HomeMy WebLinkAboutContract 59163CSC No. 59163
FORT WORTH.)
VENDOR SERVICES AGREEMENT
This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and
between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation, acting by and
through its duly authorized Assistant City Manager, and ISHAWNEE MISSION TREE SERVICE, INCI
("Vendor"), a �Kansas Corporation land acting by and through its duly authorized representative, each
individually referred to as a "party" and collectively referred to as the "parties."
1. Scope of Services. Vendor will provide tree pruning and removal services on an "as -
needed" basis I ("Services"), which are set forth in more detail in Exhibit "A," attached hereto and
incorporated herein for all purposes.
2. Term. The initial term of this Agreement is for One (1) year(s), beginning on the date that
this Agreement is executed by the City's Assistant City Manager ("Effective Date"), unless terminated
earlier in accordance with this Agreement ("Initial Term"). City will have the option, in its sole discretion,
to renew this Agreement under the same terms and conditions, for up to (Zero (0) one-year renewal option(s)
(each a "Renewal Term").
3. Compensation.
3.1 Total compensation under this Agreement will not exceed (Fifty Thousand
Dollars and Zero Cents ($�50,000.00).
3.2 City will pay Vendor in accordance with the Prompt Payment Act (Chapter 2251
of the Texas Government Code) and provisions of this Agreement, including Exhibit `B,"
which is attached hereto and incorporated herein for all purposes.
3.3 Vendor will not perform any additional services or bill for expenses incurred for
City not specified by this Agreement unless City requests and approves in writing the
additional costs for such services. City will not be liable for any additional expenses of
Vendor not specified by this Agreement unless City first approves such expenses in
writing.
4. Termination.
4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for
any reason by providing the other parry with 30 days' written notice of termination.
4.2 Non -appropriation of Funds. In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor
of such occurrence and this Agreement will terminate on the last day of the fiscal period for which
Vendor Services Agreement
v.1.4 (November 30, 2021)
OFFICIAL RECORD
CITY SECRETARY Page 1 of29
FT. WORTH, TX
appropriations were received without penalty or expense to City of any kind whatsoever, except as
to the portions of the payments herein agreed upon for which funds have been appropriated.
4.3 Duties and Obligations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date, City will pay Vendor for services actually rendered up to
the effective date of termination and Vendor will continue to provide City with services requested
by City and in accordance with this Agreement up to the effective date of termination. Upon
termination of this Agreement for any reason, Vendor will provide City with copies of all
completed or partially completed documents prepared under this Agreement. In the event Vendor
has received access to City Information or data as a requirement to perform services hereunder,
Vendor will return all City provided data to City in a machine readable format or other format
deemed acceptable to City.
5. Disclosure of Conflicts and Confidential Information.
5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full
disclosure in writing of any existing or potential conflicts of interest related to Vendor's services
under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this
Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing.
5.2 Confidential Information. Vendor, for itself and its officers, agents and employees,
agrees that it will treat all information provided to it by City ("City Information") as confidential
and will not disclose any such information to a third party without the prior written approval of
City.
5.3 Public Information Act. City is a government entity under the laws of the State of
Texas and all documents held or maintained by City are subject to disclosure under the Texas Public
Information Act. In the event there is a request for information marked Confidential or Proprietary,
City will promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting
to disclosure. A determination on whether such reasons are sufficient will not be decided by City,
but by the Office of the Attorney General of the State of Texas or by a court of competent
jurisdiction.
5.4 Unauthorized Access. Vendor must store and maintain City Information in a secure
manner and will not allow unauthorized users to access, modify, delete or otherwise corrupt City
Information in any way. Vendor must notify City immediately if the security or integrity of any
City Information has been compromised or is believed to have been compromised, in which event,
Vendor will, in good faith, use all commercially reasonable efforts to cooperate with City in
identifying what information has been accessed by unauthorized means and will fully cooperate
with City to protect such City Information from further unauthorized disclosure.
6. Right to Audit. Vendor agrees that City will, until the expiration of three (3) years after
final payment under this Agreement, or the final conclusion of any audit commenced during the said three
years, have access to and the right to examine at reasonable times any directly pertinent books, documents,
papers and records, including, but not limited to, all electronic records, of Vendor involving transactions
relating to this Agreement at no additional cost to City. Vendor agrees that City will have access during
normal working hours to all necessary Vendor facilities and will be provided adequate and appropriate work
space in order to conduct audits in compliance with the provisions of this section. City will give Vendor
reasonable advance notice of intended audits.
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7. Independent Contractor. It is expressly understood and agreed that Vendor will operate
as an independent contractor as to all rights and privileges and work performed under this Agreement, and
not as agent, representative or employee of City. Subject to and in accordance with the conditions and
provisions of this Agreement, Vendor will have the exclusive right to control the details of its operations
and activities and be solely responsible for the acts and omissions of its officers, agents, servants,
employees, Vendors, and subcontractors. Vendor acknowledges that the doctrine of respondeat superior
will not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents,
employees, servants, contractors, and subcontractors. Vendor further agrees that nothing herein will be
construed as the creation of a partnership or joint enterprise between City and Vendor. It is further
understood that City will in no way be considered a Co -employer or a Joint employer of Vendor or any
officers, agents, servants, employees, contractors, or subcontractors. Neither Vendor, nor any officers,
agents, servants, employees, contractors, or subcontractors of Vendor will be entitled to any employment
benefits from City. Vendor will be responsible and liable for any and all payment and reporting of taxes on
behalf of itself, and any of its officers, agents, servants, employees, or contractors.
Liability and Indemnification.
8.1 LIABILITY - VENDOR WILL BE LIABLE AND RESPONSIBLE FOR ANY
AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND PERSONAL INJURY,
INCLUDING, BUT NOT LIMITED TO, DEATH, TO ANY AND ALL PERSONS, OF ANY
KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED
BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL
MISCONDUCT OF VENDOR, ITS OFFICERS, REPRESENTATIVES, AGENTS,
SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS.
8.2 GENERAL INDEMNIFICATION -VENDOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS, AND DEFEND CITY, ITS OFFICERS,
AGENTS, REPRESENTATIVES, SERVANTS, AND EMPLOYEES, FROM AND AGAINST
ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER
REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING
ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANYRESULTING LOST
PROFITS) AND PERSONAL INJURY, INCLUDING, BUT NOT LIMITED TO, DEATH, TO
ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS
AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS
OR MALFEASANCE OF VENDOR, ITS OFFICERS, AGENTS, REPREENTATIVES,
SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS.
8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to
defend, settle, or pay, at its own cost and expense, any claim or action against City for
infringement of any patent, copyright, trade mark, trade secret, or similar property right
arising from City's use of the software or documentation in accordance with this Agreement,
it being understood that this agreement to defend, settle or pay will not apply if City modifies
or misuses the software and/or documentation. So long as Vendor bears the cost and expense
of payment for claims or actions against City pursuant to this section, Vendor will have the
right to conduct the defense of any such claim or action and all negotiations for its settlement
or compromise and to settle or compromise any such claim; however, City will have the right
to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to
protect City's interest, and City agrees to cooperate with Vendor in doing so. In the event
City, for whatever reason, assumes the responsibility for payment of costs and expenses for
any claim or action brought against City for infringement arising under this Agreement, City
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will have the sole right to conduct the defense of any such claim or action and all negotiations
for its settlement or compromise and to settle or compromise any such claim; however,
Vendor will fully participate and cooperate with City in defense of such claim or action.
