Professional Services Agreement Between the City of Artesia and Davey Resource Group, Inc

PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF ARTESIA AND DAVEY RESOURCE GROUP, INC.

1. PARTIES AND DATE.

This Agreement is made and entered into this 9TH day of November, 2020, by and between the City of Artesia, a municipal corporation, organized under the laws of the State of California ("City") and Davey Resource Group, INC “DRG”, a C-type Corporation, incorporated in the State of Delaware, with its principal place of business at 295 S. Water Street, Kent, Ohio 44240 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. RECITALS.

2.1 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing urban forest management plan development services to public clients, is licensed in the State of California, and is familiar with the plans of City.

2.2 Project.

City desires to engage Consultant to render such professional services for the Urban Forest Management Plan Development project ("Project") as set forth in this Agreement.

3. TERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional urban forest management plan development services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from November 10, 2020 to March 30, 2022, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services.

3.2 Responsibilities of Consultant.

3.2.1 Independent Contractor; Control and Payment of Subordinates. The Services shall be performed by Consultant or under its supervision. Consultant will determine the

-1- means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Any personnel performing the Services on behalf of Consultant shall not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.

3.2.2 Schedule of Services. Consultant shall perform the Services in a prompt and timely manner and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services expeditiously. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.

3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. The key personnel for performance of this Agreement are as follows: Michael Bova, Area Manager, Environmental Consulting.

3.2.5 City's Representative. The City hereby designates Jeremy Bates, Management Analyst, or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Services or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Services or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.

3.2.6 Consultant's Representative. Consultant hereby designates Michael Bova, Area Manager, Environmental Consulting or his designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at

-2- all reasonable times.

3.2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its subconsultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.

3.2.9 Period of Performance; Force Majeure. Consultant shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”). Consultant shall also perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits “A” or “B” attached hereto, or which may be separately agreed upon in writing by the City and Consultant (“Performance Milestones”). Consultant agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such Performance Milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage. Notwithstanding anything to the contrary in this Agreement, Consultant shall not be liable or responsible to the City, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement, if Consultant’s failure or delay is caused by or results from any of the following events: acts of God, flood, fire, earthquake, hurricane, epidemic, explosion, war, invasion, hostilities, terrorist threats or acts, riot, government order or law, embargoes, blockades, or other similar events beyond the reasonable control of Consultant.

3.2.10 Laws and Regulations; Employee/Labor Certification. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all of Consultant’s violations of such laws and regulations in connection with the Services and this Agreement. All violations of such laws and regulations by Consultant shall be grounds for the City to terminate the Agreement for cause.

-3- a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the term of the Agreement.

3.2.10.2 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.2.10.3 Air Quality. To the extent applicable, Consultant must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the South Coast Air Quality Management District (SCAQMD) and/or California Air Resources Board (CARB). Consultant shall indemnify City against any fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Consultant, its subconsultants, or others for whom Consultant is responsible under its indemnity obligations provided for in this Agreement.

3.2.10.4 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed.

3.2.11 Insurance.

3.2.11.1 Time for Compliance. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subconsultant to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Agreement for cause.

3.2.11.2 Types of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, the Consultant, in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Consultant agrees to amend, supplement or endorse the policies to do so.

(A) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 0001, or the exact equivalent, with limits of not less than $1,000,000 per occurrence and no less than $2,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; (2) excluding coverage for claims or suits by one insured against another (cross-liability);

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(3) products/completed operations liability; or (4) containing any other exclusion(s) contrary to the terms or purposes of this Agreement.

(B) Automobile Liability Insurance: Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 0001 covering "Any Auto" (Symbol 1), or the exact equivalent, covering bodily injury and property damage for all activities with limits of not less than $1,000,000 combined limit for each occurrence.

(C) Workers' Compensation: Workers' Compensation Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease.

(D) Professional Liability (Errors & Omissions): Professional Liability insurance or Errors & Omissions insurance appropriate to Consultant’s profession with limits of not less than $1,000,000. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims-made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least five (5) years from termination or expiration of this Agreement.

3.2.11.3 Insurance Endorsements. Required insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:

(A) Commercial General Liability: (1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement. Additional Insured Endorsements shall not (1) be restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Consultant; or (4) contain any other exclusions contrary to the terms or purposes of this Agreement. For all policies of Commercial General Liability insurance, Consultant shall provide endorsements in the form of ISO CG 20 10 10 01 and 20 37 10 01 (or endorsements providing the exact same coverage) to effectuate this requirement. (2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.

(B) Automobile Liability. (1) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.

(C) Professional Liability (Errors & Omissions). (1) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (2) Contractual Liability Exclusion Deleted: This insurance shall include contractual liability applicable to this Agreement. The policy must “pay on behalf of” the insured and include a provision establishing the insurer’s duty to defend.

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(D) Workers' Compensation: (1) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (2) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the City, its officials, officers, employees, agents, and volunteers.

3.2.11.4 Primary and Non-Contributing Insurance. All policies of Commercial General Liability and Automobile Liability insurance shall be primary and any other insurance, deductible, or self-insurance maintained by the City, its officials, officers, employees, agents, or volunteers shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.

3.2.11.5 Waiver of Subrogation. All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.

3.2.11.6 Deductibles and Self-Insured Retentions. Any deductible or self-insured retention must be approved in writing by the City and shall protect the City, its officials, officers, employees, agents, and volunteers in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured retention.

3.2.11.7 Evidence of Insurance. The Consultant, concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates on forms approved by the City, together with all endorsements affecting each policy. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced and not replaced immediately so as to avoid a lapse in the required coverage, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.

3.2.11.8 Acceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and authorized to transact business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.

3.2.11.9 Enforcement of Agreement Provisions (non estoppel). Consultant acknowledges and agrees that actual or alleged failure on the part of the City to inform

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Consultant of non-compliance with any requirement imposes no additional obligation on the City nor does it waive any rights hereunder.

3.2.11.10 Requirements Not Limiting. Requirement of specific coverage or minimum limits contained in this Section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance.

3.2.11.11 Additional Insurance Provisions

(A) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not, except as otherwise noted in this Agreement, intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.

(B) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement.

(C) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project.

(D) Neither the City nor any of its officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement.

(E) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant’s indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law.

(F) Consultant shall report to the City, in addition to Consultant’s insurer, any and all insurance claims submitted by Consultant in connection with the Services under this Agreement.

3.2.11.12 Insurance for Subconsultants. Consultant shall include all subconsultants engaged in any work for Consultant relating to this Agreement as additional insureds under the Consultant's policies, or the Consultant shall be responsible for causing subconsultants to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City, its officials, officers, employees, agents, and volunteers as additional insureds to the subconsultant's policies. All policies of Commercial General Liability insurance provided by Consultant’s subconsultants performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Consultant shall not allow any subconsultant to

-7- commence work on any subcontract relating to this Agreement until it has received satisfactory evidence of subconsultant’s compliance with all insurance requirements under this Agreement, to the extent applicable. The Consultant shall provide satisfactory evidence of compliance with this section upon request of the City.

3.2.12 Water Quality Management and Compliance. Consultant shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Services including, without limitation, all applicable provisions of the City’s ordinances regulating water quality and storm water; the Federal Water Pollution Control Act (33 U.S.C. § 1251, et seq.); the California Porter-Cologne Water Quality Control Act (Water Code § 13000 et seq.); and any and all regulations, policies, or permits issued pursuant to any such authority. Consultant must additionally comply with the lawful requirements of the City, and any other municipality, drainage district, or other local agency with jurisdiction over the location where the Services are to be conducted, regulating water quality and storm water discharges. City may seek damages from Consultant for delay in completing the Services caused by Consultant’s failure to comply with the laws, regulations and policies described in this Section, or any other relevant water quality law, regulation, or policy.

