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West Coast Arborists Inc; 2025-02-06; PSA25-3659UTIL
PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 1 AGREEMENT FOR TREE MAINTENANCE SERVICES WEST COAST ARBORISTS, INC. THIS AGREEMENT is made and entered into as of the ______________ day of ___________________, 2025, by and between the Carlsbad Municipal Water District, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad, California, ("CMWD"), and West Coast Arborists, Inc., a California corporation ("Contractor"). RECITALS A. CMWD requires the professional services of a consultant that is experienced in tree maintenance services. B. Contractor has the necessary experience in providing professional services and advice related to tree maintenance services. C. Contractor has submitted a proposal to CMWD and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, CMWD and Contractor agree as follows: 1. SCOPE OF WORK CMWD retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A", which is incorporated by this reference in accordance with this Agreement’s terms and conditions. To the extent any of the terms in any exhibit or attachment to this Agreement conflict, in whole or in part, with the terms of this Agreement, the terms of this Agreement control. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California area and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of one (1) year(s) from the date first above written. The Executive Manager may amend the Agreement to extend it for four (4) additional one (1) year(s) periods or parts thereof. Extensions will be based upon a satisfactory review of Contractor's performance, CMWD needs, and appropriation of funds by the CMWD Board of Directors. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term shall not exceed forty-five thousand dollars ($45,000). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. If CMWD elects to extend the Agreement, the amount shall not exceed forty-five thousand dollars ($45,000) per Agreement year. CMWD reserves Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC February 6th PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 2 the right to withhold a ten percent (10%) retention until CMWD has accepted the work and/or Services specified in Exhibit "A". Incremental payments, if applicable, should be made as outlined in attached Exhibit "A". 6. PUBLIC WORKS 6.1 Prevailing Wage Rates Any construction, alteration, demolition, repair, and maintenance work, including work performed during design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000 and performed under this Agreement constitute “public works” under California Labor Code section 1720 et seq. and are subject to state prevailing wage laws. The general prevailing rate of wages, for each craft or type of worker needed to execute the contract, shall be those as determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement. Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which generally requires keeping accurate payroll records, verifying and certifying payroll records, and making them available for inspection. Contractor shall require any subcontractors to comply with Section 1776. 6.2 DIR Registration. California Labor Code section 1725.5 requires the Contractor and any subcontractor or subconsultant performing any public work under this Agreement to be currently registered with the California Department of Industrial Relations (DIR), as specified in Labor Code section 1725.5. Labor Code section 1771.1 provides that a contractor or subcontractor/subconsultant shall not be qualified to engage in the performance of any contract for public work, unless currently registered and qualified to perform public work pursuant to Labor Code section 1725.5. Prior to the performance of public work by any subcontractor or subconsultant under this Agreement, Contractor must furnish CMWD with the subcontractor or subconsultant's current DIR registration number. 7. CONSTRUCTION MANAGEMENT SOFTWARE Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore (www.procore.com) online project management and document control platform. The intent of utilizing Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team dynamic by improving information flow, reducing non-productive activities, reducing rework and decreasing turnaround times. The Contractor is required to create a free web-based Procore user account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system. Unless the Engineer approves otherwise, the Contractor shall process all project documents through Procore because this platform will be used to submit, track, distribute and collaborate on project. If unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall complete a free training certification course located at http://learn.procore.com/procore-certification- subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either through the online training or reaching out to the Procore support team. It will be the responsibility of the Contractor to regularly check Procore and review updated documents as they are added. There will be no cost to the Contractor for use of Procore. It is recommended that the Contractor provide mobile access for Windows, iOS located at https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 3 installed to at least one on-site individual to provide real-time access to current posted drawings, specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient observations or punch list items. Providing mobile access will improve communication, efficiency, and productivity for all parties. The use of Procore for project management does not relieve the contractor of any other requirements as may be specified in the contract documents. 8. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of CMWD. Contractor will be under control of CMWD only as to the result to be accomplished but will consult with CMWD as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of CMWD for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. CMWD will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify CMWD and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which CMWD may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At CMWD’s election, CMWD may deduct the indemnification amount from any balance owing to Contractor. 9. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to CMWD for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and CMWD. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by CMWD. 10. OTHER CONTRACTORS CMWD reserves the right to employ other Contractors in connection with the Services. 