City agrees to give Vendor timely written notice of any such claim or action, with copies of
all papers City may receive relating thereto. Notwithstanding the foregoing, City's
assumption of payment of costs or expenses will not eliminate Vendor's duty to indemnify
City under this Agreement. If the software and/or documentation or any part thereof is held
to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or
compromise, such use is materially adversely restricted, Vendor will, at its own expense and
as City's sole remedy, either: (a) procure for City the right to continue to use the software
and/or documentation; or (b) modify the software and/or documentation to make it non -
infringing, provided that such modification does not materially adversely affect
City's authorized use of the software and/or documentation; or (c) replace the software and
documentation with equally suitable, compatible, and functionally equivalent non -infringing
software and documentation at no additional charge to City; or (d) if none of the foregoing
alternatives is reasonably available to Vendor terminate this Agreement, and refund all
amounts paid to Vendor by City, subsequent to which termination City may seek any and all
remedies available to City under law.
Assignment and Subcontracting.
9.1 Assignment. Vendor will not assign or subcontract any of its duties, obligations
or rights under this Agreement without the prior written consent of City. If City grants consent to
an assignment, the assignee will execute a written agreement with City and Vendor under which
the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement.
Vendor will be liable for all obligations of Vendor under this Agreement prior to the effective date
of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, the subcontractor will execute
a written agreement with Vendor referencing this Agreement under which subcontractor agrees to
be bound by the duties and obligations of Vendor under this Agreement as such duties and
obligations may apply. Vendor must provide City with a fully executed copy of any such
subcontract.
10. Insurance. Vendor must provide City with certificate(s) of insurance documenting
policies of the following types and minimum coverage limits that are to be in effect prior to commencement
of any Services pursuant to this Agreement. Failure to supply and maintain such insurance shall be a breach
of contract.
10.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000 - Each Occurrence
$2,000,000 - Aggregate
(b) Automobile Liability:
$1,000,000 - Each occurrence on a combined single limit basis
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Coverage will be on any vehicle used by Vendor, or its employees, agents, or
representatives in the course of providing Services under this Agreement. "Any
vehicle" will be any vehicle owned, hired and non -owned.
(c) Worker's Compensation:
Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the Services are being performed
Employers' liability
$100,000 - Bodily Injury by accident; each accident/occurrence
$100,000 - Bodily Injury by disease; each employee
$500,000 - Bodily Injury by disease; policy limit
(d) Professional Liability (Errors & Omissions): ❑ Applicable I®I N/A
$1,000,000 - Each Claim Limit
$1,000,000 - Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to
Professional E&O. Either is acceptable if coverage meets all other requirements.
Coverage must be claims -made, and maintained for the duration of the contractual
agreement and for two (2) years following completion of services provided. An
annual certificate of insurance must be submitted to City to evidence coverage.
10.2 General Requirements
(a) The commercial general liability and automobile liability policies must
name City as an additional insured thereon, as its interests may appear. The term
City includes its employees, officers, officials, agents, and volunteers in respect to
the contracted services.
(b) The workers' compensation policy must include a Waiver of Subrogation
(Right of Recovery) in favor of City.
(c) A minimum of Thirty (30) days' notice of cancellation or reduction in
limits of coverage must be provided to City. Ten (10) days' notice will be
acceptable in the event of non-payment of premium. Notice must be sent to the
City in accordance with the notice provision of this Agreement.
(d) The insurers for all policies must be licensed and/or approved to do
business in the State of Texas. All insurers must have a minimum rating of A- VII
in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial
strength and solvency to the satisfaction of Risk Management. If the rating is
below that required, written approval of Risk Management is required.
(e) Any failure on the part of City to request required insurance
documentation will not constitute a waiver of the insurance requirement.
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(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance will be delivered to the City prior to Vendor proceeding with any work
pursuant to this Agreement.
11. Compliance with Laws, Ordinances, Rules and Regulations. Vendor agrees that in the
performance of its obligations hereunder, it will comply with all applicable federal, state and local laws,
ordinances, rules and regulations and that any work it produces in connection with this Agreement will also
comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies
Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist
from and correct the violation.
12. Non -Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees that in the
performance of Vendor's duties and obligations hereunder, it will not discriminate in the treatment or
employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM
ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT
BY VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, CONTRACTORS,
SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME
SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS
FROM SUCH CLAIM.
13. Notices. Notices required pursuant to the provisions of this Agreement will be
conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents,
employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the
transmission, or (3) received by the other party by United States Mail, registered, return receipt requested,
addressed as follows:
To CITY:
City of Fort Worth
Attn: Assistant City Manager
200 Texas Street
Fort Worth, TX 76102-6314
Facsimile: (817) 392-8654
With copy to Fort Worth City Attorney's Office at
same address
To VENDOR:
Shawnee Mission Tree Service, Inc
Brian Spear, Branch Manager
1510 Jelmak Street
Grand Prairie, TX 75050
Facsimile: INl�
14. Solicitation of Employees. Neither City nor Vendor will, during the term of this
Agreement and additionally for a period of one year after its termination, solicit for employment or employ,
whether as employee or independent contractor, any person who is or has been employed by the other
during the term of this Agreement, without the prior written consent of the person's employer.
Notwithstanding the foregoing, this provision will not apply to an employee of either party who responds
to a general solicitation of advertisement of employment by either party.
15. Governmental Powers. It is understood and agreed that by execution of this Agreement,
City does not waive or surrender any of its governmental powers or immunities.
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16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or
provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City's or
Vendor's respective right to insist upon appropriate performance or to assert any such right on any future
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17. Governing Law / Venue. This Agreement will be construed in accordance with the laws
of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this
Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United
States District Court for the Northern District of Texas, Fort Worth Division.
18. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be
affected or impaired.
19. Force Majeure. City and Vendor will exercise their best efforts to meet their respective
duties and obligations as set forth in this Agreement, but will not be held liable for any delay or omission
in performance due to force majeure or other causes beyond their reasonable control, including, but not
limited to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public
enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action
or inaction; orders of government; material or labor restrictions by any governmental authority;
transportation problems; restraints or prohibitions by any court, board, department, commission, or agency
of the United States or of any States; civil disturbances; other national or regional emergencies; or any other
similar cause not enumerated herein but which is beyond the reasonable control of the Party whose
performance is affected (collectively, "Force Majeure Event"). The performance of any such obligation is
suspended during the period of, and only to the extent of, such prevention or hindrance, provided the
affected Party provides notice of the Force Majeure Event, and an explanation as to how it prevents or
hinders the Party's performance, as soon as reasonably possible after the occurrence of the Force Majeure
Event, with the reasonableness of such notice to be determined by the City in its sole discretion. The notice
required by this section must be addressed and delivered in accordance with Section 13 of this Agreement.
20. Headings not Controlling. Headings and titles used in this Agreement are for reference
purposes only, will not be deemed a part of this Agreement, and are not intended to define or limit the scope
of any provision of this Agreement.
21. Review of Counsel. The parties acknowledge that each party and its counsel have
reviewed and revised this Agreement and that the normal rules of construction to the effect that any
ambiguities are to be resolved against the drafting party will not be employed in the interpretation of this
Agreement or Exhibits A and B.
22. Amendments / Modifications / Extensions. No amendment, modification, or extension
of this Agreement will be binding upon a party hereto unless set forth in a written instrument, which is
executed by an authorized representative of each party.