3.3 Fees and Payments.

3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed Seventy-eight thousand, one hundred twenty-three dollars ($78,123.00) without written approval of the City Council or City Manager as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. The City Manager will have authority to approve Extra Work within 10% of the total compensation.

3.3.2 Payment of Compensation. Consultant shall submit to City a monthly invoice, no later than the fifteenth (15th) calendar day of each month, which indicates work completed and hours of Services rendered by Consultant during the prior month. The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice. City shall, within 30 days of receiving such invoice, review the invoice and pay all non-disputed and approved charges. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein. Payment shall not constitute acceptance of any Services completed by Consultant. The making of final payment shall not constitute a waiver of any claims by the City for any reason whatsoever.

3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "C" of this Agreement.

3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without written authorization from the City.

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3.3.5 Rate Increases. In the event that this Agreement is renewed pursuant to Section 3.1.2, the rate set forth in Exhibit “C” may be adjusted at the time of renewal as set forth in Exhibit “C.”

3.4 Labor Code Requirements.

3.4.1 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. It is the intent of the parties to effectuate the requirements of sections 1771, 1774, 1775, 1776, 1777.5, 1813, and 1815 of the Labor Code within this Agreement, and Consultant shall therefore comply with such Labor Code sections to the fullest extent required by law. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of any to the extent based on Consultant’s failure or alleged failure to comply with the Prevailing Wage Laws.

3.4.2 Registration/DIR Compliance. If the Services are being performed on a public works project of over $25,000 when the project is for construction, alteration, demolition, installation, or repair work, or a public works project of over $15,000 when the project is for maintenance work, in addition to the foregoing, then pursuant to Labor Code sections 1725.5 and 1771.1, the Consultant and all subconsultants must be registered with the Department of Industrial Relations (“DIR”). Consultant shall maintain registration for the duration of the project and require the same of any subconsultants. This project may also be subject to compliance monitoring and enforcement by the DIR. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll records directly to the DIR. Any stop orders issued by the DIR against Consultant or any subconsultant that affect Consultant’s performance of services, including any delay, shall be Consultant’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Consultant caused delay and shall not be compensable by the City. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of to the extent based on stop orders issued by the DIR against Consultant or any subconsultant.

3.4.3 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

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3.5 Accounting Records.

3.5.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.6 General Provisions.

3.6.1 Termination of Agreement.

3.6.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.

3.6.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request.

3.6.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.6.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:

Consultant: Davey Resource Group, Inc. 295 S. Water Street, Kent, Ohio 44240

City: City of Artesia 18747 Clarkdale Avenue Artesia, California 90701 ATTN: Jeremy Bates, Management Analyst

Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

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3.6.3 Ownership of Materials and Confidentiality.

3.6.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). All Documents & Data shall be and remain the property of City, and shall not be used in whole or in substantial part by Consultant on other projects without the City’s express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data, in a form and amount required by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which the Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. In addition, Consultant shall retain copies of all Documents & Data on file for a minimum of fifteen (15) years following completion of the Project, and shall make copies available to City upon the payment of actual reasonable duplication costs. Before destroying the Documents & Data following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

3.6.3.2 Subconsultants. Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or its subconsultants, or those provided to Consultant by the City.

3.6.3.3 Right to Use. City shall not be limited in any way in its use or reuse of the Documents and Data or any part of them at any time for purposes of this Project or another project, provided that any such use not within the purposes intended by this Agreement or on a project other than this Project without employing the services of Consultant shall be at City’s sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it shall remove the Consultant’s seal from the Documents & Data and indemnify and hold harmless Consultant, its affiliates, and its each of their respective equity holders, officers, directors, agents and employees from claims arising out of the negligent use or re-use of the Documents & Data on such other project. Consultant shall be responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only with respect to the condition of the Documents & Data at the time they are provided to the City upon completion, suspension, abandonment or termination. Consultant shall not be responsible or liable for any revisions to the Documents & Data made by any party other than Consultant, a party for whom the Consultant is legally responsible or liable, or anyone approved by the Consultant.

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3.6.3.4 Indemnification. Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by City of the Documents & Data, including any method, process, product, or concept specified or depicted.

3.6.3.5 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

3.6.3.6 Confidential Information. The City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information. Consultant shall have five (5) working days after receipt of the Release Notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including reasonable attorney’s fees) arising out of from a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Consultant fails to fully so indemnify, defend (with City's Consultant’s choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.

3.6.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

3.6.5 Indemnification.

3.6.5.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of Consultant’s choosing with the City’s approval, which shall not be unreasonably denied), indemnify and hold the City, its officials, officers, employees, volunteers, and agents harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, to the extent caused by negligent acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or

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agents in connection with the performance of the Consultant’s Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and reasonable attorney’s fees and other related costs and expenses except to the extent that such loss or damage is caused by the negligence or willful misconduct of the City, it’s officials, officers, employees, volunteers, or agents. Consultant's obligation to indemnify shall survive expiration or termination of this Agreement and shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers. Notwithstanding anything to the contrary in this Agreement, all of Consultant’s indemnity, defense, and hold harmless obligations shall not extend to any claim or liability that is alleged to be caused by the negligence or willful misconduct of the indemnified party or other third party not controlled by Consultant; rather, such indemnification claims shall be administered based upon a determination of the degree of comparative fault of each party. Consultant retains the right to select counsel reasonably acceptable to the indemnified party, the indemnified party will provide reasonable cooperation, and the indemnified party will not unreasonably withhold consent to settle any claims for which Consultant is providing defense or indemnification. Notwithstanding anything to the contrary in this Agreement, all of Consultant’s indemnification, defense and hold harmless obligations in this Agreement shall survive the expiration or earlier termination of this Agreement for a period of five (5) years.

3.6.5.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.

3.6.5.3 Notwithstanding anything to the contrary in this Agreement, to the greatest extent permitted by law, in no event shall Consultant be liable for any consequential, indirect, incidental, special, exemplary, punitive, or enhanced damages, lost profits or revenues or diminution in value, arising out of, or relating to, the services performed under this Agreement or in connection with any breach under this Agreement by Consultant or any subcontractor, employee or agent of Consultant, regardless of (a) whether such damages were foreseeable, (b) whether or not Consultant was advised of the possibility of such damages, (c) the legal or equitable theory (contract, tort or otherwise) upon which the claim is based, and (d) the failure of any agreed or other remedy of its essential purpose.

3.6.5.4 Notwithstanding anything to the contrary in this Agreement, Consultant will provide information and services under this Agreement as to the condition of areas and objects, as applicable, at that point in time and shall not be liable for changes to the areas or objects after such time, and shall not be responsible for subsequent actions or inactions related to the information and services

3.6.6 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements.

3.6.7 Governing Law; Government Code Claim Compliance. This Agreement

-13- shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Consultant must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Consultant. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit against the City.

3.6.8 Attorney’s Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney’s fees and all other costs of such action.

3.6.9 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3.6.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

3.6.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

3.6.12 Assignment; Subcontracting. Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. Consultant shall not subcontract any portion of the Services required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.