11. INDEMNIFICATION 11.1 Defense. Indemnity and Hold Harmless. Contractor shall defend, indemnify and hold harmless CMWD and the City of Carlsbad, its present and former officers, directors, employees, agents, volunteers, mayor, staff, boards, committee and representatives, as broadly interpreted (collectively, the "Indemnified Parties"), of and from all claims, suits, demands, obligations, losses damages, sums or any other matters, threatened or presently asserted, including but limited to all legal fees, costs of defense and litigation expenses (including legal fees, expert fees and any other costs or fees, including those of adverse parties imposed on or sought against the Indemnified Parties), arising directly or indirectly out of any liability or claim of loss or liability for personal injury, bodily injury to persons, contractual liability, errors or omissions, breach, failure to perform, damage to or loss of property, or any other loss, damage, injury or other claim of any kind or nature arising out of the actions, omissions to act, negligence, intentional conduct or other activities of Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 4 Contractor and/or Contractor 's officers, agents, independent contractors, subcontractors or affiliated or related entities and/or its or their employees, agents and representatives. 11.2 Contractual Indemnity. To the fullest extent permitted under California law, Contractor shall indemnify, defend and hold harmless the Indemnified Parties from and against any liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses, amounts for good faith settlement, or costs of any kind, whether actual, alleged or threatened, including attorney's fees and costs, court costs, interest, defense costs, and expert witness fees and costs), arising out of or related to, in whole or in part, the performance of this Agreement by Contractor or by any individual or entity for which Contractor is legally liable, including but not limited to Contractor's officers, agents, independent contractors, subcontractors or affiliated or related entities and/or its or their employees, agents and representatives, including any and all actions, omissions to act, negligence, intentional conduct or other activities. Indemnification shall include any claim that Contractor or Contractor's employees or agents, are or may be considered and treated to be employees of the City of Carlsbad or are entitled to any employee benefits from the City of Carlsbad, including but not limited to those available under Public Employees Retirement Law. The obligation to indemnify, defend and hold harmless the Indemnified Parties shall apply to all liability as defined above regardless of whether the Indemnified Parties were or are alleged to have been actively or passively negligent, except that it shall not apply to claims arising from the sole negligence or willful intentional misconduct of the Indemnified Parties. 11.3 Subcontractors and Indemnification. Contractor agrees to and shall obtain executed indemnity agreements in favor of the Indemnified Parties with provisions identical to those set forth from each and every subcontractor, sub consultant or other person or entity involved by, for, with, or on behalf of CONTRACTOR in the performance of any aspect of this Agreement. In the event CONTRACTOR fails to obtain such indemnity obligations, CONTRACTOR shall be fully responsible for each and every subcontractor, sub consultant or other person or entity in terms of defense, indemnity and hold harmless obligations in favor of the Indemnified Parties. This obligation to indemnify and defend the Indemnified Parties is binding on the successors, assigns or heirs of CONTRACTOR and shall survive the full performance or termination of this Agreement. These indemnification provisions are independent of and shall not in any way be limited or superseded by the insurance requirements and insurance-related provisions of this Agreement. 11.4 CMWD Lost or Damaged Property- Theft. Contractor further agrees to pay or cause to be paid for the Indemnified Parties' benefit for any and all damage, fines or penalties, or loss or theft to the property of the CMWD or City of Carlsbad arising out of or related in any way to the actions, omissions to act, negligence, intentional conduct or other Contractor activities and/or activities of Contractor's officers, agents, independent contractors, subcontractors or affiliated or related entities and/or its or their employees, agents and representatives, whether such actions, omissions to act, negligence or intentional conduct is or was authorized by this Agreement or not. CMWD assumes no responsibility whatsoever for any property placed on the premises of CMWD or the City of Carlsbad. Contractor further agrees to waive all rights of subrogation against the Indemnified Parties. 11.5 Non-Waiver and Non-Exhaustion of CMWD’s Further Rights and Remedies. No aspect of this provision shall in any way limit or effect the rights of the Indemnified Parties against the Contractor under the terms of this Agreement or otherwise. The indemnification provisions shall apply regardless of whether this Agreement is executed after Contractor begins the work and shall extend to claims arising after this Agreement is performed or terminated, including a dispute as to the termination of Contractor. Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 5 The indemnity obligations of Contractor shall continue until the claim against the CMWD and any Indemnified Parties is determined by final judgment and after exhaustion of any rights of appeal. 11.6 Limitations on Scope of Indemnity. Notwithstanding the foregoing, Contractor shall not be responsible for indemnification for claims or losses caused solely by the negligence or intentional wrongdoing of Indemnified Parties. Further, the indemnity provided shall be interpreted as broadly as permitted under California law and as to agreements between parties, and shall if required, be reformed to be consistent with those laws to protect and save this provision for the protection of CMWD and the Indemnified Parties. 11.7. The parties expressly agree that any payment, attorneys' fee, costs or expense CMWD or City of Carlsbad incurs or makes to or on behalf of an injured employee under the City's self-administered workers' compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 11.8. These indemnification provisions are independent of and shall not in any way be limited by the insurance requirements of this Agreement. CMWD or City approval of the insurance required by this Agreement does not in any way relieve the Consultant from liability under this section. 12. BEST MANAGEMENT PRACTICES For purposes of this Agreement, Best Management Practice (BMP) means: (1) A measure that is implemented to protect water quality and reduce the potential for pollution associated with water runoff entering the City's storm drains system, and (2) Any program, technology, process, siting criteria, operating method, measure, or device that controls, prevents, removes, or reduces such pollution. Unless specifically noted otherwise, it is the responsibility of the Contractor to select, install and maintain appropriate BMPs while performing the Services in accordance with the terms and conditions of this Agreement. It is the Contractor's responsibility to ensure that the BMPs are operational and working properly. Furthermore, the Contractor shall be held responsible for any citation and/or fine due to discharges or malfunctioning of the BMPs. BMPs shall be installed in accordance with all industry recommended and recognized standards. If Contractor proposes to use a BMP that is not in accordance with recommended and recognized industry standard, Contractor shall obtain written approvals from the City prior to installation or use of non-industry standard. It shall be Contractor's responsibility to know and use the appropriate BMPs at any given location where Services are performed pursuant to the terms of this Agreement. 