23. Counterparts. This Agreement may be executed in one or more counterparts and each
counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute
one and the same instrument.
24. Warranty of Services. Vendor warrants that its services will be of a high quality and
conform to generally prevailing industry standards. City must give written notice of any breach of this
warranty within thirty (30) days from the date that the services are completed. In such event, at Vendor's
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v.1.4 (November 30, 2021)
option, Vendor will either (a) use commercially reasonable efforts to re -perform the services in a manner
that conforms with the warranty, or (b) refund the fees paid by City to Vendor for the nonconforming
services.
25. Immigration Nationality Act. Vendor must verify the identity and employment eligibility
of its employees who perform work under this Agreement, including completing the Employment
Eligibility Verification Form (I-9). Upon request by City, Vendor will provide City with copies of all I-9
forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Vendor must adhere to all Federal and State laws as well as establish appropriate procedures
and controls so that no services will be performed by any Vendor employee who is not legally eligible to
perform such services. VENDOR WILL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM
ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH
BY VENDOR, VENDOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR
AGENTS. City, upon written notice to Vendor, will have the right to immediately terminate this Agreement
for violations of this provision by Vendor.
26. Ownership of Work Product. City will be the sole and exclusive owner of all reports,
work papers, procedures, guides, and documentation that are created, published, displayed, or produced in
conjunction with the services provided under this Agreement (collectively, "Work Product"). Further, City
will be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary
rights in and to the Work Product. Ownership of the Work Product will inure to the benefit of City from
the date of conception, creation or fixation of the Work Product in a tangible medium of expression
(whichever occurs first). Each copyrightable aspect of the Work Product will be considered a "work -made -
for -hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work
Product, or any part thereof, is not considered a "work -made -for -hire" within the meaning of the Copyright
Act of 1976, as amended, Vendor hereby expressly assigns to City all exclusive right, title and interest in
and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade secret,
and all other proprietary rights therein, that City may have or obtain, without further consideration, free
from any claim, lien for balance due, or rights of retention thereto on the part of City.
27. Signature Authority. The person signing this Agreement hereby warrants that they have
the legal authority to execute this Agreement on behalf of the respective party, and that such binding
authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This
Agreement and any amendment hereto, may be executed by any authorized representative of Vendor. Each
party is fully entitled to rely on these warranties and representations in entering into this Agreement or any
amendment hereto.
28. Change in Company Name or Ownership. Vendor must notify City's Purchasing
Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining
updated City records. The president of Vendor or authorized official must sign the letter. A letter indicating
changes in a company name or ownership must be accompanied with supporting legal documentation such
as an updated W-9, documents filed with the state indicating such change, copy of the board of director's
resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the
specified documentation so may adversely impact future invoice payments.
29. No Boycott of Israel. If Vendor has fewer than 10 employees or this Agreement is for
less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter
2271 of the Texas Government Code, the City is prohibited from entering into a contract with a company
for goods or services unless the contract contains a written verification from the company that it: (1) does
not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel"
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and "company" has the meanings ascribed to those terms in Section 2271 of the Texas Government Code.
By signing this Agreement, Vendor certifies that Vendor's signature provides written verification to
the City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of
the Agreement.
30. Prohibition on Boycotting Energy Companies. Vendor acknowledges that, in
accordance with Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S.,
S.B. 13, § 2, the City is prohibited from entering into a contract for goods or services that has a value of
$100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10
or more full-time employees unless the contract contains a written verification from the company that it:
(1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the
contract. The terms "boycott energy company" and "company" have the meaning ascribed to those terms
by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2. To
the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this
Agreement, Vendor certifies that Vendor's signature provides written verification to the City that Vendor:
(1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this
Agreement.
31. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor
acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, as added
by Acts 2021, 87th Leg., R.S., S.B. 19, § 1, the City is prohibited from entering into a contract for goods or
services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the
City with a company with 10 or more full-time employees unless the contract contains a written verification
from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates
against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the
contract against a firearm entity or firearm trade association. The terms "discriminate," "firearm entity"
and "firearm trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas
Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1. To the extent that Chapter 2274
of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that
Vendor's signature provides written verification to the City that Vendor: (1) does not have a practice, policy,
guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will
not discriminate against a firearm entity or firearm trade association during the term of this Agreement.
32. Electronic Signatures. This Agreement may be executed by electronic signature, which
will be considered as an original signature for all purposes and have the same force and effect as an original
signature. For these purposes, "electronic signature" means electronically scanned and transmitted versions
(e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via
software such as Adobe Sign.
33. Entirety of Agreement. This Agreement contains the entire understanding and agreement
between City and Vendor, their assigns and successors in interest, as to the matters contained herein. Any
prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict
with any provision of this Agreement.
(signature page follows)
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v.1.4 (November 30, 2021)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples.
City:
By: C�4�
Name: Jesica McEachern
Title: Assistant City Manager
Date: Apr 3, 2023
Vendor:
By: Brian Spear (M r 30, 2023 14:33 CDT)
Name: Brian Spear
Title: Branch Manager
Date: Mar 30, 2023
FOR CITY OF FORT WORTH INTERNAL PROCESSES:
Approval Recommended:
By:
Name: Zing
e Lewis
Title: Director
Park & Recreation Department
Approved as to Form and Legality:
ALL
By: Nico Arias (Mar23, 202314:55 CDT)
Name: Nico Arias
Title: Assistant City Attorney
Contract Authorization:
M&C: N/Al
Form 1295: N/AI
Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract, including ensuring all
performance and reporting requirements.
By: C'
Name: Craig FoXI
Title: City Forester
Park & Recreation Department
City Secretary:
By:
Name:
Title:
Jannette S. Goodall
City Secretary
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OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Vendor Services Agreement Page 10 of 29
v.1.4 (November 30, 2021)
EXHIBIT A
SCOPE OF SERVICES
Arbor Masters®
'Frees Trust Us
1510 Jelmak St, Grand Prairie, TX 75050
Office: 469-586-5829 1 Mobile: 682-238-9076
ITEM
UNIT
PRICE
Tree removals less than or equal to 30 inches, per DBH inch, per attached
specifications.
EA
$15.00
Tree removals greater than 30 inches, per DBH inch, per attached
specifications.
EA
$22.00
Trunk removal per DBH inch, per attached specifications.
EA
$8.00
Limb removal per diameter inch, per attached specifications.
EA
$6.00
Non -vehicular access rate: Trunk removals per DBH inch, per attached specifications.
EA
$16.00
Non -vehicular access rate: Limb removal per diameter inch, per attached specifications
EA
$6.00
Rootball removal, per attached specifications.
EA
$200.00
Stump grinding per diameter inch, per attached specifications.
EA
$9.00
Emergency response surcharge to be paid per site in addition to the above stated pricing, when
indicated Emergency on the work order, per attached specifications.
EA
$350.00
Urgent response surcharge to be paid per site in addition to the above stated pricing, when
indicated ASAP or Urgent on the work order, per attached specifications.
EA
$150.00
Pruning and cutback services, 3-person ground crew (2-hour minimum), per attached
specifications.
EA
$160.00
Pruning and cutback services, 3-person aerial crew (bucket or manual climb, 2-hour minimum),
per attached specifications.
EA
$185.00
Pruning and cutback services, Claw truck with operator (I-personcrew), per attached
specifications.
EA
$150.00
1 additional crew member for traffic control, includes all needed signs, barricades, flags and
paddles, per attached specifications.