3.6.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

3.6.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

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3.6.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

3.6.16 No Third-Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

3.6.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.6.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.6.19 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

3.6.20 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

3.6.21 Survival. All rights and obligations hereunder that by their nature are to continue after any expiration or termination of this Agreement, including, but not limited to, the indemnification obligations, shall survive any such expiration or termination.

[SIGNATURES ON NEXT PAGE]

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SIGNATURE PAGE TO

PROFESSIONAL SERVICES AGREEMENT BY AND BETWEEN THE CITY OF ARTESIA AND DAVEY RESOURCE GROUP, INC.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

CITY OF ARTESIA DAVEY RESOURCE GROUP, INC.

By: ______By: ______William Rawlings Kenneth Joehlin City Manager Vice President & General Manager of Environmental Consulting and Business Development

Attest:

City Clerk

Approved as to Form:

______Best Best & Krieger LLP City Attorney

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EXHIBIT "A" SCOPE OF SERVICES

SEE CONSULTANT’S PROPOSAL ATTACHED, DATED OCTOBER 14, 2020

Exhibit “A-1”

EXHIBIT "B" SCHEDULE OF SERVICES

SEE CONSULTANT’S PROPOSAL ATTACHED, DATED OCTOBER 14, 2020

Exhibit “B”-1

EXHIBIT "C" COMPENSATION

PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF ARTESIA AND DAVEY RESOURCE GROUP, INC.

1. PARTIES AND DATE.

2. RECITALS.

2.1 Consultant.

2.2 Project.

City desires to engage Consultant to render such professional services for the Urban Forest Management Plan Development project ("Project") as set forth in this Agreement.

3. TERMS.

3.1 Scope of Services and Term.

3.2 Responsibilities of Consultant.

3.2.1 Independent Contractor; Control and Payment of Subordinates. The Services shall be performed by Consultant or under its supervision. Consultant will determine the SEE CONSULTANT’S PROPOSAL ATTACHED, DATED OCTOBER 14, 2020

(BB&K 2017) Exhibit “D”-2

Proposal for:

Urban Forest Management Plan

Prepared for: City of Artesia 18747 Clarkdale Avenue Artesia, CA 90701

Proposal Due Date: October 15, 2020

Prepared by: Anne Fenkner, Project Developer Davey Resource Group, Inc. 295 S. Water Street, Suite 300, Kent, Ohio 44240 C. 916.214.5908 | [email protected]

“Solutions through Innovations and Expertise”

Table of Contents

Cover Sheet (Form -A) -

Letter of Transmittal -

Project Approach 1

Project Understanding 2

Project Staff 3

Methodology & Timeline 8

Experience and References 19

Insurance Adequacy 23

Fee Schedule 24

Consent to Professional Services Agreement 24

Additional Required Forms

Form B - Proposer Contact Information

Form C - Addenda Acknowledgement

Form D - Non-Collusion Affidavit for Consultant

Attachment A - Professional Agreement Change Request

Project Understanding Trees are part of everyday life in the City of Artesia (City). The City’s urban forest creates a sense of place and supplies real benefits to residents and visitors. Trees along streets, in parks, around playgrounds, and in backyards provide shade and beauty and enhance the quality of life in Artesia by bringing natural elements and wildlife habitats into urban settings. Trees also moderate temperatures, reduce air pollution and energy use, improve water quality, and promote human health and well-being. The City has established itself a regional leader in sustainability practices and is focused on serving the community with sound governance, 21st century infrastructure, and a commitment to public safety.

Davey Resource Group, Inc. (DRG) is a wholly-owned subsidiary of The Davey Tree Expert Company. DRG is a full-service environmental consulting company and one of the most respected urban forestry consultants serving North America. Our reputation for professionalism, reliability, and innovation are among the key reasons we are often selected to represent municipal urban forestry interests. We are the preferred company contributing to advancing municipal urban forestry initiatives throughout California. DRG has successfully completed more CAL FIRE grant projects than any other firm. Each project DRG has undertaken has been completed on time, within budget and represents uniqueness of the communities we serve.

For the City of Artesia, we are putting forth a team that presents extensive knowledge in urban forest management planning and practices drawn from working with communities across North America. The team is led by a Registered Consulting Arborist with over 30 years of experience assessing urban forests. The process will be managed by an ISA Board Certified Master Arborist who has managed and contributed to some of the most distinguished urban forestry assessments, management and master plans in the country. They will be supported by a cohesive team of experts in GIS and i-Tree analysis, urban forestry best management practices (BMP), and comprehensive management services. DRG employees are driven by an agenda to have our clients succeed. Our tools are listening, evaluating, and providing experience in making recommendations that abide by City codes and policies and that reflect industry BMPs. Our reputation for excellence is based on listening to our clients to glean the important nuggets that support the larger goals.

The development of an Urban Forest Management Plan (UFMP) is a comprehensive exercise in collaboration, education, research, and community participation. By creating a plan that is collaborative between the City of Artesia and DRG, a unique road map will emerge incorporating the combined experiences and knowledge of both parties. With this in mind, we use an adaptive management approach to examine what Artesia has, what it wants, what it needs, and how to achieve the goals. The framework of the UFMP will be generated through goal-setting and research. Research will be conducted by document examination, personnel, and community input.

The UFMP will meet CAL FIRE grant requirements. It will include sections on policies and regulations, sustainable urban forest management, protocols and processes, stewardship, carbon offset, stormwater management, public tree inventory and community participation and education. It will serve as a model of urban forest sustainability for the region and will be useful to all departments involved in the urban forest. In addition, the UFMP involves the participation of public stakeholders. It will provide definitive ways to acknowledge strategies for Artesia’s urban forest and find ways to participate in the health and sustainability of the City’s trees.

Davey Resource Group, Inc. 1 October 2020

To complete this project, DRG will meet with all involved city departments that affect or may be affected by trees, including those that relate to tree maintenance, management and design. DRG will review the City’s ordinances, policies, programs, and best management and design practices that relate to trees within Artesia. DRG will evaluate the City’s recently updated street tree inventory and tree canopy using TreePeople’s Los Angeles County Tree Canopy Map Viewer tool. The analysis will provide information to guide the City to set achievable goals to meet an acceptable level of canopy coverage within the region. We will also review the City's tree trimming contract and methodology. Recommendations will conform to current industry standards and will become a useful approach for long term urban forest management.

All communication and outreach to key stakeholders will be conducted in a COVID-19 safe approach. They will be conducted online and will be designed, coordinated and facilitated by DRG with guidance from the City.

Davey Resource Group is committed to delivering a management plan that is dynamic and usable, incorporates tree management policy, and supports the vision and goals for the City of Artesia. Your plan will be formatted for a variety of uses including:

▪ A tool for planning for the future of the urban forest as it supports Artesia’s vision for a sustainable future. ▪ Assisting personnel in budgeting, staffing, and other operational aspects. ▪ Providing recommendations for funding and program sustainability. ▪ Supporting tree management policies and practices both internally and externally. ▪ A tool that will support Urban forest personnel in their efforts to maintain a healthy and sustainable municipal forest.

Collaboration & Communication Within the scope of this contract, DRG will arrange and lead UFMP Working Group meetings on at least a monthly basis from the date of approval of a contract through completion of the UFMP and its approval. The UFMP Working Group will include the DRG Project Manager, City Project Manager, and representatives from the Los Angeles Conservation Corps, TreePeople, Inc., and any other stakeholder designated by the City. DRG will conduct the meeting virtually as webinar or teleconference meetings as long as the County of Los Angeles has restrictions in place to limit the spread of COVID-19.

