bid item, see SECTION G–SPECIAL PROVISIONS. The AGENCY reserves the right to increase or decrease the quantity of any item or omit items as may be necessary, and the same shall in no way affect or void the contract, except that appropriate additions or deductions from the contract total price will be made at the stipulated unit price in accordance with these Contract Documents.

The AGENCY reserves the right to reject any and all bids, to waive any informality in a bid, and to make awards in the interest of the AGENCY.

The CONTRACTOR shall perform an independent take-off of the plans and bid accordingly. Quantities listed in this Bid Schedule are intended only as a guide for the CONTRACTOR as to the anticipated order of magnitude of work. The CONTRACTOR shall be responsible for verifying all estimated quantities. The CONTRACTOR will be reimbursed for the quantity of items actually installed as required by the Contract Documents, including addenda, and shown on the plans to neat line and grade.

The CONTRACTOR will not be reimbursed for work performed for his convenience, or as required to adapt to field conditions, or for unauthorized work performed outside of that required by the Contract Documents.

The CONTRACTOR shall be responsible for calculating and providing totals for the bid schedule. The proposal schedule shall include all costs for labor, services, material, equipment, and installation associated with completing the work in place per the plans, specifications and details.

NAME OF BIDDER:_________________________________________________________ CONTRACTOR’S LICENSE NO.:______________________________________________ AUTHORIZED SIGNATURE:__________________________________________________ TITLE:____________________________________________________________________ DATE:________________________________
21 BID SCHEDULE (Continued)

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
No.

Item Description Estimated
Quantity
Unit Unit Price Payment
Reference
Item Amount
1 2
3 4
5 6
7 8
9 The CONTRACTOR shall be responsible for calculating and providing unit prices for the schedule. The proposal schedule shall include all costs for services, labor, materials, equipment, and installation associated in completing the work in place per the Specifications and details. [Note: Labor Code § 6707 requires separate bid items for the construction of a pipeline, sewer, sewage disposal system, boring and jacking pits, or similar trenches or open excavations, which are five feet or deeper. For those items, specify that each bid submitted in response thereto shall contain adequate sheeting, shoring, and bracing, or equivalent method, for the protection of life or limb,] Bid Schedule Total: $
Bid Schedule Total (in words): ____________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ ______________________________________ _______________________________ (Company Name of Bidder) (Date)
22 BID BOND

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
KNOW ALL MEN BY THESE PRESENTS that Bidder ________________________, as PRINCIPAL, and ______________________, as SURETY, are held and firmly bound unto the City of Sierra Madre as AGENCY, in the penal sum of ___________________________________________________________ dollars ($____________________), which is ten percent (10%) of the total amount bid by PRINCIPAL to AGENCY for the above stated project, for the payment of which sum, PRINCIPAL and SURETY agree to be bound, jointly and severally, firmly by these presents.

The SURETY, for value received, hereby stipulates and agrees that the obligations of said SURETY and its BOND shall be in no way impaired or affected by any extension of the time within which the AGENCY may accept such Bid; and said SURETY does hereby waive notice of any such extension.

THE CONDITIONS OF THIS OBLIGATION ARE SUCH that, whereas PRINCIPAL is about to submit a bid to AGENCY for the above stated project, if said bid is rejected, or if said bid is accepted and a contract is awarded and entered into by PRINCIPAL in the manner and time specified, and PRINCIPAL provides the required payment and performance bonds and insurance coverages to AGENCY, then this obligation shall be null and void, otherwise it shall remain in full force and effect in favor of AGENCY.

IN WITNESS WHEREOF the parties hereto have set their names, titles, hands, and seals this ____ day of ________________________, 20__.

PRINCIPAL* _____________________________________________ _____________________________________________
_____________________________________________
_____________________________________________
SURETY* _____________________________________________
_____________________________________________
_____________________________________________
_____________________________________________
*Provide BIDDER and SURETY name, address and telephone number and the name, title, address and telephone number for their authorized representatives. Power of Attorney must be attached. 23 CERTIFICATE OF ACKNOWLEDGMENT
State of California
County of _____________________
On _________________________ before me, _____________________________, personally appeared ___________________________________ who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature_____________________________ (SEAL)
24 BID GUARANTEE

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
Note: The following statement shall be used if other than a bid surety bond accompanies bid. “Accompanying this proposal is a certified check or cashier’s check, payable to the order of the City of Sierra Madre in the amount of _____________________________________________ Dollars ($__________________) which is at least ten percent (10%) of the total amount of this bid. The proceeds of this bid guarantee shall become the property of the City of Sierra Madre provided this bid is accepted by said City, through action of its legally constituted contracting authorities, and the undersigned fails to execute a contract and furnish the required bonds and insurance within the stipulated time. Otherwise, the proceeds of this bid guarantee shall be returned to the undersigned.” NAME OF BIDDER: ____________________________________________________ MAILING ADDRESS: ____________________________________________________ ____________________________________________________
____________________________________________________
AUTHORIZED SIGNATURE: ____________________________________________________ TITLE: ____________________________________________________ DATE: ____________________________________________________ 25 BIDDER INFORMATION

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
BIDDER certifies that the following information is true and correct:

Name of Bidder:______________________________________________________________________ Business Address:_____________________________________________________________________ Telephone:________________________________FAX:___________________________ E-mail: ____________________________________________
CONTRACTOR’s License No.:_____________________________ Date License Issued:_____________ License Expiration Date:_____________________
The following are the names, titles, addresses, and phone numbers of all individuals, firm members, partners, joint venturers, and/or corporate officers having a principal interest in this proposal:
(Name / Title / Address / Telephone)
_____________________________________________________________________________________ _____________________________________________________________________________________ _____________________________________________________________________________________ _____________________________________________________________________________________ Any voluntary or involuntary bankruptcy judgments against any principal having an interest in this proposal are as follows: (Type of Judgment / Date)
_____________________________________________________________________________________ _____________________________________________________________________________________ _____________________________________________________________________________________ All current and prior DBA’s, aliases, and/or fictitious business names for any principal having an interest in this proposal are as follows: (Principal / DBA’s / Applicable Dates) _____________________________________________________________________________________ _____________________________________________________________________________________ _____________________________________________________________________________________ Prior Disqualification
Has your firm ever been disqualified from performing work for any City, County, Public or Private Contracting entity? Yes / No _________. If yes, provide the following information. (If more than once, use separate sheets):
26 Date: __________________________ Entity:_________________________________ Location:______________________________________________________________________ Reason:_______________________________________________________________________ Provide Status and any Supplemental Statement:_______________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ Has your firm been reinstated by this entity? Yes / No _________ Violations of Federal or State Law
A. Has your firm or its officers been assessed any penalties by any agency for noncompliance, violations of Federal or State labor laws and/or business or licensing regulations within the past five (5) years relating to your construction projects?
Yes / No: ________ Federal / State: _________________________ If “yes”, identify and describe, (including status):______________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ Have the penalties been paid? Yes / No:____________
27 B. Does you firm or its officers have any ongoing investigations by any agency regarding violations of the State Labor Code, California Business and Professions Code or State Licensing laws?
Yes / No:___________ Codes / Laws:_________________________ Section / Article:___________ If “yes”, identify and describe (including status):_______________________________________ ______________________________________________________________________________ ______________________________________________________________________________ I declare under penalty of perjury under the laws of the State of California that all of the representations made in this BIDDER INFORMATION are true and correct. Executed this __________________ day of _______________________________, 20__, at _____________________________________, California.

Authorized Representative: Signature ________________________________________ Title ________________________________________
28 EXPERIENCE STATEMENT

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
Pursuant to this BID PROPOSAL and QUALIFICATION OF BIDDERS, the following is a record of the Bidder’s experience in construction of a type similar in magnitude and character to that contemplated under this contract. Included in this section should be a complete list of references for similar projects in terms of scope of work, value of work, and time constraints. The CONTRACTOR must demonstrate that he/she has experience with this type of project and can manage this project effectively. If necessary, additional numbered pages can be attached to this page. The CONTRACTOR must be properly licensed to perform the work in this project as determined by the State CONTRACTOR’s License Board.

Project Title:__________________________________ Client:_________________________________ Date: ______________ Project Value: ______________ Client Contact: _____________ Client Telephone #_____________ Client Email Address: ______________ Description: ________________________________________________________________________ ________________________________________________________________________ ______________________________________________________________________ Subject to Federal Labor Standards: Yes No
Project Title:__________________________________ Client:_________________________________ Date: ______________ Project Value: ______________ Client Contact: _____________ Client Telephone #_____________ Client Email Address: ______________ Description: ________________________________________________________________________ ________________________________________________________________________ ________________________________________________________________________ Subject to Federal Labor Standards: Yes No
29 EXPERIENCE STATEMENT (Continued)

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
Project Title:__________________________________ Client:_________________________________ Date: ______________ Project Value: ______________ Client Contact: _____________ Client Telephone #_____________ Client Email Address: ______________ Description: ________________________________________________________________________ ________________________________________________________________________ ________________________________________________________________________ Subject to Federal Labor Standards: Yes No
Project Title:__________________________________ Client:_________________________________ Date: ______________ Project Value: ______________ Client Contact: _____________ Client Telephone #_____________ Client Email Address: ______________ Description: ________________________________________________________________________ ________________________________________________________________________ ________________________________________________________________________ Subject to Federal Labor Standards: Yes No
I declare under penalty of perjury under the laws of the State of California that all of the representations made in this EXPERIENCE STATEMENT are true and correct. Executed this _______ day of _______________________________, 20__, at _____________________________________, California.

Authorized Representative: Signature ________________________________________ Title ________________________________________
30 DESIGNATION OF SUPPLIERS AND SUBCONTRACTORS

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
The following is a list of subcontractors and suppliers, as defined in 2-3 SUBCONTRACTS of the Standard Specifications, who will perform work or provide materials of value in excess of one-half of one percent of the total bid price or $10,000, whichever is greater.

No subcontractor shall perform work in excess of the amount specified in 2-3 SUBCONTRACTS of the Standard Specifications, without the written approval of the AGENCY.

The CONTRACTOR is responsible to ensure that appropriate provisions are to be inserted in all subcontracts to bind subcontractors to the contract requirements as contained herein.

Each subcontractor must agree to comply with all applicable Federal, State, and local requirements.

Name, License No., and
Address of Subcontractor
Employer
Tax Id #
MBE/
WBE
(Y/N)
Work Subcontracted Portion of Work (% of
Contract Price)
31 Name, License No., and
Address of Subcontractor
Employer
Tax Id #
MBE/
WBE
(Y/N)
Work Subcontracted Portion of Work (% of
Contract Price)
These representations are made under the penalty of perjury under the laws of the State of California. The undersigned hereby certifies that each subcontractor has been notified in writing of its equal opportunity obligations.

NAME OF BIDDER: _________________________________________________________ AUTHORIZED SIGNATURE: __________________________________________________ Date: _____________________________
32 STATEMENT REGARDING INSURANCE COVERAGE

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
The undersigned representative of Bidder hereby certifies that he/she has reviewed the insurance coverage requirements specified in 5-4 INSURANCE of Section E, Standard Specifications and Section F, Special Provisions. Should Bidder be awarded the contract for the work, the undersigned further certifies that Bidder can meet all of these specification requirements for insurance including insurance coverage of his/her subcontractors.

NAME OF BIDDER: ____________________________________________________ MAILING ADDRESS: ____________________________________________________ ____________________________________________________
____________________________________________________
AUTHORIZED SIGNATURE: ____________________________________________________ TITLE: ____________________________________________________ DATE: ____________________________________________________ 33 STATEMENT REGARDING CONTRACTOR’S LICENSING LAWS

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
[Business & Professions Code § 7028.15]
[Public Contract Code § 20103.5]
I, the undersigned, certify that I am aware of the following provisions of California law and that I, or the entity on whose behalf this certification is given, hold a currently valid California CONTRACTOR’s license as set forth below:

Business & Professions Code § 7028.15:
a) It is a misdemeanor for any person to submit a bid to a public agency to engage in the business or act in the capacity of a CONTRACTOR within this state without having a license therefor, except in any of the following cases:
(1)The person is particularly exempted from this chapter. (2)The bid is submitted on a state project governed by Section 10164 of the Public Contract Code or on any local agency project governed by Section 20104 [now § 20103.5] of the Public Contract Code.
b) If a person has been previously convicted of the offense described in this section, the court shall impose a fine of 20 percent of the price of the contract under which the unlicensed person performed contracting work, or four thousand five hundred dollars ($4,500), whichever is greater, or imprisonment in the county jail for not less than 10 days nor more than six months, or both.

In the event the person performing the contracting work has agreed to furnish materials and labor on an hourly basis, “the price of the contract” for the purposes of this subdivision means the aggregate sum of the cost of materials and labor furnished and the cost of completing the work to be performed.
c) This section shall not apply to a joint venture license, as required by Section 7029.1.

However, at the time of making a bid as a joint venture, each person submitting the bid shall be subject to this section with respect to his/her individual licenser. d) This section shall not affect the right or ability of a licensed architect, land surveyor, or registered professional engineer to form joint ventures with licensed CONTRACTORs to render services within the scope of their respective practices. e) Unless one of the foregoing exceptions applies, a bid submitted to a public agency by a CONTRACTOR who is not licensed in accordance with this chapter shall be considered nonresponsive and shall be rejected by the public agency. Unless one of the foregoing exceptions applies, a local public agency shall, before awarding a contract or issuing a purchase order, verify that the CONTRACTOR was properly licensed when the CONTRACTOR submitted the bid. Notwithstanding any other provision of law, unless one of the foregoing exceptions applies, the registrar may issue a citation to any public officer or employee of a public entity who knowingly awards a contract or issues a purchase order to a CONTRACTOR who is not licensed pursuant to this chapter. The amount of civil penalties, appeal, and finality of such citations shall be subject to Sections 7028.7 to 7028.13, inclusive. Any contract awarded to, or any purchase order issued to, as CONTRACTOR who is not licensed pursuant to this chapter is void. 34 f) Any compliance or noncompliance with subdivision (e) of this section, as added by Chapter 863 of the Statutes of 1989, shall not invalidate any contract or bid awarded by a public agency during which time that subdivision was in effect. g) A public employee or officer shall not be subject to a citation pursuant to this section if the public employee, officer, or employing agency made an inquiry to the board for the purposes of verifying the license status of any person or CONTRACTOR and the board failed to respond to the inquiry within three business days. For purposes of this section, a telephone response by the board shall be deemed sufficient.

Public Contract Code § 20103.5:

In all contracts subject to this part where federal funds are involved, no bid submitted shall be invalidated by the failure of the bidder to be licensed in accordance with the laws of this state.

However, at the time the contract is awarded, the CONTRACTOR shall be properly licensed in accordance with the laws of this state. The first payment for work or material under any contract shall not be made unless and until the Registrar of CONTRACTORs verifies to the AGENCY that the records of the Contractors’ State License Board indicate that the CONTRACTOR was properly licensed at the time the contract was awarded. Any bidder or CONTRACTOR not so licensed shall be subject to all legal penalties imposed by law, including, but not limited to, any appropriate disciplinary action by the Contractors’ State License Board. The AGENCY shall include a statement to that effect in the standard form of pre-qualification questionnaire and financial statement. Failure of the bidder to obtain proper and adequate licensing for an award of a contract shall constitute a failure to execute the contract and shall result in the forfeiture of the security of the bidder.

CONTRACTOR’s License Number: _____________________________________________ License Expiration Date:____________________________
Authorized Signature:_____________________________________________ Date:_____________________________
35 NON-COLLUSION AFFIDAVIT
The undersigned declares:

I am the ___________________________ of _________________________________, the party making the foregoing bid.

The bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation. The bid is genuine and not collusive or sham. The bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham bid. The bidder has not directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a sham bid, or to refrain from bidding. The bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the bidder or any other bidder, or to fix any overhead, profit, or cost element of the bid price, or of that of any other bidder. All statements contained in the bid are true. The bidder has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, to any corporation, partnership, company, association, organization, bid depository, or to any member or agent thereof, to effectuate a collusive or sham bid, and has not paid, and will not pay, any person or entity for such purpose.

Any person executing this declaration on behalf of a bidder that is a corporation, partnership, joint venture, limited liability company, limited liability partnership, or any other entity, hereby represents that he or she has full power to execute, and does execute, this declaration on behalf of the bidder.

I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that this declaration is executed on the ___ day __________________, 20__ at ___________________________________, California.
____________________________________
CONTRACTOR’s Signer’s Name
____________________________________
CONTRACTOR’s Signer’s Title
____________________________________
CONTRACTOR’s Business Name
Contractor’s Business Address:
_________________________________________
Mailing Street Address
_________________________________________
City, State, Zip Code
__________________________
Telephone #
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SECTION D – CONTRACT INFORMATION AND DOCUMENTS

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
Contract Information and Documents:
□ Contract Agreement
□ Payment Bond
□ Faithful Performance Bond
□ Maintenance Bond
□ Worker’s Compensation Insurance Certificate
□ Insurance Endorsement
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MAINTENANCE AGREEMENT
Providing Payment of Prevailing Wages
(City of Sierra Madre/ )

1. IDENTIFICATION
This MAINTENANCE AGREEMENT (“Agreement”) is entered into by and between the City of Sierra Madre, a California municipal corporation (“City”), and a (“Contractor”).

2. RECITALS

2.1. City has determined that it requires the following maintenance services from a contractor described as:

2.2. Contractor represents that it is fully qualified to perform such maintenance services by virtue of its experience and the training, education and expertise of its principals and employees. Contractor further represents that it is willing to accept responsibility for performing such maintenance services in accordance with the terms and conditions set forth in this Agreement.

NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, City and Contractor agree as follows:

3. DEFINITIONS

3.1. “Scope of Services”: Such maintenance services as are set forth in Contractor’s proposal dated to City attached hereto as Exhibit A and incorporated herein by this reference.

3.2. “Agreement Administrator”: The name and title of the Agreement Administrator for this project is . The Agreement Administrator shall be the principal point of contact at the City for this project. All services under this Agreement shall be performed at the request of the Agreement Administrator. The Agreement Administrator will establish the timetable for completion of services and any interim milestones. City reserves the right to change this designation upon written notice to Contractor

3.3. “Maximum Amount”: The highest total compensation and costs payable to Contractor by City under this Agreement. The Maximum Amount under this Agreement is Dollars ($).

3.4. “Commencement Date”: .

3.5. “Termination Date”: .

4. TERM
The term of this Agreement shall commence at 12:00 a.m. on the Commencement Date and shall expire at 11:59 p.m. on the Termination Date unless extended by written agreement of the parties or terminated earlier under Section 15 (“Termination”) below. The contract shall be for Three (3) Years with the City option of Two (2) 1-Year extensions.

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5. CONTRACTOR’S DUTIES

5.1. Services. Contractor shall perform the services identified in the Scope of Services.

City shall have the right to request, in writing, changes in the Scope of Services.

Any such changes mutually agreed upon by the parties, and any corresponding increase or decrease in compensation, shall be incorporated by written amendment to this Agreement.

5.2. Coordination with City. In performing services under this Agreement, Contractor shall coordinate all contact with City through its Agreement Administrator.

5.3. Budgetary Notification. Contractor shall notify the Agreement Administrator, in writing, when fees and expenses incurred under this Agreement have reached eighty percent (80%) of the Maximum Amount. Contractor shall concurrently inform the Agreement Administrator, in writing, of Contractor’s estimate of total expenditures required to complete its current assignments before proceeding, when the remaining work on such assignments would exceed the Maximum Amount.

5.4. Business License. Contractor shall obtain and maintain in force a City business license for the duration of this Agreement.

5.5. Professional Standards. Contractor shall perform all work to the highest standards of Contractor’s profession and in a manner reasonably satisfactory to City.

Contractor shall keep itself fully informed of and in compliance with all local, state, and federal laws, rules, and regulations in any manner affecting the performance of this Agreement, including all Cal/OSHA requirements, the conflict of interest provisions of Government Code § 1090 and the Political Reform Act (Government Code § 81000 et seq.).

5.6. Campaign Contributions. This Agreement is subject to Government Code Section 84308, as amended by SB 1439. Consultant shall disclose any contribution in an amount of more than two hundred fifty dollars ($250) made within the preceding 12 months by the party or the party's agent. Consultant shall provide a signed copy of the attached Campaign Contribution Disclosure Form to the City prior to, or concurrent with, the Consultant's execution of this Agreement.

5.7. Appropriate Personnel. Contractor has, or will secure at its own expense, all personnel required to perform the services identified in the Scope of Services. All such services shall be performed by Contractor or under its supervision or by subcontractor(s) of Contractor, and all personnel engaged in the work shall be qualified to perform such services. shall be Contractor’s project manager/administrator and shall have direct responsibility for management of Contractor’s performance under this Agreement. No change shall be made in Contractor’s project administrator without City’s prior written consent.

5.8. Prevailing Wages. This Agreement is subject to the prevailing wage law as more fully set forth in Section 8 (Labor Code), for all work performed under this Agreement for which the payment of prevailing wages is required under the California Labor Code. In particular, Contractor acknowledges that prevailing wage determinations are available for work performed under this Agreement.

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5.9. Skilled and Trained Workforce Requirement. When the use of a skilled and trained workforce is required to complete a contract pursuant to existing law, this contract is subject to such requirement and Contractor agrees to use a skilled and trained workforce.

5.10. Permits and Approvals. Contractor shall obtain, at its sole cost and expense, all permits and regulatory approvals necessary, if any, for Contractor’s performance of this Agreement including, but not limited to, professional licenses and permits.

5.11. Notification of Organizational Changes. Contractor shall notify the Agreement Administrator, in writing, of any change in name, ownership or control of Contractor’s firm or of any subcontractor. Change of ownership or control of Contractor’s firm may require an amendment to this Agreement.

5.12. Records. Contractor shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services or expenditures and disbursements charged to City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such documents shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of City. In addition, pursuant to Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds ten thousand dollars, all such documents and this Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of City, for a period of three (3) years after final payment under this Agreement.

6. SUBCONTRACTING AND ASSIGNMENT

6.1. General Prohibition On Assignment. This Agreement covers services of a specific and unique nature. Except as otherwise provided herein, Contractor shall not assign or transfer its interest in this Agreement or subcontract any services to be performed without amending this Agreement.

6.2. Contractor Responsible. Contractor shall be responsible to City for all services to be performed under this Agreement.

6.3. Subcontracting. Contractor shall not subcontract any portion of the performance contemplated and provided for herein unless (1) such subcontracting is specifically described in the proposal attached hereto or (2) the City provides prior written approval. In any event, Contractor shall supervise all work subcontracted by Contractor in performing the services described in the Scope of Services and shall be responsible for all work performed by a subcontractor as if Contractor itself had performed such work. The subcontracting of any work shall not relieve Contractor from any of its obligations under this Agreement with respect to the services described in the Scope of Services. Contractor is obligated to ensure that any and all subcontractors performing any services under this Agreement shall be fully insured in all respects and to the same extent as set forth under Section 13 (Insurance), to City’s satisfaction.

