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HomeMy WebLinkAboutAgenda Report - October 19, 2022 C-16CITY OF Ike Z C A L I FORNIA AGENDA ITEM CaP16 COUNCIL COMMUNICATION AGENDA TITLE: Adopt Resolution Authorizing City Manager to Execute Amendment No. 1 to Professional Services Agreement with Tree Lodi for Electric Utility Pilot Shade Tree Program MEETING DATE: October 19, 2022 PREPARED BY: Business Development Manager RECOMMENDED ACTION: Adopt resolution authorizing City Manager to execute Amendment No. 1 to Professional Services Agreement with Tree Lodi for Electric Utility Pilot Shade Tree Program. BACKGROUND INFORMATION: On June 2, 2021, by Resolution No. 2021-150, the Lodi City Council authorized the City Manager to contract with Tree Lodi for the implementation of a two-year Shade Tree Pilot Program and authorized the expenditure of $71,500 for the first year of implementation. On August 3, 2022, by Resolution No. 2022-197, the Lodi City Council authorized the second year of funding of the Shade Tree Pilot Program in an amount not to exceed $71,500 through June 30, 2023. However, Resolution No. 2022-197 inadvertently omitted language to specifically amend the existing two-year agreement to include the additional funding so that the total paid under the full agreement term would equal $143,000. FISCAL IMPACT: The second year of funding is in the amount of $71,500. The total funding for the agreement term equals $143,000. FUNDING AVAILABLE: Funding for the second year of implementation is available in the FY 23 public benefits budget in account 50465100.72920. Astrida Trupovnieks Business Development Manager ojrvjr� �(� Andrew Keys Deputy City Manager/Internal Services Director ME APPROVED: e,rh%< euer(Oct4.202209:05PDT) Stephen Schwabauer, City Manager AMENDMENT NO. 1 Tree Lodi Electric Utility Pilot Shade Tree Program Professional Services Agreement THIS AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT, is made and entered this day of , 2022, by and between the CITY OF LODI, a municipal corporation, hereinafter called "CITY", and Tree Lodi, a California non-profit corporation hereinafter called "CONTRACTOR". WITNESSETH: 1. WHEREAS, CONTRACTOR and CITY, entered into a Professional Services Agreement on August 20, 2021, the "Agreement", attached hereto as Exhibit 1; and made a part hereof; and 2. WHEREAS, when the Agreement was adopted, it listed the compensation to be paid as $71,500; however, this inadvertently only listed the fees for the first year of the Agreement term; and 3. WHEREAS, while Resolution 2022-197 adopted by City Council on August 3, 2022 authorized the second -year expenditure of $71,500, it inadvertently omitted language to amend the existing two- year agreement to include the additional funding attached hereto as Exhibit 2; and made a part hereof; and 4. WHEREAS, CITY and CONTRACTOR now desire to amend the Agreement to articulate that $71,500 will be paid for fiscal year 2022 and $71,500 will be paid for fiscal year 2023, so that the total paid under the full Agreement term would equal $143,000. 5. WHEREAS, CONTRACTOR agrees to said amendments. NOW, THEREFORE, the parties agree to amend the Agreement as set forth above; all other terms and conditions of the Agreement remain unchanged. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Amendment No. 1 on the date and year first above written. CITY OF LODI, a municipal corporation TREE LODI, a California non-profit corporation STEPHEN SCHWABAUER City Manager Attest: OLIVIA NASHED City Clerk Approved as to Form: STEVE DUTRA By: Title: JANICE D. MAGDICH City Attorney \\eudfilv01 \eud$\USER\AII - Divisions\Admin\CONTRACTS\Shade Tree Program\Contract -Amend No. 1 - Compensation Amend.doc AGREEMENT FOR PROFESSIONAL SERVICES ARTICLE 1 PARTIES AND PURPOSE Section 1.1 Parties THIS AGREEMENT is entered into on 2021, by and between the CITY OF LODI, a municipal corporation tWereinafter "CITY"), and Tree Lodi, a California non-profit corporation (hereinafter "CONTRACTOR"). Section 1.2 Purpose CITY selected the CONTRACTOR to provide the services required in accordance with attached Scope of Services, Exhibit A, attached and incorporated by this reference. CITY wishes to enter into an agreement with CONTRACTOR for the implementation of the Electric Utility Pilot Shade Tree Program (hereinafter "Project") as set forth in the Scope of Services attached here as Exhibit A. CONTRACTOR acknowledges that it is qualified to provide such services to CITY. ARTICLE 2 SCOPE