DRG has established a reputation of providing layers of support and technical knowledge for all of our projects ensuring work is ongoing and consistent. We are accessible and there is always someone to communicate with as the need arises. DRG will collaborate with the City throughout the UFMP process, yet in terms of project management Artesia’s role in this project will be minimal. In addition to the monthly working group meetings, the DRG project manager will also provide monthly reports as to our accomplishments, so city staff is prepared for what is needed to support a successful project together. Throughout the process of developing the UFMP, DRG will systematically engage the City staff in dialogue regarding the outcomes and meaning of the analysis results and the direction of the UFMP. Communication is of the utmost importance to us. The City project manager will always have information at hand to discuss project updates with confidence and clarity.

Davey Resource Group, Inc. 2 October 2020

Project Staff The City of Artesia will be well-served by the experience, expertise, and quality of DRG personnel assigned to this project. Our staff’s vast and varied experience will support the vision of a project that guides Artesia to the future of sustainable urban forestry. Davey is an employee-owned company. As such, our team is self-motivated and engaged with our clients and the project at hand, ensuring satisfaction with all aspects of the project from start to finish. Moreover, DRG is a stable and desirable company to work for. Internally and externally, we pride ourselves on technical expertise, best management practices, respectfulness, and superior customer service. We actively recruit candidates who share our commitment to advance the green industry and we cultivate employee strength by investing in our employees.

Davey does not experience the turnover other companies suffer from. We believe that in order to sustain our growth, it is imperative that we invest in our employees’ personal and professional development. For nearly 140 years, employee education has been foundational to our success, equipping each employee with the tools he or she needs to deliver the best possible care to our clients.

DRG has all the resources to complete the City of Artesia UFMP within your timeframe and budget. Our team is well-aligned, cohesive, organized, and well-versed in the development of urban forest management plans. The City of Artesia will see the ownership and pride our employees put into the work they complete. The following personnel have been alerted to this opportunity and are committed to its success.

Michael Bova | Southern California Area Manager Registered Consulting Arborist # 549 Mr. Bova will provide managerial leadership on the project including personnel management, logistical planning, project delivery, and cost control.

Michael Bova ensures quality operations of all DRG urban forestry projects in Southern California. Michael Bova is a Consulting Arborist for municipalities, commercial properties, homeowner associations and private entities throughout the Southern Region of California. He has managed significant and numerous urban forestry projects throughout Central and Southern California. Mr. Bova’s leadership includes customized solutions unique to each client and coordinating the wide variety of resources Davey has to offer.

Michael Bova works with many municipalities, landscape architects, and planning firms in assisting their clients in understanding the structure, function, and value of their tree resource, as well as assisting construction firms in developing tree protection plans. He has served as an expert witness and as professional arboriculture and landscape industry advisor. Mr. Bova has authored numerous detailed

Davey Resource Group, Inc. 3 October 2020 technical and consulting reports for a variety of clients throughout the Central Coast and Southern California.

Education: • American Society of Consulting Arborists Consulting Academy Graduate • Master of Science, with Distinction, in Agricultural Science with a specialization in Education, California Polytechnic State University, San Luis Obispo, CA • Clear Teaching Credential, Single Subject Agriculture and Agriculture Specialist, California Polytechnic State University, San Luis Obispo, CA • Bachelor of Science, Agricultural Science, California Polytechnic University, Pomona • Associate of Science, Agricultural Science, Cerritos Community College, Cerritos CA

Certifications: • Certified Arborist, International Society of Arboriculture #WE3372A • International Society of Arboriculture Tree Risk Assessment Qualified • Registered Consulting Arborist, American Society of Consulting Arborists #549

Tina McKeand | Project Manager ISA Board Certified Master Arborist

Tina McKeand will serve as the Project Manager for this project and will be the primary contact with the City of Artesia.

Tina McKeand is a Principal Consultant for the Environmental Consulting team serving the Western States. She has managed and contributed to some of the most distinguished urban forestry assessments, management and master plans in the country. She also serves DRG as a national urban forestry policy advisor for municipal policy and ordinances. Her most recently completed assignments include Urban Forestry Plans for the cities of Tulsa, South San Francisco, Yuba City and Garden Grove. Previous projects include a Forestland Assessment and Management Plan for Anchorage and an Assessment of Portland Street Trees as a Public Asset for the Portland Bureau of Planning. She has led Advanced Resource Analysis for the State of Montana, Palo Alto, San Mateo, Burlingame, Orange, Clovis, Burlingame, Pasadena, San Mateo, and Tempe. She was a co-author and illustrator for a US EPA project Stormwater to Street Trees on the use of stormwater retention strategies in cities across the United States.

Ms. McKeand is a Board Certified Master Arborist and Municipal Specialist (WE-5005BM) and a graduate of the Municipal Forestry Institute. She is the former urban forester for the City of Yuma, Arizona, and has been working for Davey for over ten years. Ms. McKeand is the former president of the Arizona Community Tree Council, a volunteer for the Western Chapter of the International Society of Arboriculture and the Nevada Shade Tree Council.

Davey Resource Group, Inc. 4 October 2020

Allison Serafin | Urban Forestry Specialist

Allison Serafin joined Davey Resource Group in 2016. Most recently she has been the primary author for Sacramento, Tracy and Garden Grove UFMPs. She has supported other projects through writing, editing, and research, including Denver Green and Gray: Increasing Tree Canopy in Downtown Streetscapes, Boulder, CO UFMP, and Woodland, CA UFMP.

Ms. Serafin is a Certified Arborist (RM-7919A) and Qualified Tree Risk Assessor, with both professional credentialing programs administered by the International Society of Arboriculture. While earning her B.S. in Horticulture from Colorado State University, she worked for Dr. Whitney Cranshaw assisting with research of impacts of systemic pesticides in the prevention of Emerald Ash Borer on honeybees and other pollinators, resistance in European Elm Scale, and other horticulture pests.

Rachael Sitz | Urban Forestry Specialist, Entomology/Plant Pathology

Rachael Sitz Ph.D. joined Davey Resource Group in 2019 after 10 years of experience researching insect pests and diseases impacting urban trees. Her previous work at the USDA Forest Service and Colorado State University focused on the interactions between insects and plant pathogens, means of pest and pathogen spread, and the basic biology of insect pests. She brings expertise in guiding tree care professionals on the proper timing to manage pests and diseases as well as suggestions for practical management options. She has been integral in the development of recommendations for thousand cankers disease, European elm scale, and drippy blight disease. Furthermore, she has extensive experience in data analysis and writing, with significant contributions to over 15 scientific publications and general reports. Ms. Sitz holds a Ph.D. and master’s degree specializing in entomology and plant pathology from Colorado State University and bachelor’s degrees in insect science and plant biology from the University of Nebraska-Lincoln. She is a member of the American Phytopathological Society of America and the Entomological Society of America. Her contributions to the Entomological Society of America were recently recognized with the J.H. Comstock Award.

Davey Resource Group, Inc. 5 October 2020

William Ayersman | Geospatial Services Project Manager

William Ayersman, GISP, M.S., is a lead geospatial analyst with extensive experience applying spatial analysis and predictive modeling to natural resource issues. His daily responsibilities involve GIS project coordination for remote sensing and image analysis projects, LiDAR analysis, database and project management, and the creation and design of predictive and suitability models. Since 2011, he has been the project lead on all urban tree canopy (UTC) assessment and forestry analysis projects for urban forestry and utility services, including generating custom mapping and reports for transmission right-of-way projects.