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6.4. Compensation for Subcontractors. Contractor shall be liable and accountable for any and all payments, compensation, and federal and state taxes to all subcontractors performing services under this Agreement. City shall not be liable for any payment, compensation, or federal and state taxes for any subcontractors.

7. COMPENSATION

7.1. General. City agrees to compensate Contractor for the services provided under this Agreement, and Contractor agrees to accept payment, the Maximum Amount in full satisfaction for such services. Compensation shall not exceed the Maximum Amount. Contractor shall not be reimbursed for any expenses unless provided for in this Agreement or authorized in writing by City in advance.

7.2. Invoices. Contractor shall submit to City an invoice, on a monthly basis or as otherwise agreed to by the Agreement Administrator, for services performed pursuant to this Agreement. Each invoice shall identify the Maximum Amount, the services rendered during the billing period, the amount due for the invoice, and the total amount previously invoiced. Contractor shall include a copy of each subcontractor invoice, if any, for which reimbursement is sought in the invoice.

7.3. Taxes. City shall not withhold applicable taxes or other payroll deductions from payments made to Contractor except as otherwise required by law. Contractor shall be solely responsible for calculating, withholding, and paying all taxes.

7.4. Disputes. The parties agree to meet and confer at mutually agreeable times to resolve any disputed amounts contained in an invoice submitted by Contractor.

8. LABOR CODE

8.1. Prevailing Wage Law. Prevailing Wage Law. This Agreement is subject to the requirements of the prevailing wage laws, including, but not limited to, Labor Code Section 1720 et seq., and Labor Code Section 1770 et seq., as well as Code of Regulations, Title 8, Section 16000 et seq., which require payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. Contractor shall defend, indemnify, and hold harmless City, and its officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of failure or alleged failure of Contractor to comply with such prevailing wage laws.

8.2. Payment of Prevailing Wages. Contractor shall pay the prevailing wage rates for all work performed under this Agreement. When any craft or classification is omitted from the general prevailing wage determinations, the Contractor shall pay the wage rate of the craft or classification most closely related to the omitted classification.

8.3. Forfeiture. Contractor shall forfeit as a penalty to City Two Hundred Dollars ($200.00), or any greater penalty provided in the Labor Code, for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rates for any work done under this Agreement employed in the performance of the Scope of Services by Contractor or by any subcontractor of Contractor in violation of the Maintenance Services Agreement

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provisions of the Labor Code. In addition, the difference between such prevailing wage rates and the amount paid to each worker for each calendar day, or portion thereof, for which each worker was paid less than the prevailing wage rate shall be paid to each worker by Contractor.

8.4. Apprentices. Contractor shall comply with the provisions of Labor Code section 1777.5 concerning the employment of apprentices on public works projects.

Contractor shall be responsible for ensuring compliance by its subcontractors with Labor Code 1777.5.

8.5. Payroll Records. Pursuant to Labor Code section 1776, Contractor and any subcontractor(s) shall keep accurate payroll records, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by Contractor in connection with this Agreement. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following: (1) The information contained in the payroll record is true and correct; and (2) The employer has complied with the requirements of Labor Code section 1811 and Labor Code section 1815 for any work performed by his or her employees on the public works project. The payroll records shall be certified and shall be available for inspection at all reasonable hours as required by Labor Code 1776.

Pursuant to Labor Code section 1776, such records must be maintained for at least three years after completion of work.

8.6. 8-Hour Work Day. This Agreement is subject to 8-hour work day and wage and hour penalty laws, including, but not limited to, Labor Code section 1810 and Labor Code section 1813. Contractor and any subcontractor(s) of Contractor shall strictly adhere to the provisions of the Labor Code regarding 8-hour work day and 40-hour work week requirements, and overtime, Saturday, Sunday, and holiday work.

Pursuant to the Labor Code, eight hours’ labor shall constitute a legal day’s work.

Work performed by Contractor’s employees in excess of eight hours per day, and 40 hours during any one week, must include compensation for all hours worked in excess of eight hours per day, or 40 hours during any one week, at not less than one and one-half times the basic rate of pay. Contractor shall forfeit as a penalty to City $25.00, or any greater penalty set forth in the Labor Code, for each worker employed in the execution of the work by Contractor or by any subcontractor(s) of Contractor, for each calendar day during which such worker is required or permitted to the work more than eight hours in one calendar day or more than 40 hours in any one calendar week in violation of the Labor Code.

8.7. Registration with DIR. Contractor and any subcontractor(s) of Contractor shall comply with the provisions of Labor Code section 1771 and Labor Code section 1725.5 requiring registration with the Department of Industrial Relations (DIR).

Contractors shall be registered through the Department of Industrial Relation’s (DIR) Public Works Program for state and local public works contracts, for maintenance work valued at more than $15,000.

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9. OWNERSHIP OF WRITTEN PRODUCTS
All reports, documents or other written material, and all electronic files, including computer-aided design files, developed by Contractor in the performance of this Agreement (such written material and electronic files are collectively known as “written products”) shall be and remain the property of City without restriction or limitation upon its use or dissemination by City except as provided by law. Contractor may take and retain copies of such written products as desired, but no such written products shall be the subject of a copyright application by Contractor.

10. RELATIONSHIP OF PARTIES

10.1. General. Contractor is, and shall at all times remain as to City, a wholly independent contractor.

10.2. No Agent Authority. Contractor shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise to act on behalf of City as an agent.

Neither City nor any of its agents shall have control over the conduct of Contractor or any of Contractor’s employees, except as set forth in this Agreement. Contractor shall not represent that it is, or that any of its agents or employees are, in any manner employees of City.

10.3. Independent Contractor Status. Under no circumstances shall Contractor or its employees look to the City as an employer. Contractor shall not be entitled to any benefits. City makes no representation as to the effect of this independent contractor relationship on Contractor’s previously earned California Public Employees Retirement System (“CalPERS”) retirement benefits, if any, and Contractor specifically assumes the responsibility for making such a determination. Contractor shall be responsible for all reports and obligations including, but not limited to:
social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation, and other applicable federal and state taxes.

10.4. Indemnification of CalPERS Determination. In the event that Contractor or any employee, agent, or subcontractor of Contractor providing services under this Agreement claims or is determined by a court of competent jurisdiction or CalPERS to be eligible for enrollment in CalPERS as an employee of the City, Contractor shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for CalPERS benefits on behalf of Contractor 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.

11. INDEMNIFICATION

11.1. Definitions. For purposes of this Section 11, “Contractor” shall include Contractor, its officers, employees, servants, agents, or subcontractors, or anyone directly or indirectly employed by either Contractor or its subcontractors, in the performance of this Agreement. “City” shall include City, its officers, agents, employees and volunteers.

11.2. Contractor to Indemnify City. To the fullest extent permitted by law, Contractor Maintenance Services Agreement

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shall indemnify, hold harmless, and defend City from and against any and all claims, losses, costs or expenses for any personal injury or property damage arising out of or in connection with Contractor’s alleged negligence, recklessness or willful misconduct or other wrongful acts, errors or omissions of Contractor or failure to comply with any provision in this Agreement.

11.3. Scope of Indemnity. Personal injury shall include injury or damage due to death or injury to any person, whether physical, emotional, consequential or otherwise, Property damage shall include injury to any personal or real property. Contractor shall not be required to indemnify City for such loss or damage as is caused by the sole active negligence or willful misconduct of the City.

11.4. Attorneys’ Fees. Such costs and expenses shall include reasonable attorneys’ fees for counsel of City’s choice, expert fees and all other costs and fees of litigation.

Contractor shall not be entitled to any refund of attorneys’ fees, defense costs or expenses in the event that it is adjudicated to have been non-negligent.

11.5. Defense Deposit. The City may request a deposit for defense costs from Contractor with respect to a claim. If the City requests a defense deposit, Contractor shall provide it within 15 days of the request.

11.6. Waiver of Statutory Immunity. The obligations of Contractor under this Section are not limited by the provisions of any workers’ compensation act or similar act.

Contractor expressly waives its statutory immunity under such statutes or laws as to City.

11.7. Indemnification by Subcontractors. Contractor agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Section 12 from each and every subcontractor or any other person or entity involved in the performance of this Agreement on Contractor’s behalf.

11.8. Insurance Not a Substitute. City does not waive any indemnity rights by accepting any insurance policy or certificate required pursuant to this Agreement. Contractor’s indemnification obligations apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost or expense.

12. INSURANCE

12.1. Insurance Required. Contractor shall maintain insurance as described in this section and shall require all of its subcontractors, Contractors, and other agents to do the same. Approval of the insurance by the City shall not relieve or decrease any liability of Contractor. Any requirement for insurance to be maintained after completion of the work shall survive this Agreement.

12.2. Documentation of Insurance. City will not execute this agreement until it has received a complete set of all required documentation of insurance coverage.

However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. Contractor shall file with City:

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• Certificate of Insurance, indicating companies acceptable to City, with a Best’s Rating of no less than A:VII showing. The Certificate of Insurance must include the following reference (project name):
.
• Documentation of Best’s rating acceptable to the City. • Original endorsements effecting coverage for all policies required by this Agreement.
• Complete, certified copies of all required insurance policies, including endorsements affecting the coverage.

13. Coverage Amounts. Insurance coverage shall be at least in the following minimum amounts:

Professional Liability Insurance: $1,000,000 per occurrence, $2,000,000 aggregate
General Liability:
• General Aggregate: $2,000,000
• Products Comp/Op Aggregate
• Personal & Advertising Injury
• Each Occurrence
• Fire Damage (any one fire)
• Medical Expense (any 1 person)
Workers’ Compensation:
$2,000,000
$1,000,000
$1,000,000
$ 50,000
$ 5,000
• Workers’ Compensation
• EL Each Accident
• EL Disease – Policy Limit
• EL Disease – Each Employee
Statutory Limits
$1,000,000
$1,000,000
$1,000,000
• Automobile Liability
• Any vehicle, combined single limit $1,000,000
Any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements or limits shall be available to the additional insured.

Furthermore, the requirements for coverage and limits shall be the greater of (1) the minimum coverage and limits specified in this Agreement, or (2) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured

13.1. General Liability Insurance. Commercial General Liability Insurance shall be no less broad than ISO form CG 00 01. Coverage must be on a standard Occurrence form. Claims-Made, modified, limited or restricted Occurrence forms are not acceptable.

13.2. Worker’s Compensation Insurance. Contractor is aware of the provisions of Section 3700 of the Labor Code which requires every employer to carry Workers’ Compensation (or to undertake equivalent self-insurance), and Contractor will comply with such provisions before commencing the performance of the work of this Agreement. If such insurance is underwritten by any agency other than the State Compensation Fund, such agency shall be a company authorized to do business in Maintenance Services Agreement

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the State of California.

13.3. Automobile Liability Insurance. Covered vehicles shall include owned if any, non-owned, and hired automobiles and, trucks.

13.4. Claims-Made Policies. If any of the required policies provide coverage on a claimsmade basis the Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. Claims-Made Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of contract work.

13.5. Additional Insured Endorsements. The City, its City Council, Commissions, officers, and employees of Sierra Madre must be endorsed as an additional insured for each policy required herein, for liability arising out of ongoing and completed operations by or on behalf of the Contractor. Contractor’s insurance policies shall be primary as respects any claims related to or as the result of the Contractor’s work.

Any insurance, pooled coverage or self-insurance maintained by the City, its elected or appointed officials, directors, officers, agents, employees, volunteers, or Contractors shall be non-contributory. All endorsements shall be signed by a person authorized by the insurer to bind coverage on its behalf. General liability coverage can be provided using an endorsement to the Contractor’s insurance at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10 and CG 20 37.

13.6. Failure to Maintain Coverage. In the event any policy is canceled prior to the completion of the project and the Contractor does not furnish a new certificate of insurance prior to cancellation, City has the right, but not the duty, to obtain the required insurance and deduct the premium(s) from any amounts due the Contractor under this Agreement. Failure of the Contractor to maintain the insurance required by this Agreement, or to comply with any of the requirements of this section, shall constitute a material breach of this Agreement.

13.7. Insurance Notices. Contractor shall provide immediate written notice if (1) any of the required insurance policies is terminated; (2) the limits of any of the required policies are reduced; (3) or the deductible or self-insured retention is increased.

Contractor shall provide no less than 30 days’ notice of any cancellation or material change to policies required by this Agreement. Contractor shall provide proof that cancelled or expired policies of insurance have been renewed or replaced with other policies providing at least the same coverage. Such proof will be furnished at least two weeks prior to the expiration of the coverages. The name and address for Additional Insured Endorsements, Certificates of Insurance and Notices of Cancellation is: City of Sierra Madre, Attn: , 232 W. Sierra Madre Blvd., Sierra Madre, CA 91024.

13.8. Contractor’s Insurance Primary. The insurance provided by Contractor, including all endorsements, shall be primary to any coverage available to City. Any insurance or self-insurance maintained by City and/or its officers, employees, agents or Maintenance Services Agreement

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volunteers, shall be in excess of Contractor’s insurance and shall not contribute with it.

13.9. Waiver of Subrogation. Contractor hereby waives all rights of subrogation against the City. Contractor shall additionally waive such rights either by endorsement to each policy or provide proof of such waiver in the policy itself.

13.10. Report of Claims to City. Contractor shall report to the City, in addition to the Contractor’s insurer, any and all insurance claims submitted to Contractor’s insurer in connection with the services under this Agreement.

13.11. Premium Payments and Deductibles. Contractor must disclose all deductibles and self-insured retention amounts to the City. The City may require the Contractor to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within retention amounts. Ultimately, City must approve all such amounts prior to execution of this Agreement. City has no obligation to pay any premiums, assessments, or deductibles under any policy required in this Agreement. Contractor shall be responsible for all premiums and deductibles in all of Contractor’s insurance policies. The amount of deductibles for insurance coverage required herein are subject to City’s approval.

13.12. Duty to Defend and Indemnify. Contractor’s duties to defend and indemnify City under this Agreement shall not be limited by the foregoing insurance requirements and shall survive the expiration of this Agreement as well as expiration or early termination of this Agreement.

14. MUTUAL COOPERATION

14.1. City Cooperation in Performance. City shall provide Contractor with all pertinent data, documents and other requested information as is reasonably available for the proper performance of Contractor’s services under this Agreement.

14.2. Contractor Cooperation in Defense of Claims. If any claim or action is brought against City relating to Contractor’s performance in connection with this Agreement, Contractor shall render any reasonable assistance that City may require in the defense of that claim or action.

15. NOTICES
Any notices, bills, invoices, or reports required by this Agreement shall be deemed received on: (i) the day of delivery if delivered by hand, electronic mail or overnight courier service during Contractor’s and City’s regular business hours; or (ii) on the third business day following deposit in the United States mail if delivered by mail, postage prepaid, to the addresses listed below (or to such other addresses as the parties may, from time to time, designate in writing).

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If to Consultant:

Name:

Address:

Address 2:

City, State, Zip:

Email:

With courtesy copy to:

Aleks R. Giragosian, Esq.

Sierra Madre City Attorney
Colantuono, Highsmith & Whatley, PC
790 E. Colorado Blvd., Ste. 850
Pasadena, Angeles, CA 91101
Telephone: (213) 542-5700
Email: [email protected]

16. SURVIVING COVENANTS
The parties agree that the covenants contained in paragraph 5.10 (Records), paragraph

10.4 (Indemnification of CalPERS Determination), Section 11 (Indemnification), paragraph 12.7 (Claims-Made Policies), paragraph 12.12 (Waiver of Subrogation), paragraph 13.2 (Contractor Cooperation in Defense of Claims), Section 15 (Surviving Covenants), Section 17 (Interpretation of Agreement), and Section 18 (General Provisions) of this Agreement shall survive the expiration or termination of this Agreement, subject to the provisions and limitations of this Agreement and all otherwise applicable statutes of limitations and repose.

17. TERMINATION

17.1. City Termination. City may terminate this Agreement for any reason on five calendar days’ written notice to Contractor. Contractor agrees to cease all work under this Agreement on or before the effective date of any notice of termination.

All City data, documents, objects, materials or other tangible things shall be returned to City upon the termination or expiration of this Agreement.

17.2. Contractor Termination. Contractor may terminate this Agreement for a material breach by the City of this Agreement upon 30 days’ notice.

17.3. Compensation Following Termination. Upon termination, Contractor shall be paid based on the work satisfactorily performed at the time of termination. In no event shall Contractor be entitled to receive more than the amount that would be paid to Contractor for the full performance of the services required by this Agreement. The City shall have the benefit of such work as may have been completed up to the time of such termination.

17.4. Remedies. City retains any and all available legal and equitable remedies for Contractor’s breach of this Agreement.

If to City:

City of Sierra Madre
Attn:
232 W. Sierra Madre Blvd.

Sierra Madre, CA 91024
Telephone: (626) 355-7135
Email:

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18. INTERPRETATION OF AGREEMENT

18.1. Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of California.

18.2. Integration of Exhibits. All documents referenced as exhibits in this Agreement are hereby incorporated into this Agreement. In the event of any material discrepancy between the express provisions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail. This instrument contains the entire Agreement between City and Contractor with respect to the transactions contemplated herein. No other prior oral or written agreements are binding upon the parties. Amendments hereto or deviations herefrom shall be effective and binding only if made in writing and executed on by City and Contractor.

18.3. Headings. The headings and captions appearing at the commencement of the sections hereof, and in any paragraph thereof, are descriptive only and for convenience in reference to this Agreement. Should there be any conflict between such heading, and the section or paragraph thereof at the head of which it appears, the language of the section or paragraph shall control and govern in the construction of this Agreement.

18.4. Pronouns. Masculine or feminine pronouns shall be substituted for the neuter form and vice versa, and the plural shall be substituted for the singular form and vice versa, in any place or places herein in which the context requires such substitution(s).

18.5. Severability. If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, then such term or provision shall be amended to, and solely to the extent necessary to, cure such invalidity or unenforceability, and shall be enforceable in its amended form. In such event, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and each term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law.

18.6. No Presumption Against Drafter. Each party had an opportunity to consult with an attorney in reviewing and drafting this agreement. Any uncertainty or ambiguity shall not be construed for or against any party based on attribution of drafting to any party.

19. GENERAL PROVISIONS

19.1. Confidentiality. All data, documents, discussion, or other information developed or received by Contractor for performance of this Agreement are deemed confidential and Contractor shall not disclose it without prior written consent by City. City shall grant such consent if disclosure is legally required. All City data shall be returned to City upon the termination or expiration of this Agreement.

19.2. Conflicts of Interest. Contractor maintains and warrants that it has not employed Maintenance Services Agreement

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nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Contractor further agrees to file, or shall cause its employees or subcontractor to file, a Statement of Economic Interest with the City’s Filing Officer if required under state law in the performance of the services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer, or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

19.3. Non-assignment. Contractor shall not delegate, transfer, subcontract or assign its duties or rights hereunder, either in whole or in part, without City’s prior written consent, and any attempt to do so shall be void and of no effect. City shall not be obligated or liable under this Agreement to any party other than Contractor.

19.4. Binding on Successors. This Agreement shall be binding on the successors and assigns of the parties.

19.5. No Third-Party Beneficiaries. Except as expressly stated herein, there is no intended third-party beneficiary of any right or obligation assumed by the parties.

19.6. Time of the Essence. Time is of the essence for each and every provision of this Agreement.

19.7. Non-Discrimination. Contractor shall not discriminate against any employee or applicant for employment because of race, sex (including pregnancy, childbirth, or related medical condition), creed, national origin, color, disability as defined by law, disabled veteran status, Vietnam veteran status, religion, age (40 and above), medical condition (cancer-related), marital status, ancestry, or sexual orientation.

Employment actions to which this provision applies shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; or in terms, conditions or privileges of employment, and selection for training. Contractor agrees to post in conspicuous places, available to employees and applicants for employment, the provisions of this nondiscrimination clause.

19.8. Waiver. No provision, covenant, or condition of this Agreement shall be deemed to have been waived by City or Contractor unless in writing signed by one authorized to bind the party asserted to have consented to the waiver. The waiver by City or Contractor of any breach of any provision, covenant, or condition of this Agreement shall not be deemed to be a waiver of any subsequent breach of the same or any other provision, covenant, or condition.

19.9. Excused Failure to Perform. Contractor shall not be liable for any failure to perform if Contractor presents acceptable evidence, in City’s sole judgment that such failure was due to causes beyond the control and without the fault or Maintenance Services Agreement

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negligence of Contractor.

19.10. Remedies Non-Exclusive. Each right, power and remedy provided for herein or now or hereafter existing at law, in equity, by statute, or otherwise shall be cumulative and shall be in addition to every other right, power, or remedy provided for herein or now or hereafter existing at law, in equity, by statute, or otherwise. The exercise, the commencement of the exercise, or the forbearance from the exercise by any party of any one or more of such rights, powers or remedies shall not preclude the simultaneous or later exercise by such party of any or all of such other rights, powers or remedies.

19.11. Attorneys’ Fees. If legal action shall be necessary to enforce any term, covenant or condition contained in this Agreement, each party shall pay its own costs, including any accountants’ and attorneys’ fees expended in the action.

19.12. Venue. The venue for any litigation shall be the Superior Court Los Angeles County, California and Contractor hereby consents to sole jurisdiction in that court for purposes of resolving any dispute or enforcing any obligation arising under this Agreement.

19.13. Counterparts; Electronic Signatures. This Agreement may be signed in one or more counterparts, each of which shall be deemed an original, but all of which together shall be deemed one and the same instrument. The parties acknowledge and agree that this Agreement may be executed by electronic signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature. Without limitation, “electronic signature” shall include faxed or emailed versions of an original signature, electronically scanned Maintenance Services Agreement

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and transmitted versions (e.g., via pdf) of an original signature, or a digital signature.

TO EFFECTUATE THIS AGREEMENT, the parties have caused their duly authorized representatives to execute this Agreement on the dates set forth below. “CITY” “CONSULTANT”
City of Sierra Madre
Authorized Signatories:

Signature: Signature:

Printed: Printed:

Title: Title:

Date: Date:

Attest:

Signature:

Printed:

Title: City Clerk
Date:

Approved as to Form:

Signature:

Printed:

Title: City Attorney
Date:

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Maintenance Services Agreement

WORKER’S COMPENSATION INSURANCE ACKNOWLEDGEMENT
I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract. If any class of employees engaged in work under this contract at the site of the Project is not protected under any Worker’s Compensation law, Contractor shall provide and shall cause each subcontractor to provide adequate insurance for the protection of employees not otherwise protected. Contractor shall indemnify and hold harmless City for any damage resulting from failure of either Contractor or any subcontractor to take out or maintain such insurance.