EA
$40.00
Emergency storm response activation, 3-Person Ground Crew, per attached specifications.
EA
$170.00
Emergency storm response activation, 3-Person Aerial Crew, per attached specifications.
EA
$215.00
Emergency storm response activation, 2-Person Grapple/Claw Truck, per attached
specifications.
EA
$220.00
Forestry mulcher with operator (I-personcrew, 8-hour minimum), per attached specifications.
EA
$220.00
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CITY OF FORT WORTH SPECIFICATIONS FOR TREE REMOVAL AND PRUNING SERVICES
Vendor will perform tree removal and pruning services for the Park & Recreation Department on an as needed basis
in accordance with the following specifications. Vendor shall provide all necessary labor, material, tools, equipment,
supervision, transportation, insurance, and all other ancillary items/services necessary for the removal of hazardous
trees, downed limbs, trunks, limbs, stumps and root balls; and the performance of pruning services such as cut backs
and removal of low limbs on City maintained areas and public right -of ways. In order to provide a safe environment
for the citizens and visitors of Fort Worth.
Unit prices shall include all associated tree removal and pruning services, including but not limited to,
removal/disposal fees, fuel, travel, trip fees or mileage charges. No additional charges will be accepted or paid by
the City.
Standards, which by reference are hereby made a part of these specifications include, but are not limited to the most
current version of. American National Standard (ANSI) A300 Tree, Shrub and Other Woody Plant
Management — Standard Practices, All parts.
ANSI Z133.1 Safety Requirements for Arboricultural Operations.
International Society of Arboriculture (ISA) Best Management Practices, All parts.
Manager Requirements — The Vendor shall demonstrate that his or her work crews are under the direct supervision of
a designated Manager who is a full-time staff member that has maintained certification as an ISA Certified Arborist
for at least five years, with a minimum of three years pruning experience and three years tree removal experience, or
if not ISA certified, has a minimum of seven years of experience with supervising work crews and a minimum of three
years pruning experience and three years tree removal experience. Any change in the status of the designated Manager
must be reported in writing to the City at the time of occurrence.
Work Crew Requirements — The Vendor's Manager shall provide supervision of all work crews at all times while
performing work under this Agreement. Personal supervision is not required provided that work crews possess
communication equipment such as cell phones and radios that enable them direct communication with the Manager
at all times. At all times while performing services under this Agreement, each Contractor work crew shall have a
designated on -site, English speaking/writing crew leader or foreman who shall be fully conversant in the safety and
work procedures to be followed at each job site and able to receive and communicate the work order instructions to
the crew.
Vendor's employees shall maintain professional appearance and behavior on the work site. The Contractor shall ensure
that each employee on the work site is wearing a uniform or clothing with the company's name in a clearly visible
location. Vendor's personnel shall successfully pass a criminal background check performed prior to being placed on
City Agreement at the Vendor expense. Under no circumstances shall any Vendor personnel having any convictions
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v.1.4 (November 30, 2021)
or pending criminal hearings be assigned to the City Agreement. Vendor shall provide certification that each employee
assigned to City facilities has passed a criminal background check and drug free at any time upon City's request.
Equipment Requirements — Vendor is required to have access at all times to the following equipment for use on this
Agreement:
Quantity Type of Equipment
1 Aerial truck with a 50-foot minimum lift, with chipper body. An aerial truck without a chipper body must be
accompanied by a chipper truck.
1 Medium sized chipper, able to accommodate a 12-inch diameter log
1 Grapple/claw truck with a minimum capacity of thirty cubic yards
3 Chain saws per crew, one of which must have at least a 24-inch blade
2 8-foot long barricades (with night illumination)
20 Traffic cones
1 Safety vest per crew member
2 Manual telescoping pole saw/pruners
2 Telescoping pole saw power pruners
The Vendor's vehicles and equipment shall be professional in appearance and maintained in good operating condition
at all times. All vehicles on the work site shall be clearly marked with the company's name and phone number on the
driver and/or passenger side door with a sign that is no smaller than twelve inches tall by twelve inches wide. All
gasoline cans or any other equipment/container used to hold fuel shall be Occupational Safety and Health
Administration (OSHA) approved.
Vendor shall provide a list of machinery and equipment that they propose to use under this Agreement that includes
the total number of crews, total number of person/crews available for this Service, and a complete list of machinery
and equipment available to adequately perform the tree pruning and removal services described in these specifications,
including reserve equipment in case of mechanical breakdown or failure. All equipment the Vendor anticipates
committing to this Agreement should be included in the listing. The Vendor shall also attach the previous 12-month
maintenance records for each piece of equipment listed.
Upon request by the City, the Vendor may be expected to provide either proof of ownership of the equipment, or that
the equipment is available for the Vendor's use through a long-term lease of at least one year. Vendor should be able
to demonstrate adequate back-up equipment or plan to allow for breakdowns.
If Vendor is unable to consistently provide the necessary equipment to perform the work, it may be considered a
breach of this Agreement. All equipment shall be in good repair at all times and be operated by a
responsible employee.
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Emergencies — Vendor may be required to provide emergency on call response for damaged trees. Emergency calls
may occur at any given time. Vendor shall begin emergency work within three hours after initial notification from the
City. Vendor shall provide a 24-hour emergency phone number that is monitored 365 days a year.
Resource Allocation — The Vendor should be capable of providing the Park & Recreation Department a minimum of
one pruning crew to complete approximately 1500 combined bucket and ground crew hours per year of pruning and
cutback services, and one removal crew on a weekly, part-time basis year-round, as based on historical quantities of
work completed. This is not a guarantee of work. When the volume of work increases due to drought, storm and/or
other circumstances, the City reserves the right to ask the Vendor to work extra hours and/or bring in additional crews,
or use additional Vendor's in order to complete the pruning and removal work in a timely manner.
ASSIGNMENT OF WORK ORDERS
Vendor shall be notified of a work order by email, phone, text and/or assignment within the work order system. Phone
notification of work will be followed up in writing. The Vendor shall confirm receipt of routine, non -priority work
orders within 24 hours of notification being sent. Confirmation may be via email, phone and/or text. Unless otherwise
specified, all work on the work order shall be completed within twenty-one calendar days from the Vendor's receipt
of the work order.
Failure to obtain a work order prior to beginning a project can result in non-payment for work performed.
All work performed under this Agreement shall be for locations owned or maintained by the City of Fort Worth,
including street rights -of -way, alleys, vacant lots, drainage easements, parks and municipal buildings. If the Vendor
believes the work is for a site outside of the City's jurisdiction, the Vendor shall notify the City and the assigned
Contract Compliance Manager will reconfirm the address/location of the work order.
If there is inclement weather or extenuating circumstances during the work period, the City may extend the time period
in which the work is to be completed. Rain that leaves the ground too wet to work without rutting up a park with heavy
equipment, is not grounds for an assumed, automatic extension. All extensions shall be requested by the Vendor and
confirmed in writing by the assigned Contract Compliance Manager.
Priority Work Orders — The Vendor, upon either oral or written notification by the City, shall be required to begin
work on a priority work order within three hours after initial notification from the City when the work order is
designated as "Emergency" and within 24-hours when the work order is designated as "Urgent". All work under this
Agreement is considered routine, unless specified as "Emergency" or "Urgent" on the work order at the time it is
issued.