OF SERVICES Section 2.1 Scv a of Services CONTRACTOR, for the benefit and at the direction of CITY, shall perform the Scope of Services as set forth in Exhibit A. Section 2.2 Time For Commencement and Completion of Work CONTRACTOR shall commence work pursuant to this Agreement, upon receipt of a written notice to proceed from CITY or on the date set forth in Section 2.6, whichever occurs first, and shall perform all services diligently and complete work under this Agreement based on a mutually agreed upon timeline or as otherwise designated in the Scope of Services. CONTRACTOR shall submit to CITY such reports, diagrams, drawings and other work products as may be designated in the Scope of Services. CONTRACTOR shall not be responsible for delays caused by the failure of CITY staff to provide required data or review documents within the appropriate time frames. The review time by CITY and any other agencies involved in the project shall not be counted against CONTRACTOR's contract performance period. Also, any delays due to weather, vandalism, acts of God, etc., shall not be counted. CONTRACTOR shall 1 remain in contact with reviewing agencies and make all efforts to review and return all comments. Section 2.3 I'Vieetirios CONTRACTOR shall attend meetings as may be set forth in the Scope of Services. Section 2.4 Staffing CONTRACTOR acknowledges that CITY has relied on CONTRACTOR's capabilities and on the qualifications of CONTRACTOR's principals and staff as identified in its proposal to CITY. The Scope of Services shall be performed by CONTRACTOR, unless agreed to otherwise by CITY in writing. CITY shall be notified by CONTRACTOR of any change of Project Manager and CITY is granted the right of approval of all original, additional and replacement personnel at CITY's sole discretion and shall be notified by CONTRACTOR of any changes of CONTRACTOR's project staff prior to any change. CONTRACTOR represents it is prepared to and can perform all services within the Scope of Services (Exhibit A) and is prepared to and can perform all services specified therein. CONTRACTOR represents that it has, or will have at the time this Agreement is executed, all licenses, permits, qualifications, insurance and approvals of whatsoever nature are legally required for CONTRACTOR to practice its profession, and that CONTRACTOR shall, at its own cost and expense, keep in effect during the life of this Agreement all such licenses, permits, qualifications, insurance and approvals, and shall indemnify, defend and hold harmless CITY against any costs associated with such licenses, permits, qualifications, insurance and approvals which may be imposed against CITY under this Agreement. Section 2.5 Subcontracts Unless prior written approval of CITY is obtained, CONTRACTOR shall not enter into any subcontract with any other party for purposes of providing any work or services covered by this Agreement. Section 2.6 Term The term of this Agreement commences on July 1, 2021 and terminates upon the completion of the Scope of Services or on June 30, 2023, whichever occurs first. PA ARTICLE 3 COMPENSATION Section 3.1 Compensation CONTRACTOR's compensation for all work under this Agreement shall conform to the provisions of the Fee Proposal, attached hereto as Exhibit B and incorporated by this reference. CONTRACTOR shall not undertake any work beyond the scope of this Agreement unless such additional work is approved in advance and in writing by CITY. Section 3.2 Method of Payment CONTRACTOR shall submit invoices for completed work on a monthly basis, or as otherwise agreed, providing, without limitation, details as to amount of hours, individual performing said work, hourly rate, and indicating to what aspect of the Scope of Services said work is attributable. CONTRACTOR's compensation for all work under this Agreement shall not exceed the amount of the Fee Proposal. Section 3.3 Costs The Fee Proposal shall include all reimbursable costs required for the performance of the Scope of Services. Payment of additional reimbursable costs considered to be over and above those inherent in the original Scope of Services shall be approved in advanced and in writing, by CITY. Section 3.4 Auditing CITY reserves the right to periodically audit all charges made by CONTRACTOR to CITY for services under this Agreement. Upon request, CONTRACTOR agrees to furnish CITY, or a designated representative, with necessary information and assistance needed to conduct such an audit. CONTRACTOR agrees