HomeMy WebLinkAbout_ Contract - Stay Green Inc. 08-15-2022 MAINTENANCE SERVICES AGREEMENT
THIS AGREEMENT (the "Agreement") is made as of August 15, 2022 by and between the
City of Diamond Bar, a municipal corporation ("City") and Stay Green Inc. ("Contractor").
1. Contractor's Services.
Subject to the terms and conditions set forth in this Agreement Contractor shall provide
to the reasonable satisfaction of the City the City Hall Landscape Maintenance services set
forth in the attached Exhibit "A", which is incorporated herein by this reference. As a material
inducement to the City to enter into this Agreement, Contractor represents and warrants that it
has thoroughly investigated the work and fully understands the difficulties and restrictions in
performing the work. Contractor represents that it is fully qualified to perform such consulting
services by virtue of its experience and the training, education and expertise of its principals
and employees.
Anthony Jordan, Maintenance Superintendent (herein referred to as the "City's Project
Manager"), shall be the person to whom the Contractor will report for the performance of
services hereunder. It is understood that Contractor shall coordinate its services hereunder
with the City's Project Manager to the extent required by the City's Project Manager, and that
all performances required hereunder by Contractor shall be performed to the satisfaction of the
City's Project Manager and the City Manager
2. Term of Agreement. This Agreement shall take effect August 15, 2022, and shall
continue until June 30, 2023 ("Term"), unless earlier terminated pursuant to the provisions
herein.
The City shall have the option to extend this Agreement for one (1) additional one (1)
year terms, subject to the same terms and conditions contained herein, by giving Contractor
written notice of the exercise of this option at least thirty (30) days prior to the expiration of the
initial Term. In the event the City exercises its option to extend the Term, Contractor's
compensation shall be subject to an adjustment upon the effective date of extension as
follows:
Any increase in compensation will be negotiated between the City and the Contractor,
but in no event shall the increase exceed the amount that the Consumer Price Index
("CPI") for the Los Angeles-Anaheim-Riverside metropolitan area for the month
immediately preceding the Adjustment Date (the "Index Month") as reported by the
Bureau of Labor Statistics of the United States Department of Labor, has increased over
the CPI for the month one year prior to the Index Month.
3. Compensation. City agrees to compensate Contractor for each service which
Contractor performs to the satisfaction of City in compliance with the scope of services set
forth in Exhibit "A". Payment will be made only after submission of proper invoices in the form
specified by City. Total payment to Contractor pursuant to this Agreement shall not exceed
twenty-two thousand dollars ($22,000) without the prior written consent of the City. The above
not to exceed amount shall include all costs, including, but not limited to, all clerical,
administrative, overhead, telephone, travel and all related expenses.
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4. Payment.
A. As scheduled services are completed, Contractor shall submit to City an invoice
for the services completed, authorized expenses and authorized extra work actually performed
or incurred.
B. All such invoices shall state the basis for the amount invoiced, including services
completed, the number of hours spent and any extra work performed.
C. City will pay Contractor the amount properly invoiced within 35 days of receipt.
D. Payment shall constitute payment in full for all services, authorized costs and
authorized extra work covered by that invoice.
5. Change Orders. No payment for extra services caused by a change in the
scope or complexity of work, or for any other reason, shall be made unless and until such extra
services and a price therefore have been previously authorized in writing and approved by the
City Manager or his designee as an amendment to this Agreement. The amendment shall set
forth the changes of work, extension of time, if any, and adjustment of the fee to be paid by
City to Contractor.
6. Priority of Documents. In the event of any inconsistency between the
provisions of this Agreement and any attached exhibits, the provisions of this Agreement shall
control
7. Status as Independent Contractor.
A. Contractor is, and shall at all times remain as to City, a wholly independent
contractor. Contractor shall have no power to incur any debt, obligation, or liability on behalf of
City or otherwise act on behalf of City as an agent, except as specifically provided herein.
Neither City nor any of its agents shall have control over the conduct of Contractor or any of
Contractor's employees, except as set forth in this Agreement. Contractor shall not, at any
time, or in any manner, represent that it or any of its agents or employees are in any manner
employees of City.
B. Contractor agrees to pay all required taxes on amounts paid to Contractor under
this Agreement, and to indemnify and hold City harmless from any and all taxes, assessments,
penalties, and interest asserted against City by reason of the independent contractor
relationship created by this Agreement. In the event that City is audited by any Federal or
State agency regarding the independent contractor status of Contractor and the audit in any
way fails to sustain the validity of a wholly independent contractor relationship between City
and Contractor, then Contractor agrees to reimburse City for all costs, including accounting
and attorney's fees, arising out of such audit and any appeals relating thereto.
C. Contractor shall fully comply with Workers' Compensation laws regarding
Contractor and Contractor's employees. Contractor further agrees to indemnify and hold City
harmless from any failure of Contractor to comply with applicable Worker's Compensation
laws.