13. REFUSE DISPOSAL AND DUST ABATEMENT As a condition of payment, the Contractor shall submit a signed and notarized affidavit stating that all refuse (e.g., trimmings, brush, trash, debris, waste materials, etc.) resulting from the Services performed have been disposed of in a legal manner, in accordance with local codes and ordinances governing locations and methods of disposal, and in conformance with all applicable safety laws and this Agreement. Disposal of refuse generated as a result of this Agreement at landfills may be subject to a fee. Contractor shall not be entitled to extra compensation for the cost of disposing of this refuse as such cost is included in Contractor's bid. Contractor shall furnish all labor, equipment, and means required and shall carry out effective measures whenever and as often as necessary to prevent its operation from producing dust in amounts damaging to property, cultivated vegetation, domestic animals, or causing a nuisance to persons living or occupying Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 6 buildings in the vicinity of where the Services are being performed. Contractor shall be responsible for any damage resulting from any dust originating from its operations. The dust abatement measures shall be continued until the Contractor has concluded performing its Services. Contractor shall not be entitled to extra compensation for cost of dust abatement measures. 14. INSURANCE CMWD reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. If the existing policies do not meet the insurance requirements set forth herein, Contractor agrees to amend, supplement or endorse the policies to do so. Without limiting the indemnity provisions of the Agreement, the Contractor shall procure and maintain in full force and effect during the term of the Agreement, the following policies of insurance. 14.1 Minimum Scope of Insurance. (a) Commercial General Liability (CGL) which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 00 01, including products and completed operations, property damage, bodily injury, and personal & advertising injury with limits no less than $10,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. (b) Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 0001 covering "Any Auto" (Symbol 1) with limit no less than $5,000,000 each accident for bodily injury and property damage. (c) Workers' Compensation as required by the State of California with statutory limits, and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury or disease. (d) Professional Liability with limit of not less than $5,000,000 each claim. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusion that may potentially affect the work to be performed. 14.2 Endorsements. Insurance policies shall not be in compliance if they include any limiting provision or endorsement. The insurance policies shall contain, or be endorsed to contain, the following provisions: (a) Commercial General Liability i. Additional Insured: The CMWD and the City of Carlsbad, its elected officials, officers, employees, volunteers, boards, agents and representatives shall be additional insureds with regard to liability and defense of suits or claims arising out of the work or operations performed by or on behalf of the Consultant including materials, parts or equipment furnished in connection with such work or operations. Additional Insured Endorsements shall not: 1. Be limited to "Ongoing Operations" 2. Exclude "Contractual Liability" 3. Restrict coverage to the "sole" liability of CONTRACTOR 4. Exclude 'Third-Party-Over Actions" Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 7 5. Contain any other exclusion contrary to the Agreement Additional Insured Endorsements shall be at least as broad as JSO Form(s) CG 20 10 11 85; or CG 20 10 and CG 2037. ii. Primary Insurance: This insurance shall be primary and any other insurance whether primary, excess, umbrella or contingent insurance, including deductible, or self-insurance available to the insureds added by endorsement shall be in excess of and shall not contribute with this insurance. Coverage shall be at least as broad as ISO CG 20 01 04 13. (b) Auto Liability i. Additional Insured: The CMWD and the City of Carlsbad, its elected officials, officers, employees, volunteers, boards, agents and representatives shall be additional insureds with regard to liability and defense of suits or claims arising out of the work or operations performed by or on behalf of the Contractor. ii. Primary Insurance: This insurance shall be primary and any other insurance whether primary, excess, umbrella or contingent insurance, including deductible, or self-insurance available to the insureds added by endorsement shall be in excess of and shall not contribute with this insurance. (c) Workers Compensation i. Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the indemnified parties. 14.3 Insurance Obligations of Contractor. The insurance obligations under this Agreement shall be: (1) all the insurance coverage and/or limits carried by or available to the Contractor; or (2) the minimum insurance coverage requirements and/or limits shown in this Agreement; whichever is greater. Any insurance proceeds in excess of or broader than the minimum required coverage and/or minimum required limits, which are applicable to a given loss, shall be available to the CMWD. No representation is made that the minimum insurance requirements of this Agreement are sufficient to cover the obligations of the Contractor under this Agreement. 14.4 Notice of Cancellation. Required insurance policies shall not be cancelled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City, except ten (10) days shall be allowed for non-payment of premium. 14.5 Waiver of Subrogation. Required insurance coverages shall not prohibit Contractor from waiving the right of subrogation prior to a loss. Contractor shall waive all rights of subrogation against the indemnified parties and policies shall contain or be endorsed to contain such a provision. This provision applies regardless of whether the City has received a waiver of subrogation endorsement from the insurer. 14.6 Evidence of Insurance. All policies, endorsements, certificates, and/or binders shall be subject to approval by the CMWD as to form and content. These requirements are subject to amendment or waiver only if approved in writing by the CMWD. CMWD reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15) days prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 8 CMWD. lf such coverage is cancelled or reduced, Contractor shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the CMWD evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. 