that CITY or its delegate will have the right to review, obtain and copy all records pertaining to performance of this Agreement. CONTRACTOR agrees to provide CITY or its delegate with any relevant information requested and shall permit CITY or its delegate access to its premises, upon reasonable notice, during normal business hours for the purpose of interviewing employees and inspecting and copying such books, records, accounts, and other material that may be relevant to a matter under investigation for the purpose of determining compliance with this requirement. CONTRACTOR further agrees to maintain such records for a period of three (3) years after final payment under this Agreement. 3 ARTICLE 4 MISCELLANEOUS PROVISIONS Section 4.1 Nondiscrimination In performing services under this Agreement, CONTRACTOR shall not discriminate in the employment of its employees or in the engagement of any sub CONTRACTOR on the basis of race, color, religion, sex, sexual orientation, marital status, national origin, ancestry, age, or any other criteria prohibited by law. Section 4.2 ADA Compliance In performing services under this Agreement, CONTRACTOR shall comply with the Americans with Disabilities Act (ADA) of 1990, and all amendments thereto, as well as all applicable regulations and guidelines issued pursuant to the ADA. Section 4.3 Indemnification and Responsibility for Dama e CONTRACTOR to the fullest extent permitted by law, shall indemnify and hold harmless CITY, its elected and appointed officials, directors, officers, employees and volunteers from and against any claims, damages, losses, and expenses (including reasonable attorney's fees and costs), arising out of performance of the services to be performed under this Agreement, provided that any such claim, damage, loss, or expense is caused by the negligent acts, errors or omissions of CONTRACTOR, any subcontractor employed directly by CONTRACTOR, anyone directly or indirectly employed by any of them, or anyone for whose acts they may be liable, except those injuries or damages arising out of the active negligence, sole negligence, or sole willful misconduct of the City of Lodi, its elected and appointed officials, directors, officers, employees and volunteers. CITY may, at its election, conduct the defense or participate in the defense of any claim related in any way to this indemnification. If CITY chooses at its own election to conduct its own defense, participate in its own defense, or obtain independent legal counsel in defense of any claim related to this indemnification, CONTRACTOR shall pay all of the costs related thereto, including without limitation reasonable attorney fees and costs. The defense and indemnification obligations required by this Agreement are undertaken in addition to, and shall not in any way be limited by the insurance obligations set forth herein. During the term of this Agreement, all members, volunteers, and contractors of CONTRACTOR shall sign a release of liability indemnifying and holding CITY harmless of any acts performed, or occurring while in performance of the activities described in CONTRACTOR'S scope of work, and waiving the right to recover for any such damages. 4 CONTRACTOR shall ensure that only individuals who have signed such a release pursuant to this Agreement shall be allowed to participate in the performance of work described in CONTRACTOR'S scope of work. Should any person who has not signed such a waiver be found to be engaging in activities while in performance of the activities described in CONTRACTOR'S scope of work on behalf of CONTRACTOR, such event shall constitute a breach of this Agreement and may be grounds for termination of this Agreement. Section 4.4 No Personal Liability Neither the City Council, nor any other officer or authorized assistant or agent or City employee shall be personally responsible for any liability arising under this Agreement. Section 4.5 ResPonsibiiity of CITY CITY shall not be held responsible for the care or protection of any material or parts of the work described in the Scope of Services prior to final acceptance by CITY, except as expressly provided herein. Section 4.6 insurance Re uirements for CONTRACTOR CONTRACTOR shall take out and maintain during the life of this Agreement, insurance coverage as set forth in Exhibit C attached hereto and incorporated by this reference. Section 4.7 Successors and Assigns CITY and CONTRACTOR each bind themselves, their partners, successors, assigns, and legal