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D. Contractor shall, at Contractor's sole cost and expense fully secure and comply
with all federal, state and local governmental permit or licensing requirements, including but
not limited to the City of Diamond Bar, South Coast Air Quality Management District, and
California Air Resources Board.
E. In addition to any other remedies it may have, City shall have the right to offset
against the amount of any fees due to Contractor under this Agreement any amount due to
City from Contractor as a result of Contractor's failure to promptly pay to City any
reimbursement or indemnification required by this Agreement or for any amount or penalty
levied against the City for Contractor's failure to comply with this Section.
8. Standard of Performance. Contractor shall perform all work at the standard of
care and skill ordinarily exercised by members of the profession under similar conditions and
represents that it and any subcontractors it may engage, possess any and all licenses which
are required to perform the work contemplated by this Agreement and shall maintain all
appropriate licenses during the performance of the work.
9. Indemnification.
Contractor shall indemnify, defend with counsel approved by City, and hold harmless
City, its officers, officials, employees and volunteers ("Indemnitees") from and against all
liability, loss, damage, expense, cost (including without limitation reasonable attorneys' fees,
expert fees and all other costs and fees of litigation) of every nature arising out of or in
connection with:
(1) Any and all claims under Worker's Compensation acts and other employee
benefit acts with respect to Contractor's employees or Contractor's contractor's
employees arising out of Contractor's work under this Agreement; and
(2) Any and all claims arising out of Contractor's performance of work hereunder
or its failure to comply with any of its obligations contained in this Agreement,
regardless of City's passive negligence, but excepting such loss or damage which is
caused by the sole active negligence or willful misconduct of the City. Should City in its
sole discretion find Contractor's legal counsel unacceptable, then Contractor shall
reimburse the City its costs of defense, including without limitation reasonable attorneys'
fees, expert fees and all other costs and fees of litigation. The Contractor shall promptly
pay any final judgment rendered against the Indemnitees. It is expressly understood
and agreed that the foregoing provisions are intended to be as broad and inclusive as is
permitted by the law of the State of California and will survive termination of this
Agreement. Except for the Indemnitees, this Agreement shall not be construed to
extend to any third-party indemnification rights of any kind.
10. Insurance.
A. Contractor shall at all times during the term of this Agreement carry, maintain,
and keep in full force and effect, with an insurance company authorized to do business in the
State of California and approved by the City the following insurance:
(1) a policy or policies of broad-form comprehensive general liability insurance
written on an occurrence basis with minimum limits of $1,000,000.00 combined single
1292536.1
limit coverage against any injury, death, loss or damage as a result of wrongful or
negligent acts by Contractor, its officers, employees, agents, and independent
contractors in performance of services under this Agreement;
(2) property damage insurance with a minimum limit of $500,000.00 per
occurrence;
(3) automotive liability insurance written on an occurrence basis covering all
owned, non-owned and hired automobiles, with minimum combined single limits
coverage of$1,000,000.00; and
(4) Worker's Compensation insurance when required by law, with a minimum
limit of$500,000.00 or the amount required by law, whichever is greater
B. The City, its officers, employees, agents, and volunteers shall be named as
additional insureds on the policies as to comprehensive general liability, property damage, and
automotive liability. The policies as to comprehensive general liability, property damage, and
automobile liability shall provide that they are primary, and that any insurance maintained by
the City shall be excess insurance only.
C. All insurance policies shall provide that the insurance coverage shall not be non-
renewed, canceled, reduced, or otherwise modified (except through the addition of additional
insureds to the policy) by the insurance carrier without the insurance carrier giving City at least
ten (10) day's prior written notice thereof. Contractor agrees that it will not cancel, reduce or
otherwise modify the insurance coverage and in the event of any of the same by the insurer to
immediately notify the City.
D. All policies of insurance shall cover the obligations of Contractor pursuant to the
terms of this Agreement and shall be issued by an insurance company which is authorized to
do business in the State of California or which is approved in writing by the City; and shall be
placed have a current A.M. Best's rating of no less than A-, VII.
E. Contractor shall submit to City (1) insurance certificates indicating compliance
with the minimum insurance requirements above, and (2) insurance policy endorsements or a
copy of the insurance policy evidencing the additional insured requirements in this Agreement,
in a form acceptable to the City.
F. Self-Insured Retention/Deductibles. All policies required by this Agreement shall
allow City, as additional insured, to satisfy the self-insured retention ("SIR") and/or deductible
of the policy in lieu of the Contractor (as the named insured) should Contractor fail to pay the
SIR or deductible requirements. The amount of the SIR or deductible shall be subject to the
approval of the City. Contractor understands and agrees that satisfaction of this requirement is
an express condition precedent to the effectiveness of this Agreement. Failure by Contractor
as primary insured to pay its SIR or deductible constitutes a material breach of this Agreement.