14.7 Deductible or Self-Insured Retention. Any deductible or self-insured retention must be approved in writing by the CMWD and shall protect the indemnified parties in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured retention. The CMWD may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the Contractor or the CMWD. 14.8 Contractual Liability. The coverage provided shall apply to the obligations assumed by the Contractor under the indemnity provisions of this Agreement. 14.9 Failure to Maintain Coverage. Contractor agrees to suspend and cease all operations hereunder during such period of time as the required insurance coverage is not in effect and evidence of insurance has not been furnished to the CMWD. CMWD shall have the right to withhold any payment due until Contractor has fully complied with the insurance provisions of this Agreement. In the event that the CONTRACTOR's operations are suspended for failure to maintain required insurance coverage, the CONTRACTOR shall not be entitled to an extension of time for completion of the work because of production lost during suspension. 14.10 Acceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and authorized to do business in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law. Any other rating must be approved in writing by the CMWD. 14.11 Claims Made Policies. If coverage is written on a claims-made basis, the retroactive date on such insurance and all subsequent insurance shall coincide or precede the effective date of the initial Contractor's Agreement with the CMWD and continuous coverage shall be maintained or an extended reporting period shall be exercised for a period of at least five (5) years from termination or expiration of this Agreement. 14.12 Insurance for Subcontractors. Contractor shall be responsible for causing Subcontractors to purchase the same types and limits of insurance in compliance with the terms of this Agreement, including adding the CMWD and City of Carlsbad as an Additional Insured, providing Primary and Non-Contributory coverage and Waiver of Subrogation to the Subcontractors' policies. The Commercial General Liability Additional Insured Endorsement shall be on a form at least as broad as CG 20 38 04 13. 15. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 16. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of CMWD during Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 9 normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of four (4) years from the date of final payment under this Agreement. 17. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of CMWD. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to CMWD. Contractor will have the right to make one (1) copy of the work product for Contractor’s records. 18. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in CMWD and Contractor relinquishes all claims to the copyrights in favor of CMWD. 19. NOTICES The name of the persons who are authorized to give written notices or to receive written notice on behalf of CMWD and on behalf of Contractor under this Agreement. For CMWD For Contractor Name Ray Martinez Name Erik Diaz Title Utilities Supervisor Title Business Development Specialist Carlsbad Municipal Water District Address 2200 East Via Burton St. Address 5950 El Camino Real Anaheim, CA 92806 Carlsbad, CA 92008 Phone 714-306-5271 Phone 760-802-8097 E-mail ediaz@wcainc.com Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 20. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the CMWD Conflict of Interest Code. The Contractor shall report investments or interests as required in the CMWD Conflict of Interest Code. Yes ☐ No ☒ 21. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 10 Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants that the services required by this Agreement. 22. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package delivery vehicles operated in California may be subject to the California Air Resources Board (CARB) Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets. 23. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 24. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or CMWD will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the Executive Manager. The Executive Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the Executive Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 25. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, CMWD may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If CMWD decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, CMWD may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by CMWD and all work in progress to CMWD address contained in this Agreement. CMWD will make a determination of fact based upon the work product delivered to CMWD and of the percentage of work that Contractor has performed which is usable and of worth to CMWD in having the Agreement completed. Based upon that finding CMWD will determine the final payment of the Agreement. CMWD may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor may terminate this Agreement by tendering sixty (60) days written notice to CMWD. In the event of termination of this Agreement by either party and upon request of CMWD, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to CMWD. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. CMWD will make the final determination as to the portions of tasks completed and the compensation to be made. Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 11 26. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, CMWD will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 27. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any agreement claim submitted to CMWD must be asserted as part of the agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to CMWD, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If CMWD seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for CMWD to terminate this Agreement. 28. JURISDICTION AND VENUE This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 29. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon CMWD and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of CMWD, which shall not be unreasonably withheld. 30. THIRD PARTY RIGHTS Nothing in this Agreement should be construed to give any rights or benefits to any party other than the City and Contractor. 31. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 12 amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may be executed in counterparts. 32. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. CONTRACTOR CARLSBAD MUNICIPAL WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad By: By: (sign here) AMANDA L. FLESSE, General Manager, as authorized by the Executive Manager Patrick Omalley Mahoney, President (print name/title) ATTEST: By: SHERRY FREISINGER, Secretary (sign here) By: Richard Robert Mahoney, Secretary Deputy Secretary (print name/title) If required by CMWD, proper notarial acknowledgment of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups. Group A Group B Chairman, Secretary, President, or Assistant Secretary, Vice-President CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CINDIE K. McMAHON, General Counsel By: _____________________________ Assistant General Counsel Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 13 EXHIBIT “A” SCOPE OF SERVICES TREE MAINTENANCE SERVICES FOR CMWD PROPERTIES. RESPONSIBLE DUTIES OF CONTRACTOR: 1. Provide professional tree trimming and removal services for CMWD properties. 