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PERFORMANCE OF WORK
The following requirements shall be met while performing any services under the terms of this Agreement:
Work Hours — The Vendor is allowed to run equipment on the work site between the hours of 7:00 am and 7:00 pm
weekdays, and between 9:00 am and 6:00 pm on Saturdays, unless prior approval from the City is given for other
times. "Emergency" and "Urgent" work orders are exempt from time restrictions. Noise levels, resulting from tree
work operations, must be kept to a minimum at all times.
Park & Recreation Department Weekly Contact — At a minimum, the Vendor shall make weekly contact with the Staff
Forester at a time mutually agreed upon by the Staff Forester and the Vendor. This weekly contact is for discussing
pruning and removal priorities, outstanding work orders and estimated time of completion, and any other pertinent
issues. Failure to contact the Staff Forester on a weekly basis can result in the termination of this Agreement.
Standard Notification of Work — The Vendor will be required to inform the occupants of City- owned facilities such
as community centers, police sector buildings and libraries within 50 feet of the work area, that tree removal or tree
trimming work is being done at that location. When performing work at the address of any residence, business or other
staffed facility, the Vendor shall first knock on the door and attempt to make contact with the occupant(s) for the
express purpose of notifying them about the work to be performed for the City.
Advance Notice of Work — The Vendor shall provide a minimum of 24-hours' notice before performing any work at
the following public facilities: Fort Worth Botanic Garden, Log Cabin Village, Fort Worth Nature Center and all
municipal golf courses.
Pre-existing Conditions — To begin work indicates acceptance of site conditions. Prior to starting work on a work
order, the Vendor is encouraged to inspect the work site and document any pre-existing conditions. If there is existing
on site damage not already noted on the work order, the Vendor shall either provide written and photo/video
documentation of the damage to the assigned Contract Compliance Manager and/or set up a time with the assigned
Contract Compliance Manager to inspect the damage. Upon assessing the damage, the assigned Contract Compliance
Manager shall then direct the work to proceed, modify, extend or cancel the work order.
Adverse Conditions — Prior to commencing work, or in the case of a changing work site condition, the Vendor shall
immediately report to the City in writing or by phone, any adverse conditions that will affect the Vendor's performance
in executing the work order.
Parked Vehicles — Any vehicle that interferes with the Vendor's work should be moved by the owner of the vehicle.
When a vehicle impedes the start of work, the Vendor shall attempt to notify the owner of the vehicle no less than
three documented times. The Vendor shall notify the assigned Contract Compliance Manager when the vehicle
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v.1.4 (November 30, 2021)
notification attempts prove unsuccessful. The assigned Contract Compliance Manager will proceed with notifying the
owner of the vehicle and will re -issue the work order to the Contractor once the vehicle has been moved.
Traffic Safety and Control
Permits — Vendor shall be responsible for obtaining a Street Use Permit from the City, at his own expense, prior to
beginning any work under this Agreement.
Reference the City's website for:
Temporary Street Use Non -construction permit application,
https://www.fortworthtexas. og v/departments/development-services/permits
Additional information on the City's Traffic Control plans:
http://fortworthtexas.gov/tpw/contractors/
Traffic Control Devices — Vendor shall furnish and install all necessary construction signs, pavement markings,
barricades, and all other traffic controls for the duration of each work order. All control devices shall conform to those
used by the City of Fort Worth Department of Transportation and Public Works. No compensation will be made to
the Contractor for work and materials involved in contracting for and maintaining barricades, signs, pavement
markings, warning devices and lights, or for providing any other incidental items necessary for the proper direction,
safety and convenience of the traffic during any work under this Agreement.
Traffic Control Personnel — Vendor shall provide the traffic control personnel necessary to keep right-of-way safe and
assist in the even flow of traffic, both pedestrian and vehicular. Prior to beginning pruning and cutback services at
high traffic locations, the Vendor can request approval from the assigned Contract Compliance Manager for the use
of additional traffic control personnel to supplement the standard 3-person crew. The Vendor shall provide all
necessary traffic control personnel for tree removal work orders at his own expense.
Utilities — Vendor shall be responsible at his own cost for any and all work, expense, or special precautions caused or
required by the existence or proximity of utilities encountered in performing work. The contractor's on -site supervisor
shall be fully aware of the safety procedures to be followed in case of an accident involving utility lines. All workers
working in the vicinity of electrical lines shall be fully instructed in safe working procedures appropriate to the voltage
on or near the work site.
All work which requires a person or equipment to come within the ten -foot safety zone around 50KV electrical lines,
with increased distances for higher voltages, shall be completed by a qualified Line -clearance Arborist. Vendor shall
request service by the area's electrical utility service provider when the proximity of the power lines does not allow
tree pruning and removal work to proceed safely. Safety ropes, tools, severed tree limbs, equipment and aerial lifts
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shall be handled in such a way to ensure they do not come into contact with utility lines. Vendor shall protect all
utilities from damage and shall immediately contact the appropriate utility company if damage does occur. Vendor
shall also report the utility damage to the assigned Contract Compliance Manager within four hours of occurrence.
Should the Vendor's operations cause damage to utilities, the Vendor will be responsible for the expense to repair or
replace as well as for any fines levied.
All fire hydrants, meter, water and gas shut off valves and similar facilities must remain accessible during the course
of work.
No ladders are allowed on the work site.
Environmental Cleanup — Vendor shall be knowledgeable about and able to perform the steps necessary to mitigate
any spills or leaks that occur on the job site due to the maintenance of equipment or a break in hydraulic and/or fuel
lines.
Wildlife — Vendor shall be responsible for the removal of bees and/or any other insects, animals or wildlife that may
be present and interfering with the required scope of work without additional compensation. Vendor shall adhere to
the federal Migratory Bird Treaty Act concerning the removal of native, non -game birds during the nesting season.
SANITATION
General Sanitation - All tools used on a tree known to contain an infectious disease shall be properly disinfected
immediately after completing work on the tree. All major insect and disease problems shall be promptly reported to
the City.
Oak Wilt and Dutch Elm Disease (DED) - Vendor shall follow the recommended guidelines from Texas Forest Service
for transporting and disposing of any trunks, limbs, litter or waste material from trees known or suspected to be
infected with Oak Wilt or Dutch Elm Disease.
Regardless of season, all pruning cuts or other wounds including freshly cut stumps and damaged surface roots on live
oaks, red oaks, blackjack oaks and lacey oaks shall be treated immediately with a wound or latex paint (black or
brown) to prevent further spread of oak wilt.
The work area shall be kept safe at all times until all operations are completed. Tree limbs and trunks temporarily
placed in the right-of-way while work is in progress shall be placed in such a way so that no obstructions to vehicles
and pedestrians are created. Under no circumstances shall the accumulation of debris be allowed in such a manner as
to result in a hazard to the public.
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v.1.4 (November 30, 2021)
Tree limbs and trunks shall be safely removed and controlled in such a manner so as not to endanger persons or
property; including but not limited to City infrastructure such as streets and sidewalks, parts of the tree and other
nearby plants. Trees shall not be dropped when working in these settings. When necessary, tree limbs and trunks shall
be cut to a minimal size, secured and lowered safely to the ground in a controlled manner using ropes or other
equipment. Under no circumstances shall the process of lowering the scaffold branches of a tree be left incomplete
during rest breaks, lunch breaks and at the end of the workday.
Inspections may be made periodically by the City during and following assignments to monitor performance.
