HomeMy WebLinkAboutStaff Report 147-05FORMAL CONTRACT
coverage required under this Contract on or before the Date of Execution. The certificates and endorsements
for each insurance policy shall be signed by a person who is authorized by that insurer to bind coverage in its
behalf. Proof of insurance shall be mailed to the Project Manager to the address set forth in Section 16 of this
Contract.
6. Indemnification. Contractor agrees to protect, defend, indemnify and hold City, its Council members, officers,
employees, agents and representatives harmless from and against any and all claims, demands, liabilities,
losses, damages, costs, expenses, liens, penalties, suits, or judgments, arising, in whole or in part, directly or
indirectly, at any time from any injury to or death of persons or damage to property as a. result of the willful acts
or the negligent acts or omissions of Contractor, orwhich results from Contractor's noncompliance with any Law
respecting the condition, use, occupation or safety of the Project site, or any part thereof, or which arises from
Contractor's failure to do anything required under this Contract or for doing anything which Contractor is
required not to do under this Contract, or which arises from conduct for which any Law may impose strict liability
on Contractor in the performance of or failure to perform the provisions of this Contract, except as may arise
from the sole willful acts or negligent acts or omissions of City or any of its Council members, officers,
employees, agents or representatives. This indemnification shall extend to any and all claims, demands, or
liens made or filed by reason of any work performed by Contractor under this Contract at any time during the
term of this Contract, or arising thereafter.
To the extent Contractor will use hazardous materials in connection with the execution of its obligations under
this Contract, Contractor further expressly agrees to protect, indemnify, hold harmless and defend City, its City
Council members, officers and employees from and against any and all claims, demands, liabilities, losses,
damages, costs, expenses, liens, penalties, suits, or judgments City may incur, arising, in whole or in part, in
connection with or as a result of Contractor's willful acts or negligent acts or omissions under this Contract,
under the Comprehensive Environmental Response, Compensation and Liability Act (42 U.S.C. 339601-6975,
as amended); the Resource Conservation and Recovery Act (42 U.S.C. 336901-6992k, as amended); the Toxic
Substances Control Act (15 U.S.C. 332601-2692, as amended); the Carpenter-Presley-Tanner Hazardous
Substance Account Act (Health & Safety Code, 3325300-25395, as amended); the Hazardous Waste Control
Law (Health & Safety Code, 3325100-25250.25, as amended); the Safe Drinking Water and Toxic Enforcement
Act (Health & Safety Code, 3325249.5-25249.13, as amended); the Underground Storage of Hazardous
Substances Act (Health & Safety Code, 3325280-25299.7, as amended); or under any other local, state or
federal law, statute or ordinance, or at common law.
7. Assumption of Risk. Contractor agrees to voluntarily assume any and all risk of loss, damage, or injury to the
property of Contractor which may occur in, on, or about the Project site at any time and in any manner,
excepting such loss, injury, or damage as may be caused by the sole willful act or negligent act or omission of
City or any of its Council members, officers, employees, agents or representatives.
8. Waiver. The acceptance of any payment or performance, or any part thereof, shall not operate as a waiver by
City of its rights under this Contract. A waiver by City of any breach of any part or provision of this Contract by
Contractor shall not operate as a waiver or continuing waiver of any subsequent breach of the same or any
other provision, nor shall any custom or practice which may arise between the parties in the administration of
any part or provision of this Contract be construed to waive or to lessen the right of City to insist upon the
performance of Contractor in strict compliance with the covenants, terms and conditions of this Contract.
9. No Exoneration By Inspection: The City has the right, but not the duty, to inspect Contractor's Work. The right
of inspection is solely for the benefit of City. Contractor has the obligation to complete the Work in a
satisfactory manner in compliance with Contract requirements. The presence of a City inspector does not shift
that obligation to the City or relieve Contractor from its obligations to complete the Work in a satisfactory
manner in compliance with the Contract requirements.