2. Contractor shall receive direction from CMWD Project Manager on scheduling trees to be trimmed and/or removed on an as-needed basis with prior approval by CMWD project manager. 3. Contractor shall submit a quote to the CMWD Project Manager to obtain approval within (7) days of being notified of a potential tree trimming. 4. Contractor shall schedule work within (30) days of quote approval and submit schedule to CMWD Project Manager. 5. In the event of an after-hours emergency, CMWD Project Manager or CMWD Water Manager, Eric Sanders, 760-802-8299, eric.sanders@carlsbadca.gov shall schedule with the Contractor. GENERAL REQUIREMENTS The premises shall be maintained with a crisp, clean appearance and all work shall be performed in a professional, workmanlike manner using quality equipment and materials. CONTRACTOR is expected to have the appropriate staff and equipment available to perform all portions of this CONTRACT within the given time frames. CONTRACTOR shall clearly identify each piece of riding/driving equipment used at areas of service with decals, noting CONTRACTOR'S name (including logo), and phone number. CONTRACTOR shall comply with the provisions of the Immigration Reform and Control Act of 1986, Public Law 99-603. CONTRACTOR shall provide the labor, materials, equipment, tools, services and special skills necessary for the provision of on call tree maintenance services, except as otherwise specified hereinafter. CONTRACTOR shall employ only workers who are competent to perform the work assigned to them, and in the case of skilled labor, who are adequately trained and experienced in their respective trades and who do satisfactory work. Should the CMWD notify CONTRACTOR that any person(s) employed by CONTRACTOR is, in the CMWD'S opinion, incompetent, unfaithful, or insufficiently skilled while on the work site, such person shall be immediately discharged from the work site and shall not be re-deployed thereon except with the written consent of CMWD. Upon commencement of work under this CONTRACT, CONTRACTOR shall be fully equipped and staffed; thoroughly familiar with CONTRACT requirements and prepared to provide all services required. Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 14 HOURS AND DAYS OF MAINTENANCE SERVICES The hours of maintenance service shall be 7 a.m. to 4 p.m. daily for all sites. No exceptions are approved, nor anticipated, by the CMWD. CONTRACTOR is advised that any travel lane closures necessary, on major or arterial roads as defined by CMWD, are subject to limited hours, except as approved, in writing, by CMWD. No work, related to a lane closure, including installation or removal of traffic control devices, may occur outside the hours of 8:30 am. and 3:30 p.m. daily on these roads. The use of all power tools is prohibited daily between 7 p.m. and 7 a.m., except under emergency circumstances as approved by CMWD. PAYMENT AND INVOICES CONTRACTOR shall present monthly invoices, for all Services performed during the preceding month. Said invoice shall include all required certifications and reports as specified hereinafter. The invoice shall be submitted on or before the fifth (5th) day of each month in the amount of the compensation to be paid by CMWD for all Services rendered by CONTRACTOR under the terms and conditions of this CONTRACT. Said payment shall be made within thirty (30) days upon receiving the invoices, providing that all Services performed during the preceding month has been inspected and accepted by CMWD and that applicable certifications have been submitted in accordance with the provisions of this CONTRACT. SAFETY CONTRACTOR agrees to perform all Services outlined in this CONTRACT in such a manner as to meet all accepted standards for safe practices during the maintenance operation and to safely maintain stored equipment, machines, and materials or other hazards consequential or related to the Services; and agrees additionally to accept the sole responsibility for complying with all CMWD, County, State or Federal requirements at all times so as to protect all persons, including CONTRACTOR'S employees, agents of CMWD, CONTRACTORS, members of the public or others from foreseeable injury, or damage to their property. It shall be CONTRACTOR'S responsibility to inspect, and identify, any condition(s) that renders any portion of the premises unsafe, as well as any unsafe practices occurring thereon. CONTRACTOR shall immediately notify CMWD of any unsafe condition that it observes which requires correction outside the scope of this CONTRACT. However, CONTRACTOR shall be responsible for making minor corrections including, but not limited to; using barricades or traffic cones to alert patrons of the existence of hazards, including trip, slip or fall hazards; so as to protect members of the public or others from injury. CONTRACTOR shall notify CMWD immediately of any occurrence on the premises of accident, injury, or persons requiring emergency services and, if so requested, shall prepare a written report thereof to CMWD within three (3) calendar days following the occurrence. CONTRACTOR shall cooperate fully with CMWD in the investigation of any such occurrence. DISPOSAL All landscape debris shall be disposed through a landscape material recycling center or reused in some manner. Landscape debris shall not be disposed of in a landfill without prior written approval from CMWD. CONTRACTOR shall dispose of all cuttings, weeds, leaves and other debris from the operation as work progresses. The first collection of trash and non-landscape recycling materials are to be removed from the sites daily by 8:00 a.m. Use of CMWD dumpsters will not be allowed. CMWD shall not be responsible for any disposal Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 15 of landscape debris, cuttings, weeds, leaves, trash or any other debris and CONTRACTOR shall be responsible to pay all disposal fees. PROTECTION OF EXISTING FACILITIES AND STRUCTURES CONTRACTOR shall exercise due care in protecting from damage all existing facilities, structures and utilities both above surface and underground on CMWD property. Any damage to said property deemed to be caused by CONTRACTOR'S neglect shall be corrected or paid for by CONTRACTOR and at no cost to CMWD. This will include loss of plant material due to improper or inadequate care. If CMWD requests or directs CONTRACTOR to perform work in a given area, it will be CONTRACTOR'S responsibility to contact the various utility companies to verify and locate any underground systems or utility lines. CONTRACTOR shall take responsibility for exercising caution when working in these areas. If CONTRACTOR damages utilities, it will be responsibility of CONTRACTOR