Mr. Ayersman plays a key role in the development of DRG’s innovative GIS tools and solutions, focusing on the urban canopy effects of stormwater, watersheds, and ecosystem cost/benefits analysis. He has experience and knowledge in the field of forestry resource management, cartography, landscape metrics, and spatial statistics. He also has strong interests in the research and development of new spatial analysis procedures, timber stand dynamics, and the ecological impacts of invasive species.

Prior to joining DRG, Mr. Ayersman worked as a GIS Analyst for the Natural Resource Analysis Center in Morgantown, West Virginia, where he collaborated with West Virginia Department of Natural Resources to obtain goals for a wetland predictive model, conducted watershed and remote sensing analysis, and performed predictive/suitability modeling for invasive species. As a graduate research assistant at West Virginia University, he worked with the USDA Forest Service to design and create a spatial predictive model for the spread of emerald ash borer using GIS as well as a role in applying spatial analysis in order to complete his thesis requirements.

Mr. Ayersman holds a Master of Science degree in forestry and a Bachelor of Science degree in forest management from West Virginia University. He is a member of the Association of American Geographers (AAG), the American Society of Photogrammetry and Remote Sensing (ASPRS), Ohio Urban Regional System Association (URISA) Ohio Chapter, and the Kentucky Association of Mapping Professionals (KAMP). He joined DRG in April 2011. Will works from our corporate headquarters in Kent, Ohio.

For all projects listed, Mr. Ayersman worked for DRG. His specific role(s) was project coordination of all GIS services. In addition to the GIS project management, he also assisted with final deliverable preparation and spatial analysis. When needed, he also assisted with secondary QC of all land cover data sets. Mr. Ayersman works directly with project managers and clients to ensure the project is a success from start to finish by providing exceptional customer service.

Davey Resource Group, Inc. 6 October 2020

Deborah E. Sheeler | Manager of GIS Services

Deborah E. Sheeler, GISP, M.A., is a geospatial analyst and cartographer with extensive professional experience applying advanced GIS and remote sensing technology to environmental analysis, land use planning, and natural resource management. Her primary responsibilities include managing GIS mapping and analysis projects at all scales for utility, urban forestry, and ecological services throughout the U.S. and Canada, in addition to the development of innovative GIS solutions and services for Davey Resource Group.

Ms. Sheeler has extensive experience generating custom input forms for Davey’s ArcPad field collection programs and the creation and design of cartographic products through the use of advanced GIS software. ® She also has the experience and knowledge in the field of natural hazards research, AutoCAD , as well as the utilization, maintenance, and support of mobile mapping software, hardware, and global positioning systems (GPS).

Prior to joining Davey, Ms. Sheeler was a graduate/teaching assistant at Kent State University where she holds a Master of Arts degree in geography with a concentration in GIS and natural hazards research. She also holds a Bachelor of Science degree in geography from the University of Central Missouri with a minor in earth science. Ms. Sheeler is a member of the Geographic and Land Information Systems (GIS/LIS) Advisory Committee at the University of Akron, American Society of Photogrammetry and Remote Sensing (ASPRS), Ohio Urban Regional System Association (URISA) Ohio Chapter, GIS Users of Northern Ohio (GUONO), and Kentucky Association of Mapping Professionals (KAMP). She joined Davey Resource Group in 1997.

Davey Resource Group, Inc. 7 October 2020

Methodology & Timeline UFMP Approach The development of an UFMP is a comprehensive exercise in collaboration, education, research, and community participation. DRG has completed numerous UF strategic management and master plans across the United States and Canada. Each plan has a different outcome; one that meets the needs of the community for which it was developed. We understand that by creating a plan that is collaborative between the City of Artesia, its residents and DRG, a unique road map will emerge incorporating the combined experiences and knowledge of all stakeholders.

The framework of the plan will be generated through a proven methodology of industry adopted goal-setting and research. Research will be both historical and current, and conducted by document examination, personnel, and community input. It will be guided by what the City of Artesia team asks DRG to look for, as well as our experience in knowing what to look for. It will result in key components that will lead to stronger connections and engagement of the urban forest stakeholders within the city. The following description of our approach to this project is based on working with communities and entities we have served both locally and regionally across North America. For the City of Artesia, we will address all aspects and phases identified in the Request for Proposal (RFP) to create a clear, understandable and useful UFMP that reflects the vision, needs, culture and environment of the City.

Research and Information Gathering

KICKOFF MEETING We prefer to begin every UFMP project with a kickoff meeting that includes our project manager (ISA Board Certified Master Arborist), project developer, and our urban & community forestry specialists. For this meeting, it is our hope that your critical project team members will be in attendance. This includes not only a designated project manager, but any key personnel that might be interacting with us throughout this process. At this meeting, we will obtain names and contact information from you for projected interview candidates. We also hope to begin the task of an online survey early in the process. For this reason, we would hope that your public relations /marketing personnel could be present as well. We want to be sure that we are following your community culture and protocols from the start of the UFMP process. We feel that communication is critical and this meeting sets the tone for the project.

After the kick-off meeting, DRG begins the process of “fact gathering”. We approach this in five ways: ▪ Convene meetings with internal and external stakeholders ▪ Gather critical internal and external documents that will support the UFMP ▪ Create an online survey for the community ▪ Conduct community meetings for stakeholder input (currently on-line due to health precautions) ▪ Develop the UFMP with recommendations and an implementation plan

Davey Resource Group, Inc. 8 October 2020

RESOURCE DEVELOPMENT Resource development is generally weighted towards the governing entity of the urban forest. However, it is important that all stakeholders within the city, region and state become a part of the plan early. Their contributions lay the groundwork and determine the answers to the question, “What do we have?” Based on our experience, we expect to utilize the following documents but we are not limited to these and may explore additional documents as we conduct our research.

▪ City of Artesia general plan ▪ City of Artesia municipal code (tree and zone sections, landscape and planning sections, others as requested) ▪ Guidelines for Developing and Evaluating Tree Ordinances (Swiecki, T.J., and Bernhardt, E.A. 2001). ▪ City of Artesia public tree inventory ▪ Planting specifications (internal and external) ▪ Guiding documents from the National Urban and Community Forestry Advisory Committee ▪ Guiding documents from the Sustainable Urban Forestry Coalition including the Vibrant Cities/Vibrant Communities Initiative ▪ California Public Resources Code Section 4799.06 – 4799.12 (Urban Forestry Act of 1978) ▪ California Urban Forest Council: Urban Forest Master Plan Tool Kit ▪ AB 32 – California Greenhouse Gas Reduction/Climate Change Information (2006) ▪ Urban Forests Ecosystem Institute (UFEI)-SelecTree ▪ University of California Cooperative Extension ANR publications ▪ Various Solar/Photovoltaic/Tree Conflict legislation as it pertains to the Urban Forest ▪ Other documents that may impact the plan including those of the CPUC, Fire Codes, CalTrans, and CA Endangered Species Act.

NEEDS ASSESSMENT A needs assessment is a systematic exploration and analysis of "the way things are" and "the way things ought to be." A need is not a want or desire, but rather a gap between the current situation and the optimal situation. We consider this first step one of research and information gathering.

To complete this first step, DRG will gather and meet (online) with all involved city departments that affect or may be affected by trees, including those that relate to tree maintenance, management and design. Their contributions lay the groundwork and determine the answers to the question, “What do we have?” We will address with staff the city practices as they relate to the urban forest. Gaps and or inconsistencies in Best Management Practices will be identified and documented.