10. Compliance with Laws. Contractor shall comply with all Laws now in force or which may hereafter be in force
pertaining to the Project and Work and this Contract, with the requirement of any bond or fire underwriters or
other similar body now or hereafter constituted, with any discretionary license or permit issued pursuant to any
Law of any public agency or official as well as with any provision of all recorded documents affecting the Project
site, insofar as any are required by reason of the use or occupancy of the Project site, and with all Laws
pertaining to nondiscrimination in employment and hazardous materials.
11. ~. As a condition precedent to City's obligation to pay compensation to Contractor, and on or before the
CITY OF PALO ALTO CONTRACT C051 09880 PAGE 2 OF 7
rev. 12100
FORMAL CONTRACT
15. Audits by City. During the term of this Contract and for a period of not less than three (3) years after the
expiration or earlier termination of this Contract, City shall have the right to audit Contractor's Project-related
and Work-related writings and business records, as such terms are defined in California Evidence Code
Sections 250 and 1271, as amended, during the regular business hours of Contractor, or, if Contractor has no
such hours, during the regular business hours of City.
16. Notices. All agreements, appointments, approvals, authorizations, claims, demands, Change Orders, consents,
designations, notices, offers, requests and statements given by either party to the other shall be in writing and
shall be sufficiently given and served upon the other party if (1) personally served, (2) sent by the United States
mail, postage prepaid, (3) sent by private express delivery service, or (4) in the case of a facsimile transmission,
if sent to the telephone FAX number set forth below during regular business hours of the receiving party and
followed within two (2) Days by delivery of a hard copy of the material sent by facsimile transmission, in
accordance with (1), (2) or (3) above. Personal service shall include, without limitation, service by delivery and
service by facsimile transmission .
. To City:
Copy to:
To Contractor:
City of Palo Alto
City Clerk
250 Hamilton Avenue
P.O. Box 10250
Palo Alto, CA 94303
City of Palo Alto
Public Works Department
250 Hamilton Avenue
Palo Alto, CA 94303
Attn: Dave Sandage, Project Manager
TrueGreen LandCare LLC
2000 Oakland Road
San Jose, CA 95131
Attn: David M. Murphy
17. Appropriation of Citv Funds. This Contract is subject to the fiscal provisions of Article III, Section 12 of the
Charter of the City of Palo Alto. Any charges hereunder for labor, services, materials and equipment may
accrue only after such expenditures have been approved in advance in writing in accordance with applicable
Laws. This Contract shall terminate without penalty (I) at the end of any fiscal year in the event that funds are
not appropriated for the following fiscal year, or (ii) at any time within a fiscal year in the eVent that funds are
only appropriated for a portion of the fiscal year and funds for this Contract are no longer available. This
Section 17 shall control in the event of a conflict with any other provision of this Contract.
18. Miscellaneous.
a. Bailee Disclaimer. The parties understand and agree that City does not purport to be Contractor's
bailee, and City is, therefore, not responsible for any damage to the personal property of Contractor.
b. Consent. Whenever in this Contract the approval or consent of a party is required, such approval or
consent shall be in writing and shall be executed by a person having the express authority to grant
such approval or consent.
c. Controlling Law. The parties agree that this Contract shall be governed and construed by and in
accordance with the Laws of the State of California.
d. Definitions. The definitions and terms set forth in Section 1 of the City of Palo Alto, Dept. of Public
Works Standard Drawings and Specifications (1992) of this Contract are incorporated herein by
reference.
CITY OF PALO ALTO
rev. 12100
CONTRACT C05109880 PAGE40F7
Bid
Item Description
Tree
001 Maintenance
Work
ATTACHMENT C
. 2004·2005 Tree Maintenance Project
Project No.1 09880
Bid Summary
Staff TruGreen West Coast
Estimate LandCare Arborists, Inc.
Hourly Rate for Hourly Rate for Hourly Rate for Two·Person Two-Person Crew Two-Person Crew Crew
$90.00 $92.00 $116.00
Arboricultural
Specialties, Inc.
dba
The Professional
Tree Care Co.
Hourly Rate for
Two-Person Crew
$120.00