representatives to this Agreement without the written consent of the others. CONTRACTOR shall not assign or transfer any interest in this Agreement without the prior written consent of CITY. Consent to any such transfer shall be at the sole discretion of CITY. Section 4.8 Notices Any notice required to be given by the terms of this Agreement shall be in writing signed by an authorized representative of the sender and shall be deemed to have been given when the same is personally served or upon receipt by express or overnight delivery, postage prepaid, or three (3) days from the time of mailing if sent by first class or certified mail, postage prepaid, addressed to the respective parties as follows: 5 To CITY City of Lodi 221 West Pine Street P.O. Box 3006 + Lodi, CA 95241-1910 Attn: Business Development Manager To CONTRACTOR: Tree Lodi Steve Dutra, President P.O, Box 243 Acampo, CA 95220 Section 4.9 Cooperation of CITY CITY shall cooperate fully and in a timely manner in providing relevant information it has at its disposal relevant to the Scope of Services. Section 4.10 CONTRACTOR is Not an Employee of CITY CONTRACTOR agrees that in undertaking the duties to be performed under this Agreement, it shall act as an independent contractor for and on behalf of CITY and not an employee of CITY. CITY shall not direct the work and means for accomplishment of the services and work to be performed hereunder. CITY, however, retains the right to require that work performed by CONTRACTOR meet specific standards without regard to the manner and means of accomplishment thereof. Section 4.11 Termination CITY may terminate this Agreement, with or without cause, by giving CONTRACTOR at least ten (10) days written notice. Where phases are anticipated within the Scope of Services, at which an intermediate decision is required concerning whether to proceed further. CITY may terminate at the conclusion of any such phase. Upon termination, CONTRACTOR shall be entitled to payment as set forth in the attached Exhibit B to the extent that the work has been performed. Upon termination, CONTRACTOR shall immediately suspend all work on the Project and deliver any documents or work in progress to CITY. However, CITY shall assume no liability for costs, expenses or lost profits resulting from services not completed or for contracts entered into by CONTRACTOR with third parties in reliance upon this Agreement. Section 4.12 Confidentiality CONTRACTOR agrees to maintain confidentiality of all work and work products produced under this Agreement, except to the extent otherwise required by law or permitted in writing by CITY. CITY agrees to maintain confidentiality of any documents owned by CONTRACTOR and clearly marked by CONTRACTOR as "Confidential" or "Proprietary", except to the extent otherwise required by law or permitted in writing by 6 CONTRACTOR. CONTRACTOR acknowledges that CITY is subject to the California Public Records Act. Section 4.13 Applicable Law, Jurisdiction Severabilily, and Attorney's Fees This Agreement shall be governed by the laws of the State of California. Jurisdiction of litigation arising from this Agreement shall be venued with the San Joaquin County Superior Court. If any part of this Agreement is found to conflict with applicable laws, such part shall be inoperative, null, and void insofar as it is in conflict with said laws, but the remainder of this Agreement shall be in force and effect. In the event any dispute between the parties arises under or regarding this Agreement, the prevailing party in any litigation of the dispute shall be entitled to reasonable attorney's fees from the party who does not prevail as determined by the San Joaquin County Superior Court. Section 4.14 City Business License Requirement CONTRACTOR acknowledges that Lodi Municipal Code Section 3.01.020 requires CONTRACTOR to have a city business license and CONTRACTOR agrees to secure such license and pay the appropriate fees prior to performing any work hereunder. Section 4.15 Captions The captions of the sections and subsections of this Agreement are for convenience only and shall not be deemed to be relevant in resolving any question or interpretation or intent hereunder. Section 4.16 Integration and Modification This Agreement represents the entire understanding of CITY and CONTRACTOR as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may not be modified or altered except in writing, signed by both parties. Section 4.17 Contract Terms Prevail All exhibits and this