Should City pay the SIR or deductible on Contractor's due to such failure in order to secure
defense and indemnification as an additional insured under the policy, City may include such
amounts as damages in any action against Contractor for breach of this Agreement in addition
to any other damages incurred by City due to the breach.
1292536.1
G. Subrogation. With respect to any Workers' Compensation Insurance or
Employer's Liability Insurance, the insurer shall waive all rights of subrogation and contribution
it may have against the Indemnitees.
H. Failure to Maintain Insurance. If Contractor fails to keep the insurance required
under this Agreement in full force and effect, City may take out the necessary insurance and
any premiums paid, plus 10% administrative overhead, shall be paid by Contractor, which
amounts may be deducted from any payments due Contractor.
I. Contractor shall include all subcontractors, if any, as insureds under its policies
or shall furnish separate certificates and endorsements for each subcontractor to the City for
review and approval. All insurance for subcontractors shall be subject to all of the
requirements stated herein.
11. Confidentiality. Contractor in the course of its duties may have access to
confidential data of City, private individuals, or employees of the City. Contractor covenants
that all data, documents, discussion, or other information developed or received by Contractor
or provided for performance of this Agreement are deemed confidential and shall not be
disclosed by Contractor without written authorization by City. City shall grant such
authorization if disclosure is required by law. All City data shall be returned to City upon the
termination of this Agreement. Contractor's covenant under this section shall survive the
termination of this Agreement. Notwithstanding the foregoing, to the extent Contractor
prepares reports of a proprietary nature specifically for and in connection with certain projects,
the City shall not, except with Contractor's prior written consent, use the same for other
unrelated projects.
12. Maintenance and Inspection of Records. In accordance with generally
accepted accounting principles, Contractor and its subcontractors shall maintain reasonably
full and complete books, documents, papers, accounting records, and other information
(collectively, the "records") pertaining to the costs of and completion of services performed
under this Agreement. The City and any of their authorized representatives shall have access
to and the right to audit and reproduce any of Contractor's records regarding the services
provided under this Agreement. Contractor shall maintain all such records for a period of at
least three (3) years after termination or completion of this Agreement. Contractor agrees to
make available all such records for inspection or audit at its offices during normal business
hours and upon three (3) days' notice from the City, and copies thereof shall be furnished if
requested.
13. Conflict of Interest.
A. Contractor covenants that it presently has no interest and shall not acquire any
interest, direct or indirect, which may be affected by the services to be performed by
Contractor under this Agreement, or which would conflict in any manner with the performance
of its services hereunder. Contractor further covenants that, in performance of this Agreement,
no person having any such interest shall be employed by it. Furthermore, Contractor shall
avoid the appearance of having any interest which would conflict in any manner with the
performance of its services pursuant to this Agreement.
B. Contractor covenants not to give or receive any compensation, monetary or
otherwise, to or from the ultimate vendor(s) of hardware or software to City as a result of the
1292536.1
performance of this Agreement. Contractor's covenant under this section shall survive the
termination of this Agreement.
14. Termination. The City may terminate this Agreement with or without cause
upon thirty (30) days' written notice to Contractor. The effective date of termination shall be
upon the date specified in the notice of termination, or, in the event no date is specified, upon
the thirtieth (30th) day following delivery of the notice. In the event of such termination, City
agrees to pay Contractor for services satisfactorily rendered prior to the effective date of
termination. Immediately upon receiving written notice of termination, Contractor shall
discontinue performing services, unless the notice provides otherwise, except those services
reasonably necessary to effectuate the termination. The City shall be not liable for any claim
of lost profits.
15. Personnel. Contractor represents that it has, or will secure at its own expense,
all personnel required to perform the services under this Agreement. All of the services
required under this Agreement will be performed by Contractor or under it supervision, and all
personnel engaged in the work shall be qualified to perform such services. Contractor
reserves the right to determine the assignment of its own employees to the performance of
Contractor's services under this Agreement, but City reserves the right, for good cause, to
require Contractor to exclude any employee from performing services on City's premises.
16. Prevailing Wage. Notice is hereby given that in accordance with the provisions
of California Labor Code, Division 2, Part 7, Chapter 1, Articles 1 and 2, the Contractor is
required to pay not less than the general prevailing rate of per diem wages for work of a similar
character in the locality in which the public works is performed, and not less than the general
prevailing rate of per diem wages for holiday and overtime work. In that regard, the Director of
the Department of Industrial Relations of the State of California is required to and has
determined such general prevailing rates of per diem wages. Copies of such prevailing rates
of per diem wages are on file in the Office of the City Clerk of the City of Diamond Bar, 21810
Copley Drive, Diamond Bar, California, and are available to any interested party on request.
City also shall cause a copy of such determinations to be posted at the job site.
The Contractor shall forfeit, as penalty to City, not more than twenty-five dollars
($25.00) for each laborer, workman or mechanic employed for each calendar day or portion
thereof, if such laborer, workman or mechanic is paid less than the general prevailing rate of
wages hereinbefore stipulated for any work done under this Agreement, by him or by any
subcontractor under him.