to make the necessary repairs at their own expense. CONTRACTOR shall provide barriers, which are to be kept in place at all times for the protection of persons other than those engaged on or about the work area from any accident. CONTRACTOR shall be responsible for all accidents to persons or property through any negligence or fault of CONTRACTOR, its agents, employees, and/or subcontractors. CONTRACTOR shall give reasonable notice to the owner(s) of public or private property and utilities when such property is susceptible to injury or damage through the performance of the work, and shall make all necessary arrangements with such owner(s) relative to the removal and replacement or protection of such property or utilities SERVICES West Coast Arborists, Inc. will continue GIS-Based Urban Tree Inventory database on all trees identified by Carlsbad MWD including District-owned properties as directed by the District. The purpose of continuing a GIS-Based Urban Tree Inventory is to provide the District with an up-to-date inventory and condition of all trees within the District. The inventory will help guide the District's urban forest management efforts and the development of an Urban Forest Management Plan in the future. West Coast Arborists, Inc. (WCA) will continue the following: • Update digitized inventory and assessment database of all trees located within the District locations as directed by District staff • An Arc-view/ArcInfo compatible file in a Windows-based format • Develop tools that will assist the District in meeting their tree goals • Provide training for these tools to District staff • Provide all data developed or created for this project to the District in an electronic editable format • Update project report ("Inventory Deliverable") No subcontractors will be utilized for this project. Physical Tree Inventory Update and Assessment WCA continues the following: Have our Inventory Specialists/Certified Arborist update inventory based on the District's approved criteria including all trees. Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 16 The Global Positioning Satellite (GPS) coordinates for each tree inventoried including updated an ESRI ArcView/ArcGIS compatible shapefile. Using a handheld computer and GPS receiver, the inventory collector will identify the trees by their global coordinates of longitude and latitude. Update Standard attributes collected by WCA Data Collector to include the following: • Mapping coordinate: X and Y coordinate locations located by GPS • Addressing: The facility, school or building address (street number and street name) will be inventoried. For Side (corner) trees the name of the street where the tree is physically located will also be collected. • Area/District: Tree locations will be identified by any of these areas. • Location: The tree's physical location in relation to public Right of Way and/or public space will be recorded. WCA's categories are Front, Side, Median, Slope, Park, Sub-Street Median, Rear, Lot • Species: Trees will be identified by genus, species and common name • Diameter (DBH): Diameter is measured to the nearest inch in one-inch size classes at 4/2 feet above the ground. Tree trunk diameter will also be captured in 6-inch increments (i.e., 0-6", 7- 12", etc.) will be recorded at 4.5 Ft. above the ground. • Height (Feet): Tree height in 15-foot increments (i.e., 0-15', 16-30', etc.) will be recorded. • Stems: the number of principle stems a tree has will be recorded. • Condition: Excellent, Very Good, Good, Fair, Poor, Critical, or Dead. Primary Maintenance Needs: Routine Pruning trees regardless of size, suitable for a normal pruning cycle Pruning for Diseased/Declining—trees with declining health which may not need to be removed, but should be pruned and monitored Pruning for Poorly Structured — trees with damaged structure(s) which may be improved by corrective pruning Training Prune - for young trees Removal — Due to overhead spacing Removal — Due to inadequate ground level spacing Removal — Dead trees larger than 6" DBH Removal — Dead trees smaller than 6" DBH Removal — Diseased and/or declining Removal — Due to poor structured Removal — Seedling or Volunteer tree Removal—Stumpo Tree Vacant site (optional) Observations / Notes and Date of Survey Overhead Utilities: Yes / No indicator Parkway Type (Growth Space): Parkway / Tree lawn, Tree Well, Raised Planter, Median, Open, Other Parkway Size (Grow Space Size): smallest dimension to nearest whole foot Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 17 Value of each tree inventoried based on ISA formula The total cost shall include ownership of the data Provide unlimited software & computer support while performing tree maintenance services. Software Updates/Technical Support WCA proposes the following: Unlimited telephone and/or e-mail support to answer questions and aid District staff in the use of the software system. Provide training to District staff as needed. Conduct periodic workshops for software users. Provide routine maintenance, archive, backup, restore, and disaster recovery procedures upon request from the District. Provide upgrades upon release from WCA. Software Capabilities: Compatible with the District's existing and future versions of ESRI ArcGIS Support for Windows and OS products within the current District standards Multi-seat capability Assignable rights for various levels of access Management and reporting capabilities Work order capability Import and export historical service data Specifically written for urban forest management. Ability to export all fields for interaction with other future Asset Management software Web-based and app based Universally compatible with Android, Windows, Google, etc. Map-based Ability to query any data field attribute such as, species, dbh, location, condition, etc. SCHEDULE OF COMPENSATION Project Administration and Software: • No cost while under contract for tree maintenance services. Otherwise, annual fee is $8,000. • Meet with District staff to review scope of work, desired deliverables, schedules, and identify the criteria for documenting and evaluating the District's Urban Forest • Provide access to our on-line tree management software program called • ArborAccess to an unlimited number of District personnel. Cost includes all updates and troubleshooting as necessary. • Coordinate the District Information Technology and District staff on training in software use, applications and report preparations features. The tree inventory data is geo-coded into a Geographic Information System (GIS) database and integrated into the District's existing or other GIS platform. Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC PSA25-3659UTIL General Counsel Approved Version 2/4/2025 Page 18 JOB QUOTATION ITEM NO. UNIT UNIT PRICE QTY DESCRIPTION PRICE 1 EA $45,000 1 Provide tree maintenance services as directed by the CMWD Project Manager $45,000 All work/services require a quote and prior approval by CMWD project manager or his designee before proceeding. TOTAL NOT TO EXCEED* *$45,000 *Includes taxes, fees, expenses, and all other costs. RATE SCHEDULE Item Description Unit Proposed Prices 1 Tree Prune 0-12 DSH Each $148.40 2 Tree Prune 13-24 DSH Each $233.20 3 Tree Prune 25-36 DSH Each $360.40 4 Tree Prune 37+ DSH Each $678.40 5 Palm Prune 0-24 DSH Each $148.40 6 Palm Prune 25+ DSH Each $254.40 7 Tree 8t Stump Removal 0-24 DSH Each $890.40 8 Tree & Stump Removal 25+ DSH Each $2,056.40 9 Palm Removal & Grinding 0-24 DSH Each $890.40 10 Palm Removal & Grinding 25+ DSH Each $2,056.40 11 Stump Grinding Inch $15.90 12 Plant 15 Gallon Tree Each $233.20 13 Plant 24" Box Tree Each $445.20 14 Plant 36" Box Tree Each $1,166.00 15 Tree Double Staking Each $26.50 16 Tree Guying Linear Foot $37.10 17 Root Barrier Installation Linear Foot $37.10 18 Root Pruning Linear Foot $37.10 19 Crew Rental (3mn@$283.05/hr) Man Hour $94.35 20 Emergency Response (3mn@$346.65/hr) Man Hour $115.55 Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC AB O R S T Ho l d e r I d e n t i f i e r : 777 7 7 7 7 7 0 7 0 7 0 7 0 0 0 7 7 7 6 1 6 1 6 0 4 5 5 7 1 1 1 0 7 7 7 6 1 7 1 1 6 3 0 4 5 5 7 2 0 7 4 5 3 1 3 6 7 7 2 4 0 6 3 1 0 0 7 3 6 5 0 5 6 6 1 5 7 3 3 0 0 2 0 7 7 2 4 1 5 5 5 7 0 6 6 4 5 4 3 0 7 4 2 6 0 1 1 3 2 6 2 2 5 4 1 3 0 7 0 6 7 3 2 6 5 7 6 1 7 7 7 2 0 0 7 6 7 2 4 0 0 5 3 6 4 5 3 3 1 3 0 7 3 0 4 0 1 1 3 5 2 2 7 0 1 3 0 0 7 6 7 2 7 2 4 2 0 3 5 7 7 2 0 0 0 7 7 7 7 7 7 7 0 7 0 0 0 7 0 7 0 0 7 777 7 7 7 7 7 0 7 0 7 0 7 0 0 0 7 3 5 2 5 6 7 7 1 1 5 4 5 6 0 0 0 7 3 3 1 0 1 4 0 7 1 3 7 2 0 2 3 0 7 0 2 2 3 3 7 3 5 2 0 7 3 0 1 0 0 7 1 2 3 2 3 7 2 5 3 1 7 3 1 0 0 0 7 1 2 2 2 3 7 3 5 3 0 6 2 1 0 1 0 7 1 2 3 3 2 6 2 5 2 0 6 3 1 1 1 0 7 1 2 2 3 2 6 3 4 3 1 7 3 1 0 0 0 7 1 3 3 2 3 6 3 5 3 1 6 2 0 0 1 0 7 0 3 2 2 2 6 3 4 3 1 7 3 0 0 0 0 7 7 7 5 6 1 6 3 3 5 1 7 6 5 5 4 0 7 7 7 7 7 7 7 0 7 0 0 0 7 0 7 0 0 7 Ce r t i f i c a t e N o : 5 7 0 1 0 6 6 7 1 7 0 5 CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 06/23/2024 IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. PRODUCER Aon Risk Insurance Services West, Inc. Los Angeles CA Office707 Wilshire BoulevardSuite 2600Los Angeles CA 90017-0460 USA PHONE(A/C. No. Ext): E-MAILADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # (866) 283-7122 INSURED 19682Hartford Fire Insurance Co.INSURER A: INSURER B: INSURER C: INSURER D: INSURER E: INSURER F: FAX(A/C. No.):(800) 363-0105 CONTACTNAME: West Coast Arborists, Inc.2200 E Via BurtonAnaheim CA 92806 USA COVERAGES CERTIFICATE NUMBER:570106671705 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, Limits shown are as requested POLICY EXP (MM/DD/YYYY)POLICY EFF (MM/DD/YYYY)SUBRWVDINSR LTR ADDL INSD POLICY NUMBER TYPE OF INSURANCE LIMITS COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR POLICY LOC EACH OCCURRENCE DAMAGE TO RENTED PREMISES (Ea occurrence) MED EXP (Any one person) PERSONAL & ADV INJURY GENERAL AGGREGATE PRODUCTS - COMP/OP AGG X X X X GEN'L AGGREGATE LIMIT APPLIES PER: $2,000,000 $1,000,000 $2,000,000 $4,000,000 $4,000,000 A 07/01/2024 07/01/2025 SIR applies per policy terms & conditions 72ECSS89301 PRO-JECT OTHER: AUTOMOBILE LIABILITY ANY AUTO OWNED AUTOS ONLY SCHEDULED AUTOS HIRED AUTOS ONLY NON-OWNED AUTOS ONLY BODILY INJURY ( Per person) PROPERTY DAMAGE(Per accident) X BODILY INJURY (Per accident) $2,000,000A07/01/2024 07/01/2025 COMBINED SINGLE LIMIT(Ea accident)72 CSE S89302 EXCESS LIAB OCCUR CLAIMS-MADE AGGREGATE EACH OCCURRENCE DED UMBRELLA LIAB RETENTION E.L. DISEASE-EA EMPLOYEE E.L. DISEASE-POLICY LIMIT E.L. EACH ACCIDENT $1,000,000 X OTH-ERPER STATUTEA07/01/2024 07/01/2025 Workers Comp AZ CA $1,000,000 Y / N (Mandatory in NH) ANY PROPRIETOR / PARTNER / EXECUTIVE OFFICER/MEMBER N / AN WORKERS COMPENSATION AND EMPLOYERS' LIABILITY If yes, describe under DESCRIPTION OF OPERATIONS below $1,000,000 72WNS89300 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: All Projects, Organizational Unit: City of Carlsbad -> Public Works, Agreement Name: Tree Maintenance Services, Agreement Number: PSA23-2065UTIL. The City of Carlsbad are included as Additional Insured in accordance with the policy provisions of the General Liability policy. A Waiver of Subrogation is granted in favor of The City of Carlsbad in accordance with the policy provisions of the Workers' Compensation policy. Should General Liability, Automobile Liability and Workers' Compensation policies be cancelled before the expiration date thereof, the policy provisions of each policy will govern how notice of cancellation may be delivered to certificate holders in accordance with the policy provisions of each policy. CANCELLATIONCERTIFICATE HOLDER AUTHORIZED REPRESENTATIVECity of Carlsbad/CMWDc/o EXIGIS Insurance Compliance ServicesPO Box 947Murrieta CA 92564 USA ACORD 25 (2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved The ACORD name and logo are registered marks of ACO SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC ~ I AC~Re>® ~ I -D □ - =7 □ □ - -- -- -- -H I I I I I C Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC POLICY NUMBER: 72 ECS S89301 COMMERCIAL GENERAL LIABILITY CG 20 10 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Location(s) Of Covered Operations Or Organization(s) WHERE REQUIRED BY WRITTEN CONTRACT WHERE REQUIRED BY WRITTEN CONTRACT Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured . B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. CG 20 10 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 2 Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC C. With respect to the insurance afforded to these additional insureds, the following is added to Section Ill -Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. Page 2 of 2 © Insurance Services Office, Inc., 2018 CG 20 10 12 19 Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC POLICY NUMBER: 72 ECS S89301 COMMERCIAL GENERAL LIABILITY CG 20 37 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(sJ Location And Description Of Completed Operations WHERE REQUIRED BY WRITTEN CONTRACT WHERE REQUIRED BY WRITTEN CONTRACT Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products-completed operations hazard". However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following is added to Section Ill -Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. CG 20 37 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 1 Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT Policy Number: 72 WN S89300 Endorsement Number: Effective Date:07 /01/2024 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: WEST COAST ARBORISTS, INC. 220 E. VIA BURTON ANAHEIM, CA 92806 We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE ANY PERSON OR ORGANIZATION FROM WHOM YOU ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT TO OBTAIN THIS WAIVER FROM US. Form WC 00 0313 Printed in U.S.A. Process Date: Countersigned by <Ju,,.i>..r) £ Cr:ldzfi:,~ -------------------Authorized Representative Policy Expiration Date: Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC POLICY NUMBER: 72 ECS S89301 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO DESIGNATED CERTIFICATE HOLDER SCHEDULE Number of Days Notice: Name of Certificate Holder: WHERE REQUIRED BY WRITTEN CONTRACT Part A: 3 o ---- Part