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AGREEMENT FOR WEED SPRAYING SERVICES BETWEEN CITY OF MOSCOW, IDAHO AND SHULL BROTHERS THIS AGREEMENT FOR WEED SPRAYING SERVICES BETWEEN CITY OF MOSCOW, IDAHO AND SHULL BROTHERS (hereinafter "Agreement"), entered into this day of J\1Cl ycJ.a , 2015, between the City of Moscow, Idaho, a municipal corporation of the State of Idaho, 206 East Third Street, Moscow, Idaho, 83843 (hereinafter "City"), and Shull Brothers, P 0 Box 8868, Moscow, Idaho, 83843 (hereinafter "Contractor"). W I T N E S S E T H: 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 Professional 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 Streets/Fleet Manager on City rights-of-ways and in alleys. B. Maintain bare ground weed control from asphalt to the top edge of ditch or creek banks on all streets without curbs such as White A venue, Mountain View Road, East F Street, Public A venue, and 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. AGREEMENT FOR WEED SPRAYING SERVICES CITY AND SHULL BROTHERS; 2015 2-0 \ D5 PAGE 1 OF6 ---PAGE BREAK--- D. Weed control in street cracks as directed by the City Streets/Fleet Manager. 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 Streets/Fleet Manager. ARTICLE III TIME All the above items are to be treated by f- . J, required to maintain control throughout the "Ñason. ' ARTICLE IV CHEMICALS Contractor shall, during the terms of this Agreement: , 2015 and are subject to re-treatment as 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 IV.B.) must be made by the City Streets/Fleet Manager. B. Supply a list and description of all the chemicals and materials to be used pursuant to this Agreement. C. A void the use of phenoxy herbicides whenever possible in areas of high human exposure (areas to be determined by the City Streets/Fleet Manager). ARTICLE V NOTICE Contractor will give the City Streets/Fleet Manager 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 Twelve Thousand Six Hundred Ninety One and 62/100 Dollars ($12,691.62) for services to be performed pursuant to this Agreement. This sum shall be paid in five equal payments of Two Thousand Five Hundred Thirty-Eight and 33/100 Dollars ($2,538.33). Each payment shall be made only upon review and approval by the City Streets/Fleet Manager of the work performed. Such payments shall commence May 15, 2015. ARTICLE VII TERMINATION If the City Streets/Fleet Manager determines that services being rendered are not adequate or suitable to meet the needs of City, City Streets/Fleet Manager may terminate this Agreement by providing fifteen (15) days written notice to Contractor. If this Agreement is terminated in such manner, the AGREEMENT FOR WEED SPRAYING SERVICES CITY AND SHULL BROTHERS; 201 5 PAGE20F6 ---PAGE BREAK--- 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. ARTICLE VIII REPORTS Contractor will provide a bi-weekly status report to the City Streets/Fleet Manager on the progress of the program. 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 further 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 Agreement. 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 ofldaho, 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. AGREEMENT FOR WEED SPRAYING SERVICES CITY AND SHULL BROTHERS; 2015 PAGE3 OF6 ---PAGE BREAK--- ARTICLE XIII MODIFICATION AND ASSIGNABILITY OF AGREEMENT 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. 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) per occurrence, and ONE MILLION DOLLARS ($1,000,000) aggregate. Contractor shall furnish 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 N\ -lo NJ rJ l' Joe Evans AGREEMENT FOR WEED SPRAYING SERVICES CITY AND SHULL BROTHERS; 2015 City: City Of Moscow PAGE40F6 ---PAGE BREAK--- STATE OF IDAHO ) ) SS. County of Latah ) On this [p.f'V day of n1a. { _ 2015, before Òe the undersigned, a Notary in and for said State, personally appeared l:5 e or fu ot r'I > , in his official capacity as o yvr-. r I \I 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. AGREEMENT FOR WEED SPRAYING SERVICES CITY AND SHULL BROTHERS; 2015 PAGES OF6 ---PAGE BREAK--- PROPOSAL SUBMITTED TO City of Moscow STREET PROPOSAL Page No. SHULL BROTHERS PEST CONTROL Insect, Weed Control & Landscape Maintenance "Over 66 Veers Of Quality Service" P.O. Box 8668 MOSCOW, IDAHO 83843 (208) 882-3332 PH011€ 862-7550 I OArF JOB N.AME of 2/28/15 122 East 4th St, P.O. Box 9203 Street Dept. Weed Control Proqram JOB LOCATION Cl !Y SJ A. IE one> ZIP COOE Moscow Idaho 83843 Moscow AfiWITfCl Joe Evans I OA TE OF PLANS Spring 2015 I JOB PllONE WP, uhm11 spoc1l1callons and tor Pages 2015 City of Mosco:\'L_ _Street Depti WS!cd- Control Prag.ram _ specifications as the 2014 program. Add on Jackson st. and City Hall parking lots. 2015 chemical l_i..§.Llfil- £sp _ 1 R900XC Edict _ _ _ J.ilLLito.W'--------engeance:----- We Propose hereby to furnish material and labor - complete In accordance with above specifications, for the sum of: Twelve Thousand Six Hundred Ninty One Dollars and 62/1 OO·-dollnm($ _ 12 691. 62 J. Pavmenl 10 bR rnede as lol1uws: Payments of $2,538.33 per month starting 5/15/15-9/.J..5.L All mule11al is g1.h1r11111eecJ lo bt) as snecilled All wmto. tu bo i;omph"ed 1ri 0 wo"onenlike rmmnAr according 11.1 Any allerallon lH Uev11t.t1011 lrum Abel\'!! spi;teilh::ations ir1VfJl\.llnQ tnl1ot r.oals will be e1ecuted ontv upon wr11ton ordlill 5 ancl will become 1m $11lr11 r.hurge over are lully covered by Workman s Compensnuon Acceptance of Proposal - Tho above prlcos I Aut11orized S1gnslure JOIY and r.:ondllions am solisleclory and are hereby ACceplec.J You am to Liil ttm Signature work as spec1f1ed. Paymenl wdl bo 111ado .lS abLj Date ol Accerlance: Slgna1ure AGREEMENT FOR WEED SPRAYING SERVICES CITY AND SHULL BROTHERS; 2015 PAGE60F6