The CONTRACTOR and any of its subcontractors must be registered with the
Department of Industrial Relations pursuant to Labor Code section 1725.5, which precludes
the award of a contract for a public work on any public works project awarded after April 1,
2015. This Agreement is subject to compliance monitoring and enforcement by the
Department of Industrial Relations.
17. Non-Discrimination and Equal Employment Opportunity.
A. Contractor shall not discriminate as to race, color, creed, religion, sex, marital
status, national origin, ancestry, age, physical or mental handicap, medical condition, or sexual
orientation, in the performance of its services and duties pursuant to this Agreement, and will
comply with all rules and regulations of City relating thereto. Such nondiscrimination shall
1292536.1
include but not be limited to the following: employment, upgrading, demotion, transfers,
recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of
compensation; and selection for training, including apprenticeship.
B. Contractor will, in all solicitations or advertisements for employees placed by or
on behalf of Contractor state either that it is an equal opportunity employer or that all qualified
applicants will receive consideration for employment without regard to race, color, creed,
religion, sex, marital status, national origin, ancestry, age, physical or mental handicap,
medical condition, or sexual orientation.
C. Contractor will cause the foregoing provisions to be inserted in all subcontracts
for any work covered by this Agreement except contracts or subcontracts for standard
commercial supplies or raw materials.
18. Time Is of the Essence. Time is of the essence in this Agreement. Contractor
shall do all things necessary and incidental to the prosecution of Contractor's work.
19 Delays and Extensions of Time. Contractor's sole remedy for delays outside
its control shall be an extension of time. No matter what the cause of the delay, Contractor
must document any delay and request an extension of time in writing at the time of the delay to
the satisfaction of City. Any extensions granted shall be limited to the length of the delay
outside Contractor's control. If Contractor believes that delays caused by the City will cause it
to incur additional costs, it must specify, in writing, why the delay has caused additional costs
to be incurred and the exact amount of such cost within 10 days of the time the delay occurs.
No additional costs can be paid that exceed the not to exceed amount absent a written
amendment to this Agreement. In no event shall the Contractor be entitled to any claim for lost
profits due to any delay, whether caused by the City or due to some other cause.
20. Assignment. Contractor shall not assign or transfer any interest in this
Agreement nor the performance of any of Contractor's obligations hereunder, without the prior
written consent of City, and any attempt by Contractor to so assign this Agreement or any
rights, duties, or obligations arising hereunder shall be void and of no effect.
21. Compliance with Laws. Contractor shall comply with all applicable laws,
ordinances, codes and regulations of the federal, state, and local governments.
22. Non-Waiver of Terms, Rights and Remedies. Waiver by either party of any
one or more of the conditions of performance under this Agreement shall not be a waiver of
any other condition of performance under this Agreement. In no event shall the making by City
of any payment to Contractor constitute or be construed as a waiver by City of any breach of
covenant, or any default which may then exist on the part of Contractor, and the making of any
such payment by City shall in no way impair or prejudice any right or remedy available to City
with regard to such breach or default.
23. Mediation. Any dispute or controversy arising under this Agreement, or in
connection with any of the terms and conditions hereof, which cannot be resolved by the
parties, may be referred by the parties hereto for mediation. A third party, neutral mediation
service shall be selected, as agreed upon by the parties and the costs and expenses thereof
shall be borne equally by the parties hereto. The parties agree to utilize their good faith efforts
to resolve any such dispute or controversy so submitted to mediation. It is specifically
1292536.1
understood and agreed by the parties hereto that mutual good faith efforts to resolve the same
any dispute or controversy as provided herein, shall be a condition precedent to the institution
of any action or proceeding, whether at law or in equity with respect to any such dispute or
controversy.
24. Notices. Any notices, bills, invoices, or reports required by this Agreement shall
be deemed received on (a) the day of delivery if delivered by hand during regular business
hours or by facsimile before or during regular business hours; or (b) on the third business day
following deposit in the United States mail, postage prepaid, to the addresses heretofore set
forth in the Agreement, or to such other addresses as the parties may, from time to time,
designate in writing pursuant to the provisions of this section.
"CONTRACTOR" "CITY"
Stav Green Inc. City of Diamond Bar
26415 Summit Circle 21810 Copley Drive
Santa Clarita, CA 91350 Diamond Bar, CA 91765-4178
Attn.: Haley Stubbs Attn.: Anthony Jordan
Phone: 800.858.5508 Phone: 909.839.7063
E-Mail: E-mail: AJordan@DiamondBarCA.Gov
25. Governing Law. This Agreement shall be interpreted, construed and enforced
in accordance with the laws of the State of California.
26. Counterparts. This Agreement may be executed in any number of counterparts,
each of which shall be deemed to be the original, and all of which together shall constitute one
and the same instrument.