With the completion of each work order, the assigned Contract Compliance Manager will either make the necessary
inspection or request photographic evidence that the services were completed to the City's satisfaction. Upon
notification by the assigned Contract Compliance Manager of any unsatisfactory work, the Vendor shall have two
calendar weeks, to make the necessary corrections. Liquidated damages of one hundred dollars per day will begin to
accrue at the end of the 2-week period if the work has not been completed to the City's satisfaction and no additional
arrangements have been made between the City and the Vendor to resolve the issue.
REMOVAL SERVICES SPECIFICATIONS
DEFINITIONS
Tree removal shall refer to the lowering and demolition of the tree to a height no greater than two inches above grade,
and the elimination of all waste material.
Trunk removal shall refer to the lowering, and demolition of a tree, whose canopy and major limbs have been removed,
to a height no greater than two inches above grade, and the elimination of all waste material.
Limb removal shall refer to the disposal of a tree limb that is broken and still attached to the tree, or is broken off and
resting on the ground and/or some other tree or structure. This process shall also include the elimination of all waste
material.
Stump shall refer to the part of the tree that remains after the trunk has been removed to a height of not greater than
two inches above grade.
Stump grinding shall refer to the process of disposing of the tree base, all roots, and all waste material to a minimum
depth of twelve to twenty inches below grade. Vendor shall leave the chips/shavings level in the hole and dispose of
the remaining, excess waste material. This process shall be performed by the use of a device that has been approved
by the City that reduces the stump and roots to shavings or sawdust without the stumps or roots being removed from
the ground. The diameter inch of any stump to be ground will be determined by the average
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v.1.4 (November 30, 2021)
of these two measurements in diameter inch: the widest cross-section of the stump and the narrowest cross-section
of the trunk.
Removal of the rootball shall refer to the disposal of the base of the tree and the attached roots that have uplifted and
are wholly or partially resting on its side. This process shall also include restoration of the hole and the elimination
of all waste material.
Litter and/or waste material shall be defined as, but not limited to leaves, bark, sawdust, wood chips, twigs, or any
other material, or debris produced by the tree, or the process of pruning and/or removing the tree, trunk, downed
limbs, stump and/or rootball.
DBH (diameter breast height) shall be defined as the diameter of the trees and trunks removed at a height of four and
one-half feet above grade.
DBH Irregularities — When irregularities in the trunk occur at the point of the DBH measurement, the measurement
shall be taken just below the irregularity at a point where the irregularity no longer affects normal trunk form. If a tree
forks immediately above the DBH, this shall be considered an irregularity. If the tree forks below two feet, the tree
shall be considered a multi -trunk tree. DBH of a multi -trunk tree shall equal the DBH of its largest trunk plus half of
each additional trunk.
Should the Vendor disagree with the City's DBH measurement, all work shall stop immediately and the Vendor shall
contact the assigned Contract Compliance Manager for a re -measurement. The City's decision regarding the
measurement shall be final.
Vendor shall only remove trees, trunks, limbs and/or stumps that have been painted with an orange `X' or other
marking as indicated on the work order. If the tree in question does not bear a painted orange `X' on any visible
surface, the Vendor shall not proceed with the removal until the assigned Contract Compliance Manager has been
notified and the situation remedied.
Vendor will not be compensated for removals that do not have this orange `X' and may be assessed liquidated damages
as outlined in Section 15.0 as well as subject to fines and penalties of the Tree Conservation Ordinance of the Fort
Worth Zoning Code.
If the Vendor encounters a metal pole, pipe or other object at base of a trunk, it is acceptable to "chair" around the
object, leaving that portion of the trunk higher while removing everything else no higher than two inches above grade.
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Vendor shall fill any holes resulting from the removal of rootballs with topsoil to the level of the adjoining grade. The
topsoil shall be of sufficient quality to support grass and free of subsoil, roots, rocks, road base, glass and litter debris,
and weeds. The topsoil shall be properly leveled and compacted so as to ensure a minimum amount of settlement of
the backfill materials. If there is more than a 24-hr delay between the time of rootball removal and refilling with soil,
the Vendor shall barricade the disturbed area.
Upon notification, the Vendor will have two calendar weeks to satisfactorily lower the stump height of tree and trunk
removals that failed to meet the specified removal height of no greater than two inches above grade. Liquidated
damages of one hundred dollars per day will begin to accrue at the end of the 2-week period if the height has not been
corrected.
PRUNING SERVICES SPECIFICATIONS
Pruning will be done in accordance with the latest revision of the ANSI Z133.1 safety standards and the ANSI A300
tree care performance standards. All cuts shall be made so as to preserve the health and aesthetic value of the tree. All
final cuts shall be made in such a manner so as to favor the earliest possible covering of the wound by natural callus
growth.
On an as -needed basis, the Vendor may be asked to provide these general pruning services for risk abatement and
maintenance:
Crown Cleaning — The selective removal of one or more of the following from the tree's crown: dead, dying, broken,
or diseased branches; watersprouts; and weakly attached and low vigor branches.
Crown Thinning — The selective removal of branches to increase light penetration and air movement through the
crown.
Crown Raising — The removal of lower branches to provide clearance.
Crown Reduction — Pruning for the purpose of decreasing the height and/or spread of a tree. Drop crotch pruning is
the proper technique. Remaining laterals should be pointing in the direction of desired growth.
Crown Restoration — Pruning to improve the structure, form and appearance of trees that have vigorously sprouted
after being broken, topped or severely pruned using heading cuts. Crown restoration may require pruning over a
number of years as the new, dominant branches take time to form.
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Structural Pruning — Pruning of young trees, often over a period of several years, to develop good structure, including
a well -developed central leader, strong branch attachments, and adequate spacing and distribution of the scaffold
branches.
Pruning Guidelines — When performing any of the pruning services listed above, the Vendor shall adhere to the
following guidelines:
All pruning tools and saws in operation shall be maintained in a sharp condition to result in final cuts with a smooth
wood surface and secure bark remaining intact. Chain saws will not be permitted on any trees six inches or less in
diameter. All trees six inches or less in diameter shall be pruned with hand tools only.
No more than one-third of the live wood may be removed from the crown of any tree, without approval of the City.
Overly mature trees should only have dead, diseased, broken, or hazardous limbs removed, unless otherwise instructed
by the City.
When pruning cuts are made to a lateral branch, the basal thickness of the side limb must be of at least one-third of
the diameter of the pruning wound. These cuts shall be considered proper only when the remaining lateral is vigorous
enough to maintain adequate foliage to produce wood growth capable of callusing the pruning cut within a reasonable
amount of time.
When raising the crown of trees in the right-of-way, the Vendor shall, remove low limbs to provide a 14-foot clearance
over the street and an eight to ten -foot clearance above sidewalks and other pedestrian areas, unless otherwise specified
in the work order. Exceptions are allowed for young trees, which would be irreparably damaged by such pruning
action. Vendor shall exercise due diligence to not over -raise the canopy and thus ensure that the crown of the tree
remains at least two-thirds of the total tree height.
To prevent "tear downs", splits, and peeling, the "3-Cut Pruning Method" should be used on limbs that are larger than
two inches.
Any extraneous metal, wire, rubber or other material (i.e. stakes, ties) interfering with tree growth shall be removed
immediately.
When performing a crown cleaning or crown thinning, the Vendor shall remove all dead, diseased, broken and storm
damaged branches as well as branch stubs that are two-inch diameter or larger.
When performing a crown cleaning or crown thinning, the Contractor shall remove any live branches that interfere
with the tree's structural strength, and healthy development, which includes the following:
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Branches which rub and abrade a more important branch.