Agreement are intended to be construed as a single document. Should any inconsistency occur between the specific terms of this Agreement and the attached exhibits, the terms of this Agreement shall prevail. Section 4.18 Severability The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Section 4.19 Ownership of Docunnents All documents, photographs, reports, analyses, audits, computer media, or other material documents or data, and working papers, whether or not in final form, which have been obtained or prepared under this Agreement, shall be deemed the property of CITY. Upon CITY's request, CONTRACTOR shall allow CITY to inspect all such documents during CONTRACTOR's regular business hours. Upon termination or completion of services under this Agreement, all information collected, work product and documents shall be delivered by CONTRACTOR to CITY within ten (10) calendar days. CITY agrees to indemnify, defend and hold CONTRACTOR harmless from any liability resulting from CITY's use of such documents for any purpose other than the purpose for which they were intended. Section 4.20 Author The undersigned hereby represent and warrant that they are authorized by the parties to execute this Agreement. Section 4.21 Federal Transit Funding Conditions ❑ If the box at left is checked, the Federal Transit Funding conditions attached as Exhibit D apply to this Agreement. In the event of a conflict between the terms of this Agreement or any of its other exhibits, and the Federal Transit Funding Conditions, the Federal Transit Funding Conditions will control. Section 4.22 Counterparts and Electronic Signatures This Agreement and other documents to be delivered pursuant to this Agreement may be executed in one or more counterparts, each of which will be deemed to be an original copy and all of which, when taken together, will be deemed to constitute one and the same agreement or document, and will be effective when counterparts have been signed by each of the parties and delivered to the other parties. Each party agrees that the electronic signatures, whether digital or encrypted, of the parties included in this Agreement are intended to authenticate this writing and to have the same force and effect as manual signatures. Delivery of a copy of this Agreement or any other document contemplated hereby, bearing an original manual or electronic signature by facsimile transmission (including a facsimile delivered via the Internet), by electronic mail in 8 "portable document format" (".pdf') or similar format intended to preserve the original and graphic pictorial appearance of a document, or through the use of electronic signature software will have the same effect as physical delivery of the paper document bearing an original signature, IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Agreement as of the date first above written. ATTEST IFER USMIR City Clerk CITY OF LODI, a municipal corporation STEPHEN 5 WABALIER City Manager APPROVED AS TO FORM: Tree Lodi, a California non-profit corporation JANICE D. MAGOICH, City Attorney By: sieve Dula (Ri. ^_� Name: Steve Dutra Attachments: Title: President Exhibit A - Scope of Services Exhibit B - Fee Proposal Exhibit C -Insurance Requirements Exhibit D -Federal Transit f=unding Conditions (if applicable) Funding Source: 5446500'1.72454; 60465'i00.72920 (Business Unit & Account No.) Doc ID: CA:Rev.05.2021.elee.aign 9 txnibit H Lodi Electric Utility's Shade Tree Pilot Project Scope of Work Responsibilities of Tree Lodi 1. Provide in person and virtual consultations with residents of Lodi *Regarding the selection and planting of new shade trees *Developing and maintaining a Tree Care Agreement 2. Conduct presentations to neighborhood community groups * Examples are HOA groups/civic clubs * Three presentations per year 3. Attend city sponsored events such as Earth Day and Arbor Day * This involves setting up the educational booth, and providing staff for the duration of the event * Two events per year 4. Conduct city sponsored workshops * Examples are Energy Smart Workshop/Tree planting Demo * One workshops per year 5. Maintain qualified Tree List * To be reviewed , at least, annually 6. Provide a customer hotline phone number to field calls from customers and or retailers 7. Develop and maintain arrangements with local nurseries for trees. * Coordinate arrangements for tree pick and delivery to customers 1 7. Interface with retailers regarding supplies/materials what are used/needed to successfully supply a