27. Entire Agreement. This Agreement, and any other documents incorporated
herein by reference, represent the entire and integrated agreement between Contractor and
City. This Agreement supersedes all prior oral or written negotiations, representations or
agreements. This Agreement may not be amended, nor any provision or breach hereof
waived, except in a writing signed by the parties which expressly refers to this Agreement.
Amendments on behalf of the City will only be valid if signed by a person duly authorized to do
so under the City's Purchasing Ordinance.
IN WITNESS of this Agreement, the parties have executed this Agreement as of the
date first written above.
"Contractor" "City"
STAY GREEN INC. CITY OF DIAMOND BAR
Digitally signed by Daniel Fox
�
D a n i e I F ox Dma In df x@d am ndbarca.gov,
��iyJ� NI r-US
B�/• '"'`� ,v By. __ Date:2022.09.06 14:45:01-07'00'
Printed Name:T�m carson Dan Fox
TItI2: Branch Manager City Manager
By: ��� ���� ATTEST:
1292536.1
Kristina DigiWllyslgnedbyKristinaSantana
DN:rn=Kristina Santana,o=City of
PPIC1t2CI Nat112: HaleyStubbs DiamondBar,ou=CityClerk,
Santana email=ksantana@diamondbarca.gov,c=US
TItI2: Branch Administrator Date:2022.09.1 3 182820-OT00'
Kristina Santana, City Clerk
Approved as to form:
gy: 7�a,r�..�T��3
David A. DeBerry, y Attorney
State of California "CONTRACTOR'S" License No. 346620.
CONTRACTOR'S Business Phone 800.858.5508
Emergency Phone 800.858.5508
at which CONTRACTOR can be reached at any time.
1292536.1
*NOTE: lf Contractor is a corporation, the City requires the following signature(s):
-- (1) the Chairman of the Board, the President or a Vice-President, AND (2) the Secretary, the
Chief Financial Officer, the Treasurer, an Assistant Secretary or an Assistant Treasurer. If only
one corporate officer exists or one corporate officer holds more than one corporate office, please
so indicate. OR
-- The corporate officer named in a corporate resolution as authorized to enter into this Agreement.
A copy of the corporate resolution, certified by the Secretary close in time to the execution of the
Agreement, must be provided to the City.
1292536.1
Exhibit "A"
Cost Breakdown for FY22/23
Annual cost for monthly service $13,392
As-needed repairs and services $8,608
Total not to exceed compensation for FY22/23 $22,000
1292536.1
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STAY GREEN INC (SGI) agrees to furnish labor, supervision, tools and equipment necessary to maintain all
plants and turf that make up the landscaping of:
Owner/Owner's Representative:
Company/Name: City of Diamond Bar
Address: 21810 Copley Drive - Diamond Bar, CA 91765
In this Agreement, STAY GREEN INC. shall be referred to as "SGI", and "Owner and/or Owner's
Representative" shall be referred to as "Owner".
Close Communication shall be kept with the Owner to insure their awareness of the maintenance program
at all times. Upon request, SGI and Owner shall make a monthly inspection of the grounds covered by this
Agreement.
SGI shall maintain the landscape areas in accordance with the following maintenance specifications.
Maintenance Specifications
Section 1: Personnel/Supervision
1.1 Supervision: All included work shall be performed by persons directly employed and supervised by
SGI. SGI shall provide management and technical supervision. SGI supervisor shall make at least 12
general inspections per year.
1.2 Personnel: All employees of SGI shall be U.S. citizens or properly documented resident aliens and
each is subject to professional appearance and performance. Each SGI employee shall wear an identi-
fying uniform.
26415 Summit Circle � Santa Clarita, CA 91350
��� Stay Green Inc. C-27, C-61 License #346620
� � 800.858.5508 • 661.291.2800 • StayGreen.com
Section 2:Turf Maintenance
2.1 Mowing: Turf shall be mowed on a scheduled basis to maintain a neat appearance and to promote
healthy growth. Cool season turf shall be cut to at least 2 1/z inches in height during warm seasons
and reduced to 2 inches in height during cool seasons. Warm season turf shall be cut to at least 1-1/z
inches in height year round. Turf shall be cut at a uniform height. Turf shall be cut with sharp blades at
all times. Mowing patterns shall be changed weekly to avoid rutting of turf areas. Care shall be exercised
during the mowing operation to prevent damage to trees and other obstacles in the lawn areas. No
mowing shall be performed in wet conditions.
2.2 Edging: All turf edges adjacent to any hardscape and shrub/groundcover areas shall be trimmed as
needed to maintain a neat appearance. A mulch buffer zone of approximately 17 inches in diameter
shall be maintained around all trees in turf areas. Care shall be exercised with regard to the use of
edgers and weedeaters to prevent damage to trees, building surfaces, walls, headboard, light fixtures,
signage, etc.