Branches forming multiple leaders in a single leader type tree.
Sprout or sucker growth to a minimum height of eight feet above ground level. Exceptions are allowed for young
trees, which would be irreparably damaged by such pruning action.
When performing a crown reduction, the Vendor shall selectively remove limbs obstructing buildings or other
structures or traffic signs. Generally, limbs closer than five feet to a building or other structure should be removed
unless doing so would severely damage a tree.
Unacceptable Pruning Practices — The procedures including but not limited to those listed below will result in tree
decline and are PROHIBITED (storm damage and other extenuating circumstances exempted):
Severe cutting back of all growing tips usually referred to as tipping, topping,
pollarding, or hat racking.
Lion tailing, the removal of inner foliage, branches, and limbs of a tree leaving the remaining foliage limited at the
end of long, bare branches.
Flush cuts, where a destructive pruning cut is made even with the surface of the trunk or limb, resulting in the removal
of the branch collar and/or branch bark ridge.
Stub cutting, where branch removal results in the base of the removed branch protruding more than one-fourth inch
beyond the zone of branch collar and branch bark ridge. All stubs shall be cut back as necessary to make a proper
pruning cut.
Removal of a healthy main leader, for reasons other than crown reduction.
Use of spikes or climbers. Visible scars on trunks or use of spikes or climbers shall be considered adequate evidence
to reject payment for any pruning on a tree.
CUTBACK SERVICES SPECIFICATIONS — Vendor shall provide a 14-foot clearance over the street, along
specified City right -of ways (ROW), by clearing all growth in the ROW from the edge of the road to a distance of five
feet back, unless otherwise specified on the work order. This includes the removal of shrubs, vines, low limbs, small
trees up to six inches in diameter, suckers and watersprouts, but not grass. All growth shall be cut flush to the ground.
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EMERGENCY STORM RESPONSE ACTIVATION SPECIFICATIONS
Activation — Throughout the term of this Agreement, it may become necessary in storm situations for the Vendor to
assist the Park & Recreation Department in providing emergency mitigation tree services. Upon oral notification by
the Staff Forester, the Vendor shall be required to furnish within six hours, one or more of the following crews
below to the Forestry Section for the purpose of storm response mitigation:
3-person ground crew, with one chipper truck with chipper, and all related equipment.
3-person aerial crew, with one chipper, and one aerial bucket truck with dump bed box.
2-person grapple/claw truck crew with one grapple/claw truck with a minimum capacity of thirty yards.
Hours — When the Emergency Storm Response clause is activated, the Vendor is guaranteed a minimum of eight
hours. The Crew(s) may be required to work twelve hour days for an unspecified number of days.
Emergency storm activation applies to hazardous mitigation only. Vendor shall be compensated on an hourly basis
that begins when the crew reaches the first site of the work day and ends upon leaving the last site of the work day.
Vendor is not eligible to receive compensation for the priority response surcharges for work completed through
emergency storm activation.
SITE CLEANUP — Cleanup of debris resulting from any tree pruning or removal services performed under this
Agreement shall be promptly and properly accomplished in a manner consistent with applicable municipal, state and
federal laws and regulations. Disposal expenses will be the Vendor's responsibility. Areas are to be left in a condition
equal to or better than that which existed prior to the commencement of work.
All waste material from trees, including trunks, branches, cut logs, leaf litter, chips and sawdust, shall be removed
from the jobsite the same day it is generated, with none left on the ground overnight unless prior consent has been
given by the assigned Contract Compliance Manager.
Vendor shall leave all job sites clean both at the end of the day and at the completion of each work order, before the
work crew leaves the site. Vendor will leave the area with a finished appearance with all lawn areas, parkways, streets
and sidewalks having been swept, raked and/or blown clean. All grass, gravel and garden areas in industrial,
residential, commercial, park and similarly maintained areas shall be left "fan rake clean." All driveways, walkways,
roads, curbs, patios and other asphalt, concrete, stone and similar surface shall be left "broom clean."
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If residents requests logs and/or chips, the Vendor, when choosing to accommodate these requests at no additional
expense to the City, shall leave these items neatly stacked on private property and not in the right-of-way.
At the completion of the work order, all divots and/or holes that were made in lawns shall be filled with topsoil that
is of sufficient quality to support grass and is free of subsoil, roots, rocks, road base, glass and litter debris, and weeds.
The topsoil shall be properly leveled and compacted so as to ensure a minimum amount of settlement of the backfill
materials.
Unless otherwise directed by the City, all rootballs, trunks, branches, cut logs, as well as litter and/or waste material
shall be cleared from the site and disposed of by the Vendor in a manner consistent with applicable municipal, state,
and federal laws and regulations. Disposal expenses will be the Vendor's responsibility.
Vendor shall remove all barriers, signs, tools and equipment from the project work site at the completion of the work
order and is not permitted at any time to leave any marketing signs in the right -of way.
PERSONAL AND/OR PROPERTY DAMAGE
Vendor shall be responsible for damages caused to public and private property, and/or persons, resulting from
negligence by the Vendor. Vendor shall report the occurrence and extensiveness of the damage to the assigned
Contract Compliance Manager within four hours of occurrence.
Damage to Privately -owned Property — All private property damage claims and complaints against the Vendor shall
be the Vendor's responsibility to settle. Arrangements for repairs and/or compensation for damage caused to private
property will be handled directly between the Vendor and the property owner. Vendor shall contact private property
owners within one business day in order to resolve claims and complaints in a timely manner. The Vendor shall
periodically update the City with the status of each claim or complaint until the matter is resolved. All such updates
shall be done via written communication.
Damage to City -owned Property — Damages to structures, sidewalks, curbs, utilities, signs, light fixtures, landscape
furniture, trees, or other City -owned property caused by the workmen engaged in work under this Agreement, will be
repaired or replaced without delay at the Vendor's sole expense. Repair work will be carried out by skilled
workmen acceptable to the City.
The City's designated representative must approve all repairs and replacements to City -owned property prior to final
payment to the Vendor for work performed when the damage occurred.
Damages to all City -owned property as described herein may be deducted from payments otherwise due to the Vendor.
The City may take any other action as needed to secure the collection of assessed damages.
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ASSESSMENT OF LIQUIDATED DAMAGES FOR DAMAGE TO CITY -OWNED TREES
Damages caused by the Vendor to City -owned trees in performing the scope of work under this Agreement shall
result in the following assessment of liquidated damages:
Slight Damage, $100.00 per instance — This is damage that may heal. Examples include but are not limited to: scarring
of the trunk into the cambial layer one-half inch to two inches in width but less than one-third trunk circumference;
and breaking of limbs less than two inches in diameter or limbs less than one-third trunk caliper whichever is less.
Moderate Damage, $300 per instance — Damage which contributes to the poor health and reduced longevity of the
tree. Examples include but are not limited to: scarring of the trunk into the cambial layer greater than two inches but
less than one-third the trunk circumference; and breaking of limbs more than two inches in diameter but less than one-
third trunk caliper.
Severe Damage, $200 per diameter inch for trees < 30" DBH, $400 per diameter inch for trees > 30" DBH — Damage
that includes but is not limited to: scarring of the trunk to the cambial layer greater than one-third the trunk
circumference; uprooting or causing a tree to lean; and damage to a scaffolding branch or branch greater than one-
third of trunk caliper. In addition to any penalties or damages assessed by the Park and Recreation Department, trees
severely damaged or removed shall also be subject to fines and penalties of the Tree Conservation Ordinance of the
Fort Worth Zoning Code.