reliable shade tree program, 8. Provide regular activity reports to EUD. These reports will include, at a minimum, the following information: * Date of Customer Visit (in person or virtual) * Customer Name, address, email, phone number * Duration of visit * Size and location of Tree (N, S, E, W) * Quantity of trees * Tree maintenance vs new tree planting * Stats on Carbon Stored and avoided by the trees planted 9. Provide monthly invoices involving * Billable category * Hours worked * Total billed monthly and cumulative total * Balance remaining * Associated Activity Report 10. Manage the budget to assure work in each area is performed, as required 11. Create and maintain a webpage to market program * Webpage will include program application, tree planting video/tree planting guidelines in text, recommended shade tree list with descriptions, and Tree Lodi contact information z Exhibit A -Tree List 2/23/21 Tree Lodi proposed tree list: Large Acer freemanii Autumn Blaze Maple 65x25, Large Acer macrophyllum Bigleaf Maple 75x50, Large Acer platanoides !Norway Maple 60x40, Large Acer platanoides Crimson Sentry 60x20, Large Acer platanoides Deborah 50x40, Large Acer rubrum Armstrong 60x25, Large Acer rubrum Bowhall 50x20, Large Acer rubrum October Glory 50x35, Large Acer rubrum Red Maple 65x40, Large Acer rubrum Redpointe 50x40, Large Afrocarpus falcatus African Fern Pine 65057 Large Calocedrus decurrens Incense Cedar 90X15, Large Castanea sativa Spanish Chestnut 100x50, Large Casuarina cunninghamiana River She -Oak 70x30, Large Casuarina equisetifolia Beefwood Horsetail 65x20, Large Cedrus atlantica Blue Atlas Cedar 6000, Large Cedrus deodara Deodar Cedar 60x30, Large Cinnamomus camphor Camphor Tree 65x60,Large Cornus contraversa Giant Dogwood 60x60, Large Corymbia aparrerinja Ghost Gum 50x35, Large Cupressus sempervirens Italian Cypress 70x20, Large 2/23/21 Dalbergia sissoo Rosewood 60x40, Large Dalbergia sissoo Rosewood 60x40, Large Elaeocarpus decipinens Japanese Blueberry Tree 6000, Large Eucalyptus polyanthemuss Silver Dollar Gum 75x45, Large Eucalyptus sideroxylon Red Ironbark 90x60, Large Fraxinus americana Autumn Purple 80x50, Large Fraxinus americana Autumn Applause 80x50, Large Fraxinus pennsylvanica Summit Ash 50x50, Large Ginkgo biloba Ginkgo Maidenhair 60x25, Large Ginkgo Autumn Gold 5005, Large Ginkgo Fairmont 75x25, Large Ginkgo Princeton Sentry 65x20, Large Jacaranda mimosifolia Jacaranda 50x30, Large Magnolia grandiflora Southern Magnolia 80x60, Large Magnolia Majestic Beauty 50x25, Large Metasequoia glyptostroboides Dawn Redwood 90x20, Large Pinus canariensis Canary Island Pine 80x35, Large Pinus eldarica Mondell Pine 80x25, Large Platanus acerifolia Columbia 8500, Large Platanus acerifolia Bloodgood 8500, Large Platanus acerifolia Yarwood 10005, Large Platanus racemose California Sycamore 80x50, Large 2/23/21 Plantus orientalis Oriental plane 80x70, Large Podocarpus macrophyllus Yew Pine 50x20, Large Pseudotsuga menziesii Douglas Fir 16000, Large Quercus acutissima Sawtooth Oak 65x50, Large Quercus agrifolia Coast Live Oak 70x70, Large Quercus buckleyi Texas Red Oak 50x50, Large Quercus canbyi Chisos Oak 50x50, Large Quercus castaneifolia Chestnut leaf Oak 60x50, Large Quercus cerris Turkey Oak 50x50, Large Quercus coccinea Scarlet Oak 70x50, Large Quercus comtoniae Compton Oak 60x50, Large Quercus frainetto Hungarian Oak 80x70, Large Quercus garryana Oregon White Oak 90x60, Large Quercus lobata Valley Oak 70x50, Large Quercus oblongifolia Mexican Blue Oak 60x40, Large Quercus palstris Pin Oak 70x40, Large Quercus phellos Willow Oak 70x40, Large Quercus prinus Chestnut Oak 70x70, Large Quercus robur fastigata Skyrocket English Oak 50x25, Large Quercus rubra Red Oak 80x70, Large Quercus rubur English Oak 120x80, Large Quercus shumardii Shumard Oak 70x40, Large City ul Lodi Shggv! Tran Pilot Program j 71202.1-WO22 - �.yl �. {.. _. hUW1gRYRAIIV4'WR4� •21 ...PI V11.71_ R.V�21 -.. � 1 ❑-21 J .- F0,22 Ma"22 i.2, A-Q? YEAR TO 0 n nRE>• AA�AILLB OF BG --- - 1,frfy.;kAl,I rajPri1 ._. —. F_e!.�'-m..7._.._... 6 ;S F.9C'P3'tl?!?.R n.Ynl;fiSp.V Jlpr 4 �o1"q. — }wnlW alm.annrsr LIMM P. ypa)-- UMw rm w it b2M oe -.. -1 -- .--_--.. — -- ----�- - _ - - 500.aD xou oD _._ -G.-_ SDD.DC xoD TIO � 00 rn a m2sxruu04FO — 1—Saw4a 34 A4 4 CiO�M ee 17115+6{1 ikinlmlry r aoo,oq = DAanu ._ 7J I�111 I IIa'fITA*1 1 colts .. _ _ _ _ •.— ._ .. ... • A2nNaW,eE59 um bnil __� .. _. i _ 7SdIY.00 m 7 44P-W .. TQTAI, MA'il.RlALa,�SGpAI IF.�C9879 - __ _ _ - _ tii�ww RLMY1yPwrcd.