Date:

Signature
Printed Name
Title

CERTIFICATE OF ACKNOWLEDGMENT
State of California
County of _____________________
On _________________________ before me, _____________________________, personally appeared ___________________________________ who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature_____________________________ (SEAL)
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PAYMENT BOND

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
WHEREAS, the City of Sierra Madre, as AGENCY has awarded to CONTRACTOR’s Business Name, as CONTRACTOR, a contract for the above-stated project;
AND WHEREAS, CONTRACTOR is required to furnish a bond in connection with the contract, to secure the payment of claims of laborers, mechanics, material persons, and other persons as provided by law; NOW THEREFORE, we, the undersigned CONTRACTOR and SURETY, are held and firmly bound unto AGENCY in the sum of [DESCRIBE IN WORDS; 100% OF TOTAL CONTRACT AMOUNT—TO BE INSERTED BY CONTRACTOR], ($XXX,XXX.XX) Dollars, which is one hundred percent (100%) of the total contract amount for the above-stated project, for which payment well and truly to be made we bind ourselves, our heirs, executors and administrators, successors and assigns, jointly and severally, firmly by these presents.

THE CONDITIONS OF THIS OBLIGATION IS SUCH that if CONTRACTOR, its heirs, executors, administrators, successors, assigns or subcontractors, shall fail to pay any of the persons named in Civil Code Section 9100, or amounts due under the Unemployment Insurance Code with respect to work or labor withheld, and to pay over to the Employment Development Department from the wages of employees of the CONTRACTOR and its subcontractors pursuant to Section 13020 of the Unemployment Insurance Code, with respect to such work and labor, that the surety or sureties herein will pay for the same in an amount not exceeding the sum specified in this bond, otherwise the above obligation shall be void. In case suit is brought upon this bond, SURETY will pay reasonable attorneys’ fees to the plaintiffs and AGENCY in an amount to be fixed by the court.

This bond shall inure to the benefit to any of the persons named in Civil Code Section 9100 as to give a right of action to such persons or their assigns in any suit brought upon this bond.

The SURETY hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the contract or the specifications accompanying it shall in any manner affect SURETY’s obligations on this bond. The SURETY hereby waives notice of any such change, extension, alteration or addition and hereby waives the requirements of Section 2845 of the Civil Code as a condition precedent to any remedies AGENCY may have. (Continued on Next Page)
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IN WITNESS WHEREOF the parties hereto have set their names, titles, hands, and seals as of the dates set forth below:

CONTRACTOR* CONTRACTOR’s Signer’s Name, Title _____________________________________ CONTRACTOR’s Business Name _____________________________________ Mailing Street Address _____________________________________ City, State, Zip Code _____________________________________ Telephone # _____________________________________
Date: _____________________________________
Surety* Surety Signer’s Name / Title _____________________________________ Surety’s Business Name _____________________________________ Mailing Street Address _____________________________________ City, State, Zip Code _____________________________________ Telephone # _____________________________________
Date: _____________________________________
*Provide CONTRACTOR and Surety name, address and telephone number and the name, title, address and telephone number for the respective authorized representatives. Power of Attorney and Notary Acknowledgement must be attached. Seals and dates of signing must also be included. ( EXECUTE IN DUPLICATE )
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CERTIFICATE OF ACKNOWLEDGMENT
State of California
County of _____________________
On _________________________ before me, _____________________________, personally appeared ___________________________________ who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature_____________________________ (SEAL)
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FAITHFUL PERFORMANCE BOND

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
KNOW ALL PERSONS BY THESE PRESENTS That CONTRACTOR’s Business Name, hereinafter referred to as “CONTRACTOR” as PRINCIPAL, and _____________________, a corporation duly organized and doing business under and by virtue of the laws of the State of California and duly licensed for the purpose of making, guaranteeing, or becoming sole surety upon bonds or undertakings as Surety, are held and firmly bound unto the CITY OF SIERRA MADRE, CALIFORNIA, hereinafter referred to as the “AGENCY” in the sum of ________________________________________________________________________________________ [DESCRIBE IN WORDS; 100% OF THE TOTAL CONTRACT AMOUNT—TO BE INSERTED BY CONTRACTOR], ($XXX,XXX.XX) Dollars, which is one hundred percent (100%) of the total contract amount for the above stated project; lawful money of the United States of America for the payment of which sum, well and truly to be made, we bind ourselves, our heirs, executors, administrators, assigns and successors, jointly and severally, firmly by these presents.

THE CONDITIONS OF THIS OBLIGATION ARE SUCH, that whereas CONTRACTOR has been awarded and is about to enter into a Contract with AGENCY to perform all work required pursuant to the contract documents for the project entitled SUPPLY AND INSTALLATION OF STATIONARY GROUND MOUNTED DIESEL GENERATOR, CONTRACT which Contract is by this reference incorporated herein, and is required by AGENCY to give this Bond in connection with the execution of the Contract; NOW, THEREFORE, if CONTRACTOR and his or her Subcontractors shall well and truly do and perform all the covenants and obligations of the Contract on his or her part to be done and performed at the times and in the manner specified herein including compliance with all Contract specifications and quality requirements, then this obligation shall be null and void, otherwise it shall be and remain in full force and effect; PROVIDED, that any alterations in the work to be done, or in the material to be furnished, which may be made pursuant to the terms of the Contract, shall not in any way release CONTRACTOR or the Surety thereunder, nor shall any extensions of time granted under the provisions of the Contract release either CONTRACTOR or said Surety, and notice of such alterations of extensions of the Contract is hereby waived by said Surety.

In the event suit is brought upon this Bond by AGENCY and judgment is recovered, said Surety shall pay all costs incurred by AGENCY in such suit, including a reasonable attorney’s fee to be fixed by the Court. (Continued on Next Page)
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IN WITNESS WHEREOF the parties hereto have set their names, titles, hands, and seals as of the dates set forth below:

CONTRACTOR* CONTRACTOR’s Signer’s Name, Title _____________________________________ CONTRACTOR’s Business Name _____________________________________ Mailing Street Address _____________________________________ City, State, Zip Code _____________________________________ Telephone # _____________________________________
Date: _____________________________________
Surety* Surety Signer’s Name / Title _____________________________________ Surety’s Business Name _____________________________________ Mailing Street Address _____________________________________ City, State, Zip Code _____________________________________ Telephone # _____________________________________
Date: _____________________________________
*Provide CONTRACTOR and Surety name, address and telephone number and the name, title, address and telephone number for the respective authorized representatives. Power of Attorney and Notary Acknowledgement must be attached. Seals and dates of signing must also be included. ( EXECUTE IN DUPLICATE )
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CERTIFICATE OF ACKNOWLEDGMENT
State of California
County of _____________________
On _________________________ before me, _____________________________, personally appeared ___________________________________ who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature_____________________________ (SEAL)
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MAINTENANCE BOND

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
KNOW ALL PERSONS BY THESE PRESENTS THAT WHEREAS, the City of Sierra Madre, as AGENCY has awarded to CONTRACTOR’s Business Name, as CONTRACTOR, a contract for the abovestated project.

AND WHEREAS, CONTRACTOR is required to furnish a bond in connection with the contract guaranteeing maintenance thereof;
NOW, THEREFORE, we, the undersigned CONTRACTOR and SURETY, are held firmly bound unto AGENCY in the sum of __________________________________________________________ [DESCRIBE IN WORDS; 50% OF THE TOTAL CONTRACT AMOUNT—TO BE INSERTED BY CONTRACTOR], ($XXX,XXX.XX) Dollars, which is fifty percent (50%) of the total contract amount for the above-stated project to be paid to AGENCY, its successors and assigns, for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors and assigns, jointly and severally, firmly by these presents.

THE CONDITIONS OF THIS OBLIGATION ARE SUCH that if CONTRACTOR shall remedy without cost to AGENCY any defects which may develop during a period of one (1) year from the date of recordation of the Notice of Completion of the work performed under the contract, provided such defects are caused by defective or inferior materials or work, then this obligation shall be void; otherwise it shall be and remain in full force and effect. In case suit is brought upon this bond, SURETY will pay reasonable attorneys’ fees to the AGENCY in an amount to be fixed by the court.

IN WITNESS WHEREOF the parties hereto have set their names, titles, hands, and seals as of the dats set forth below:

CONTRACTOR* CONTRACTOR’s Signer’s Name, Title _____________________________________ CONTRACTOR’s Business Name _____________________________________ Mailing Street Address _____________________________________ City, State, Zip Code _____________________________________ Telephone # _____________________________________
Date: _____________________________________
Surety* Surety Signer’s Name / Title _____________________________________ Surety’s Business Name _____________________________________ Mailing Street Address _____________________________________ City, State, Zip Code _____________________________________ Telephone # _____________________________________
Date: _____________________________________
*Provide CONTRACTOR and Surety name, address and telephone number and the name, title, address and telephone number for the respective authorized representatives. Power of Attorney and Notary Acknowledgement must be attached. Seals and dates of signing must also be included. ( EXECUTE IN DUPLICATE )
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CERTIFICATE OF ACKNOWLEDGMENT
State of California
County of _____________________
On _________________________ before me, _____________________________, personally appeared ___________________________________ who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature_____________________________ (SEAL)
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WORKERS’ COMPENSATION INSURANCE CERTIFICATE
The CONTRACTOR shall execute the following form as required by the California Labor Code, Sections 1860 and 1861:

I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.

Date: __________________ CONTRACTOR’s Business Name
By:____________________________________
(Signature)
____________________________________
(Title)
Attest:

By:____________________________________
(Signature)
____________________________________
(Title)
NOTE: See Section 5.4 Insurance of the Standard Specifications for insurance carrier rating requirements.

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ENDORSEMENTS TO INSURANCE POLICY
Name of Insurance Company:_________________________________________________ Policy Number:___________________________________
Effective Date:______________________
The following endorsements are hereby incorporated by reference into the attached Certificate of Insurance as though fully set forth thereon:

1. The naming of an additional insured as herein provided shall not affect any recovery to which such additional insured would be entitled under this policy if not named as such additional insured, and

2. The additional insured named herein shall not be held liable for any premium or expense of any nature on this policy or any extensions thereof, and

3. The additional insured named herein shall not by reason of being so named be considered a member of any mutual insurance company for any purpose whatsoever, and

4. The provisions of the policy will not be changed, suspended, canceled or otherwise terminated as to the interest of the additional insured named herein without first giving such additional insured twenty (20) days’ written notice.

5. Any other insurance held by the additional insured shall not be required to contribute anything toward any loss or expense covered by the insurance, which is referred to by this certificate.

6. The company provided insurance for this certificate is a company licensed to do business in the State of California with rating of "A" or higher and a Financial Class VII or higher as established by A.M. Best, or higher rating established by Moody’s or Standard & Poor’s.

It is agreed that the City of Sierra Madre, its officers and employees, are included as Additional Insureds under the contracts of insurance for which the Certificate of Insurance is given.
_________________________________________
Authorized Insurance Agent
Date:____________________________________
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SECTION E – STANDARD SPECIFICATIONS

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA

STANDARD SPECIFICATIONS
INCORPORATION OF GREENBOOK. The latest edition of the Standard Specifications for Public Works Construction (“SSPWC” or “Greenbook”) shall be incorporated by reference into these Standard Specifications as if fully replicated herein. These Standard Specification shall be supplemented, amended, or replaced by the Special Provision contained in Section F and G hereinbelow. To the extent that anything in the Special Provisions conflicts with the terms or requirements of the SSPWC, the Special Provisions shall control.

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SECTION F – SPECIAL PROVISIONS – PART 1

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
SPECIAL PROVISIONS – PART 1. The following provisions supplement, amend, or replaced the requirements of the Standard Specifications for Public Works Construction (“SSPWC” or “Greenbook”). To the extent that anything in these Special Provisions conflicts with the terms or requirements of the SSPWC, these Special Provisions shall control.

SECTION 1 - GENERAL
1-1 TERMS. Unless otherwise stated, the words directed, required, permitted, ordered, instructed, designated, considered necessary, prescribed, approved, acceptable, satisfactory, or words of like meaning, refer to actions, expressions, and prerogatives of the Engineer. 1-2 DEFINITIONS
Acceptance – The AGENCY’s formal written acceptance of a project that has been completed in all respects in accordance with the plans and specifications and any modifications thereof.

AGENCY – The City of Sierra Madre.

Agent – Shall include persons and companies, other than the CONTRACTOR, retained by the City to perform design and construction services in relation to the Work.

Board – The City Council of the City of Sierra Madre.

City – The City of Sierra Madre, California, as the AGENCY and Owner.

City Council – City Council of the City of Sierra Madre, California.

Construction Manager – Persons and/or company retained by the City to perform construction management services.

Contract Documents – Including, but not limited to: the Contract, any Addendum (which pertain to the contract documents), Notice Inviting Bids, Instructions to Bidders; Bid (including documentation accompanying the Bid and any post-bid documentation submitted prior to the Notice of Award) when attached as an exhibit to the Contract, the Bonds, the general conditions, permits from other agencies, the Special Provisions, the Plans, Standard Plans, Standard Specifications, Reference Specifications, and all Modifications issued after the execution of the Contract.

Days – Days shall mean consecutive calendar’s days unless otherwise specified.

Design Engineer – Persons and/or company retained by the City to perform engineering design services.

Due Notice – A written notification, provided in due time, of a proposed action, where the contract requires such notification within a specified time (usually 48 hours or two working days) prior to the commencement of the contemplated action.

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Engineer – The City Engineer of the City of Sierra Madre, or his/her authorized representative.

Geotechnical Engineer – Person licensed to practice Soils Engineering or Geotechnical Engineering pursuant to the laws of the State of California and retained by the AGENCY during construction.

Geotextile – Synthetic fiber used in civil engineering applications, serving the primary functions of separation and filtration.

House Sewer – A sewer, wholly within private property, proposed to connect any building to a house connection sewer.

Luminaire Arm – The structural member, bracket, or mast arm, which, mounted on the standard, supports the luminaire.

Owner – City of Sierra Madre, California.

Prompt – The briefest interval of time required for a considered reply, including time required for approval by a governing body.

Proposal – See Bid.

Reference Specifications – Those bulletins, standards, rules, methods of analysis or test, codes, and specifications of other agencies, engineering societies, or industrial associations referred to in the Contract Documents. These refer to the latest edition, including amendments in effect and published at the time of advertising the project or issuing the permit, unless specifically referred to by edition, volume, or date.

Standard Plans – “Standard Plans for Public Works Construction” or “SSPWC” – Latest edition of the Southern California Chapter of the American Public Works Association.

State Standard Specifications (“SSS”) – Standard Specifications prepared by the State of California, Business and Transportation Agency, Department of Transportation.

State Standard Plans (“SSP”) – Standard Plans prepared by State of California, Business and Transportation Agency, Department of Transportation.

Storm Drain – Any conduit and appurtenances intended for the reception and transfer of storm water.

Tonne – Also referred to as “metric ton” — Represents a unit of measure in the International System of Units equal to 1,000 kilograms.

Work – That which is proposed to be constructed or done under the Contract or permit, including the furnishing of all labor, materials, equipment, and services.

Working Days – Any days, except: (1) Saturdays, Sundays, legal holidays on which Sierra Madre City Hall is closed for business; (2) days when work is suspended by the Engineer for reasons unrelated to the performance of the CONTRACTOR, and provided in Subsection 6-6.1; and (3) days determined to be non-working in accordance with Section 6-3 “Time of Completion.”
1-3 ABBREVIATIONS
1-3.3 Institutions. Add the following:

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These Standard Specifications incorporate by reference the list of commonly used institution terms in the edition of the “Standard Plans for Public Works Construction” (aka the Greenbook) with the following additions:

AGCA Associated General CONTRACTORs of America
APWA American Public Works Association
CRSI Concrete Reinforcing Steel Institute
CSI Construction Specifications Institute
NFPA National Fire Protection Association
SSS State of California Standard Specifications, latest edition, Department of Transportation
SSP State of California Standard Plans, latest edition, Department of Transportation.

SSPWC Standard Specifications for Public Works Construction 1-4 UNITS OF MEASURE
1-4.1 General. Add the following:

When U.S. Standard Measures are not included in parenthesis, then the SI units shall control. 1-7 AWARD AND EXECUTION OF CONTRACT. Add the following:
1-7.0 Investigation of Site Conditions. Prior to submittal of the bid, Bidders must visit the site of work and complete their own investigations to satisfy themselves as to the existing conditions affecting the work to be done under these specifications. If the bidder chooses not to visit the site or conduct investigations, he will, nevertheless, be charged with the knowledge of conditions which reasonable inspection and investigation would have disclosed.

After the project is awarded, the CONTRACTOR shall carefully study and compare the Contract Documents with each other and with information available to the CONTRACTOR and furnished by the Owner and shall immediately notify the Engineer of errors, inconsistencies or omissions discovered. If the CONTRACTOR performs any construction activity knowing it involves a recognized error, inconsistency or omission in the Contract Documents without such notice to the Engineer, the CONTRACTOR shall assume appropriate responsibility for such performance and may assume responsibility for the full costs for correction.

The CONTRACTOR shall make field measurements and verify field conditions and shall carefully compare such field measurements and conditions and other information known to the CONTRACTOR with the Contract Documents before commencing activities. Errors, inconsistencies, or omissions discovered shall be reported to the Engineer immediately.

When existing conditions are encountered which, in the opinion of the Engineer, require temporary suspension of work for design modifications or for other determinations to be made, the CONTRACTOR shall move to other areas of work until such determinations are made at no cost to the City. No additional compensation will be allowed by reason of such temporary suspension Maintenance Services Agreement

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of work, or modifications to work, except as noted in Section 3 of these Standard Specifications (“Changes in Work”) for specific items of work not included in the bid. Appropriate extension of item for completion may be allowed where justification in the opinion of the Engineer. 1-7.1 General. Add the following:

The City reserves the right to reject any or all proposals.

The Contract will be awarded, if at all, to the lowest responsible and responsive Bidder determined as provided on the Proposal Form, whose proposal complies with all the requirements prescribed.

Such award, if made, will be made within the number of days stated in the proposal form. Refusal or failure to deliver the executed contract, bonds, or insurance in the form provided in the Contract and approved by the AGENCY’s attorney within the time provided herein shall be cause, at the AGENCY’s option, for the annulment of the award and forfeiture of the bid security. In such event, the AGENCY may successively award the Contract to the next lowest responsible and responsive Bidder until a properly executed Contract, bonds, and insurance is obtained, or it may at any time reject all remaining bids and proceed as provided by law. The refusal or failure of a successive lowest responsible and responsive Bidder to execute the Contract may, at the AGENCY’s option, result in an annulment of the award to that Bidder and the forfeiture of that Bidder’s bid security.

The periods of time specified above within which the award of the Contract may be made shall be subject to extension for such further period as may be agreed upon in writing between the AGENCY and the concerned Bidder.

The AGENCY reserves the right to waive any irregularities.

Within ten (10) calendar days after the date of the Notice of Award, the CONTRACTOR shall execute and return the following contract documents to the AGENCY:

Contract Agreement (in duplicate)
Faithful Performance Bond (in duplicate)
Maintenance Bond (in duplicate)
Payment Bond (in duplicate)
Public Liability and Property Damage Insurance Certificate (two original) Additionally Insured Endorsement
Workers’ Compensation Insurance Certificate (two original) A corporation to which an award is made may be required, before the Contract agreement is executed by the AGENCY, to furnish evidence of its corporate existence, of its right to enter into contracts in the State of California, and that the officers signing the contract and bonds for the corporation have the authority to do so.
1-7.2 Contract Bonds. Add the following:

The PAYMENT BOND shall remain in force until thirty-five (35) calendar days after the date of recordation of the Notice of Completion. The FAITHFUL PERFORMANCE BOND shall remain in force until the date of recordation of the Notice of Completion. The MAINTENANCE BOND shall remain in force until one (1) year after the date of recordation of the Notice of Completion.

All bonds must be accompanied by a Power of Attorney.

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SECTION 2 - SCOPE OF THE WORK
2-1 WORK TO BE DONE. The City of Sierra Madre is requesting sealed bids from qualified firms and/or individuals for the restoration of Lizzie’s Trail Inn & Richardson House.

The work will consist of stabilizing structures, replace roofing, manage tree interference, and preserve the historic character of both sites. The project is designed to provide a 20 – 30 year solution for building longevity.

Any plan or method of work suggested by the AGENCY or the Engineer to the CONTRACTOR but not specified or required, if adopted or followed by the CONTRACTOR in whole or in part, shall be used at the risk and responsibility of the CONTRACTOR; and the AGENCY and the Engineer shall assume no responsibility therefore and in no way be held liable for any defects in the work which may result from or be caused by use of such plan or method of work. 2-3 RIGHT-OF-WAY. Substitute the following:

Rights-of-way, easements, or rights-of-entry for the Work will be provided by the AGENCY.

Unless otherwise provided, the CONTRACTOR shall make arrangements, pay for, and assume all responsibility for acquiring, using, and disposing of additional work areas and facilities temporarily required. The CONTRACTOR shall fully defend, indemnify and hold harmless AGENCY, its authorized representatives and their representative subsidiaries, affiliates, members, director, officer, employees and agents, including parties that AGENCY contracts with (including other governmental agencies such as the California Department of Transportation) (collectively, the “Indemnitees”) from and against any and all claims, actions, demands, costs, judgments, liens, penalties, liabilities, damages, losses, and expenses, including but not limited to any fees of accountants, attorneys or other professionals (collectively “Liabilities”), arising out of, in connection with these actions.

When the CONTRACTOR arranges for additional work areas and facilities temporarily required by him/her, he/she shall provide the AGENCY with proof that the additional work areas and/or facilities have been left in a condition satisfactory to the owner(s) of said work areas and/or facilities prior to acceptance of the work.
2-5 CONTRACTOR’S EQUIPMENT AND FACILITIES.
2-5.1 General. Add the following:

The CONTRACTOR shall furnish and maintain in good condition all equipment and facilities as required for the proper execution and inspection of the Work. Such equipment and facilities shall meet all requirements of applicable ordinances and laws.

A noise level limit of 85 dba at a distance of fifty (50) feet shall apply to all construction equipment on or related to the job, whether owned by the CONTRACTOR or not. The use of excessively loud warning signals shall be avoided except in those cases where required for the protection of personnel.

The CONTRACTOR shall arrange and maintain a secure storage site for all equipment and materials. All equipment and unused materials shall be returned to this site at the end of each workday.

