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AGREEMENT FOR WEED SPRAYING SERVICES This Agreement, entered into this S' day of April, 2005, between the City of Moscow, a Municipal Corporation of Idaho, hereinafter referred to as "CITY," and Shull Brothers, hereinafter referred to as "CONTRACTOR." WITNESSETH: WHEREAS, CITY has determined that it is in the public interest to control and eradicate harmful weeds upon city property and rights-of-way; and WHEREAS, CITY desires to retain CONTRACTOR to perform weed spraying services upon City property and rights-of-way; and WHEREAS, CITY has examined various proposals for spraying services; and WHEREAS, CITY has determined that CONTRACTOR is qualified to provide the desired weed control. NOW, THEREFORE, in consideration of the benefits which will accrue to the parties in carrying out the terms and conditions of this personal services Agreement, it is mutually understood and agreed as follows: ARTICLE I RETENTION OF CONTRACTOR CITY agrees to engage CONTRACTOR, and CONTRACTOR, upon execution of this Agreement, shall proceed with the work described in paragraph II. ARTICLE II SERVICES CONTRACTOR agrees to provide the following services to CITY pursuant to this Agreement, in a good and workmanlike manner, utilizing best practices and safety measures: a. Noxious weed control as needed or as directed per instructions from the City Street Superintendent on city rights-of-ways and in alleys. b. Maintain bare ground weed control !Tom asphalt to the top edge of ditch or creek banks on all streets without curbs such as White Avenue, Mountain View Road, East F Street, Public Avenue, Polk Street where drainage allows. c. Curb edge weed control to include both curb-to-asphalt and curb-to-sidewalk as needed throughout the city. d. Weed control in street cracks as directed by the City Street Superintendent. e. Bare ground weed control at 'dead end' barricades, bridges, guard rails, and at fire hydrants in rank growth areas as per CITY instructions (at locations required) from the City Street Superintendent. 2005-16 ---PAGE BREAK--- ARTICLE III TIME All the above items are to be treated by July I, 2005 and are subject to re-treatment as required to maintain control throughout the season. ARTICLE IV CHEMICALS CONTRACTOR shall, during the terms of this Agreement: a. Agree that all work performed shall be performed safely, shall be of the highest quality, and that all herbicides, chemicals, pesticides and insecticides used shall be of high quality and applied in accordance with applications recommended by the manufacturer. Prior approval of any pesticide (not identified in Article !Vb.) must be made by the Street Superintendent. b. Supply a list and description of all the chemicals and materials to be used pursuant to this Agreement. c. Avoid the use of phenoxy herbicides whenever possible in areas of high human exposure (areas to be determined by the City Street Superintendent). ARTICLE V NOTICE CONTRACTOR will give the City Street Superintendent a minimum of two weeks notice before the start of any spraying. This will give CITY the time needed to publish notices in the local paper before the start of any spraying. ARTICLE VI COMPENSATION CITY shall pay to CONTRACTOR the sum of NINE THOUSAND TWENTY SIX AND SIXTEEN ONE HUNDREDTHS DOLLARS ($9,026.16) for services to be performed pursuant to this Agreement. This sum shall be paid in five equal payments of ONE THOUSAND EIGHT HUNDRED FIVE AND TWENTY THREE-HUNDREDTHS DOLLARS ($1,805.23). Each payment shall be made only upon review and approval by the City Street Superintendent of the work performed. Such payments shall commence May 15,2005. ARTICLE VII TERMINATION If the City Street Superintendent determines that services being rendered are not adequate or suitable to meet the needs of CITY, City Street Superintendent may tenninate this Agreement by providing fifteen days written notice to CONTRACTOR. If this Agreement is terminated in such manner, the sole liability of CITY for such termination shall be to CONTRACTOR for services rendered until the time of termination, which payment shall be determined based on a percentage of total work to be performed under this Agreement. 