2.3 Watering: Operation of a smart, cloud based irrigation system shall be used to obtain efiFicient and
uniform moisture throughout the root zone. A soil probe or moisture sensor shall be used to deter-
mine moisture needs on an as needed basis while daily, onsite evapotranspiration data will be used
to establish watering schedules. Repeat run and soak cycles based on the soil type and slope by zone
shall be programmed to maximize water penetration and minimize runoff. Soil in turf areas shall be
allowed sufficient time to dry prior to mowing in order to minimize soil compaction.
Section 3: Groundcover Maintenance
3.1 Edging and Trimming: Groundcover adjacent to walkways, curbs, paved areas, shrubs, trees, and
other miscellaneous objects in groundcover areas shall be edged as needed to maintain a neat, clean,
well-defined edge. A 4-inch to 6-inch bare area shall be maintained between groundcover and adja-
cent buildings.
3.2 Watering: Operation of the irrigation system shall be performed to obtain uniform moisture through-
out the root zone. A soil probe or moisture sensor shall be used to determine moisture needs on an as
needed basis. Repeat cycles shall be programmed to maximize penetration and minimize runoff.
3.3 Weed Control: Weed Control shall be maintained so that all groundcover areas are reasonably weed
free and no obvious weeds are left visible. Weeds shall be controlled with suitable pre- and/or post-
emergent herbicides, as well as with selective and/or contact herbicides. Hand pulling and/or me-
chanical removal may also be necessary.
Section 4: Shrub Maintenance
4.1 Pruning: Pruning of shrubs shall be performed to attain maximum desired effect or purpose while
retaining as much of the natural characteristics or branching as possible. Shrubs shall be pruned as re-
quired for safety, removal of broken or diseased branches, general containment or appearance. Prun-
ing at the correct time of year is essential to maximize flowering potential. After flowering, remove
any spent blooms or flower stalks. The landscape, building design, as well as the Owner's preferences
dictates the type of pruning to be done. SGI practices are as follow:
A. Natural Shape- The intent is to emphasize the natural form of the shrub. Initially "pinch prune"" to
keep compact and develop structure. Ultimately remove, as needed old stems to rejuvenate. Avoid
shearing, which will eliminate flowering wood and destroy character.
B. Natural Hedge- The intent is to develop a loose, informal appearing hedge.
26415 Summit Circle � Santa Clarita, CA 91350
��� Stay Green Inc. C-27, C-61 License #346620
� � 800.858.5508 • 661.291.2800 • StayGreen.com
C. Formal Hedge- It is the intent of these shrubs to have straight, crisp edges.
4.2 Weed Control: Weed Control shall be maintained so that all shrub areas are reasonably weed free and
no obvious weeds are left visible. Weeds shall be controlled with suitable pre- and/or post- emergent
herbicides, as well as with selective and/or contact herbicides. Hand pulling and/or mechanical re-
moval may also be necessary
Section 5:Tree Maintenance
5.1 Included Trees: Trees shall be pruned back to clear all roads, drives, parking lots, walkways and door-
ways to achieve safety for all pedestrians and vehicles. Trees less than a height of twelve (12) feet shall
be routinely maintained as necessary to maintain and encourage the natural form and shape. Trees
over twelve feet shall be monitored by SGI for necessary pruning in order to maintain tree health, ap-
pearance, and over-all safety. SGI will notify Owner of recommended action, price, and timing of work
to be done on a separate "Work Order" form.
5.2 Tree Pruning: Pruning shall be done to eliminate diseased or damaged growth; to eliminate weak
branch attachment angles; to reduce wind damage by thinning-out the canopy and to encourage a
natural growth pattern of each specific variety.
5.3 Staking and Guying: While in place, stakes and guys shall be inspected and adjusted, as needed, to
prevent girding damage to trunk and limbs. All tree ties and guys shall be loosened to allow tree to
flex, allowing for the trunk to strengthen. Staking and guying shall be eliminated as rapidly as trees
become self-supporting under normal environmental conditions.
5.4 Weed Control: A buffer zone of approximately 17 inches in diameter shall be maintained for trees
located in turf areas and are to be kept weed free. Weeds shall be controlled with suitable pre- and/
or post-emergent herbicides, as well as with selective and/or contact herbicides. Hand pulling and/or
mechanical removal may also be necessary.
5.5 Mulching: For trees located in turf areas SGI will mulch the tree buffer zone, which will help reduce
water consumption, enhance soil nutrition and improve tree vigor.
Section 6: Hardscape Areas
6.1 Hardscape Cleaning: Hardscape areas shall be maintained in accordance with maintenance schedule.
Cracks in sidewalks, curbs and gutters shall be sprayed to control weeds. Sidewalls will be cleaned of
gardening debris resulting from SGI's work.
Section 7: Disposal of Garden Debris
7.1 Offsite Disposal: Garden debris generated as a result of work performed by SGI shall be accomplished
off site.