B: _l_O __ PartC: 3 o ---- This policy is subject to the following additional Conditions when a number of days are shown in the Schedule for any of the above Parts. A. If this policy is cancelled by the Company, other than for nonpayment of premium, notice of such cancellation will be provided to the certificate holder in the Schedule, at least the number of days in advance of the cancellation effective date, as shown in Part A. B. If this policy is cancelled by the Company for nonpayment of premium, notice of such cancellation will be provided to the certificate holder in the Schedule within the number of days notice of the cancellation effective date, as shown in Part B. C. If this policy is cancelled by the insured, notice of such cancellation will be provided to the certificate holder in the Schedule, within the number of days notice of the cancellation effective date, as shown in Part C. Form IH 0315 06 11 Mailing Address: If notice is mailed, proof of mailing notice to the certificate holder's mailing address as shown in the Schedule will be sufficient proof of notice. If the number of days notice in the schedule for any Part is left blank or is shown as zero, no notice will be provided to the Scheduled certificate holder under that Part. Any notification rights provided by this endorsement apply only to active certificate holder(s) who were issued a certificate of insurance applicable to this policy's term Failure to provide such notice to the certificate holder(s) will not amend or extend the date the cancellation becomes effective, nor will it negate cancellation of the policy. Failure to send notice shall impose no liability of any kind upon the Company or its agents or representatives. Page 1 of 1 © 2011, The Hartford Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC POLICY NUMBER: 72 CSE S89302 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO DESIGNATED CERTIFICATE HOLDER SCHEDULE Number of Days Notice: Name of Certificate Holder: WHERE REQUIRED BY WRITTEN CONTRACT Part A: 3 o ---- Part B: _l_O __ PartC: 3 o ---- This policy is subject to the following additional Conditions when a number of days are shown in the Schedule for any of the above Parts. A. If this policy is cancelled by the Company, other than for nonpayment of premium, notice of such cancellation will be provided to the certificate holder in the Schedule, at least the number of days in advance of the cancellation effective date, as shown in Part A. B. If this policy is cancelled by the Company for nonpayment of premium, notice of such cancellation will be provided to the certificate holder in the Schedule within the number of days notice of the cancellation effective date, as shown in Part B. C. If this policy is cancelled by the insured, notice of such cancellation will be provided to the certificate holder in the Schedule, within the number of days notice of the cancellation effective date, as shown in Part C. Form IH 0315 06 11 Mailing Address: If notice is mailed, proof of mailing notice to the certificate holder's mailing address as shown in the Schedule will be sufficient proof of notice. If the number of days notice in the schedule for any Part is left blank or is shown as zero, no notice will be provided to the Scheduled certificate holder under that Part. Any notification rights provided by this endorsement apply only to active certificate holder(s) who were issued a certificate of insurance applicable to this policy's term Failure to provide such notice to the certificate holder(s) will not amend or extend the date the cancellation becomes effective, nor will it negate cancellation of the policy. Failure to send notice shall impose no liability of any kind upon the Company or its agents or representatives. Page 1 of 1 © 2011, The Hartford Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION OR NONRENEWAL TO DESIGNATED CERTIFICATE HOLDER Policy Number: 72 WN S89300 Endorsement Number: Effective Date: 07/01/2024 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: WEST COAST ARBORISTS, INC . 220 E. VIA BURTON ANAHEIM, CA 92806 This policy is subject to the following additional Conditions when a number of days are shown in the schedule for any of the below Parts: A. If this policy is cancelled by the Company, other than for non-payment of premium, notice of such cancellation will be provided to the certificate holder in the schedule, at least the number of days in advance of the cancellation effective date, as shown in Part A. B. If this policy is cancelled by the Company for non-payment of premium, notice of such cancellation will be provided to the certificate holder in the schedule within the number of days notice of the cancellation effective date, as shown in Part B. C. If this policy is cancelled by the insured, notice of such cancellation will be provided to the certificate holder in the schedule, within the number of days notice of the cancellation effective date, as shown in Part C. D. If this policy is nonrenewed by the Company, notice of such nonrenewal will be provided to the certificate holder in the schedule, at least the number of days in advance of the nonrenewal effective date, as shown in Part D. If notice is mailed, proof of mailing notice to the certificate holder's mailing address as shown in the schedule will be sufficient proof of notice. If the number of days notice in the schedule for any Part is left blank or is shown as zero, no notice will be provided to the scheduled certificate holder under that Part. Any notification rights provided by this endorsement apply only to active certificate holder(s) who were issued a certificate of insurance applicable to this policy's term. Failure to provide such notice to the certificate holder(s) will not amend or extend the date the cancellation becomes effective, nor will it negate cancellation of the policy. Failure to send notice shall impose no liability of any kind upon the Company or its agents or representatives. Schedule Number of Days Notice: Part A: 30 Part B: 10 Part C: 30 Part D: 30 Form WC 99 05 29 Printed in U.S.A. Process Date: Name and Mailing Address of Certificate Holder WHERE REQUIRED BY WRITTEN CONTRACT Policy Expiration Date: © 2011, The Hartford 07/01/2024 Huggins Dreckman Insurance License No. 0212199 5152 Katella Ave, Suite 206 Los Alamitos CA 90720 Theresa Roque (562) 594-6541 (562) 594-0376 theresa@hdinsure.com West Coast Arborists, Inc 2200 East Via Burton Anaheim CA 92806 Ironshore Specialty Ins. Co.25445 2024/2025 A Professional Liability Retroactive Date: July 1, 2010 PEO905384-04 07/01/2024 07/01/2025 General Aggregate $1,000,000 Each Occurrence $1,000,000 Retention $100,000 City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Service PO Box 947 Murrieta GA 92564 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?(Mandatory in NH) DESCRIPTION OF OPERATIONS belowIf yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCEDAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIREDAUTOS ONLY Docusign Envelope ID: AE1E85B2-ACEC-47E9-A3EC-CEFFBF2D93CC ACORD® I ~ I I □ - - ~ □ □ - - - - - - - -H I I I I I □ ~ P'-111 75,. -~ ~ I