� iOrAL WLI 1 - EXHIBIT C NOTE: The City of Lodi is now using the online insurance program PINS Advantage. Once you have been awarded a contract you will receive an email from the City's online insurance program requesting you to forward the email to your insurance provider(s) to submit the required insurance documentation electronically Insurance ReQuirements for Most Contracts Not e"str ction or requiring rofessional IlabIlityl Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employoos or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: I . Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, Including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occusience. If a general aggregate limit applies, either the genoral aggregate limit shall apply separately to this project/locatlon (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form PlumSer CA 00 01 covering any auto or if Contractor has no owned autos, then hired, and non - owned autos with limit no less than $1,000,000 per accident for bodily Injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. Other Insurance Provisions: (a) Addition I NarngdAnatirtus The City of Lodi, its elected and appointed boards, commissions, officers, agents, employees, and volunteers are to be covered as additional insureds on the CGL and auto policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 1185 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used (b) Primary and Non -Contributory Insurance Endorsement The limits of insurance coverage required may be satisfied by a combination of primary and umbrella or excess insurance. For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. (c) �Nai�er+t. Sut,ratio�� Contractor hereby grants to City of Lodi a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Lodi by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Lodi has received a waiver of subrogation endorsement from the insurer NOTE: (1) The street address of the CITY OF LODI must be shown along with (a) and (b) and (c) above: 221 West Pine Street, Lodi, California, 95240; (2) The insurance certificate must state, on its face or as an endorsement, a description of the promect that it is insuring. (d) Severabilily of In greet Clause The term "Insured" is used severally and not collectively, but the inclusion herein of more than one insured shall not operate to increase the limit of the company's liability under the Contractors commercial general liability and automobile liability policies. (e) fi Q-f--Q-a—n—qqJI@tion or Change in Covemge Endorsement This policy may not be canceled nor the coverage reduced by the company without 30 days' prior written notice of such cancellation or reduction in coverage to the Risk Manager, City of Lodi, 221 West Pine St., Lodi, CA 95240. Page 1 1 of pages Risk: rev. 3/1/2018 (f) l f Ura All policies shall be in effect on or before the first day of the Term of this Agreement. At least thirty (30) days prior to the expiration of each insurance polfey, Contractor shall furnish a certificates) showing that a new or extended policy has been obtained which meets the minimum requirements of this Agreement. Contractor shall provide proof of continuing insurance on at least an annual basis during the Term. If Contractor's Insurance lapses or is discontlnued for any reason, Contractor shall immediately notify the City and Immediately obtain replacement insurance. Contractor agrees and stipulates that any insurance coverage provided to the City of Lodi shall provide for a claims perlod following termination of coverage which is at least consistent with the claims period or statutes of limitatfons found in the California Tort Claims Act (California Government Code Sectfon 810 et seq.). (g) Failure to Comply If Contractor fails or refuses to obtain and maintain the required insurance, or fails to provide proof of coverage, the City may obtain the insurance. Contractor shall reimburse the City for premiums paid, with interest on the premium paid by the City at the maximum allowable legal rate then in effect In California. The City shall notify Contractor of such payment of premiums within thirty (30) days of payment stating the amount paid, the name(s) of the insufer(s), and rate of interest. Contractor shall pay such reimbursement and interest on the first (1st) day of the month following the City's notice. Notwithstanding any other provision of this Agreement, if Contractor fails or refuses to obtain or maintain insurance as required by