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SECTION 3 - CONTROL OF THE WORK
3-3 SUBCONTRACTORS. Add the following:
3-3.1 General. Each Bidder shall comply with the Public Contract Code including Sections 4100 through 4113. The following excerpts or summaries of some of the requirements of this Chapter are included below for information:

The Bidder shall set for the in the Bid, as provided in 4104:
“(a) The name, and location of the place of business, the California contractor license number, and public works contractor registration number issued pursuant to Section 1725.5 of the Labor Code of each subcontractor who will perform work or labor or render service to the prime CONTRACTOR in or about the construction of the work or improvement, or a subcontractor licensed by the State of California who, under subcontract to the prime CONTRACTOR, specially fabricates and installs a portion of the work or improvement according to detailed drawings contained in the plans and specifications, in an amount in excess of one-half of 1 percent of the prime CONTRACTOR’s total bid, or, in the case of bids or offers for the construction of streets or highways, including bridges, in excess of one-half of 1 percent of the prime CONTRACTOR’s total bid or ten thousand dollars ($10,000), whichever is greater.” “(b) The portion of the work which will be done by each such subcontractor under this act. The prime CONTRACTOR shall list only one subcontractor for each such portion as is defined by the prime CONTRACTOR in his bid.”
Subcontracting of more than one-half of one percent of the work for which no Subcontractor was designated in the original Bid will be allowed only in cases of public emergency or necessity and only after the Engineer makes a written finding of circumstances constituting public emergency or necessity.

The CONTRACTOR must obtain written consent of the City to substitute a Subcontractor designated in the original Bid, to permit any subcontract to be assigned or transferred, or to otherwise allow a subcontract to be performed by anyone other than the originally designated Subcontractor.

A violation of any of the above provisions will be considered a violation of the Contract, and the City may cancel the Contract and collect appropriate damages or assess the CONTRACTOR a penalty of not more than ten (10) percent of the subcontract involved.

If subcontracted work is not being performed in a satisfactory manner, the City will notify the CONTRACTOR of the need to take corrective action and the Engineer may report the facts to the City Council. Upon order by City Council and the CONTRACTOR’s receipt of written instructions from the Engineer, the Subcontractor shall immediately be removed from the Work and may not again be employed on the Work.
3-3.2 Additional Responsibility. The CONTRACTOR shall perform, with its own organization, Contract work amounting to at least 50 percent of the Contract Price except that any designated “Specialty Items” may be performed by subcontract and the amount of any such “Specialty Items” so performed may be deducted from the Contract Price before computing the amount required to be performed by the CONTRACTOR with its own organization. “Specialty Items” will be identified by the AGENCY in the Bid or Proposal. Where an entire item is subcontracted, the value Maintenance Services Agreement

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of work subcontracted will be based on the Contract Unit Price. When a portion of an item is subcontracted, the value of work subcontracted will be based on the estimated percentage of the Contract Unit Price. This will be determined from information submitted by the CONTRACTOR, and subject to approval by the Engineer.
3-3.3 Status of Subcontractors. All persons engaged in the Work, including Subcontractors and their employees, will be considered employees of the CONTRACTOR. The CONTRACTOR will be held responsible for their work. The AGENCY will deal directly and solely with the CONTRACTOR and make all payments to the CONTRACTOR.
3-4 AUTHORITY OF BOARD AND THE ENGINEER. Substitute the following:

The Board has the final authority in all matters affecting the Work. Within the scope of the Contract, the Engineer has the authority to enforce compliance with the Plans and Specifications.

The CONTRACTOR shall promptly comply with instructions from the Engineer or an authorized representative.

The decision of the Engineer is final and binding on all questions relating to: quantities; acceptability of materials, equipment, or work; execution, progress or sequence of work; and interpretation of the Plans, Specifications, or other drawings. This shall be precedent to any payment under the Contract, unless otherwise ordered by the Board. 3-7 CONTRACT DOCUMENTS.
3-7.1 General. Add the following:

The CONTRACTOR shall ascertain the existence of any conditions affecting the cost of the Work through a reasonable examination of the Work site prior to submitting the Bid.

Existing improvements visible at the Work site, for which no specific disposition is made on the Plans, but which interfere with the completion of the Work, shall be removed and disposed of by the CONTRACTOR.

The CONTRACTOR shall, upon discovering any error or omission in the Plans or Specifications, immediately call it to the attention of the Engineer.

All final locations determined in the field, and any deviations from the Plans and Specification, shall be marked in red on the documents to show the as-built conditions. CONTRACTOR shall maintain a complete and accurate record of all changes of construction from that shown in these plans and specifications for the purpose of providing a basis for construction record drawings. No changes shall be made without prior written approval of the Engineer. Upon completion of the Project, CONTRACTOR shall deliver this record of all construction changes to the Engineer along with a letter which declares that other than these noted changes “the Project was constructed in conformance with the Contract Documents.” Final payment will not be made until this requirement is met.

As the figured dimensions shown on the drawings and in the specifications of the Contract may not in every case agree with scaled dimensions, the figured dimensions shall be followed in preference to the scaled dimensions, and drawings to a large scale shall be followed in preference to the drawings to a small scale. Should it appear that the work to be performed, or any related matter, are not sufficiently detailed or explained in the Contract documents, the CONTRACTOR shall apply to the Engineer for such further explanations as necessary, and shall conform to such Maintenance Services Agreement

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further explanations provided by the Engineer as part of the Contract to the extent that it is consistent with the terms of the Contract.

Caution: The engineer preparing these plans will not be responsible or liable for unauthorized changes to or uses of these plans. All changes to the plans must be approved in writing by the Engineer.
(a) Records of Construction Changes / As-Builts. CONTRACTOR shall maintain a complete and accurate record of all changes of construction from that shown in these Plans and Specifications for the purpose of providing a basis for construction record drawings. No changes shall be made without prior written approval of the City Engineer.

Upon completion of the Project, CONTRACTOR shall deliver this record of all construction changes to the Engineer along with a letter which declares that other than these noted changes that Project was constructed in conformance with the Contract Documents.

Caution: The engineer preparing these Plans will not be responsible for, or liable for, unauthorized changes to or uses of these Plans. All changes to the Plans must be approved in writing by City Engineer.
3-7.2 Precedence of Contract Documents. Substitute the following:

If there is a conflict between any of the Contract Documents, the document highest in precedence shall control. The order of precedence, from highest to lowest, shall be as follows:
1) Permits issued by jurisdictional regulatory agencies. 2) Change Orders and/or Supplemental Agreements; whichever occurs last. 3) Contract/Agreement
4) Addenda.
5) Bid/Proposal.
6) Special Provisions.
7) Plans.
8) Notice Inviting Bids
9) Instructions to Bidders
10) Standard Plans.
11) Standard Specifications.
12) Reference Specifications.
3-8 SUBMITTALS.
[If additional Working Drawings are required that are not shown on Table 3-8.2, add the following Section 3-8.2]
3-8.2 Working Drawings. Add the following:

Working drawings are required in the following subsections in addition to those shown on Table 3-8.2:

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[add table of additional working drawings, if applicable] Working drawings listed above as Items (List Items) shall be prepared by a Civil or Structural Engineer registered by the State of California.
[If additional Shop Drawings are required that are not shown on Table 3-8.2, add the following Section 3-8.3]
3-8.3 Shop Drawings. Add the following:

In addition to the requirements of Table 3-8.3, shop drawings shall be required as specified in these Special Provisions, Part 2 through Part __.
[The Greenbook specifies that the Engineer will provide surveying and construction staking. If the contractor is required to provide the construction staking, add the following Section 3-10 and related subsections]
3-10 SURVEYING. Substitute the following:
3-10.1 General. The CONTRACTOR will provide all necessary construction surveying, staking or markings for locating the limits of construction and shall comply with the provisions of 2-9 of these Standard Specifications. The CONTRACTOR shall bear all costs for restaking or marking.

Construction surveys shall be done only under the direction of the Engineer by a Registered (licensed) Land Surveyor or a Registered Civil Engineer authorized to practice land surveying within the state. The AGENCY will provide available record map information. The CONTRACTOR is responsible for obtaining all necessary record maps, centerline ties and survey notes from Los Angeles County.

The CONTRACTOR and his surveyor shall provide the Engineer with a copy of the constructing staking field notes used to construct the improvements. In addition the CONTRACTOR shall also prove a plot of the improvements to be constructed based on the surveyor’s construction staking and markings prior to the installation of the improvements. The plot shall be the same scale as the improvement plans.
3-10.2 Permanent Survey Markers. The CONTRACTOR shall notify the Engineer, or the owner on a Private Contract, at least 7 days before starting work to allow for the preservation of survey monuments, lot stakes (tagged), and bench marks.

The CONTRACTOR shall protect existing survey monuments, if any exist within the work limits, during the entire project. Asphalt overlaying of existing survey monuments in the roadway will not be permitted. In the event a surveyed monument lies within an area to be cold planed, removed or reconstructed, the CONTRACTOR shall immediately notify the AGENCY’s representative and protect said monument until the monument is relocated.

The CONTRACTOR shall reestablish destroyed survey monuments at the CONTRACTOR’s expense.

The Engineer, or the owner at its cost, shall file a Corner Record Form referencing survey monuments subject to disturbance in the Office of the County Surveyor prior to the start of construction and also prior to the completion of construction for the replacement of survey monuments. The CONTRACTOR shall not disturb survey monuments, lot stakes (tagged), or bench marks without the consent of the Engineer or the owner on Private Contracts. The CONTRACTOR shall bear the expense of replacing any that may be disturbed without permission.

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Replacement shall be done only under the direction of the Engineer by Registered (licensed) Licensed Land Surveyor or a Registered Civil Engineer authorized to practice land surveying within the state.

When a change is made in the finished elevation of the pavement of any roadway in which a permanent survey monument is located, the CONTRACTOR shall adjust the monument cover to the new grade within 7 days of finished paving unless otherwise specified. 3-10.3 Line and Grade. The CONTRACTOR shall be responsible for all survey and layout of work.

The line and grades for construction will be parallel to and offset from the position of the work.

From the established lines and grades, the CONTRACTOR shall extend the necessary lines and grades for construction of the work and shall be responsible for the correctness of same.

All work shall conform to the lines, elevations, and grades shown on the Plans.

Three consecutive points set on the same slope shall be used together so that any variation from a straight grade can be detected. Any such variation shall be reported to the Engineer. In the absence of such report, the CONTRACTOR shall be responsible for any error in the grade of the finished work.

Grades for underground conduits will be set at the surface of the ground. The CONTRACTOR shall transfer them to the bottom of the trench.
3-10.4 Survey Service. The Engineer will oversee surveying adequate for construction. The CONTRACTOR shall preserve construction survey stakes and marks for the duration of their usefulness. If any construction survey stakes are lost or disturbed and need to be replaced, such replacement shall be by the CONTRACTOR at his expense.

The CONTRACTOR shall notify the Engineer in writing at least 2 working days before survey services take place for the laying out of any portion of the Work. The CONTRACTOR shall dig all holes necessary for line and grade stakes.

Unless otherwise specified, stakes will be set and stationed by the CONTRACTOR for curbs, headers, sewers, storm drains, structures, and rough grade. A corresponding cut or fill to finished grade (or flowline) will be indicated on a grade sheet. 3-12 WORK SITE MAINTENANCE
3-12.1 General. Add the following:

The CONTRACTOR shall also abate dust nuisance by cleaning, sweeping and sprinkling with water, or other means as necessary. The use of water resulting in mud on public streets will not be permitted as a substitute for sweeping or other methods.

Materials and equipment shall be removed from the site as soon as they are no longer necessary.

Before the final inspection, the site shall be cleared of equipment, unused materials, and rubbish so as to present a satisfactory clean and neat appearance. All cleanup costs shall be included in the CONTRACTOR’s Bid.

Excess excavated material from catch basins or similar structures shall be removed from the site immediately. Sufficient material may remain for use as backfill if permitted by the Specifications.

Forms and form lumber shall be removed from the site as soon as practicable after stripping.

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3-12.1.1 Vermin Control. Add the following:

At the time of acceptance, structures entirely constructed under the Contract shall be free of rodents, insects, vermin, and pests. Necessary extermination work shall be arranged and paid for by the CONTRACTOR as part of the Work within the Contract time, and shall be performed by a licensed exterminator in accordance with requirements of governing authorities. The CONTRACTOR shall be liable for injury to persons or property and responsible for the elimination of offensive odors resulting from extermination operations. 3-12.3 Noise Control.

None
3-12.6.3 Storm Water Pollution Prevention Plan (SWPPP). Add the following:

CONTRACTOR shall submit to the engineer a completed and signed SWPPP at the preconstruction conference. The plan may utilize the practices recommended in the latest edition of the California Storm Water Best Management Practices Handbook, available from California Stormwater Quality Association (CSQA), and online at http://www.cabmphandbooks.net/ . The plan shall be consistent with the construction General Permit, issued by the State Water Resources, Control Board, through submittal of the Notice of Intent (NOI).

If construction will occur between October 1 and April 15 (considered as the rainy season), a wet weather erosion control plan must be submitted. Additionally, Best Management Practices (BMPs) implemented during the AGENCY’s rainy season shall include but not be limited to those appropriate for wet weather conditions.
(a) Storm Water Pollution Prevention Measures. All storm water pollution prevention measures shall be in accordance with the submitted SWPPP. In the event circumstances during the course of construction require changes to the original SWPPP, a revised plan shall be promptly submitted to the AGENCY’s representative in each instance. No responsibility shall accrue to the AGENCY as a result of the plan or as a result of knowledge of the plan. All work installed by the CONTRACTOR in connection with the SWPPP but not specified to become a permanent part of the project shall be removed and the site restored in so far as practical to its original condition prior to completion of construction or when directed by the AGENCY’s representative. (b) Storm Water Pollution Prevention – Measurement And Payment. Unless otherwise indicated in the Special Provisions, measurement and payment for Storm Water Pollution Prevention Measures, as described herein, shall be included in the items of Work requiring storm water pollution prevention measures as indicated in the project Special Provisions. Such payment shall be considered full compensation for all labor, materials, tools, and equipment for completion, and implementation and compliance with the SWPPP.
3-13 COMPLETION, ACCEPTANCE, AND WARRANTY.
3-13.1 Completion. Add the following:

The Work will be inspected by the Engineer for acceptance upon receipt of the CONTRACTOR’s written assertion that the Work has been completed.
3-13.3 Warranty. Add the following:

All work shall be warranted by the CONTRACTOR against defective workmanship and materials for a period of 1 year from the date the Work was completed. The CONTRACTOR shall replace Maintenance Services Agreement

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or repair any such defective work in a manner satisfactory to the Engineer, after notice to do so from the Engineer, and within the time specified in the notice. If the CONTRACTOR fails to make such replacement or repairs within the time specified in the notice, the AGENCY may perform this work and the CONTRACTOR’s sureties shall be liable for the cost thereof.

SECTION 4 - CONTROL OF MATERIALS
4-1 GENERAL. Add the following:

Used or secondhand materials, parts, and equipment may be used only if permitted by the Specifications.

The CONTRACTOR and all subcontractors, suppliers, and vendors shall guarantee that the entire Work will meet all requirements of this Contract as to the quality of materials, equipment, and workmanship. The CONTRACTOR, at no cost to the AGENCY, shall make any repairs or replacements made necessary by defects in materials, equipment, or workmanship that become evident within one year after the date of recordation of the Notice of Completion. Within this oneyear period, the CONTRACTOR shall also restore to full compliance with the requirements of this Contract any portion of the Work which is found not to meet those requirements. The CONTRACTOR shall defend, indemnify, and hold the AGENCY, its officers, agents, and employees harmless from claims of any kind due to injuries or damages arising, directly or indirectly, from said defects or noncompliance.

The CONTRACTOR shall make all repairs, replacements, and restorations within thirty-five (35) days after the date of the Engineers’ written notice.

If, in the opinion of the Engineer, the defective work is not of sufficient magnitude or importance to make the work dangerous or undesirable, or if, in the opinion of the Engineer, the removal of such work is impractical or will create conditions which are dangerous or undesirable, the AGENCY shall have the right and authority to retain such work instead of requiring it to be removed and reconstructed, but will make such deductions thereof in the payments due or to become due to the CONTRACTOR as the AGENCY may deem just and reasonable. 4-2 PROTECTION. Add the following:

The CONTRACTOR shall be responsible for the protection of public and private property adjacent to the Work and shall exercise due caution to avoid damage to such property.

The CONTRACTOR shall relocate, repair, replace or reestablish all existing improvements within the project limits (e.g., curbs, sidewalks, catch basins, catch basin screens, driveways, fences, walls, sprinkler systems, signs, utility installations, pavements, structures, survey monuments, landscaping, etc.) that are damaged or removed as a result of the CONTRACTOR’s operations or as required by the plans and specifications.

All existing improvements, either within the right-of-way or not, including irrigation lines that are damaged by actions of the CONTRACTOR, shall be restored by the CONTRACTOR to their original or better condition at the CONTRACTOR’s expense.

The CONTRACTOR shall mark, as approved by the Engineer, all survey monuments, manholes, valves, substructures, or other items that are visible on the surface and will be covered by his Maintenance Services Agreement

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operations. This shall be completed prior to the start of that operation and approved by the Engineer.

Existing traffic striping, pavement markings, and curb markings shall also be considered as existing improvements and the CONTRACTOR shall repaint or replace, at the CONTRACTOR’s expense, such striping or markings (except for traffic striping and pavement markings within the limits of the Work) if damaged or if their reflectivity is reduced due to construction operations.

All restoration of existing improvements must occur within the construction completion date, unless directed otherwise by the City Engineer.

Maintenance of street and traffic signal systems that are damaged, temporarily removed or relocated shall be done in conformance with the Contract Documents.

Trees, lawns, and shrubbery that are not to be removed shall be protected from damage or injury.

If damaged or removed due to CONTRACTOR’s operations, they shall be restored or replaced in as nearly the original condition and location as is reasonably possible. Lawns shall be reseeded and covered with suitable mulch.

The CONTRACTOR shall give reasonable notice to occupants or owners of adjacent property to permit them to salvage or relocate plants, trees, fences, sprinklers, and other improvements, within the right-of-way which are designated for removal and would be destroyed because of the Work.

All costs to the CONTRACTOR for protecting, removing, restoring, relocating, repairing, replacing, or reestablishing existing improvements shall be the responsibility of the CONTRACTOR.
[For inspection of special items at the source, add the following to 4-3 INSPECTION Add the following:
4-3.1 General. Add the following:

The following special items of equipment are subject to inspection at the source:
[List specialty items here]
[For Testing of Materials that will be paid by the Agency, add the following to Section 4-4] 4-4 TESTING.

The AGENCY will bear the cost of testing the following material and/or workmanship:

None
CONTRACTOR shall be responsible for calling the Project Engineer for testing and inspection of the above items (48) hours in advance. Work not properly tested and inspected will be subject to rejection.
4-6 TRADE NAMES.

Along with information supplied by the CONTRACTOR regarding equivalency of the proposed item, the CONTRACTOR shall clearly identify all deviations from the specified item. Deviations discovered by the Engineer after acceptance of an “or equal” item which were not identified by the CONTRACTOR with his/her submittal shall be cause for rejection of the “or equal” item.

CONTRACTOR shall be due no additional compensation in time or money for acceptance or rejection of a proposed “or equal” item and subsequent replacement with the item specified.

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CONTRACTOR shall pay cost to AGENCY for items requiring more than two submittals and analysis of any shop drawing which requires more than a general review of an “or equal” item.

Add the following Section 4-9:
4-9 CONSTRUCTION MATERIALS DISPUTE RESOLUTION (Soils, Rock Materials, Concrete, Mortar and Related Materials, Masonry Materials, Bituminous Materials, Rock Products, and Modified Asphalts). In the interest of safety and public value, whenever credible evidence arises to contradict the test values of materials, the AGENCY and the CONTRACTOR will initiate, an immediate and cooperative investigation. Test values of materials are results of the materials’ tests, as defined by these Specifications or by the special provisions, required to accept the Work. Credible evidence is process observations or test values gathered using industry accepted practices. A contradiction exists whenever work acceptance or performance becomes suspect. The investigation shall allow access to all test results, procedures, and facilities relevant to the disputed work and consider all available information and, when necessary, gather new and additional information to determine the validity, the cause, and if necessary, the remedy to the contradiction. If the cooperative investigation reaches any resolution mechanism acceptable to both the AGENCY and the CONTRACTOR, the contradiction shall be considered resolved and the cooperative investigation concluded.

Whenever the cooperative investigation is unable to reach resolution, the investigation may then either conclude without resolution or continue by written notification of one party to the other requesting the implementation of a resolution process by committee. The continuance of the investigation shall be contingent upon recipient’s agreement and acknowledged in writing within 3 calendar days after receiving a request. Without acknowledgement, the investigation shall conclude without resolution. The committee shall consist of three State of California Registered Civil Engineers. Within 7 calendar days after the written request notification, the AGENCY and the CONTRACTOR will each select one engineer. Within 14 calendar days of the written request notification, the two selected engineers will select a third engineer. The goal in selection of the third member is to complement the professional experience of the first two engineers. Should the two engineers fail to select the third engineer, the AGENCY and the CONTRACTOR shall each propose 2 engineers to be the third member within 21 calendar days after the written request notification. The first two engineers previously selected shall then select one of the court proposed engineers in a blind draw.

The committee shall be a continuance of the cooperative investigation and will re-consider all available information and if necessary, gather new and additional information to determine the validity, the cause, and if necessary, the remedy to the contradiction. The committee will focus upon the performance adequacy of the material(s) using standard engineering principles and practices and to ensure public value, the committee may provide engineering recommendations as necessary. Unless otherwise agreed, the committee will have 30 calendar days from its formation to complete their review and submit their findings. The final resolution of the committee shall be by majority opinion, in writing, stamped and signed. Should the final resolution not be unanimous, the dissenter may attach a written, stamped, and signed minority opinion.

Once started, the resolution process by committee shall continue to full conclusion unless:

1. Within 7 days of the formation of the committee, the AGENCY and the CONTRACTOR reach an acceptable resolution mechanism; or Maintenance Services Agreement

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2. Within 14 days of the formation of the committee, the initiating party withdraws its written notification and agrees to bear all investigative related costs thus far incurred; or

3. At any point by the mutual agreement of the AGENCY and the CONTRACTOR.

Unless otherwise agreed, the CONTRACTOR shall bear and maintain a record for all the investigative costs until resolution. Should the investigation discover assignable causes for the contradiction, the assignable party, the AGENCY or the CONTRACTOR, shall bear all costs associated with the investigation. Should assignable causes for the contradiction extended to both parties, the investigation will assign costs cooperatively with each party or when necessary, equally. Should the investigation substantiate a contradiction without assignable cause, the investigation will assign costs cooperatively with each party or when necessary, equally. Should the investigation be unable to substantiate a contradiction, the initiator of the investigation shall bear all investigative costs. All claim notification requirements of the contract pertaining to the contradiction shall be suspended until the investigation is concluded.