Davey Resource Group, Inc. 9 October 2020

STAKEHOLDER INTERVIEWS As written documentation is only a portion of our research, we will also obtain lists and contact information for the City of Artesia staff, key City supporters, elected officials, and other stakeholders that share an interest and/or responsibility for the urban forest. We will be guided by the City of Artesia during this portion. This part of plan development helps to answer the question, “What do we want?”

Having previously conducted many of these types of projects, DRG has developed a methodology for this critically important task. Our process includes developing a standard set of questions that will be asked during these interviews. These questions do not preclude additional discussion that might be pertinent, but they do allow for consistency in research. We develop our questions around the following items: ▪ Internal protocols and processes (e.g., tree maintenance practices, tree removal requests) ▪ Use of inventory database and GIS, fire hazard mitigation ▪ Use of available tools ▪ Relationships and conduct for working together (inter and intra-departmentally) ▪ Reviewing procedures for development applications when trees are involved ▪ Projects and planning including Capital Improvement projects ▪ Ordinances that can impact the management and growth of the urban forest ▪ Conflict, cohesion, and collaborative efforts affecting the urban forest and its stakeholders ▪ Utility challenges and opportunities

Potential stakeholder interviews can include: ▪ Urban forest and tree management personnel within the City (Planning and Maintenance staff) ▪ Community Development Department ▪ Public Works personnel that impact the urban forest (Stormwater, Streets, etc.) ▪ Environmental Education and Sustainability personnel ▪ Emergency Management personnel ▪ Risk Management personnel ▪ Elected officials ▪ Appointed officials and Beautification and Maintenance Commission members ▪ Key volunteers and supporters

External stakeholder meetings will be similar to the internal stakeholder meetings. They will include a series of questions that are pertinent to the research and the goals of the management plan. DRG anticipates conducting (8-10) stakeholder interviews. All will be conducted by webinar or by telephone.

Davey Resource Group, Inc. 10 October 2020

Urban Forest Analyses

ASSESSMENT OF STREET TREE INVENTORY Understanding the values that the urban forest brings to a community is an important step in developing an urban forest master plan. DRG develops these through the use of i-Tree tools. i-Tree is a software program that was developed by the United States Forest Service with the support of the International Society of Arboriculture, Society of Municipal Arborists, Arbor Day Foundation, Casey Tree and The Davey Tree Expert Company. Utilized worldwide, i-Tree has provided the scientific basis for managing trees within the urban forest for countless communities. i-Tree allows communities to understand the benefits that trees provide in simple, easy to understand ways.

DRG will assess the recently updated street tree inventory and will utilize i-Tree Eco to create an expansive snapshot of the city urban forest as part of the Urban Forest Master Plan (UFMP). This information will assist Artesia in establishing a deeper understanding of the current condition of the urban and community forest within the city. The assessment will inform the condition of the urban forest allowing DRG to identify hazardous or undesirable trees and develop strategies for removal and replacement over time. The assessment will specify species composition and distribution, current condition, risk potential for invasive pests, primary environmental benefits, and management needs. Additionally, DRG will apply local hourly air pollution and meteorological data to measure urban and community forest structure and environmental effects within City boundaries.

Using the full tree inventory data provided by the City of Artesia, DRG will proceed to transform the data for use within the i-Tree model. The results from this model will be analyzed by DRG and compiled in a report document. This report will be usable by multiple stakeholders in your community as it will: ▪ Facilitate planning for the future of the urban forest by detailing the long-term needs of Artesia’s street tree inventory. ▪ Describe the costs and benefits of Artesia’s street trees as they relate to other city activities including stormwater management projects. ▪ Support policy development at the City, by functioning as a supplemental educational tool for other city departments. ▪ Provide important measures of street tree performance to guide Artesia staff in maintaining a healthy and sustainable municipal forest. ▪ Allow both the public and city management a definitive way to acknowledge the value of Artesia’s street trees and uncover ways to participate in the health and sustainability of the City’s urban forest.

Davey Resource Group, Inc. 11 October 2020

DRG will provide a questionnaire to the City for additional city statistics that the model requires. Once the model is set up, the DRG urban forestry specialist will analyze and compile the results in a report for the City. The report will use i-Tree to report on the species composition, condition and age distribution, canopy cover and tree replacement values for Artesia’s urban forest. The report will include an environmental attribute summary consisting of energy saving calculations, carbon dioxide sequestration, air quality improvement, stormwater runoff reduction, aesthetic, property value and socioeconomic benefits of the urban forest.

DRG will provide accurate estimates of the following:

● Urban and community forest structure (e.g., species composition, number of trees, tree density, tree health, etc.) analyzed by pre-stratified land use type. ● Reduction of urban heat island effect. ● Hourly amount of pollution removed by the urban and community forest and associated percent air quality improvement throughout a single year. Pollution removal is calculated for ozone (O3), sulfur dioxide (SO2), nitrogen dioxide (NO2), carbon monoxide (CO), and particulate matter <10 microns (PM10). ● Stormwater runoff reduction. ● Hourly urban and community forest volatile organic compound emissions and the relative impact of tree species on net ozone and carbon monoxide formation throughout the year. ● Total carbon stored and net carbon annually sequestered by the urban and community forest(s). ● Effects of trees on building energy use and consequent effects on carbon dioxide emissions from power plants. ● Compensatory value of the forest, as well as the value of air pollution removal and carbon storage and sequestration. ● Tree pollen allergen city index. ● Pests risk analyses based on host susceptibility, pest/disease range and tree structural value.

In addition to the environment and health benefits generated by the urban forest i-Tree Eco calculates the following aspects of your tree resource: ▪ Structure (e.g., species composition, age distribution, canopy cover). ▪ Function (environmental and aesthetic benefits). ▪ Value (annual monetary value of benefits and costs). ▪ Management needs (e.g., recommended maintenance, stocking levels, tree conflicts).

Davey Resource Group, Inc. 12 October 2020

URBAN TREE CANOPY ASSESSMENT Urban tree canopy (UTC) assessment is a tool to help urban and community forestry programs and communities increase urban tree canopy cover to maximize the benefits provided by the urban forest. It can also provide an important opportunity to bring community members together to develop a vision of the future urban canopy. UTC is an easily understood measure of the community's overall success in meeting agreed upon canopy goals.

For the City of Artesia DRG’s GIS department will use TreePeople’s Los Angeles County Tree Canopy Map Viewer tool to evaluate and assess both the public and private tree canopy throughout the City. Within the assessment we will identify priority areas for future tree planting based on existing and possible tree canopy covers: Compare Artesia’s tree inventory with neighboring cities of like size to determine a baseline comparison figure; Identify tree planting opportunities and establish an urban tree canopy cover goal; and develop a vision for Artesia’s urban forest; and Identify hazardous or undesirable trees and develop strategies for removal and replacement over time.

This comparison of canopy cover with land designations will become a primary resource for recommendations and goals for the City of Artesia's community forest. Specific natural resource factors will be evaluated and prioritized to determine areas that provide multiple functions and benefits and should be considered a high priority for protection and preservation. The following provides specific information on each suggested category of analysis for the City of Artesia.

Canopy Cover DRG’s GIS department will use TreePeople’s Los Angeles County Tree Canopy Map Viewer tool to evaluate and assess both the public and private tree canopy throughout the City. We will compare Artesia’s public tree inventory with neighboring cities of like size to determine a baseline comparison figure and establish an urban tree canopy cover goal. This goal will inform the 40 year vision for the sustainability of Artesia’s urban forest.