Section 8:Annual Color Program N/A
8.1 Color Maintenance: Watering shall be accomplished, as required, to promote optimum growth. Care
shall be exercised to prevent eroding of soil and excess drainage from containers on the hardscape.
Remove dead or faded blossoms, stems, foliage, and trash to encourage blooming and maintain a
neat appearance. Applications of pesticides will be made as required to control and prevent diseases
and pests. Fertilize annual color plants regularly with consideration of plant and soil needs. SGI, at no
additional expense to Owner, shall replace plants removed due to diseases or maintenance problems
26415 Summit Circle � Santa Clarita, CA 91350
��� Stay Green Inc. C-27, C-61 License #346620
� � 800.858.5508 • 661.291.2800 • StayGreen.com
and will be of same quality, type, and size as initial installed. Owner will absorb costs of color replace-
ment due to vandalism, theft, Acts of God, and/or anything beyond SGI's control.
8.2 Color Installation Procedures: The annual color program shall be designed by SGI's color designer.
The design including plant types, species, and colors will be presented to Owner for input and review.
SGI will contract annual color growers 8 to 12 weeks ahead of scheduled planting to provide the best
quality plants. Seasonal weather conditions and trends dictate optimal growth for annual color; there-
fore, SGI will be responsible for annual color planting schedule. SGI is responsible to notify Owner if
there are any delivery problems which would delay planting.
Section 9: Irrigation Water Management
9.1 Controllers: SGI will install � controllers - smart, cloud based irrigation controls by
Weathermatic, at no cost to the property (typically $5,000 per controller system), to automatically ad-
just watering schedules equal to the needs of the landscape and percolation rate each area is capable
of receiving based on topography, soil type, plant material, season, and/or climatic factors. SGI shall
utilize repeat cycles on controller to minimize excessive runoff and aid in water conservation. SGI will
schedule controller operation preferable at night and/or early morning to reduce possible nuisance
from sprinkler operation to pedestrians or vehicles. SGI shall perform preventative maintenance as
needed using mobile, cloud based inspection software with photographic records of major repair
items. If controller map is not available, Owner shall provide SGI with a site plan and SGI shall pro-
duce and provide Owner with a controller location map. Owner is responsible for providing water and
continuous 110-volt power to controller. If rebates are available for controllers and obtained funds will
be split 50/50 with SGI and "'owner". In our experience we have seen 20-30%+ water savings over a 12
month duration when this system is installed and allowed to be operated properly.
9.2 Operation of System: All irrigation systems shall be observed during operation cycle at least once per
month to verify effectiveness of sprinkler operation. SGI will adjust and clean as necessary all sprinkler
heads, valves and pressure reducers to continue operation at maximum efficiency and performance.
Sprinkler heads in turf areas shall be kept clear of overgrowth, which may obstruct maximum opera-
tion
9.3 Repairs: Accidental damage resulting from SGI's operation shall be repaired at no charge. Needed
repairs resulting from vandalism, accidents, animals, normal wear and tear, Acts of God or other cause
shall be reported to Owner and shall be performed upon approval of a separate "Work Order" form.
However, SGI shall use good judgment to make such immediate repairs, at time and material basis, as
may be required to prevent unnecessary expense, water-waste and/or prevent damage to the land-
scape. Malfunctions of any nature, which are deemed to be the fault of the materials or workmanship
still covered under original installation guarantee, shall be reported immediately to Owner.
Section 10: Pesticides
10.1 Procedures for Application of Pesticides: Pest populations shall be monitored by SGI and recom-
mendations for control shall be forwarded to Owner. SGI will perform such work upon approval, by
Owner, of a separate "Work Order" form. Pesticides used shall be of the least toxic available which
will be consistent with good pest management and practices and results. In the event that a pesticide
application is approved, the Owner shall be notified per schedule of all chemical applications. Owner
will be notified of any deviations from this schedule. Pesticides shall be applied at times, which limit
the possibility of contamination from climatic and other factors. Applicator shall monitor forecasted
weather to limit potential runoff of treated areas and possibility of contamination. When water is re-
quired to increase pesticide efficiency it shall be applied only in quantities of which area is capable of
receiving without runoff. Care shall be taken in transferring and mixing pesticides to prevent contam-
26415 Summit Circle � Santa Clarita, CA 91350
��� Stay Green Inc. C-27, C-61 License #346620
� � 800.858.5508 • 661.291.2800 • StayGreen.com
inating areas outside the target area. Application methods shall be used which insure that materials
are confined to their targeted area. Disposal of pesticides shall be within guidelines established in the
California Food and Agriculture Code or any state or local governing agencies. Chemical application
records shall be kept on file by SGI and will be made available to Owner if requested.