SECTION 5 - LEGAL RELATIONS AND RESPONSIBILITIES
5-2 SPECIAL NOTICES. Add the following:
5-2.1 Mandatory Notification Prior To Excavation. The CONTRACTOR’s attention is direct to Section 4215.5 through 4217 of the Government Code of the State of California. This requires that two (2) working days prior to commencing any excavation “Underground Service Alert of Southern California” (USA) (“Digalert”) shall be notified by phone, toll free 1-800-422-4133, or 811, for the assignment of an Inquiry Identification Number.

Construction CONTRACTOR shall contact all utility companies at least five (5) working days prior to commencing work and shall verify the location of any known utilities and determine whether or not a representative of each company will be present during excavation.

The known public utilities contacts are:

City of Sierra Madre, Public Works Inspector (626) 355-7135 The CONTRACTOR shall coordinate construction with public utility relocation activities.

The existing subsurface utilities shown have been indicated, based on the best available record information. However, to avoid or resolve any interference problems between these existing utilities and the proposed work, the CONTRACTOR shall field verify the vertical and horizontal locations of all utilities, such as water lines and water services, electronic conduits, telephone and television cable, storm drain facilities, and all other facilities and obstructions prior to beginning any excavations. If conflicts exist, revised grades and/or alignments may be established, if required. Such field verification shall require exposing these utilities prior to the start of construction.

Special reference is hereby made to Section 4-2, “Protection,” of the Standard Specifications with respect to the protection, repair, and replacement of existing subsurface utilities.

Additionally, the CONTRACTOR shall also notify the following local entities of his/her schedule fourteen (14) days prior to commencing work, including local refuse collectors, street sweepers, the Post Office, Public Schools, and Bus Companies:

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[Add the affected entities and/or representatives and phone numbers, such as Waste Management, Post Office, Schools, Transportation Agencies, Street Sweeping, etc.] No excavation shall commence unless the CONTRACTOR has obtained the USA Inquiry Identification Number.
5-1.2 Accuracy of Utilities Information. The locations of known existing major utilities, whether above ground or underground, are indicated on the plans. Information and data reflected in the Contract Documents with respect to underground and above ground utilities at or contiguous to the site is based upon information and data furnished to the City and the Engineer by the owners of such utilities, and the City does not assume responsibility for the accuracy or completeness thereof. The CONTRACTOR shall take all possible precautions for the protection of unforeseen utility lines to provide for uninterrupted service and to provide such special protection as may be necessary.

The CONTRACTOR shall be responsible for determining the location and depth of all underground facilities, including service connections, which may affect or be affected by his/her operations, and he/she shall include the cost to pothole all utilities within the limits of work in his/her bid. If an existing utility line, which has been marked by Underground Service Alert or is shown on the plans, is damaged by the CONTRACTOR, the CONTRACTOR shall repair the line and bear the cost thereof.

CONTRACTOR shall be aware that electrical conduits between street and traffic lights may exist beneath pavement and/or sidewalk in areas where such lights are in place and that said conduits are not shown on these plans.

In the event that the CONTRACTOR damages any existing utility lines that are not shown, shown incorrectly or the locations of which are not made known to the CONTRACTOR prior to excavation, a telephone call and written report shall be made immediately to the Utility owner, the Engineer, and to the City. If directed by the City, the CONTRACTOR shall make repairs under the provisions for changes and extra work contained in 2-7 CHANGES INITIATED BY THE AGENCY of the Standard Specifications.
5-4 INSURANCE.
5-4.1 General. Add The following:

CONTRACTOR and AGENCY agree that AGENCY, its employees, agents and officials should, to the extent permitted by law, be fully protected from any loss, injury, damage, claim, lawsuit, cost, expense, attorneys fees, litigation costs, defense costs, court costs or any other cost arising out of or in any way related to the performance of this Agreement, which includes but is not limited to, contracts with other governmental agencies such as the California Department of Transportation, which are necessary for the AGENCY to enact this Agreement or from contracts with other parties or governmental agencies, which are necessary for the AGENCY to enact this Agreement.

CONTRACTOR acknowledges that its obligation pursuant to this section extends to liability attributable to AGENCY, if that liability is less than the sole fault of AGENCY. CONTRACTOR has no obligation under this Agreement for liability proven in a court of competent jurisdiction or by written agreement between the parties to be the sole fault of AGENCY.

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The obligations of CONTRACTOR under this or any other provision of this Agreement will not be limited by the provisions of any workers compensation act or similar act. CONTRACTOR expressly waives its statutory immunity under such statutes or laws as to AGENCY, its employees, agents and officials.

CONTRACTOR agrees to obtain executed indemnity agreements with provisions identical to those as set forth here in this section from each and every subcontractor, sub-tier CONTRACTOR or any other person or entity involved by, for, with or on behalf of CONTRACTOR in the performance or subject matter of this Agreement. In the event CONTRACTOR fails to obtain such indemnity obligations from others as required here, CONTRACTOR agrees to be fully responsible according to the terms of this section.

Failure of AGENCY to monitor compliance with these requirements imposes no additional obligations on AGENCY and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend AGENCY as set forth herein is binding on the successors, assigns or heirs of CONTRACTOR and shall survive the termination of this Agreement or this section.

CONTRACTOR agrees to provide insurance in accordance with the requirements as set forth here.

If CONTRACTOR uses existing coverage to comply with these requirements and that coverage does not meet the requirements set forth herein, CONTRACTOR agrees to amend, supplement, or endorse the existing coverage to do so. The following coverages will be provided by CONTRACTOR and maintained on behalf of AGENCY and in accordance with the requirements set forth herein.

SECTION 6 - PROSECUTION AND PROGRESS OF THE WORK
6-1 CONSTRUCTION SCHEDULE AND COMMENCEMENT OF WORK. Add the following:
6-1.3 Pre-Construction Meeting and Submittal. A pre-construction meeting will be conducted by the City prior to commencement of construction at a time and place designated by the City.

Those attending the meeting shall include, but not be limited to, the following:
a. The CONTRACTORs representative(s)
b. Sub-CONTRACTORs representative(s), if needed
c. City of Sierra Madre Director of Public Works
d. The Design Engineers
e. The Construction Engineers
f. The affected utility companies’ representatives
g. City of Sierra Madre Public Works Inspectors
h. Caltrans’ inspector and/or representative(s)
One week prior to this meeting the CONTRACTOR shall submit the following:

1. Construction Schedule
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2. Traffic Control Plan

3. Emergency Contact List

4. List of Subcontractors

5. Storm Water Pollution Prevention Plan (SWPPP)
6-1.4 Emergency Contact List. The CONTRACTOR shall provide the following information in writing and submit it with the signed contract, contract bonds and certificates of insurance. Failure to comply may result in delays in the processing of the contract documents.

1. Name of authorized representative at the job site.

2. Address and telephone number where the above person can be reached 24 hours a day.

3. Address of the nearest office of the CONTRACTOR, if any, and the name and telephone number of a person at that office who is familiar with the project.

4. Address and telephone number of the CONTRACTOR’s main office and the name and telephone number of the person at that office familiar with the project. 6-2 PROSECUTION OF WORK. Add the following:

As soon as possible under the provisions of the Specifications, the CONTRACTOR shall backfill all excavations and restore to usefulness all improvements existing prior to the start of the Work.

The CONTRACTOR shall submit monthly progress reports to the Engineer by the tenth day of each month. The report shall include an updated construction schedule. Any deviations from the original schedule shall be explained.
6-2.1 Traffic and Access. The CONTRACTOR’s operations shall cause no unnecessary inconvenience. The access rights of the public shall be considered at all times. Unless otherwise authorized, traffic shall be permitted to pass through the Work, or an approved detour shall be provided.

Safe and adequate pedestrian and vehicular access shall be provided and maintained to: fire hydrants; commercial and industrial establishments; churches, schools and parking lots; service stations and motels; hospitals; police and fire stations; and establishments of similar nature. Access to these facilities shall be continuous and unobstructed unless otherwise approved by the Engineer.

Safe and adequate pedestrian zones and public transportation stops, as well as pedestrian crossings of the Work at intervals not exceeding 90 m (300 fee), shall be maintained unless otherwise approved by the Engineer.

Vehicular access to residential driveways shall be maintained to the property lien except when necessary construction precludes such access for reasonable periods of time. If backfill has been completed to the extent that safe access may be provided, and the street is opened to local traffic, the CONTRACTOR shall immediately clear the street and driveways and provide and maintain access.

The CONTRACTOR shall cooperate with the various parties involved in the delivery of mail and the collection and removal of trash and garbage to maintain existing schedules for these services.

Grading operations, roadway excavation and fill construction shall be conducted by the CONTRACTOR in a manner to provide a reasonably satisfactory surface for traffic. When rough Maintenance Services Agreement

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grading is completed, the roadbed surface shall be brought to a smooth, even condition satisfactory for traffic.

Unless otherwise authorized, work shall be performed in only one-half of the roadway at one time.

One half shall be kept open and unobstructed until the opposite side is ready for use. If one-half a street only is being improved, the other half shall be conditioned and maintained as a detour.

The CONTRACTOR will be required to maintain at least one lane of traffic in each direction through the project area at all times in a manner satisfactory to the Engineer in the form of an engineered traffic control plan. The engineered traffic control plans must be signed by a California registered civil and/or traffic engineer. The plan is a required submittal for review one week prior to the pre-construction meeting.

If traffic control on the project shall be implemented by a sub-contractor, such subcontractor must specialize in Traffic Control and be approved by the City Engineer.

The CONTRACTOR shall include in its Bid all costs for the above requirements. 6-2.1.1 Notification to the Public. Affected properties will be determined by the Engineer and are, in general, those properties that fall within 500 feet of the limits of the work. CONTRACTOR shall remain aware of all adjacent property owners and take all steps necessary to minimize construction impacts and disturbances to all affected property owners. The CONTRACTOR is required to distribute the approved public notice to property owners one week prior to roadway construction. CONTRACTOR shall be responsible for all costs associated with these tasks and responsibilities in the various contract bid items.

The CONTRACTOR is required to notify the City by e-mail that public notices have been distributed. The e-mail shall be addressed to the City representative(s) designated during the preconstruction meeting. The e-mail shall be sent to the City no later than 8 a.m. on the day following distribution of the notices. The e-mail notification to the City shall contain a map showing the limits of distribution and the dates and times distributed. A separate e-mail shall be sent for each distribution. The City will use the information on the e-mails to verify that the distribution has been performed. If the distribution is not verified by the City, the City will e-mail to the CONTRACTOR’s representative the locations which must be redistributed with the new information. The CONTRACTOR shall not perform work in the distribution area without e-mail notification of verification by the City of the distribution.

The CONTRACTOR shall submit a sample of a public notice for review and approval by the Engineer. The CONTRACTOR shall provide changes as directed by the City representative and submit final draft for approval.

The CONTRACTOR shall furnish and place “No Parking” signs, 12”x18” minimum size, approved by the Engineer, along the street in front of every residence and/or business affected by the work, two (2) working days in advance of any work. In rural areas, the signs shall be placed at a spacing not exceeding 400 feet. The signs shall include the day and time during which parking is prohibited. Parking restrictions shall be limited to the intervals between 8 a.m. to 5 p.m. to allow parking during the night. The CONTRACTOR shall remove these signs immediately when they are no longer needed.

If the work is delayed or rescheduled for any reason after placement of “No Parking” signs, the CONTRACTOR shall re-date the signs affected and re-notify the residents and businesses of the change via a new “door-knob” notice. If the work is delayed more than five days, the Maintenance Services Agreement

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CONTRACTOR shall remove the signs and place re-dated signs two (2) days in advance of the work.
6-2.1.2 Notification to the Public Agencies. The CONTRACTOR shall notify the following Agencies 48 hours prior to working in the area within the City of Sierra Madre unless otherwise noted:

City of Sierra Madre Public Works (626) 355-7135
City of Sierra Madre Police Department (626) 355-1414
City of Sierra Madre Fire Department (626) 355-3611
6-2.1.3 Parking Restrictions and Posting for Tow Away. No Parking signs, posted by the CONTRACTOR, shall be of heavy card stock and not less than 1.75 square feet of surface area on the face. Background color shall be white and letters shall be printed in red water resistant ink except day, date, and time of restriction may be printed in black water resistant ink. The signs shall be printed with the words “Tow Away” and “No Parking” with a character height of not less than

2.75 inches and a stroke width of not less than 0.5 inches. The day, dated, and time of the particular restriction shall be printed or attached below the above-mentioned wording in characters of not less than 2.0 inches in height and 0.4 inches in stroke width. The day of the week shall be written out or properly abbreviated with three to four letters; date or dates or restriction shall be listed completely; the beginning and ending times shall be clearly listed on the sign.

Signs shall be mounted such that the wording “No Parking” are at an elevation at least three feet above the adjacent flowline. Signs may be tied with string to trees and power poles, taped to existing sign poles, or mounted to stakes or barricades as provided by the CONTRACTOR. The signs shall be placed as needed to control the parking of cars within the construction zone; signs shall be placed at intervals of 75 feet or less along each side of the roadway.

Signs shall be posted and maintained by the CONTRACTOR for a period of 72 hours prior to the restrictions becoming effective. The CONTRACTOR may only post parking restrictions that are effective for the duration of the Work. Upon completion of the Work, the CONTRACTOR shall promptly and completely remove and dispose all signs, stakes, and barricades. The CONTRACTOR shall promptly reset or replace all damaged or defective signs.

The CONTRACTOR shall be fully responsible for the adequate removal of all parked cars. The CONTRACTOR shall coordinate the removal of all vehicles with the Sheriff Department. The CONTRACTOR shall notify the Sheriff Communications Center upon posting of the parking restrictions for a particular street. For removal of parked vehicles, the CONTRACTOR shall notify the Sheriff Communications Center not less than two hours prior to the needed removal, stating the address nearest the parked vehicle, make, model, color and license number. The City shall not be responsible for any delay or additional costs associated with the removal of parked cars that obstruct the construction operation.

If a vehicle owner successfully contests a towing citation in court, and their citation is dismissed for causes related to the CONTRACTOR’s failure to perform the requirements of this section, the CONTRACTOR shall reimburse the City for the cost of any claims associated with the towing citation.

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DEVIATIONS FROM THE REQUIREMENTS OF THIS SUBSECTION WILL BE PERMITTED ONLY ON PRIOR CONSENT OF THE ENGINEER.
6-2.1.4 Storage of Equipment and Materials in Public Streets. Construction materials shall not be stored in streets, roads, or highways for more than 5 days after unloading. All materials or equipment not installed or used in construction within 5 days after unloading shall be stored elsewhere by the CONTRACTOR at its expense unless authorized additional storage time.

Construction equipment shall not be stored at the Work site before its actual use on the Work nor for more than 5 days after it is no longer needed. Time necessary for repair or assembly of equipment may be authorized by the Engineer.

Excavated material, except that which is to be used as backfill in the adjacent trench, shall not be stored in public streets unless otherwise permitted. After placing backfill, all excess material shall be removed immediately from the site.
6-2.1.5 Street Closures, Detours, Barricades. The CONTRACTOR shall comply with all applicable State, County and City requirements for closure of streets. The CONTRACTOR shall provide barriers, guards, lights, signs, temporary bridges, flag persons, and watchpersons. The CONTRACTOR shall be responsible for compliance with additional public safety requirements which may arise. The CONTRACTOR shall furnish and install signs and warning devices and promptly remove them upon completion of the Work.

At least 48 hours in advance of closing, partially closing or reopening, any street, alley, or other public thoroughfare, the CONTRACTOR shall notify the Police, Fire, Traffic and Engineering Departments, and comply with their requirements. Deviations must first be approved in writing by the Engineer.

The CONTRACTOR shall secure approval, in advance, from authorities concerned for the use of any bridges proposed by it for public use. Temporary bridges shall be clearly posted as to load limit, with signs and posting conforming to current requirements covering “signs” as set forth in the Traffic Manual published by the California Department of Transportation. This manual shall also apply to the street closures, barricades, detours, lights, and other safety devices required.

All traffic control barricades, signs and devices used by the CONTRACTOR shall, as a minimum, conform to the latest edition of the “California Manual on Uniform Traffic Controls Devices” (“MUTCD”). Channelization devices shall be spaced no greater than fifty (50) feet apart. The CONTRACTOR shall take additional precautions as he/she may find necessary under the circumstances.

Should the CONTRACTOR fail to provide adequate traffic control or safety barricades, and in the event a responsible individual cannot be located or refuses to perform, the AGENCY will at its option place needed devices or engage a private firm to place and maintain said barricades, which will be charged to the CONTRACTOR directly.

Full street closures will not be allowed without City Council approval.

All costs involved in the CONTRACTOR’S prosecution of the Work shall be included in the Bid. 6-2.2 Daily Reports. The CONTRACTOR shall complete a Daily Report indicating manpower, work performed, major equipment used and on standby (itemized separately), subcontractors, and similar items involved in the performance of the Work. The Daily Report shall be completed on Maintenance Services Agreement

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forms prepared by the CONTRACTOR and acceptable to the Engineer and shall be submitted to the City Inspector weekly.
6-3 TIME OF COMPLETION
6-3.1 General. Add the following:

The CONTRACTOR shall complete the Work within the number of Working days specified in B1.03 of Section B - Instructions to Bidders after the Notice to Proceed.

Add the following:
6-3.3 Working Day. A working day is any day within the period between the start of the Contract time as defined in 6-1.2 and the date provided for completion, or upon field acceptance by the Engineer for all work provided for in the Contract, whichever occurs first, other than:

1. Saturday,

2. Sunday,

3. any day designated as a holiday by the AGENCY,

4. any other day designated as a holiday in a Master Labor Agreement entered into by the CONTRACTOR or on behalf of the CONTRACTOR as an eligible member of a CONTRACTOR association,

5. any day the CONTRACTOR is prevented from working at the beginning of the workday for cause as defined in 6-4.1,

6. any day the CONTRACTOR is prevented from working during the first 5 hours with at least 60 percent of the normal work force for cause as defined in 6-4.1.

The CONTRACTOR’s activities involving work which requires street closure, detours, and barricades shall be confined to the hours between 7:30 a.m. and 4:00 p.m. Monday through Friday.

In addition, the CONTRACTOR shall not perform any Work on Saturday, Sunday, or on AGENCY-designated holidays. AGENCY-designated holidays are listed in TABLE 1 – AGENCY-DESIGNATED HOLIDAYS below. Deviation from these hours will be permitted upon approval of the Engineer, except in emergencies involving immediate hazard to persons or property.

Deviations from these hours will not be permitted without the prior consent of the Engineer, except in emergencies involving immediate hazard to persons or property. In the event of either a requested or emergency deviation, inspection service fees will be charged against the CONTRACTOR. Service fees will be calculated at overtime rates including benefits, overhead, and travel time; and will be deducted from the amounts due the CONTRACTOR.

Failure of the CONTRACTOR to adhere to working day requirements will result in damages being sustained by the City. Such damages are, and will continue to be, impracticable and extremely difficult to determine.

TABLE 1 – AGENCY-DESIGNATED HOLIDAYS
New Year’s Day
Martin Luther King, Jr. Day
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President’s Day
Memorial Day
Independence Day
Labor Day
Veteran’s Day
Thanksgiving Day
Day after Thanksgiving
Christmas Eve
Christmas Day
6-3.4 Restrictions on closure of traffic lanes:

No contractual work shall be performed in the public Right-of-Way during the first week of school unless approved by the City Engineer.

A. All traffic lanes shall be open for public use on the days and at the times specified below, unless approved otherwise by the City Engineer:

1. Saturdays, Sundays and AGENCY designated holidays: from 12:01 a.m. to 11:59 p.m.

2. Fridays and any days preceding an AGENCY designated holiday: from 3:00 p.m. to 11:59 p.m.

3. [List other days, if needed]

4. Non-construction hours: all hours when the CONTRACTOR’s employees are not physically present at the construction site actively performing contract work.

B. On those days and hours when closure of traffic lanes is not prohibited under the provisions of the preceding subparagraph A, no more than one travel lane may be closed at any time during construction hours. During any lane closure, Type II flashing arrow boards shall be used in accordance with the 2012 California MUTCD.

C. Traffic signals shall not be placed in flash operation during the hours that traffic lanes must be kept open as defined in Paragraph A. Under no circumstances shall traffic signal be placed in flash operation without prior approval from the Project Engineer. Traffic signal will be only placed in flash operation by City personnel.

CONTRACTOR shall contact the Project Engineer at least two (2) working days in advance to coordinate traffic signal service.
6-4 DELAYS AND EXTENSIONS OF TIME.
6-4.4 Written Notice and Report. Add the following:

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Whenever the CONTRACTOR foresees any delay in the prosecution of the work, and in any event immediately upon the occurrence of any delay which the CONTRACTOR regards as unavoidable, he/she shall notify the Engineer in writing of the probability of the occurrence of such delay and its cause so that the Engineer may take immediate steps to prevent, if possible, the occurrence or continuance of the delay, or, if prevention is not possible, may determine whether the delay is to be considered avoidable or unavoidable, how long it continues, and to what extent it will delay the prosecution and completion of the work. It will be concluded that any and all delays which have occurred in the prosecution and completion of the work have been avoidable delays, except such delays as shall have been called to the attention of the Engineer at the time of their occurrence and found by him/her to have been unavoidable. The CONTRACTOR shall make no claims for any delay not called to the attention of the Engineer at the time of its occurrence as an unavoidable delay.
6-7 TERMINATION OF THE CONTRACT FOR DEFAULT.
6-7.1 General. Add The following:

If the CONTRACTOR fails to begin delivery of material and equipment, to commence the Work within the time specified, to maintain the rate of delivery of material, to execute the Work in the manner and at such locations as specified, or fails to maintain the Work schedule which will insure the AGENCY’s interest, or, if the CONTRACTOR is not carrying out the intent of the Contract, the AGENCY may serve written notice upon the CONTRACTOR and the Surety on its Faithful Performance Bond demanding satisfactory compliance with the Contract. 6-9 LIQUIDATED DAMAGES. Add the following:

The CONTRACTOR agrees to forfeit and pay the AGENCY the amount of Five Hundred Dollars ($500.00) per day for each and every day of unauthorized delay beyond the completion date, which shall be deducted from any monies due the CONTRACTOR. This payment shall be considered liquidated damages. CONTRACTOR agrees that such liquidated damages are reasonable under the circumstances existing at the time of execution of the contract, that such liquidated damages are to compensate AGENCY for losses that are difficult to measure and that such damages are not a penalty.

The AGENCY’s agreement to waive a specific time provision or to extend the time for performance shall not constitute a waiver of any other time provision contained in the Contract Documents.

Failure of the CONTRACTOR to complete performance promptly within the additional time authorized in a waiver or extension of time agreement shall constitute a material breach of this Contract entitling the AGENCY to terminate this agreement.