Identify Priority Planting Areas Davey Resource Group will determine areas that are biophysically feasible to support trees, estimate budget implications and account for the number of trees plantable by crown size. The information will be used as a basis for creating the planting plan and prioritizing target planting areas focusing on the following considerations: socio-demographics and population density per Census Tract, topography, floodplains, and soil types, public/private ownership, linkages to greenways and other forest resources, stormwater problem areas, and mitigating urban heat island effect. Additional considerations for determining planting sites may include

Davey Resource Group, Inc. 13 October 2020 council districts, human health data, a crime reduction strategy, or any other GIS based data that is available.

The planting plan will include information recommending areas for planting and approximate numbers and species suggestions will be included for each prioritized area with an emphasis on maximizing the population of large canopy tree species and the benefits they provide.

Canopy Equity Analysis Davey Resource Group can provide an analysis that relates current UTC to socio-demographic and economic data for the city. Data from the 2010 census will be aggregated for census tracts and/or blocks groups to determine trends and correlations. This data can be used by the City to prioritize results of the UTC analysis even further. Examination of socio-demographic and economic data can chart positive and negative correlations to the percentage of UTC within the given tract or block group. Data will be assessed on the city level, planning areas, and census tracts. Typical analysis includes:

● Canopy % vs. median household income ● Canopy % vs. population density ● Canopy % vs. ethnicity ● Canopy % vs. age group ● Canopy % vs. education ● Canopy % vs. poverty rates/unemployment ● Canopy % vs. building value/age

Convene Meetings Community meetings are important in developing the UFMP. They also support the question, “What do we want?” We suggest that a minimum of three take place: two to gather input, and one to show results and create buy-in from the public. DRG will facilitate at least one meeting with the Beautification and Maintenance Commission, one with the public and the third with the City Council. When conducting the meetings, the DRG follows a very simple and proven plan:

1. Reveal the results of the resource development (i-Tree Eco, Tree Canopy) in simple terms. This includes helping the community understand the value and benefits the urban forest provides in economic, environmental, and social terms.

2. Help understand what might be missing in Artesia’s urban forest and guide community members to understand what the role of the stakeholders is in growing the forest.

3. Invite the community to give guided input on what is important to them in the development of the urban forest. This will be done with an on-line survey.

Davey Resource Group, Inc. 14 October 2020

We traditionally hold community meetings in person at City Hall or a community center, however, with COVID-19 precautions, we have moved community meetings online. We record the webinar sessions and post them to the City website. The questions we pose during the meeting will also be shared on the city website. This gives participants the opportunity to review the information and provide input at their convenience.

Formulate Recommendations

ANALYSING THE RESEARCH

All of the aforementioned resources will be utilized to support and develop a vision for the urban forest. From there, keystones are developed with goals and priority recommendations that support the same principles. This analysis helps answer the questions “What do we want,” and “How do we get there?” Through the research, we uncover issues that may include both opportunities and challenges within the urban forest. Issues such as inconsistencies in tree management, conflicts with stakeholder groups, awareness and understanding of the urban forest by elected officials are common findings. Other challenges will arise during the research and subsequent analysis. These issues can lead to recommendations for a more holistic approach to tree management and develop the roadmap for “How do we get there.”

Ultimately, the plan will make recommendations based on findings. This points to the final portion of the plan: developing a monitoring and measurement component to determine the effectiveness of the UFMP. This can be a methodical and simple follow-up with assignments for review on an annual basis. Our intent is not to deliver a plan that sits on a shelf and collects dust. Rather, we see the opportunity for Artesia to leverage its local and interdepartmental partnerships to create a dynamic response to addressing the needs of the urban and community forest.

After we gather and review the above materials, DRG will develop UFMP goals and standards that address issues related to all public and private trees. We will assess the overall condition of the urban and community forest, evaluate the impact of the City’s planting efforts, and plan for the future management of this valuable resource.

POLICY REVIEW & RECOMMENDATIONS DRG will review tree plans, ordinances, codes, and other documents and policies and develop recommendations consistent with City goals and policies that provide for growth in internal efficiencies, cost reductions, and limiting liability. The review will address tree management and protection policies and regulations, including tree protection measures. We will compare Artesia tree ordinances to other similar cities and recommend potential changes. DRG will develop recommended updates to existing guidelines for tree planning, planting, maintenance, protection before, during, and after construction, root pruning, pest management, tree removal and replacement.

Davey Resource Group, Inc. 15 October 2020

Additional components of our policy review include drafting a recommended urban forest management and tree protection ordinance, revising the City’s tree planting standards, codifying the urban tree canopy cover goal and many of the suggested changes in the UFMP in the Artesia Municipal Code.

OPERATIONAL ALIGNMENT AND CONSISTENCY During the operational review, DRG will evaluate the many components of Artesia’s urban forestry program. Our review will provide a summary of existing conditions, identify strengths and areas for improvement, and ultimately suggest goals, guidelines, and rationale that, once adopted, will serve to standardize and optimize the community’s forest management program and its arboricultural practices. Recommendations will support and promote better communication and coordination among city departments that work within and adjacent to the urban forest (trees), decision-makers, and the community. Our review will address internal protocols (e.g. Tree Planting Standards) and processes (e.g., tree maintenance practices, tree removal requests, use of inventory database and GIS, fire hazard, etc. Operational recommendations will align with industry standards and will clearly identify responsibilities within the city and be supported by Best Management Practices of the ISA, Tree Care Industry Association (TCIA), (of which Davey is a member) as well as ANSI and Cal-OSHA.

RE-ESTABLISH TREE MAINTENANCE STANDARDS & SCHEDULE In order to promote good health, safe structure, and longevity, most trees in urban settings require regular maintenance. Needs often vary, depending upon species, the size of the tree at maturity, age, and history among other factors. Appropriate and timely care can substantially increase the useful lifespan of individual trees, promoting greater benefits, managing liability, and reducing long-term cost of maintenance. Routine maintenance cycles often extend over a four to five year period. Along with providing policy and operations review, DRG will review and recommend best management practices within the City tree maintenance contract for successfully maintaining the community tree resource to support the long-term health, resilience and sustainability of its public trees. We will review the public tree inventory within i-Tree and provide an assessment of the condition of the trees. This will include identify hazardous or undesirable trees and develop strategies for removal and replacement over time.

DEPARTMENT FUNDING RECOMMENDATIONS Sustainable department funding is essential to a healthy urban forestry program. As a component of reviewing the City’s urban forestry operations and management practices, DRG will explore sustainable funding strategies for the City. DRG will provide recommendations on potential long-term program funding sources, partnership and community engagement opportunities, and public education recommendations to expand the City’s urban forest management efforts, including consideration of further grant opportunities for urban forestry operations. Additionally, with our nationwide presence and experience, DRG can also offer input that may include unique practices and funding mechanisms that may not be in practice in California.

Davey Resource Group, Inc. 16 October 2020

IMPLEMENTATION RECOMMENDATIONS The process of developing the UFMP will likely reveal numerous opportunities to enhance the understanding of the urban forest resource as well as improve efficiency in tree maintenance operations, community participation, and other avenues to advance urban forest health and vitality. Within the UFMP DRG will include implementation recommendations. The recommendations will provide a straight-forward approach to prioritizing actions and expected timeframes, the identification of staff and/or departments that share leadership responsibility or ownership of the goal/action, the estimated investment, and strategies to measure progress. The following describe typical components in our UFMPs. DRG will review and finalize Artesia implementation components with the City Project Manager.