The City reserves the right to terminate this Agreement due to repeated property damage and/or damage to City
owned trees as follows: repeated assessment of slight tree damage, three assessments of moderate tree damage, or
one assessment of severe tree damage.
OTHER LIQUIDATED DAMAGES
Liquidated Damages — Failure on the part of the Vendor to complete all work orders that were not canceled or extended
by the City, within the Agreement specifications may result in the Vendor being assessed one hundred dollars per day,
per incomplete work order, as liquidated damages for incomplete work until all work on said work order is
completed within the Agreement specifications.
Liquidated damages are to be paid by deducting the charges from payments otherwise due to the Vendor.
Should it become necessary to assess liquidated damages to a Vendor on more than three occasions within one year,
the City reserves the right to terminate the Agreement.
QUANTITIES - The quantities listed on the bid solicitation are only estimates based on previous usage and do not
indicate intent to purchase or a guarantee of future business. The City of Fort Worth is obligated to pay for only those
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materials and services actually ordered by an authorized City employee and then received as required and accepted by
the City.
COMPLAINTS - Complaints processed through the City Purchasing Division are to be corrected within fourteen
(14) days of formal notice of complaint. Written response to the Purchasing Division is required. Failure to properly
resolve complaints within the fourteen -calendar day time period may result in the cancellation of the Agreement or
the applicable line item(s) in the price Agreement.
INSPECTION AND ACCEPTANCE
Contract Compliance Manager(s) will be responsible for making inspections, monitoring the Vendor's activities and
ensuring the work is performed in accordance with the Agreement specifications. The Contract Compliance Manager
shall record, process and submit all pertinent information to the Agreement file for determination of termination of
Agreement or for non -renewal. Copies of documents related to inadequate performance will be submitted to the City's
Purchasing Division.
In the event the Vendor fails to perform according to the terms of this Agreement, the Department head or his/her
designee will notify the Vendor, in writing, of its failures.
The City reserves the right to terminate this Agreement, or any part hereof, for its sole convenience. In the event of
such termination, the Vendor shall immediately stop all work hereunder and shall immediately cause any and all of
its suppliers and subcontractors to cease work. Payment to the Vendor will be based on actual quantities of work
performed and accepted by the City.
CONTACT - Due to the unique nature of these Agreement specifications, the working relationship between the City
and Vendor is critical to its success. Vendor shall have the ability and is required to respond to all inquiries and issues
in timely and professional manner. Failure to respond as indicated shall result in the termination of this Agreement.
Vendor shall designate at least one person as Point of Contact with office phone or cell phone number and email for
accessibility. Vendor's Point of Contact shall respond to calls, voicemails and emails within one
hour during normal business hours.
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EXHIBIT B
PAYMENT SCHEDULE
(City will pay Vendor a total amount of up to Fifty Thousand Dollars and Zero Cents ($50,000.00) for services
performed.
COMPENSATION
The basis for compensation under this Agreement shall be DBH (diameter at breast height) of trees and trunks
removed, diameter inch of stumps and limbs removed, unit price per rootball removed as based on trunk diameter,
and hourly for emergency storm response activation and all pruning and cutback services. The Vendor shall be
guaranteed a two hour minimum on all pruning services. After the two hour minimum is met, the Vendor shall invoice
in half hour increments.
Work time for emergency storm response activation and all pruning and cutback services compensated on an hourly
basis shall begin when the Vendor's crew reaches the first site of the work day and end upon leaving the last site of
the work day.
Priority Work Orders — City agrees to pay the Vendor a per site surcharge, in addition to the compensation for the
work services performed, for each priority work order designated as either "Emergency" or "Urgent".
Non -Vehicular Access Sites — Vendor, before beginning any work on street, alley or park sites that is accessible by
cart path but not accessible by vehicles, may request payment at the non -vehicular access rate instead of the standard
rate. The City's decision in this matter shall be final.
Special Bid Trees — Under rare and unusual circumstances, due to location or other site problems, safe tree removal
may require abnormal work operations, such as the use of a crane. The City attempts to identify these trees prior to
assigning to a vendor. When these circumstances arise, all Vendors, who have been awarded work under this
Agreement, shall be asked to submit a special bid to remove the particular tree(s) in question. Trees which are difficult
to remove are not necessarily special bid trees. The decision as to which tree is a "special bid tree" rests solely with
the City.
INVOICES
Vendor shall submit invoices on a monthly basis, and whenever possible, group individual work orders/job numbers
together to form a comprehensive invoice rather than invoicing separately.
All invoices should be submitted electronically to the City's centralized Accounts Payable department invoice email
address: s_pnlierinvoicesg_fortworthtexas.gov. This email address is not monitored so please do not send
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correspondence to this email address. The sole purpose of the supplier invoices email address is to receipt and process
supplier invoices. Please include the following on the subject line of your e-mail: vendor name, invoice number, and
PO number, separated by an underscore (ex: Example, Inc._123456_FW013-0000001234)
To ensure the system can successfully process your invoice in an expedient manner, please adhere to the following
requirements:
• All invoices must be either a PDF or TIFF format.
• Image quality must be at least 300 DPI (dots per inch).
• Invoices must be sent as an attachment (i.e. no invoice in the body of the email).
• One invoice per attachment (includes PDFs). Multiple attachments per email is acceptable but each invoice must be
a separate attachment.
• Please do not send handwritten invoices or invoices that contain handwritten notes.
• Dot matrix invoice format is not accepted.
• The invoice must contain the following information:
• Supplier Name and Address;
• Remit to Supplier Name and Address, if different;
• Applicable City Department business unit# (i.e. FW013)
• Complete City of Fort Worth PO number (i.e. the PO number must contain all preceding zeros);
• Invoice number;
• Invoice date; and
• Invoices should be submitted after delivery of the goods or services.
***To prevent invoice processing delays, please do not send invoices by mail and email andplease do not send the
same invoice more than once by email to supplierinvoices@fortworthtexas.gov***
To check on the status of an invoice, please contact the City Department ordering the
goods/services or the Central Accounts Payable Department by email at:
ZZ—FIN—AccountsPayable@fortworthtexas.gov.
If you are unable to send your invoice as outlined above at this time, please send your invoice to our centralized
Accounts Payable department instead of directly to the individual city department. This will allow the city staff to
digitize the invoice for faster processing.
If electronic invoicing is not possible, you may send your paper invoice to:
City of Fort Worth
Attn: FMS Central Accounts Payable
200 Texas Street
Fort Worth, Texas, 76102
The city's goal is to receive 100% of invoices electronically so that all supplier payments are processed efficiently.
To achieve this goal, we need your support!
If you have any questions, please contact the Accounts Payable team at (817) 392-2451 or by email to
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ZZ_FIN _AccountsPayab le&fortworthtexas. gov.
All emergency storm response activation work orders shall be invoiced separately from pruning and removal services.
A properly prepared invoice shall be typewritten or computer printed and shall consist of the Vendor's name and
address, invoice number, date of invoice, City issued purchase order number, release number, work order/job numbers
completed, completion date of work performed, unit cost and total cost. Incomplete or incorrect invoices may result
in delayed payments and shall be returned to the Vendor for correction and re -submittal. Vendor shall submit
corrected/revised invoices within seven calendar days of notification from the City.
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