2 ---PAGE BREAK--- ARTICLE VIII REPORTS CONTRACTOR will provide a bi-weekly status report to the City Street Superintendent on the progress of the program and a year-end written program summary report to the Health and Environment Commission to be presented by the January meeting, detailing areas sprayed, chemicals applied, chemicals' effectiveness, weeds applied to, and identifYing specific weed "hot spots." ARTICLE IX COMPLIANCE WITH LAWS a. CONTRACTOR agrees that it shall conduct its operations pursuant to this Agreement in conformance with all applicable laws, ordinances and regulations of all governmental and regulatory agencies having jurisdiction. b. CONTRACTOR agrees to use, handle, store and dispose of any and all toxic substances used in the performance of this Agreement in accordance with applicable federal, state, city and local laws, statutes, and regulations, and turther agrees to indemnifY and hold CITY harmless from any liability resulting from the use, handling, storage or disposal of toxic substances. ARTICLE X INDEPENDENT CONTRACTOR The parties warrant by their signature that no employer-employee relationship is established between CONTRACTOR and CITY by the terms of this contract. It is understood by the parties hereto that CONTRACTOR is an independent CONTRACTOR and as such neither it nor its employees, if any, are employees of CITY for purposes of tax, retirement system, or social security (FICA) withholding. ARTICLE XI CONSTRUCTION AND VENUE It is agreed that this Agreement shall be construed under and governed by the laws of the State of Idaho. In the event of litigation concerning it, it is agreed that proper venue shall be the District Court of the Second Judicial District of the State of Idaho, in and for the County of Latah. ARTICLE XII INDEMNIFICATION CONTRACTOR waives any all claims and recourse against CITY, including the right of contribution for loss and damage to persons or property arising from, growing out of, or in any way connected with or incident to CONTRACTOR's performance of this Agreement except for liability arising out of the sole negligence of CITY or its officers, agents or employees. Further, CONTRACTOR shall indemnify, hold harmless, and defend CITY against any and all claims, demands, damages, costs, expenses or liability arising out of CONTRACTOR's performance of this Agreement except for liability arising out of the sole negligence of CITY or its officers, agents or employees. ARTICLE XIII MODIFICATION AND ASSIGNABILITY OF CONTRACT This Agreement contains the entire agreement between the parties, and no statements, promises, or inducements made by either party, or agents of either party are valid or binding unless contained herein. 3 ---PAGE BREAK--- This Agreement may not be enlarged, modified or altered except upon written agreement signed by the parties hereto. CONTRACTOR may not subcontract or assign its rights (including the right to compensation) or duties arising hereunder without the prior written consent and express authorization of CITY. Any subcontractor or assignee so authorized shall be bound by all of the terms and conditions of this Agreement as if named specifically herein. ARTICLE XIV INSURANCE CONTRACTOR warrants that it has obtained, and will maintain at its expense for the duration of this Agreement, statutory worker's compensation coverage, employer's liability and comprehensive general liability insurance coverage for its principals and employees for the services to be performed hereunder. The comprehensive general liability insurance shall have a coverage limit of at least FIVE HUNDRED THOUSAND DOLLARS ($500,000.00) per occurrence, and ONE MILLION DOLLARS ($1,000,000.00) aggregate. CONTRACTOR shall fum ish copies of all insurance policies and/or certificates of insurance to CITY at the time of execution of this Agreement. Each policy shall include a provision to the effect that it shall not be subject to cancellation or reduction in the amounts of its liabilities, or any other material change, until notice has been given in writing to CITY not less than fifteen (15) days prior to such action. CONTRACTOR shall further cause CITY to be named as an additional insured on all applicable insurance policies. Such insurance shall be issued by an insurance carrier licensed to do business in the state of Idaho. This Agreement shall be effective the day and year first above written. Contractor: SHULL BROTHERS: STATE OF IDAHO ) ) ss. County of Latah ) ; l ' • CITY OF MOSCOW · ATT On this day of MPVI \ , 2005, before me the undersigned, a Notary in and for said State, personally appeare b.eJo !G4 A Cl&" , in his official capacity as Co:=:m6 l of Shull Brothers, known to me to be the person whose name is subscribed to the foregoing and acknowledged to me that he executed the same; and that he is the duly authorized representative of Shull Brothers and has specific legal authority to bind Shull Brothers to this Agreement. 4 ---PAGE BREAK--- SHUll BROTHERS PEST CONTROl insect, Weed Control & Landscape Maintenance "Over 50 Years of Quality Service" P Box 8668 MOSCOW, IDAHO 83843 (208) 882·3332 122 East 4th st P.O. Box 9203 Street Dept. Weed Control CFY Moscow, Idaho 83843 Moscow Joe Evans 2005 2005 Ci of Moscow Street _ _ Weed Control Program to be the same fifications as the 2004 2005 Chemical List ( ) . Ban vel Trans line Finale Telar Hyvar Surflan Roundup R11 Rodeo R900XC 2,4-D Nalcotrol Arsenal Tordon Spike Escort Sahara Nine Thousand Twenty Six Dollars and Payments of $1 ,.805.23 . .per month .star ting 5./l.0/05^9./.10/D 5. /lvCl!i5/ To Reorder: 800-225·6380 or nebs.com $ 9, 0.26 .J 6