SECTION 7 - MEASUREMENT AND PAYMENT
7-1 MEASUREMENT OF QUANTITIES FOR UNIT PRICE WORK.
7-1.1 General. Add the following:

The planimeter shall be considered an instrument of precision adapted to measurement of all areas. 7-3 PAYMENT
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7-3.1 General. Add the following:

The quantities listed in the Bid schedule will not govern final payment. Payment to the CONTRACTOR will be made only for actual quantities of Contract items constructed in accordance with the Plans and Specifications. Upon completion of construction, if the actual quantities show either an increase or decrease from the quantities given the Bid schedule, the Contract Unit Prices will prevail subject to the provisions of 7-3.5.1.

At the expiration of 35 calendar days from the date of acceptance of the Work by the board, or as prescribed by law, the amount deducted from the final estimate and retained by the AGENCY will be paid to the CONTRACTOR except such amounts as are required by law to be withheld by properly executed and filed notices to stop payment, or as may be authorized by the Contract to be further retained.
7-3.2 Partial and Final Payment. Add the following:

From each progress estimate, 10 percent will be deducted and retained by the AGENCY, and the remainder less the amount of all previous payments will be paid. After 50 percent of the Work has been completed and if progress on the Work is satisfactory, the deduction to be made from remaining progress estimates and from the final estimate may be limited to $500 or 10 percent of the first half of total Contract amount, whichever is greater.

The closure date for period progress payments will be the twenty-fifth day of each month.

Authorization to pay is commonly received on the second Wednesday of the following month. The AGENCY requires four to six weeks to review all progress payments, issue payment checks, present progress payment to Council for approval, and release payment to CONTRACTOR.

However, payments will be withheld pending receipt of any outstanding reports required by the Contract Documents. In addition, the final progress payment will not be released until the CONTRACTOR returns the control set of plans and specifications showing the as-built conditions.

The full five (5) percent retention will be deducted from all payments. The final retention will be authorized for payment thirty-five (35) days after the date of recordation of the Notice of Completion.
7-3.6 Stipulated Unit Prices. Add the following:

Stipulated Unit Prices are unit prices established by the AGENCY in the Contract Documents. 7-4 PAYMENT FOR EXTRA WORK.
7-4.1 General. Add The following:

New or unforeseen work will be classified as “extra work” when the Engineer determines that it is not covered by the Contract Unit Prices or stipulated unit prices. 7-4.2 Basis for Establishing Costs.

7.4.2.4 Other Items. Add the following:

Invoices covering all such items in detail shall be submitted with the request for payment. 7-5 PAYMENT FOR CHANGES REQUESTED BY THE CONTRACTOR. Add the following:

Changes in the Plans and Specifications, requested in writing by the CONTRACTOR, which do not materially affect the Work, and which are not detrimental to the Work or to the interests of the Maintenance Services Agreement

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AGENCY, may be granted by the Engineer. Nothing herein shall be construed as granting a right to the CONTRACTOR to demand acceptance of such changes.

SECTION 8 - FACILITIES FOR AGENCY PERSONNEL
8-6 BASIS OF PAYMENT. Substitute the following:

All costs incurred in furnishing, maintaining, servicing, and removing field officers, laboratories, or bathhouse facilities required at the project site shall be included in the bid item for furnishing such facilities. If such facilities are required by the Plans or Specifications and no bid item is provided in the proposal, the costs shall in included in other items for which bids are entered. Such costs incurred in connection with offices and laboratories at plants shall be borne by the plant owners.

The first progress payment will not be approved until all facilities are in place and fully comply with the Contract Documents.
(End of Section)
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SECTION G – SPECIAL PROVISIONS – PART 2 THROUGH 6

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA
The following Special Provisions describe materials, methods of construction, and measurement and payment for items of work that are unique to the project. These provisions supplement, amend, or replaced the requirements of the Standard Specifications for Public Works Construction (“SSPWC” or “Greenbook”). To the extent that anything in these Special Provisions conflicts with the terms or requirements of the SSPWC, these Special Provisions shall control. [The Consultant Engineer/Designer should organize these with the order/format of the Standard Specifications. The Project Manager should ensure that the format is complied with prior to acceptance.]
[Add Special Provisions to the following Parts of the Standard Specifications, as needed. Be sure to include a description of measurement and payment for each item of Work, such as “unless otherwise specified, no separate payment will be made for compliance with the provisions of this section,” or “all costs involved shall be absorbed in the CONTRACTOR’s overall bid for the project.”]
PART 2 – CONSTRUCTION MATERIALS
PART 3 – CONSTRUCTION METHODS
PART 4 - EXISTING IMPROVEMENTS – Existing improvements shall be protected during any demolition and during construction/restoration.

PART 5 – PIPELINE SYSTEM REHABILITATION – N/A
PART 6 – TEMPORARY TRAFFIC CONTROL – A Traffic Control Plan shall be submitted for approval if traffic is to be obstructed during any phase of demolition and/or construction.
(End of Section)
56 APPENDIX I

ANNUAL CITYWIDE TREE MAINTENANCE

IN THE CITY OF SIERRA MADRE, CALIFORNIA

SCOPE OF WORK

1. Specifications
All tree maintenance work shall be performed in accordance with the highest quality standards. All work performed or equipment or parts supplied by Contractor shall be subject to applicable Federal and State Standards, approved proposals, contract documents, City inspection, and approval by the City, its Public Works Director, or his authorized representative. Failure to pass inspection on any maintenance, repair and service item will result in non-payment for that item until such time as the Contractor can complete the item to the satisfaction of the City. The work performed shall be done in accordance with the General Provisions, Special Provisions and Agreement. The work shall conform with the highest quality as defined by arboricultural resources as selected by the City. As needed, the work shall also follow the Standard Specifications for Public Works Construction, latest edition, and/or Caltrans Standards, hereinafter referred to as the Standard Specifications. In case of conflict between the Standard Specifications and the City Specifications, the City Specifications shall take precedence over and be used in lieu of such conflicting portions. Unless otherwise specified, the Contractor shall furnish all labor, materials, tools, equipment, and incidentals and do all the work involved in executing the Agreement.

2. Compensation for Maintenance
City will compensate Contractor for tree maintenance at the Bid Proposal unit prices per the Bid Proposal and in accordance with the provisions of the Draft Citywide Tree Maintenance Services Agreement. Said compensation shall include all labor, materials, equipment, overhead and profits to perform the routine service and no extra compensation will be allowed therefor. No additional compensation will be allowed for compliance with all provisions of these Specifications.

Extraordinary maintenance shall be invoiced at the established rates per unit prices per the Bid Proposal and shall include, as appropriate, all labor, materials, equipment and profit. All items not covered by unit prices shall require a negotiated price and approval by the Public Works Director or his authorized representative. All extraordinary maintenance requires City authorization per Task Order prior to beginning the work unless the work is an emergency repair required to restore the safe operation of the public right of way. Contractor shall still submit the appropriate documentation for subsequent authorization of the emergency work including photos of any visible damage with details of any final repairs that might be required including a schedule for completion. City reserves the right to separately bid extraordinary maintenance work to other firms in the event a negotiated price or schedule of completing repairs cannot be 57 reached which is acceptable to both parties or is deemed by the City to exceed the terms of the current Contract. Contractor may be required to assist or support other firms selected by the City as requested. Emergency work shall be invoiced at the established rates per time and equipment hourly rates per the Bid Proposal plus materials, if any, at cost plus 15%.

3. Contractor Requirements
The Contractor shall at all times maintain local facilities where assigned personnel have access to all required tools, equipment, apparatus, facilities, skilled labor, services, and material, to perform all work within the required response times necessary to maintain the City’s urban forest.

4. Service Requests 24-Hour Phone Access
The Contractor shall maintain a single, attended (real person contact) local telephone number where they can be reached twenty-four (24) hours a day, seven days a week to provide tree maintenance and emergency response as requested by the City.

The Contractor shall maintain and provide mobile communication that allows the City direct phone and email communications with all supervisors assigned to the City and their designated representatives. This includes providing equipment for their receipt and responses to emails in addition to phone calls while in the field.

5. Response Criteria for Requested Services
Routine and Extraordinary Tree Maintenance shall be scheduled following the issuance of a Task Order to begin work within fourteen (14) calendar days or as mutually agreed.

Whenever the Contractor receives emergency service calls from the City or its designated representatives, Contractor shall provide immediate response to emergency calls and dispatch the qualified personnel and equipment to reach the site within two (2) hours of the contact, including Saturdays, Sundays, and holidays. Contractor is required to provide the reporting party with an estimated time of arrival. As part of emergency response, Contractor may be required to respond to accidents or tree failures. Photos shall be taken of any damage and submitted with a written report summarizing the results of the examination and inspection. These reports and photos shall be submitted within five (5) calendar days. Contractor shall clear the public right of way or specified area of any tree, limb or debris and clean the site of any debris on the public right of way or specified area. Once the public right of way or specified area is clear, any remaining needed work shall not be included in the emergency response but shall otherwise fall under routine tree maintenance work by Task Order.

6. Traffic Control
Contractor shall provide safe and continuous passage for pedestrian and vehicular traffic at all times and conduct its operation as to cause the least possible obstruction and inconvenience to public traffic. No lane closures will be permitted between the hours of 7:00 a.m. and 9:00 a.m. or 3:30 p.m. to 6:00 p.m. unless an emergency exists and such a closure is necessary to safeguard the traveling public. The Contractor shall furnish, erect and maintain such fences, barriers, lights, warning devices and signs in compliance with Part 6 "Temporary Traffic Control" of the current "California Manual of Uniform Traffic Control Devices" (MUTCD-Latest Version) published by the State of 58 California, Department of Transportation, the standards as contain in the "Work Area Traffic Control Handbook" (WATCH-latest edition) published by Building News Inc. or as may be deemed necessary by the Public Works Director to give adequate warning to the public at all times that the road or street is obstructed and of any abnormal conditions to be encountered as a result thereof. All trucks shall be equipped with a minimum of eight (8) STOP signs and small barricades or stands that can be placed in the intersection during an emergency response, shut down or "blackout" intersection as needed. Each vehicle used to place and remove components shall be equipped with a flashing arrow board, which shall be in operation when the vehicle is being used for placing, maintaining, or removing components. All staff shall, at all times, wear ANSI 107-2015, Class II safety vests.

7. Routine Maintenance
Routine Tree Maintenance is specified as follows: The Contractor shall provide routine maintenance of the City’s urban forest based upon the issuance of a Task Order consistent with the unit prices in the Bid Proposal. Routine tree maintenance is defined by the bid items in the Bid Proposal and the Specifications, and, as well is further defined as all of the City’s urban forest that is accessible from the public right of way or vehicle accessible trails or pathways in the City’s open space where these trees are reachable by the largest, longest reach, commercially available, boom truck/aerial lift.

All said trees are considered to be within the definition of Routine Tree Maintenance, regardless of other location factors, as is solely defined and determined by the City.

8. Extraordinary Maintenance
Extraordinary Tree Maintenance is specified as follows: The Contractor shall provide extraordinary tree maintenance of the City’s urban forest based upon the issuance of a Task Order for each work effort consistent with the unit prices in the Bid Proposal.

Extraordinary tree maintenance is defined by the bid items in the Bid Proposal and is further identified as all of the City’s urban forest that is not accessible from the public right of way or trails or pathways in the City’s open space. The trees under this item of work are generally on steep slopes, in ravines and open spaces not accessible by vehicle. All trees maintained shall require manual means, rigging and roping, personnel climbing in trees, and the dragging and removal of all trimmings and debris by manual means to the closest vehicle location. The Contractor shall NOT drive or park on any City sidewalk to perform this work. City sidewalks ARE NOT designed to accommodate the large weight loads produced by tree maintenance equipment, and may crack, become compromised for pedestrians, or become aesthetically unpleasing. Payment to rig/hand climb and utilize Ground Crews on slopes shall be included in the cost per tree per the proposal. The Contractor shall not receive any additional payment for utilizing rig/hand climbing and Ground Crews.

9. Emergency Service
Emergency work shall be work associated with a call out from either the City, which may occur during any 24 hours of each day, due to an emergency, exigency, disaster, traffic collision, or other similar circumstances creating a safety issue for the public right of way or other City property. Contractor shall respond to emergency work and be on site within two hours of notice of the emergency and restore the public right of way or area, 59 on a temporary basis, to normal operating conditions. Emergency work shall be paid in accordance with the Bid Proposal on a time and materials basis including all labor, equipment and materials and no additional cost will be allowed therefore. Any work that is subsequently necessary to be performed to fully restore the public right of way or area shall not be considered to be emergency work and shall be completed under the Bid Proposal for routine tree maintenance or extraordinary work as authorized by a Task Order. Contractor shall maintain 24-hour-per-day emergency service.

10. Method of Payment
Upon the receipt of an itemized invoice within thirty (30) days of completion of the work, City shall compensate Contractor for work in accordance with the provisions of the draft Citywide Tree Maintenance Services Agreement. Any work not invoiced by the Contractor within 90 days of completion of the work shall not be paid. a. Materials
The City shall pay to the Contractor for materials used in extraordinary maintenance the Contractor's cost from the supplier plus the percentage mark-up specified in the Contractor's bid proposal but in no case greater than 15%. All materials and parts shall be new or have the approval of the Public Works Director, if otherwise. The City has the right to inspect the Contractor's records to verify any material costs used in extraordinary maintenance.
b. Direct Labor
Contractor shall present with its monthly invoice a record of hours spent in extraordinary maintenance and/or emergency services for tree maintenance. City shall pay the Contractor for such hours of extraordinary maintenance and/or emergency response at the rates specified in the Bid Proposal. Said hourly rates shall be the total cost to City.

Rates shall include all compensation for wages, profit, overhead, any fringe benefits such as employer payments to, or on behalf of, workmen for health and welfare, insurance workmen's compensation, pension, vacation, sick leave, or any local, state, federal, or union tax or assessment.
c. Equipment
City shall pay Contractor for equipment used in extraordinary maintenance on a per hour basis as specified in the Bid Proposal and per the appropriate required equipment to complete the work. The Contractor's listing of per-hour equipment rates shall constitute total rates to be paid by City when specified equipment is used. No additional payments of any kind shall be paid for equipment except as specified on the Bid Proposal for per-hour rates. No additional compensation shall be paid for transporting the equipment to or from the job site.

11. Permits and Licenses
The Contractor shall procure all permits and license, pay all charges and fees, and give all notices necessary and incidental to the due and lawful prosecution of the Contract.

No fees will be charged for City-related projects.

12. Tree Asset Management
The Contractor, at its sole expense, within six months of the initiation of this contract, shall inventory all of the City’s urban forest with attribute data to the satisfaction of the City. Contractor shall maintain and provide the City with access to a tree record keeping 60 system consisting of an on-line software program that allows the City to view information about its tree population, including the description of each tree by species, height, diameter, work history, as well as tree and planting site location and other information as designated by City. Contractor shall also make this database accessible through the City’s Geographic Information System and shall be compatible with same.

All data in this system shall be owned by the City. The on-line software program shall be a City approved database program. The program shall have the capability to produce detailed reports of tree and site information, work histories, service requests, summary reports and pictures of City tree species. The program must allow for batch update of work histories. The Contractor shall provide complete software support to the City for the entire contract term. The City may require tree evaluations, including written reports.

The Contractor shall provide an Arborist that can respond to the City’s request(s) for the preparation of detailed arborist reports, tree evaluations and site inspections.

During normal pruning process, if Contractor comes across a tree that is not in the City’s tree inventory database, Contractor is responsible for recording the location and all appropriate tree attributes. This data is to be submitted electronically to the City via shapefile and shall conform to the City’s requirements.

13. Emergency contact numbers
The Company/Contractor shall furnish the City with toll-free emergency telephone numbers which can be called 24-hours a day during emergency conditions. The Contractor shall make available personnel to respond to calls to alleviate emergency situations should they arise. Personnel shall be at the site of the emergency and shall initiate remedial action within two (2) hours from time of notification of emergency situations. An answering service is not adequate for emergency calls.

14. Licenses
The Contractor shall have and maintain a State of California Contractor’s License as appropriate for the work for the duration of these services. Additionally, Contractor shall have and maintain additional licenses as required by any governmental regulation for any other regulated work.

15. Dress Code and Appearance of Personnel
The Company/Contractor shall be required to provide uniforms for personnel assigned to the Project, meeting the City’s approval. Sufficient clothing changes shall be provided to personnel to always present a neat and clean appearance of the tree maintenance personnel at all times. All employees working in or around right-of-way must wear reflective safety vests meeting ANSI/ISEA 107-2015 Class II, or better, Standards and, as appropriate, safety helmets, safety goggles, and other safety gear.

16. Interaction with Public
All of the personnel shall exhibit and practice courteous and ethical behavior during all times of the Agreement and during all interactions with the public to the City’s satisfaction. All personnel shall be capable of basic communication skills in the English language. Any personnel deemed not meeting the City’s standards shall be promptly removed from the Project. Contractor’s personnel shall always make their best efforts to be responsive, polite, and cooperative when interacting with representatives of the City, 61 or any other City employees. Contractor’s personnel shall be required to work in a pleasant and professional manner with City employees, outside Vendors and the public.

Nothing contained in this RFP shall be construed as granting the Contractor the sole right to supply personnel or contractual services required by the City or without the proper City approval and the issuance of a Task Order.

17. City’s Right to do Work
The City reserves the right to do work within any area.

18. City Liaison
The City representative and the Contractor’s Supervisor will meet on a weekly basis when work is being performed in the City or on a schedule as determined by City. The cost for meetings is deemed included in other items of work and shall not be invoiced to the City.

19. Communications
In addition to emergency telephone access and regularly scheduled meetings, Contractor shall maintain standard office contact methods including telephone, facsimile machine, and U.S. mail. Contractor shall maintain and utilize an email account specific to the City of Sierra Madre. Email shall be the routine communication media for submission of documents, requests, task orders, reports, etc.

20. Scheduling
The Contractor shall accomplish all routine work required under this contract between the hours of 7:00 a.m. and 4:00 p.m., Monday through Friday. The City may grant, on an individual basis, permission to perform the work at other hours. No work that generates excess noise, such as by use of a chipper, shall be commenced before 8:00 a.m. The Contractor shall perform its work at such time as to minimize disturbance or interference to resident convenience, pedestrian or vehicle circulation. The Contractor shall submit a work schedule describing proposed operations and when work will be accomplished. The schedule shall be subject to approval and change by the City and shall be submitted prior to starting any tree maintenance operations. No work shall occur on City designated holidays.

21. Reports
The Contractor, as part of the Agreement, shall submit reports and schedules on a monthly basis as a pre-requisite for the submission of the Contractor’s monthly request for compensation. Such reports shall include, but are not limited to, the following:

1. The results of work performed in the previous 30-day period, including, but not limited to, updates to the City’s electronic the tree inventory database as defined herein.

2. Reports of work planned in the next 30-day period.

3. Any proposals in response to City issued Task Orders or information requests.

4. Any emergency work response in the previous 30-day period.

22. Supervision, Special Skills and Certifications
The Contractor shall assign a supervisor of field staff to assure performance of the tree 62 maintenance work is completed in accordance with these specifications. All field technicians shall be certified in their respective qualifications by an independent agency or per State licensing sufficient to competently perform their work. Contractor and the Supervisor shall have expertise and experience in arboriculture, pest control, disease identification, soils, fertilizers and plant identification. The Supervisor must be fluent in the English language. The Contractor and the Supervisor shall have the knowledge and ability to determine each tree species response to pruning, and to be able to properly prune the tree species listed on the task orders. All work shall the highest standards for tree maintenance and meet with the approval of the City. There shall be regular meetings on site with the Contractor and the City to determine progress and to establish areas needing attention. Any specific problem area which does not meet the condition of specifications set forth herein shall be called to the attention of the Contractor and if not corrected, payment to the Contractor will not be made until the condition is corrected. All supervisory personnel shall possess and maintain a current and valid Certified Arborist Certificate, issued by the International Society of Arboriculture. All other personnel must possess and maintain a current and valid Certified Tree Worker Certificate, issued by the International Society of Arboriculture. A staff roster, including copies of certificates, must be submitted to the City prior to initiation of the contract and be maintained current throughout the term of the Contract.

23. Protection of Facilities/Utilities
The Contractor shall exercise due care in protecting from damage all existing facilities, structures, and utilities both above ground and underground on the City’s property. Any damage to City property deemed by City to be caused by the Contractor’s neglect shall be corrected or paid for by the Contractor at no cost to the City. The requirement below to contact Underground Service Alert 48 hours prior to excavating shall not relieve the Contractor of the above-stated obligation. The Contractor shall carefully protect from damage all trees, shrubs, ground covers, turf, irrigation, water service, fences, sidewalk, buildings, automobiles, street lights, street signs, or any other facilities located on or adjacent to the job site. Should any direct or indirect damage or injury result to any public or private property by or because of any act, omission, neglect or misconduct in the execution of work, on the part of the Contractor or the Contractor's employees, such property shall be restored by the Contractor at no additional cost to the City, to a condition equivalent to that existing before damage occurred The Contractor shall be responsible for the complete removal and replacement of trees lost due to the Contractor's faulty maintenance or negligence, as determined by the Public Services Director. Replacement shall be made by the Contractor in the kind and size of trees as determined by the Public Works Director. Where there is a difference in value between the trees lost and the replacement of trees, this difference will be deducted from the contract payment. In all cases, the value of the trees lost will be determined by the Public Works Director, using the latest Council of Tree and Landscape Appraisers - Guide for Plant Appraisal. If the City requests or directs the Contractor to perform work in a given area, it will be the Contractor’s responsibility to verify and locate any underground systems, i.e., utility lines. This does not release the Contractor of the responsibility for taking reasonable precaution when
working in these areas. Any damage or problems shall be reported immediately to the City.
63 Safety Orders
The Contractor shall comply with the provisions of any Agency ordinances or regulations, State Laws, and Federal Regulations regarding requirements for the protection of excavations and the nature of such protection.

In accordance with Section 6500 of the Labor Code, the Contractor is required to obtain a permit from the Division of Industrial Safety for any trench or excavation of five feet or more in depth and into which a person is required to descend. Prior to beginning of excavations requiring shoring, the Contractor shall provide the design of the shoring system as prepared by a licensed civil engineer and designate in writing to the Engineer someone whose responsibility it is to supervise the Project safety measures and someone whose responsibility it is to supervise the installation and removal of sheeting, shoring, and bracing. In addition to shoring the excavations in accordance with the minimum requirements of Industrial Safety Orders, it shall be the Contractor’s responsibility to provide any and all additional shoring required to support the sides of the excavation against the effects of load which may exceed those desired by using the criteria set forth in the Industrial Safety Orders. The Contractor shall be solely responsible for construction safety and for any damages which may result from its failure to provide adequate shoring of the excavation under any and all of the conditions of loading which may exist or which may arise during construction of the Project.