this agreement, or fails to provide proof of insurance, the City may terminate this Agreement upon such breach. Upon such termination, Contractor shall immediately cease use of the Site or facilities and commence and diligently pursue the removal of any and all of its personal property from the site or facilities. (h) Verification of CQv9r�ae Consultant shall furnish the City with a copy of the poticy declaration and endorsement page(s), original certificates and amendatory endarsements or copies of the appiicabia policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at anytime. Failure to exercise this right shall not constitute a waiver of the City's right to exercise after the effective date. (i) Self -insure Relent'o s Self-insured retentions must be declared to and approved by the City. The City may require the Consultant to provide proof of ability to pay losses and related Investigations, claim administration, and defense expe„ses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. Q) Insulmnce Limns The limits of insurance described herein shall not limit the liability of the Contractor and Contractor's officers, employees, agents, representatives or subcontractors. Contractor's obligation to defend, indemnify and hold the City and its officers, officials, employees, agents and volunteers harmless under the provisions of this paragraph is not limited to or restricted by any requirement in the Agreement for Contractor to procure and maintain a policy of insurance. (k) Subcontractors Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors (1) Qualified Insureds) All insurance required by the terms of this Agreement must be provided by insurers licensed to do business in the State of California which are rated at least "A-, VI" by the AM Best Ratings Guide, and which are acceptable to the City. Non -admitted surplus lines carriers may be accepted provided they are included on the most recent list of California eligible surplus lines insurers (LESLI list) and otherwise meet City requirements. Page 2 1 of 2 pages Risk: rev. 3/1/2018 RESOLUTION NO. 2022-253 A RESOLUTION OF THE LODI CITY COUNCIL AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 1 TO THE PROFESSIONAL SERVICES AGREEMENT WITH TREE LODI FOR ELECTRIC UTILITY PILOT SHADE TREE PROGRAM FOR FISCAL YEAR 2023 WHEREAS, Tree Lodi, a California non-profit corporation, is a long-standing partner to the City of Lodi, dedicated to building and sustaining healthy communities through planting trees and tree education. The Shade Tree Pilot Program provides Lodi homeowners with shade trees as a mechanism to achieve energy efficiency and reduce their carbon footprint; and WHEREAS, on June 2, 2021, by Resolution No. 2021-150, City Council authorized the City Manager to contract with Tree Lodi for the implementation of a two-year Shade Tree Pilot Program and authorized the expenditure of $71,500 for the first year of implementation, and Tree Lodi successfully completed the first year of the program in late spring 2022; and WHEREAS, on August 3, 2022, by Resolution No. 2022-197, City Council authorized the second year of funding of the Shade Tree Pilot Program in an amount not to exceed $71,500 through June 30, 2023; and WHEREAS, Resolution 2022-197 inadvertently omitted language to amend the existing two-year agreement to include the additional funding so that the total paid under the full Agreement term would equal $143,000. NOW, THEREFORE, BE IT RESOLVED that the Lodi City Council does hereby authorize the City Manager to execute Amendment No. 1 to the Professional Services Agreement with Tree Lodi to include the second year of funding of the Shade Tree Pilot Program in an amount not to exceed $71,500 so that the total paid under the full Agreement term will equal $143,000; and BE IT FURTHER RESOLVED, pursuant to Section 6.3q of the City Council Protocol Manual (adopted 11/6/19, Resolution No. 2019-223), the City Attorney is hereby authorized to make minor revisions to the above -referenced document(s) that do not alter the compensation or term, and to make clerical corrections as necessary. Dated: October 19, 2022 I hereby certify that Resolution No. 2022-253 was passed and adopted by the City Council of the City of Lodi in a regular meeting held October 19, 2022 by the following votes: AYES: COUNCIL MEMBERS — Hothi, Khan, Kuehne, Nakanishi, and Mayor Chandler NOES: COUNCIL MEMBERS — None ABSENT: COUNCIL MEMBERS — None ABSTAIN: COUNCIL MEMBERS — None OLIVIA NASHED City Clerk 2022-253