Section 11: Safety
11.1 Rules and Procedures: Safety vests shall be worn at all times while working near traffic areas. Safety
cones shall be used while working in median or near traffic areas. Safety cones shall always be set in
front of and at the rear of SGI vehicles. "Front" cone shall not be necessary when parked head-in park-
ing stall. No standing or riding in the back of trucks or trailers.
A. Proper safety protection shall be worn by workers at all times when operating power equipment:
1. Safety glasses
2. Hearing protection
3. Safety vests
B. If a vehicle must be stopped in the traffic lane, all proper precautions must be followed:
1. Cones set out at proper intervals
2. Flashing hazard lights on vehicle
3. Care must be taken at all times so as not to impede the flow of traffic
SGI shall comply with all Safety, OSHA requirements, local and federal requirements which are not
listed within these specifications.
Section 12: Holidays/ Rain, Snow,or Natural Disasters
12.1 Holidays: SGI observes New Years, Good Friday, Independence Day, Labor Day, Memorial Day,
Thanksgiving and Christmas. Holidays occurring on Saturdays will be observed on the Friday prior, and
the Holidays occurring on Sundays will be observed on the following Monday.
12.2 Rain, Snow, or Natural Disasters: Any of the following occurring on three (3) or more consecutive
service days, SGI will work an alternate day.
Section 13: Licenses and Insurance
13.1 Licenses: Landscape Contractor, Certified Arborist, Pest Control Advisor and Pest Control Operator
licenses shall be maintained by SGI's as required by the state of California. Photocopies of licenses will
be provided upon request.
13.2 Insurance: SGI at its sole cost and expense, shall procure and maintain in effect during the term of the
Agreement the following insurance coverage: (i) Worker's Compensation with statutory benefits and
limits which shall fully comply with all federal, state and local laws; (ii) Employer's Liability Insurance
with limits of not less than $1,000,000 per accident and $1,000,000 per disease; (iii) General Liability
Insurance with limits of not less than $1,000,000 combined single limit, with an additional $1,000,000
Umbrella of coverage; and (iv) Comprehensive Automobile Liability Insurance, including owned, non-
owned, leased and hired coverage with limits not less than $1,000,000 combined single limit. Certif-
icates of Insurance for Liability, Property damage and Workers Compensation will be provided upon
request.
26415 Summit Circle � Santa Clarita, CA 91350
��� Stay Green Inc. C-27, C-61 License #346620
� � 800.858.5508 • 661.291.2800 • StayGreen.com
OFFER, TERMS AND CONDTIONS for landscape maintenance service to be provided in conformance
with this Agreement for the sum of $ 1,116.00 per month. Invoices are generated on the
1st day of each month of service and sent electronically. This Agreement is for a period of 1 year and is
automatically renewed each anniversary date, subject to a cost of living increase based upon the Consumer
Price Index of the U.S. Department of Labor for the Los Angeles — Riverside — Orange County, California
areas. A change in the scope of this Agreement and/or specifications could be subject to a cost increase.
Invoices are due within 30 days of billing date, or are subject to a 1 1/2% per month service charge (18%
annual rate). SGI shall have the right to stop work until all payments due have been received under terms of
this Agreement. Such Action shall not be deemed a breech of this Agreement by SGI.
Owner and SGI retain the right to terminate this Agreement upon 30 days notice by Certified Mail. Owner
agrees to pay all materials, extra work, and if applicable, pro-rated service fees for the service period up to
and including termination date. A termination fee of $199 per SmartLink water management control
system is applied in the event of termination; this fee includes the property retaining the smart controller
and weather station while the SGI Aircard for monitoring is removed. In the event that any unresolved
dispute or controversy arises out of any of the terms or conditions of this agreement, or to recover
damages from the other party, any party hereto agrees to submit and file same with the JAMS Resolution
Center ("JAMS"") Los Angeles, California. The prevailing party of such action shall be entitled to recover the
full amount of costs and expenses, including attorney fees paid or incurred in good faith. The JAMS
Resolution Center ("JAMS") shall not be bound by any fee schedule.
Service in accordance with this Agreement shall commence on , at the above
referenced fee.
Owner/Manager: SGI:
Anthony Jordon STAY GREEN INC.
26415 Summit Circle
Address: 21810 Copley Drive Santa Clarita, CA 91350
Phone Number (800) 858-5508
Diamond Bar, CA 91765 Fax Number (877) 317-8437
Landscape Contractors License #346620
Phone 1: (909) 839-7059 Pest Control Operators License #32488
Pest Control Advisors License #04181
Phone 2: Certified Arborist License #WC-4375
Billing Contact: Diamond Bar Accounts Payable
Email: AJordan@DiamondBarCA.Gov
Phone: �909) 839-7059
SIGNATURE: SIGNATURE: ��� ���.�
DATE: DATE: May 31, 2022
26415 Summit Circle � Santa Clarita, CA 91350
��� Stay Green Inc. C-27, C-61 License #346620
� � 800.858.5508 • 661.291.2800 • StayGreen.com