24. Contractor Neglect
Any damage to City or private property which has been determined by the City to be due to the Contractor’s neglect or actions, shall be corrected by the Contractor at no additional cost to the City.

25. Safety
Contractor shall be solely responsible for providing a safe work place, and compliance with standards and regulations of the Federal Occupational Safety and Health Act (OSHA), California Division of Industrial Safety Orders (CDIS), and any other applicable governmental law. Any person working in proximity to electrical conductors shall be properly trained in electrical hazard recognition and avoidance, and possess the appropriate qualifications required by the State of California. Any dead tree, tree with excessive decay, or tree with a substantial defect such as a split, crack, or unstable root system, shall be reported immediately to the Public Works Director.

The Contractor shall postpone any tree maintenance activity wherein a vehicle is in proximity and such activity has the likelihood of causing damage to vehicle. In such instances, it is the responsibility of the Contractor to immediately notify the vehicle owner and request to have the vehicle moved to a safe location.

26. Preservation of Wildlife
Reasonable efforts shall be taken to protect and preserve the nests, or nesting cavities, of beneficial birds and other beneficial animals, unless in-so doing would create a hazardous condition. California Department of Fish and Game Code Section 3503 states, “It is unlawful to take, possess or needlessly destroy the nest or eggs of any bird,” therefore, it shall be the Contractor’s responsibility to bypass and leave 64 undisturbed any or all trees scheduled for pruning or removal if active nesting birds or eggs are found to occupy the tree(s).

27. Equipment Operations
The Contractor shall take all necessary precautions for safe operation of its equipment and the protection of the public from injury and damage from such equipment. All equipment deemed by City to be in disrepair or unsatisfactory, shall be repaired or replaced immediately.

28. Traffic Control
The Contractor shall cooperate with local authorities relative to handling traffic through the area and shall make its own arrangements relative to keeping the working area clear of vehicles. When entering or leaving roadways carrying public traffic, the Contractor’s equipment, whether empty or loaded, shall in all cases yield to public traffic. The Contractor shall make every effort to keep commercial driveways open during working hours. After working hours, all driveways shall be accessible with smooth and safe crossings through the construction area. The Contractor shall utilize and follow the requirements of the Caltrans Traffic Manual or the Work Area Traffic Control Handbook prior to implementing any lane closures. Special attention shall be made to protecting and maintaining bicycle lanes. Should any lanes need to be closed to facilitate maintenance operations, Contractor shall minimize this occurrence and post notices as required.

29. Noise Control
The Contractor shall comply with all local sound control and noise level rules, regulations, and ordinances which apply to any work performed pursuant to the Contract. Operations and equipment use is restricted to the hours of 7:00 a.m. to 7:00 p.m. Noise generating equipment shall not be used before 8:00 a.m. It is the responsibility of the Contractor to become familiar with all local sound control and noise level rules, regulations, and ordinances. Each internal combustion engine, used for any purpose on the job or related to the job, shall be equipped with a muffler of a type recommended by the manufacturer of such equipment. No internal combustion engine shall be operated on the Project without said muffler.

30. Water Quality
Contractor shall be familiar with and comply with all provisions of the National Pollution Discharge Elimination System as implemented by City and via permits issued by the Los Angeles Regional Water Quality Control Board. Contractor shall comply with Stormwater Best Management Practices.

31. Quality of Work
The quality of work will continue to play a part in the success and acceptance of this project. Selective pruning shall be employed at all times following the most current standards of the Western Chapter International Society of Aboriculture’s pruning standards.The City representative shall be the sole judge as to the adequacy and quality of the maintenance.
65 32. Pruning Standards
Before any work commences, Contractor shall prune one typical tree of each different species scheduled for work. Work shall be to the satisfaction of the City and will be the form all other trees are trimmed to. Pruning shall be in strict accordance with all standards and methods as prescribed by the International Society of Arboriculture.

The Contractor shall prune to retain the natural structure of each tree species, unless otherwise directed by the Public Works Director, and have the knowledge and ability to determine each tree species response to pruning. Pruning patterns shall be consistent so that visual continuity is maintained, and the value of all City trees pruned is increased. The use of chain saws shall be restricted to those cuts that cannot be made with hydraulic, pneumatic, or manually operated lopping shears. All blades, chains and other cutting devices shall be kept sharpened, to make a clean final cut, with the bark intact and free from stripping or shredding. Wound dressings are not permitted. Pruning cuts shall be made carefully and at the proper location; this will be back to the parent branch or trunk, just to the outside of the branch collar and branch bark ridge. Branch cuts shall be kept as small as possible to prevent excessive decay. No live branch greater than eight (8) inches in diameter (measured at the base of the branch) shall be removed without authorization from the Public Works Director, unless said branch is weakly attached or has other significant defect. Limbs, measuring two (2) inches or greater in diameter, shall be removed using the three-cut method. When pruning mature trees, no more than twenty-five (25) percent of the leaf-bearing canopy should be removed. Live Oaks are limited to ten (10) percent. When reducing the length of a limb back to a lateral branch, the lateral should be at least one- third the diameter of the portion removed. Young trees shall be pruned primarily to improve structure.

Private trees encroaching upon a City sidewalk or street, and are not providing proper height clearance requirements, shall be raised on the street-side only to mitigate nuisance. The use of climbing spurs, gaffs, or any other climbing devise that causes puncture wounds is prohibited, except for aerial rescue efforts, or during removals.

The Contractor shall not prune any tree(s), which have been pruned by a resident or homeowner and have been trained, cut, or sheared in such a way to form a hedge, espalier, or picturesque shape, and have not been trained in the normal landscape shade tree standard of pruning. Such trees shall not be recorded on the work list. These trees are to be noted, and the Contractor shall inform the Public Works Director of them by address. Any inappropriate piece of metal, wire, rubber, wood, or other material that is damaging the growing tissue of a tree or predisposes the tree to irreparable damage in the future, shall be removed. If it is determined that the material cannot be removed without further damage to the growing tissue of the tree, it shall not be removed, but necessary actions shall be taken to reduce the impact of this material to the tree by cutting out as much of the exposed surface of it as possible. Vines that are entwined on the trunk or throughout the limb structure shall be removed with caution, avoiding injury to tree.

33. Tree Maintenance Definitions - Pruning
a) Full Pruning - The objective is to improve tree structure, reduce wind sail effect, allow for improved light penetration, provide proper clearances, and to remove dead or other undesirable limbs. Selective pruning shall be implemented; any or all pruning techniques shall
66 be applied depending on the requirements of each tree. These include, structural pruning, crown cleaning, crown thinning, crown reduction, crown raise and crown restoration.
b) Crown Raise - In areas where raises are specified, no other type of pruning shall be done. A crown raise is removal of lower branches only, to provide proper height clearance. Fourteen and one- half (14.5) feet clearance is required over streets, where applicable. Nine (9) feet clearance is required over parkways and sidewalks. Eleven (11) feet clearance is required over equestrian trails. To avoid destroying the natural structure of small trees, they shall not be raised to the afore-mentioned Specifications.

Instead, such trees shall be pruned to reduce the length of the obstructing limbs. c) Crown Cleaning - In areas where cleaning is specified, no other type of pruning shall be done. Crown cleaning is the removal of dead, dying, diseased, broken and weakly attached branches. Crown cleaning shall also include crown raise, when needed to provide proper clearance.
d) Crown Reduction - In areas where height issues are specified, no other type of pruning shall be done. Crown reduction is used to reduce the height and/or spread of a tree. Thinning cuts are most effective in maintaining the structural integrity and natural form of a tree and in delaying the time when it will need to be pruned again. The lateral to which a branch or trunk is cut should be at least one-half the diameter of the cut to be made.
e) Palm Pruning - Palm fronds are to be removed so that a 90-degree angle is achieved. The angle shall be measured from the horizontal axis of the growing point base. All dead fronds, flower stalks and fruit stalks shall be removed and cut as close to their base as possible without damaging adjacent fronds or trunk tissue. Loose petioles from previous pruning operations shall be removed carefully. When pruning palms in the Phoenix genus it is imperative to sterilize all pruning equipment avoid possible tree-totree transmission of the disease Fusarium oxysporum.

34. Tree Maintenance Definitions - Tree Removals
a) All tree removal operations shall be in strict accordance with the methods prescribed by the International Society of Arboriculture.
b) Trees designated for removal by the Public Works Director will be marked with a DOT, using white paint, on the trunk, just above the root collar of the tree. If for any reason there is doubt regarding the trees(s) to be removed, the Public Works Director will be contacted before work commences.
c) Felling is permitted providing it can be safely achieved without endangering surrounding property and will not interfere with vehicular traffic. A tag line(s) shall be used to direct fall always. All bystanders shall be kept at a safe distance from the work site.
d) Trees too large to fell shall be removed in sections. Each section shall be cut into a size that can be handled easily and safely by one tree worker. If section is too heavy for one worker, it shall be rigged and lowered to the ground. The means of lowering shall be acceptable to the Public Works Director.

35. Tree Maintenance Definitions - Stump Grinding
a) Stump grinding shall be incorporated with the removal of the tree and performed on the same day. The underground service alert regional notification center (Dig Alert) 67 must be called prior to the start of the removal list, to allow enough time for each site to be marked before work begins.
b) It shall be the responsibility of the Contractor to remove the USA markings within five (5) working days after the stump has been ground.
c) The depth of stump grind shall be no less than eighteen (18) inches below lowest surface grade. The grind shall comprise the entire stump below soil surface and any uplifted portion of the soil caused by the root flare. Exposed roots, whether in the public right of way or private property, shall be traced and ground or chopped out to a depth of no less than eight (8) inches below the lowest surface grade. If irrigation is damaged it shall be repaired immediately. The site shall be backfilled with a mix of 60% soil and 40% of the remaining wood chips; then firmly tamped down to allow for as little settling as possible. All excess wood chips and soil shall be hauled away. When complete, the work site shall be level and at the original soil grade of the surrounding area. d) Control of stump re-growth shall be accomplished through the use of herbicides as deemed necessary by plant growth characteristics, under certain environmental and cultural condition, and/or City direction. Specific herbicides and methods of application are subject to approval by the City prior to use. Typically, a systemic herbicide such as Glyphosate is the herbicide of choice for stump re-growth control and applied as per manufacturer's recommendations. All pesticide applications must be preceded and accompanied by a written recommendation by a State Licensed Agricultural Pest Control Advisor (PCA). All personnel applying pesticides must possess a valid agricultural qualified applicator's license Q.A.L. holder. The full cost of the stump regrowth control process as outlined above will be borne by the contractor as part of the tree removal unit price.

36. Tree Maintenance Definitions - Tree Planting and Staking a) Trees purchased by the Contractor shall comply with the specifications set forth in the Standards for Purchasing Container-Grown Landscape Trees b) All trees shall be planted according to the Standards prescribed by the International Society of Arboriculture. The City standard drawing for tree planting shall be followed. c) The Contractor shall follow the requirements of UNDERGROUND ALERT before the excavation of any tree-planting site.
d) Prior to planting, the natural root flare must be identified. Any soil that may be covering the root flare must be removed. The planting hole shall be dug to a size of two times the width of the root ball, leaving the bottom firm, to prevent the tree from settling.

The container shall be removed carefully to prevent root or stem damage; the tree shall not be pulled by the stem. If
the container does not come off easily, it shall be cut on one or more sides, from top to bottom,
to allow its removal. Circling roots shall be separated and spread outward. Densely matted
roots that cannot be teased apart shall be cut cleanly in two places. e) The tree shall be lifted by the root ball only and carefully placed in the planting hole.

The
root ball shall be oriented so that the tree stands vertical, with the top of the root ball approximately one to two inches higher than the soil grade. Backfill shall be native soil only
68 with no rocks greater than three inches diameter. Soil shall not be placed on top of the root ball. Displace air pockets in the backfill by moderately tamping with shovel handle and watering in. Check for settling and add backfill if necessary. To avoid compaction of the soil, do not tamp the backfill with excessive pressure or use broad, heavy objects. f) Any tree that can stand upright without support and would be able to withstand prevailing winds along with yearly Santa Ana wind occurrences shall not be staked. g) If upon determining a tree cannot support itself, two stakes of good quality treated lodge pole pine not exceeding eight feet in length and no more than two and one-half inches in diameter, shall be used. The stakes shall be placed in a northwest / southeast configuration to give maximum support during heavy wind conditions and placed outside the root ball, avoiding any damage to roots. Stakes shall be pounded down until sufficiently stable. The top of the stakes interfering with branch structure shall be cut off below the lowest branch where the tree's growth habit permits. h) Trees shall be tied to stakes using rubber cinch ties, thirty-two inches in length, attached by a method of a figure eight loop between the tree trunk and each stake. Ties shall be attached to stakes with galvanized nails driven into the stakes. A minimum of two ties shall be used, placed high enough on the trunk to support the crown. Additional ties shall be placed lower on the trunk if needed to straighten. Ties shall be taught enough to prevent trunk from rubbing against the stakes, but with a modest amount of slack to allow movement of the tree. Ties shall not be placed in branch crotches. i) A plastic guard shall be placed loosely around the base of the trunk. j) A watering basin shall be placed around the outer edge of the root ball in areas where runoff will occur. The basin shall be in the form of a tightly compacted soil berm, three inches in height. A watering basin is not required on turf or dense groundcover. k) Staking Only - The Contractor shall stake any tree that is unable to stand upright on its own, whether the existing stakes have become loosened, damaged, incorrectly installed, or where the stakes are absent. This work shall be performed in any area where the contractor is pruning or where otherwise directed by the Public Works Services Director. All the standards shall be followed. l) Stake Removal - The Contractor shall remove stakes from trees that have achieved enough stability and grown to at least three (3) inches diameter at breast height (DBH).

The stakes should be pulled completely out of the ground when possible; otherwise, the stakes shall be cut down below grade and backfilled with soil. All undamaged tree stakes that are suitable for re-use shall be returned to the City. The Contractor shall dispose of all damaged tree stakes. Stake removal shall be performed in any area where the contractor is pruning, and there shall be no extra charge incurred. m) Removal of Brush and Debris - The Contractor shall be responsible for the removal and disposal of all debris, i.e. wood, branches, brush, chippings, and any other material resulting from tree maintenance operations. Contractor must comply with all state, county and local laws and ordinances applicable to and governing such disposal.

Disposal of all Eucalyptus wood infested with the larvae of the Eucalyptus Long Horned Borer shall follow the State of California Public Resources Code, Article 5, Section 4714.5.
n) Tree Watering - Watering is to be performed by a one-man crew with a water truck.

Contractor shall include the pricing to water newly planted trees for the 6 weeks after initial planting. Watering will occur along various routes including landscape medians, parkways, parks, and City facilities.
69 o) Tree Warranty - Contractor will warranty all trees planted by contractor for up to 6 months. If the tree should die or decline dramatically the contractor will replace the tree with the original size installed.

37. ARBORIST SERVICES
On occasion, the City requires tree evaluations including written reports. The Contractor shall provide an hourly rate for an Arborist that can respond to the City's request(s) for the preparation of detailed arborist reports, tree risk assessment reports, tree evaluations and site inspections. Reporting can be generated on as little as one tree to an entire urban forest population and is handled on a case-by-case basis.

Section ItemCode Type ItemDesc UnitOfMeasure Quantity Reference Manufacturer ModelNum BrandReq BrandSpec DeliveryLoc UnitPrice Base Bid - General Bid Items Lizzie's Trail Inn Mobilization/Demobiliz
ation LS 1
Base Bid - General Bid Items
Individual Full Tree Pruning
Up to 6" DBH EA 10
Base Bid - General Bid Items
Individual Full Tree Pruning From 7" to 18" DBH EA 10
Base Bid - General Bid Items
Individual Full Tree Pruning From 19" to 30" DBH EA 10
Base Bid - General Bid Items
Individual Full Tree Pruning From 31" to 36" DBH EA 10
Base Bid - General Bid Items
Individual Full Tree Pruning Over 36" DBH EA 10
Base Bid - General Bid Items
Individual Crown
Raise/Clearance Pruning
Up to 6" DBH
EA 15
Base Bid - General Bid Items
Individual Crown
Raise/Clearance Pruning From 7" to 18" DBH
EA 15
Base Bid - General Bid Items
Individual Crown
Raise/Clearance Pruning
From 19" to 30" DBH EA 15
Base Bid - General Bid Items
Individual Crown
Raise/Clearance Pruning
From 31" to 36" DBH EA 15
Base Bid - General Bid Items
Individual Crown
Raise/Clearance Pruning Over 36" DBH
EA 15
Base Bid - General Bid Items
Individual Palm Tree Services Prune Date Palm EA 10
Base Bid - General Bid Items
Individual Palm Tree Services Remove Date Palm EA 20
Base Bid - General Bid Items
Individual Palm Tree Services Prune Fan Palm EA 10
Base Bid - General Bid Items
Individual Palm Tree Services Remove Fan Palm EA 20
Base Bid - General Bid Items
Individual Palm Tree Services Prune Other Palm EA 10
Base Bid - General Bid Items
Individual Palm Tree Services Remove Other Palm EA 10
Base Bid - General Bid Items
Grid Tree Pruning Up to 22" DBH EA 600
Base Bid - General Bid Items
Grid Tree Pruning 22" DBH and over EA 600
Tree and stump removal per inch EA 45
Tree only remvoal per inch EA 10
Stump grinding per inch EA 10
Special handling and disposal for
contaminated trees per ton EA 5
All inclusive tree planting and
watering (6 mos) 15 Gallon tree EA 20
All inclusive tree planting and
watering (6 mos) 24" box tree EA 30
Emergency Response Removal
or trim
Weekday 2 hour
minimum Hourly 5
Emergency Response Removal
or trim
After hours, weekends,
holidays 4-hour
minimum Hourly 5
Arborist Review (no more than
monthly) 2 hour minimum Hourly 24
Arborist Risk Assessment Report 1 hour minimum Hourly 4 Tree Planting Inventory Update
Minimum of quartely 1 hour minimum Hourly 4
Arborist participation in
Outreach Events 2 hour minimum Hourly 6
Provide/enter data to be included
with the City's asset management
program. 1 hour minimum Hourly 20
3 Man Crew+ 1 Aerial Lift Truck
+ 1 Chipper Truck 2 hour minimum Hourly 4 4 Man Crew+ 2 Aerial Lift Trucks + 1 Chipper Truck 2 hour minimum Hourly 4 5 Man Crew+ 2 Aerial Lift Trucks + 1 Chipper Truck 2 hour minimum Hourly 4 3 Man Crew+ 1 Aerial Lift Truck + 1 Chipper Truck N/A Per Day 1
Emergency Response during
normal work day, Paid at 2 hour
minimum 2 hour minimum Hourly 4
Emergency Response during
after-hours/weekends, Paid at 4
hour minimum 4 hour minimum Hourly 3
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MAINTENANCE AGREEMENT
Prov

1. IDENTIFICATION

2. RECITALS

2.1. 2.2. Contractor represents that it is fully qualified to perform such maintenance services by virtue of its experience and the training, education and expertise of its principals and employees. Contractor further represents that it is willing to accept responsibility for performing such maintenance services in accordance with the terms and conditions set forth in this Agreement.

NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, City and Contractor agree as follows:

3. DEFINITIONS
Administrator will establish the timetable for completion of services and any interim milestones. City reserves the right to change this designation upon written notice to Contractor

4. TERM
The term of this Agreement shall commence at 12:00 a.m. on the Commencement Date and shall expire at 11:59 p.m. on the Termination Date unless extended by written agreement of the parties or terminated earlier under Section 15 (“Termination”) below. The contract shall be for Three (3) Years with the City option of Two (2) 1-Year extensions. (City of Sierra Madre / West Coast Arborists, Inc.)
This MAINTENANCE AGREEMENT ("Agreement") is entered into by and between the City of Sierra Madre, a California municipal corporation ("City"), and West Coast Arborists, Inc., a California corporation ("Contractor").

City has determined that it requires the following maintenance services from a contractor: annual citywide tree maintenance services, including routine, extraordinary, and emergency tree services.

3.1. "Scope of Services": The maintenance services and incorporated documents identified in Exhibit A, including the City Request for Bids and Contractor's bid dated August 10, 2026, together with the applicable PlanetBids unit-price schedule.

3.2. "Agreement Administrator": The Agreement Administrator for this project is Brian A. Dickinson, Public Works Director. The Agreement Administrator shall be the principal point of contact at the City for this project. All services under this Agreement shall be performed at the request of the Agreement Administrator.

3.3. "Maximum Amount": Compensation shall not exceed $200,000 in any contract year. The initial three-year term shall not exceed $600,000. If both one-year extensions are exercised, total compensation under this Agreement shall not exceed $1,000,000, subject to annual budget appropriation.

3.4. "Commencement Date": September 14, 2026.

3.5. "Termination Date": September 13, 2029.

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5. CONTRACTOR’S DUTIES

5.1. Services. Contractor shall perform the services identified in the Scope of Services.

City shall have the right to request, in writing, changes in the Scope of Services.

Any such changes mutually agreed upon by the parties, and any corresponding increase or decrease in compensation, shall be incorporated by written amendment to this Agreement.

5.2. Coordination with City. In performing services under this Agreement, Contractor shall coordinate all contact with City through its Agreement Administrator.

5.3. Budgetary Notification. Contractor shall notify the Agreement Administrator, in writing, when fees and expenses incurred under this Agreement have reached eighty percent (80%) of the Maximum Amount. Contractor shall concurrently inform the Agreement Administrator, in writing, of Contractor’s estimate of total expenditures required to complete its current assignments before proceeding, when the remaining work on such assignments would exceed the Maximum Amount.

5.4. Business License. Contractor shall obtain and maintain in force a City business license for the duration of this Agreement.

5.5. Professional Standards. Contractor shall perform all work to the highest standards of Contractor’s profession and in a manner reasonably satisfactory to City.

Contractor shall keep itself fully informed of and in compliance with all local, state, and federal laws, rules, and regulations in any manner affecting the performance of this Agreement, including all Cal/OSHA requirements, the conflict of interest provisions of Government Code § 1090 and the Political Reform Act (Government Code § 81000 et seq.).

5.6. Campaign Contributions. This Agreement is subject to Government Code Section 84308, as amended by SB 1439. Consultant shall disclose any contribution in an amount of more than two hundred fifty dollars ($250) made within the preceding 12 months by the party or the party's agent. Consultant shall provide a signed copy of the attached Campaign Contribution Disclosure Form to the City prior to, or concurrent with, the Consultant's execution of this Agreement.

5.8. Prevailing Wages. This Agreement is subject to the prevailing wage law as more fully set forth in Section 8 (Labor Code), for all work performed under this Agreement for which the payment of prevailing wages is required under the California Labor Code. In particular, Contractor acknowledges that prevailing wage determinations are available for work performed under this Agreement.

5.7. Appropriate Personnel. Contractor has, or will secure at its own expense, all personnel required to perform the services identified in the Scope of Services. All such services shall be performed by Contractor or under its supervision or by subcontractor(s) of Contractor, and all personnel engaged in the work shall be qualified to perform such services. Herminio Padilla, Area Manager, shall be Contractor's project manager/administrator and shall have direct responsibility for management of Contractor's performance under this Agreement. No change shall be made in Contractor's project administrator without City's prior written consent.

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5.9. Skilled and Trained Workforce Requirement. When the use of a skilled and trained workforce is required to complete a contract pursuant to existing law, this contract is subject to such requirement and Contractor agrees to use a skilled and trained workforce.

5.10. Permits and Approvals. Contractor shall obtain, at its sole cost and expense, all permits and regulatory approvals necessary, if any, for Contractor’s performance of this Agreement including, but not limited to, professional licenses and permits.

5.11. Notification of Organizational Changes. Contractor shall notify the Agreement Administrator, in writing, of any change in name, ownership or control of Contractor’s firm or of any subcontractor. Change of ownership or control of Contractor’s firm may require an amendment to this Agreement.

5.12. Records. Contractor shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services or expenditures and disbursements charged to City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such documents shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of City. In addition, pursuant to Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds ten thousand dollars, all such documents and this Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of City, for a period of three (3) years after final payment under this Agreement.

6. SUBCONTRACTING AND ASSIGNMENT

6.1. General Prohibition On Assignment. This Agreement covers services of a specific and unique nature. Except as otherwise provided herein, Contractor shall not assign or transfer its interest in this Agreement or subcontract any services to be performed without amending this Agreement.

6.2. Contractor Responsible. Contractor shall be responsible to City for all services to be performed under this Agreement.

6.3. Subcontracting. Contractor shall not subcontract any portion of the performance contemplated and provided for herein unless (1) such subcontracting is specifically described in the proposal attached hereto or (2) the City provides prior written approval. In any event, Contractor shall supervise all work subcontracted by Contractor in performing the services described in the Scope of Services and shall be responsible for all work performed by a subcontractor as if Contractor itself had performed such work. The subcontracting of any work shall not relieve Contractor from any of its obligations under this Agreement with respect to the services described in the Scope of Services. Contractor is obligated to ensure that any and all subcontractors performing any services under this Agreement shall be fully insured in all respects and to the same extent as set forth under Section 13 (Insurance), to City’s satisfaction.

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6.4. Compensation for Subcontractors. Contractor shall be liable and accountable for any and all payments, compensation, and federal and state taxes to all subcontractors performing services under this Agreement. City shall not be liable for any payment, compensation, or federal and state taxes for any subcontractors.

7. COMPENSATION

7.1. General. City agrees to compensate Contractor for the services provided under this Agreement, and Contractor agrees to accept payment, the Maximum Amount in full satisfaction for such services. Compensation shall not exceed the Maximum Amount. Contractor shall not be reimbursed for any expenses unless provided for in this Agreement or authorized in writing by City in advance.

7.2. Invoices. Contractor shall submit to City an invoice, on a monthly basis or as otherwise agreed to by the Agreement Administrator, for services performed pursuant to this Agreement. Each invoice shall identify the Maximum Amount, the services rendered during the billing period, the amount due for the invoice, and the total amount previously invoiced. Contractor shall include a copy of each subcontractor invoice, if any, for which reimbursement is sought in the invoice.

7.3. Taxes. City shall not withhold applicable taxes or other payroll deductions from payments made to Contractor except as otherwise required by law. Contractor shall be solely responsible for calculating, withholding, and paying all taxes.

7.4. Disputes. The parties agree to meet and confer at mutually agreeable times to resolve any disputed amounts contained in an invoice submitted by Contractor.

8. LABOR CODE

8.1. Prevailing Wage Law. Prevailing Wage Law. This Agreement is subject to the requirements of the prevailing wage laws, including, but not limited to, Labor Code Section 1720 et seq., and Labor Code Section 1770 et seq., as well as Code of Regulations, Title 8, Section 16000 et seq., which require payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. Contractor shall defend, indemnify, and hold harmless City, and its officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of failure or alleged failure of Contractor to comply with such prevailing wage laws.

8.2. Payment of Prevailing Wages. Contractor shall pay the prevailing wage rates for all work performed under this Agreement. When any craft or classification is omitted from the general prevailing wage determinations, the Contractor shall pay the wage rate of the craft or classification most closely related to the omitted classification.

8.3. Forfeiture. Contractor shall forfeit as a penalty to City Two Hundred Dollars ($200.00), or any greater penalty provided in the Labor Code, for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rates for any work done under this Agreement employed in the performance of the Scope of Services by Contractor or by any subcontractor of Contractor in violation of the Maintenance Services Agreement

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provisions of the Labor Code. In addition, the difference between such prevailing wage rates and the amount paid to each worker for each calendar day, or portion thereof, for which each worker was paid less than the prevailing wage rate shall be paid to each worker by Contractor.

8.4. Apprentices. Contractor shall comply with the provisions of Labor Code section 1777.5 concerning the employment of apprentices on public works projects.

Contractor shall be responsible for ensuring compliance by its subcontractors with Labor Code 1777.5.

8.5. Payroll Records. Pursuant to Labor Code section 1776, Contractor and any subcontractor(s) shall keep accurate payroll records, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by Contractor in connection with this Agreement. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following: (1) The information contained in the payroll record is true and correct; and (2) The employer has complied with the requirements of Labor Code section 1811 and Labor Code section 1815 for any work performed by his or her employees on the public works project. The payroll records shall be certified and shall be available for inspection at all reasonable hours as required by Labor Code 1776.

Pursuant to Labor Code section 1776, such records must be maintained for at least three years after completion of work.

8.6. 8-Hour Work Day. This Agreement is subject to 8-hour work day and wage and hour penalty laws, including, but not limited to, Labor Code section 1810 and Labor Code section 1813. Contractor and any subcontractor(s) of Contractor shall strictly adhere to the provisions of the Labor Code regarding 8-hour work day and 40-hour work week requirements, and overtime, Saturday, Sunday, and holiday work.

Pursuant to the Labor Code, eight hours’ labor shall constitute a legal day’s work.

Work performed by Contractor’s employees in excess of eight hours per day, and 40 hours during any one week, must include compensation for all hours worked in excess of eight hours per day, or 40 hours during any one week, at not less than one and one-half times the basic rate of pay. Contractor shall forfeit as a penalty to City $25.00, or any greater penalty set forth in the Labor Code, for each worker employed in the execution of the work by Contractor or by any subcontractor(s) of Contractor, for each calendar day during which such worker is required or permitted to the work more than eight hours in one calendar day or more than 40 hours in any one calendar week in violation of the Labor Code.

8.7. Registration with DIR. Contractor and any subcontractor(s) of Contractor shall comply with the provisions of Labor Code section 1771 and Labor Code section 1725.5 requiring registration with the Department of Industrial Relations (DIR).

Contractors shall be registered through the Department of Industrial Relation’s (DIR) Public Works Program for state and local public works contracts, for maintenance work valued at more than $15,000.

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9. OWNERSHIP OF WRITTEN PRODUCTS
All reports, documents or other written material, and all electronic files, including computer-aided design files, developed by Contractor in the performance of this Agreement (such written material and electronic files are collectively known as “written products”) shall be and remain the property of City without restriction or limitation upon its use or dissemination by City except as provided by law. Contractor may take and retain copies of such written products as desired, but no such written products shall be the subject of a copyright application by Contractor.

10. RELATIONSHIP OF PARTIES

10.1. General. Contractor is, and shall at all times remain as to City, a wholly independent contractor.

10.2. No Agent Authority. Contractor shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise to act on behalf of City as an agent.

Neither City nor any of its agents shall have control over the conduct of Contractor or any of Contractor’s employees, except as set forth in this Agreement. Contractor shall not represent that it is, or that any of its agents or employees are, in any manner employees of City.

10.3. Independent Contractor Status. Under no circumstances shall Contractor or its employees look to the City as an employer. Contractor shall not be entitled to any benefits. City makes no representation as to the effect of this independent contractor relationship on Contractor’s previously earned California Public Employees Retirement System (“CalPERS”) retirement benefits, if any, and Contractor specifically assumes the responsibility for making such a determination. Contractor shall be responsible for all reports and obligations including, but not limited to:
social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation, and other applicable federal and state taxes.

10.4. Indemnification of CalPERS Determination. In the event that Contractor or any employee, agent, or subcontractor of Contractor providing services under this Agreement claims or is determined by a court of competent jurisdiction or CalPERS to be eligible for enrollment in CalPERS as an employee of the City, Contractor shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for CalPERS benefits on behalf of Contractor 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.

11. INDEMNIFICATION

11.1. Definitions. For purposes of this Section 11, “Contractor” shall include Contractor, its officers, employees, servants, agents, or subcontractors, or anyone directly or indirectly employed by either Contractor or its subcontractors, in the performance of this Agreement. “City” shall include City, its officers, agents, employees and volunteers.

11.2. Contractor to Indemnify City. To the fullest extent permitted by law, Contractor Maintenance Services Agreement

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shall indemnify, hold harmless, and defend City from and against any and all claims, losses, costs or expenses for any personal injury or property damage arising out of or in connection with Contractor’s alleged negligence, recklessness or willful misconduct or other wrongful acts, errors or omissions of Contractor or failure to comply with any provision in this Agreement.

11.3. Scope of Indemnity. Personal injury shall include injury or damage due to death or injury to any person, whether physical, emotional, consequential or otherwise, Property damage shall include injury to any personal or real property. Contractor shall not be required to indemnify City for such loss or damage as is caused by the sole active negligence or willful misconduct of the City.

11.4. Attorneys’ Fees. Such costs and expenses shall include reasonable attorneys’ fees for counsel of City’s choice, expert fees and all other costs and fees of litigation.

Contractor shall not be entitled to any refund of attorneys’ fees, defense costs or expenses in the event that it is adjudicated to have been non-negligent.

11.5. Defense Deposit. The City may request a deposit for defense costs from Contractor with respect to a claim. If the City requests a defense deposit, Contractor shall provide it within 15 days of the request.

11.6. Waiver of Statutory Immunity. The obligations of Contractor under this Section are not limited by the provisions of any workers’ compensation act or similar act.

Contractor expressly waives its statutory immunity under such statutes or laws as to City.

11.7. Indemnification by Subcontractors. Contractor agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Section 12 from each and every subcontractor or any other person or entity involved in the performance of this Agreement on Contractor’s behalf.

11.8. Insurance Not a Substitute. City does not waive any indemnity rights by accepting any insurance policy or certificate required pursuant to this Agreement. Contractor’s indemnification obligations apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost or expense.

12. INSURANCE

12.1. Insurance Required. Contractor shall maintain insurance as described in this section and shall require all of its subcontractors, Contractors, and other agents to do the same. Approval of the insurance by the City shall not relieve or decrease any liability of Contractor. Any requirement for insurance to be maintained after completion of the work shall survive this Agreement.

12.2. Documentation of Insurance. City will not execute this agreement until it has received a complete set of all required documentation of insurance coverage.

However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. Contractor shall file with City:

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• Certificate of Insurance, indicating companies acceptable to City, with a Best’s Rating of no less than A:VII showing. The Certificate of Insurance must include the following reference (project name):
.
• Documentation of Best’s rating acceptable to the City. • Original endorsements effecting coverage for all policies required by this Agreement.
• Complete, certified copies of all required insurance policies, including endorsements affecting the coverage.

13. Coverage Amounts. Insurance coverage shall be at least in the following minimum amounts:

Professional Liability Insurance: $1,000,000 per occurrence, $2,000,000 aggregate
General Liability:
• General Aggregate: $2,000,000
• Products Comp/Op Aggregate
• Personal & Advertising Injury
• Each Occurrence
• Fire Damage (any one fire)
• Medical Expense (any 1 person)
Workers’ Compensation:
$2,000,000
$1,000,000
$1,000,000
$ 50,000
$ 5,000
• Workers’ Compensation
• EL Each Accident
• EL Disease – Policy Limit
• EL Disease – Each Employee
Statutory Limits
$1,000,000
$1,000,000
$1,000,000
• Automobile Liability
• Any vehicle, combined single limit $1,000,000
Any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements or limits shall be available to the additional insured.

Furthermore, the requirements for coverage and limits shall be the greater of (1) the minimum coverage and limits specified in this Agreement, or (2) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured

13.1. General Liability Insurance. Commercial General Liability Insurance shall be no less broad than ISO form CG 00 01. Coverage must be on a standard Occurrence form. Claims-Made, modified, limited or restricted Occurrence forms are not acceptable.

13.2. Worker’s Compensation Insurance. Contractor is aware of the provisions of Section 3700 of the Labor Code which requires every employer to carry Workers’ Compensation (or to undertake equivalent self-insurance), and Contractor will comply with such provisions before commencing the performance of the work of this Agreement. If such insurance is underwritten by any agency other than the State Compensation Fund, such agency shall be a company authorized to do business in Maintenance Services Agreement

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the State of California.

13.3. Automobile Liability Insurance. Covered vehicles shall include owned if any, non-owned, and hired automobiles and, trucks.

13.4. Claims-Made Policies. If any of the required policies provide coverage on a claimsmade basis the Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. Claims-Made Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of contract work.

13.5. Additional Insured Endorsements. The City, its City Council, Commissions, officers, and employees of Sierra Madre must be endorsed as an additional insured for each policy required herein, for liability arising out of ongoing and completed operations by or on behalf of the Contractor. Contractor’s insurance policies shall be primary as respects any claims related to or as the result of the Contractor’s work.

Any insurance, pooled coverage or self-insurance maintained by the City, its elected or appointed officials, directors, officers, agents, employees, volunteers, or Contractors shall be non-contributory. All endorsements shall be signed by a person authorized by the insurer to bind coverage on its behalf. General liability coverage can be provided using an endorsement to the Contractor’s insurance at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10 and CG 20 37.

13.6. Failure to Maintain Coverage. In the event any policy is canceled prior to the completion of the project and the Contractor does not furnish a new certificate of insurance prior to cancellation, City has the right, but not the duty, to obtain the required insurance and deduct the premium(s) from any amounts due the Contractor under this Agreement. Failure of the Contractor to maintain the insurance required by this Agreement, or to comply with any of the requirements of this section, shall constitute a material breach of this Agreement.

13.7. Insurance Notices. Contractor shall provide immediate written notice if (1) any of the required insurance policies is terminated; (2) the limits of any of the required policies are reduced; (3) or the deductible or self-insured retention is increased.

Contractor shall provide no less than 30 days’ notice of any cancellation or material change to policies required by this Agreement. Contractor shall provide proof that cancelled or expired policies of insurance have been renewed or replaced with other policies providing at least the same coverage. Such proof will be furnished at least two weeks prior to the expiration of the coverages. The name and address for Additional Insured Endorsements, Certificates of Insurance and Notices of Cancellation is: City of Sierra Madre, Attn: , 232 W. Sierra Madre Blvd., Sierra Madre, CA 91024.

13.8. Contractor’s Insurance Primary. The insurance provided by Contractor, including all endorsements, shall be primary to any coverage available to City. Any insurance or self-insurance maintained by City and/or its officers, employees, agents or Maintenance Services Agreement

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volunteers, shall be in excess of Contractor’s insurance and shall not contribute with it.

13.9. Waiver of Subrogation. Contractor hereby waives all rights of subrogation against the City. Contractor shall additionally waive such rights either by endorsement to each policy or provide proof of such waiver in the policy itself.

13.10. Report of Claims to City. Contractor shall report to the City, in addition to the Contractor’s insurer, any and all insurance claims submitted to Contractor’s insurer in connection with the services under this Agreement.

13.11. Premium Payments and Deductibles. Contractor must disclose all deductibles and self-insured retention amounts to the City. The City may require the Contractor to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within retention amounts. Ultimately, City must approve all such amounts prior to execution of this Agreement. City has no obligation to pay any premiums, assessments, or deductibles under any policy required in this Agreement. Contractor shall be responsible for all premiums and deductibles in all of Contractor’s insurance policies. The amount of deductibles for insurance coverage required herein are subject to City’s approval.

13.12. Duty to Defend and Indemnify. Contractor’s duties to defend and indemnify City under this Agreement shall not be limited by the foregoing insurance requirements and shall survive the expiration of this Agreement as well as expiration or early termination of this Agreement.

14. MUTUAL COOPERATION

14.1. City Cooperation in Performance. City shall provide Contractor with all pertinent data, documents and other requested information as is reasonably available for the proper performance of Contractor’s services under this Agreement.

14.2. Contractor Cooperation in Defense of Claims. If any claim or action is brought against City relating to Contractor’s performance in connection with this Agreement, Contractor shall render any reasonable assistance that City may require in the defense of that claim or action.

15. NOTICES
Any notices, bills, invoices, or reports required by this Agreement shall be deemed received on: (i) the day of delivery if delivered by hand, electronic mail or overnight courier service during Contractor’s and City’s regular business hours; or (ii) on the third business day following deposit in the United States mail if delivered by mail, postage prepaid, to the addresses listed below (or to such other addresses as the parties may, from time to time, designate in writing).

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16. SURVIVING COVENANTS
The parties agree that the covenants contained in paragraph 5.10 (Records), paragraph

10.4 (Indemnification of CalPERS Determination), Section 11 (Indemnification), paragraph 12.7 (Claims-Made Policies), paragraph 12.12 (Waiver of Subrogation), paragraph 13.2 (Contractor Cooperation in Defense of Claims), Section 15 (Surviving Covenants), Section 17 (Interpretation of Agreement), and Section 18 (General Provisions) of this Agreement shall survive the expiration or termination of this Agreement, subject to the provisions and limitations of this Agreement and all otherwise applicable statutes of limitations and repose.

17. TERMINATION

17.1. City Termination. City may terminate this Agreement for any reason on five calendar days’ written notice to Contractor. Contractor agrees to cease all work under this Agreement on or before the effective date of any notice of termination.

All City data, documents, objects, materials or other tangible things shall be returned to City upon the termination or expiration of this Agreement.

17.2. Contractor Termination. Contractor may terminate this Agreement for a material breach by the City of this Agreement upon 30 days’ notice.

17.3. Compensation Following Termination. Upon termination, Contractor shall be paid based on the work satisfactorily performed at the time of termination. In no event shall Contractor be entitled to receive more than the amount that would be paid to Contractor for the full performance of the services required by this Agreement. The City shall have the benefit of such work as may have been completed up to the time of such termination.

17.4. Remedies. City retains any and all available legal and equitable remedies for Contractor’s breach of this Agreement.

If to City:

City of Sierra Madre
Attn: Brian A. Dickinson
232 W. Sierra Madre Blvd.

Sierra Madre, CA 91024
Telephone: (626) 355-7135
Email: [email protected]
West Coast Arborists, Inc.

Attn: Victor Gonzalez, Vice President
2200 E. Via Burton St.

Anaheim, CA 92806
Telephone: (714) 991-1900
Email: [email protected]
If to Contractor:

With courtesy copy to:

Aleks R. Giragosian, Esq.

Sierra Madre City Attorney
Colantuono, Highsmith & Whatley, PC
790 E. Colorado Blvd., Suite 850
Pasadena, CA 91101
Telephone: (213) 542-5700
Email: [email protected]
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18. INTERPRETATION OF AGREEMENT

18.1. Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of California.

18.2. Integration of Exhibits. All documents referenced as exhibits in this Agreement are hereby incorporated into this Agreement. In the event of any material discrepancy between the express provisions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail. This instrument contains the entire Agreement between City and Contractor with respect to the transactions contemplated herein. No other prior oral or written agreements are binding upon the parties. Amendments hereto or deviations herefrom shall be effective and binding only if made in writing and executed on by City and Contractor.

18.3. Headings. The headings and captions appearing at the commencement of the sections hereof, and in any paragraph thereof, are descriptive only and for convenience in reference to this Agreement. Should there be any conflict between such heading, and the section or paragraph thereof at the head of which it appears, the language of the section or paragraph shall control and govern in the construction of this Agreement.

18.4. Pronouns. Masculine or feminine pronouns shall be substituted for the neuter form and vice versa, and the plural shall be substituted for the singular form and vice versa, in any place or places herein in which the context requires such substitution(s).

18.5. Severability. If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, then such term or provision shall be amended to, and solely to the extent necessary to, cure such invalidity or unenforceability, and shall be enforceable in its amended form. In such event, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and each term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law.

18.6. No Presumption Against Drafter. Each party had an opportunity to consult with an attorney in reviewing and drafting this agreement. Any uncertainty or ambiguity shall not be construed for or against any party based on attribution of drafting to any party.

19. GENERAL PROVISIONS

19.1. Confidentiality. All data, documents, discussion, or other information developed or received by Contractor for performance of this Agreement are deemed confidential and Contractor shall not disclose it without prior written consent by City. City shall grant such consent if disclosure is legally required. All City data shall be returned to City upon the termination or expiration of this Agreement.

19.2. Conflicts of Interest. Contractor maintains and warrants that it has not employed Maintenance Services Agreement

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nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Contractor further agrees to file, or shall cause its employees or subcontractor to file, a Statement of Economic Interest with the City’s Filing Officer if required under state law in the performance of the services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer, or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

19.3. Non-assignment. Contractor shall not delegate, transfer, subcontract or assign its duties or rights hereunder, either in whole or in part, without City’s prior written consent, and any attempt to do so shall be void and of no effect. City shall not be obligated or liable under this Agreement to any party other than Contractor.

19.4. Binding on Successors. This Agreement shall be binding on the successors and assigns of the parties.

19.5. No Third-Party Beneficiaries. Except as expressly stated herein, there is no intended third-party beneficiary of any right or obligation assumed by the parties.

19.6. Time of the Essence. Time is of the essence for each and every provision of this Agreement.

19.7. Non-Discrimination. Contractor shall not discriminate against any employee or applicant for employment because of race, sex (including pregnancy, childbirth, or related medical condition), creed, national origin, color, disability as defined by law, disabled veteran status, Vietnam veteran status, religion, age (40 and above), medical condition (cancer-related), marital status, ancestry, or sexual orientation.

Employment actions to which this provision applies shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; or in terms, conditions or privileges of employment, and selection for training. Contractor agrees to post in conspicuous places, available to employees and applicants for employment, the provisions of this nondiscrimination clause.

19.8. Waiver. No provision, covenant, or condition of this Agreement shall be deemed to have been waived by City or Contractor unless in writing signed by one authorized to bind the party asserted to have consented to the waiver. The waiver by City or Contractor of any breach of any provision, covenant, or condition of this Agreement shall not be deemed to be a waiver of any subsequent breach of the same or any other provision, covenant, or condition.

19.9. Excused Failure to Perform. Contractor shall not be liable for any failure to perform if Contractor presents acceptable evidence, in City’s sole judgment that such failure was due to causes beyond the control and without the fault or Maintenance Services Agreement