● Clarify realistic and measurable actions related to each goal. ● Identify City staff roles and leadership ● Identify appropriate stakeholders and organizations ● Address funding sources ● Identify realistic timelines for the goals. ● Clarify the necessary resources to meet the goals

DEVELOP A WORKPLAN The total time horizon of the UFMP will be forty (40) years from implementation. DRG will develop a work plan for each of the first five (5) years of the UFMP’s implementation, with performance measures for each year, and then a work plan covering each five (5) year interval after the fifth year of implementation through the fortieth year of implementation. The workplan will provide recommendations on potential long-term program funding sources, partnership and community engagement opportunities, and public education recommendations to expand the City’s urban forest management efforts, including consideration of further grant opportunities for urban forestry operations. It will include funding sources, required personnel, and point to other necessary support and resources.

Deliverables

PROJECT REVIEW The development of the UFMP is designed in three stages to provide adequate review time (3-4 weeks) for City staff. The first draft will be provided for City staff review after all information has been gathered from resource documents, stakeholder resources, and the community. A second draft that will include all input on the initial draft will be presented for a 3-4 week staff review approximately 6-8 weeks following the first draft.

The final project review begins with the submission of what we refer to as a 100% complete draft. It is at this point in the process Davey Resource Group will present the UFMP draft to the City for comments and feedback. It is also at this point we solicit final input from staff. Once we digest input, we will incorporate comments into the plan then transition into the final document.

Davey Resource Group, Inc. 17 October 2020

PRODUCT DESIGN Our urban and community forest management plans have been designed utilizing a modern appearance and visually pleasing palette that includes a well-balanced combination of a narrative document, tables, images, and maps to share and convey the critical information necessary to achieve your objectives. The final draft of the UFMP will be provided in digital format and one printed copy. Additional printed and bound copies can be priced as an option.

Timeline, Task List, and Deliverable Summary

Because this is a granted project, and there are deadlines that coincide with the grant, we understand the importance of timeliness. Our experience analyzing large datasets and creating urban forest management, master, and strategic plans, DRG methodology is proven, and we can commit to meeting Artesia’s desired deliverables within its expected timeframe. We are prepared to begin work within fourteen (14) days after the contract has been awarded.

DRG can guarantee the City of Artesia an UFMP process and timeline that will not be interrupted or delayed due to unforeseen personnel issues. If a DRG staff member experiences an unforeseen problem, we have the ability to replace that team member with another Davey staff member with similar professional qualifications and expertise. Artesia is assured uninterrupted service from DRG.

DRG will work with the city Project Manager to develop a firm timeline once the final scope of work has been determined and approved. The approved timeline will include scheduling of the community outreach and engagement component as well as the tree inventory analysis and the canopy study. The

Davey Resource Group, Inc. 18 October 2020 tasks/phases likely will not run consecutively without pause; however, we are confident we have the ability to move this project forward in a timely basis to meet the needs of the City of Artesia.

Experience and References DRG’s Capability, Expertise, & Past Performance The City of Artesia will benefit from DRG’s extensive urban tree inventory project experience and participation in local, state, and national urban and community forestry program development. DRG has inventoried more trees than any other company in the world. Our work throughout North America is a testament to our stability as a company, our capacity to successfully complete projects, and the resources we have available. We provide services to cities large and small, and work with each municipality to develop inventory and resource assessment projects that fit specific needs and budgets.

Davey is more than just the most experienced, the biggest, and the best company for this work. We are a company that values our people, our clients, and the communities in which they live. DRG has been involved with tree inventories since the early 1900s. Our experience in collecting, analyzing, and translating large data sets has given our clients the opportunity to see firsthand what the inventory data reveals about their urban forest programs. Our trustworthiness and reliability have contributed to our reputation for quality services and a desirable company to work with. Consequently, our list of satisfied customers is extensive.

Davey Resource Group, Inc. (DRG) is a wholly-owned subsidiary of The Davey Tree Expert Company, which was established in 1880. Davey Tree employs more than 10,000 people in North America and is recognized as the ninth-largest employee-owned company in the nation. Our services range from residential and commercial tree care to utility, safety, academic, and technological research, and natural resource consulting, protection, and planning. The Davey Tree Expert Company is headquartered in Kent, Ohio and operates in 45 states, with offices throughout the country.

Davey Resource Group, Inc. was established as a division of The Davey Tree Expert Company in 1992. The company was incorporated on June 19, 2017, then converted to domiciled in Delaware on December 31, 2019. DRG shares the company headquarters in Kent, Ohio with The Davey Tree Expert Company. Our home office is located at 295 South Water Street, Suite 300, Kent, Ohio 44240. Our local office is located at 3665 Ruffin Road, #308 Artesia, CA 92123.

DRG provides expert consulting to a wide variety of clients including municipalities, parks, cemeteries, golf courses, utilities, and the private sector. DRG has over 28 years of experience working with clients like the City of Artesia, providing professional arboricultural, urban forestry consulting, census, and mapping services. We have inventoried and provided advance assessments on well over 10 million trees while conducting more than 1,000 tree inventory projects. Our customized approach to every project ensures that each client receives the ultimate urban forestry solution. In addition to inventory services addressed in this proposal response, we also offer a spectrum of arboriculture services including:

● Urban forest management ● Nursery stock inspections ● Urban Forest Master Plans ● Preservation and protection plans ● Ordinance and code enforcement ● Tree risk assessment

Davey Resource Group, Inc. 19 October 2020

● Arboretum inventories/planning ● Urban forestry software ● Tree appraisals ● Public education and engagement ● i-Tree Analysis ● On-call to full-time consulting ● Urban tree canopy assessments and land cover mapping Experience & Qualifications DRG is recognized as the leading provider of natural resource and vegetation management solutions throughout North America. By choosing DRG, Artesia will benefit in the following ways:

● Leverage the Company with the most Experience and Expertise: DRG has collected urban forestry inventory data for more entities than any other company. The City of Artesia can leverage our vast network, experience, and expertise to receive a customized approach using industry best management practices and innovative solutions.

● Our local people are invested in your success: Our employees live in Los Angeles County and near Artesia. They are committed to the idea of improving our region through trees and urban forestry. As an employee-owned company, our employees are committed to the success of each client and project. They are active in the California Urban Forest Council and other regional industry affiliations.

● We are committed to creating value: Our arborists, urban foresters, and field technicians present expertise in local dendrology in Southern California. We are innovative and as a national company, we have the ability to increase resources to meet the timeframe and staffing requirements identified in the RFP. The Davey team’s collective experience and strategic partnerships will present efficiencies to this project and the City.

At Davey, we are an industry leader through research, product development, and service innovation. As an environmental services company, we are uniquely situated to deliver solutions for many of society’s critical challenges—climate change, social inequality, and economic development. By applying the latest research and techniques to our proven solutions for a growing world, we continue to deliver outstanding service to our clients and society.

Recent Projects DRG is an arboricultural care company that values relationships. We value our people, our clients and the communities in which they live. Consequently, our list of satisfied customers is extensive. The following project profiles are recent projects that most closely align with the scope of work requested by the City of Artesia. In addition to the first four California references, we have included a table of additional UFMP projects. All were completed on time and within budget.

Davey Resource Group, Inc. 20 October 2020

City of Garden Grove, California Project: CAL FIRE funded Municipal Tree Inventory and Urban Forest Management Plan

Contact: Paul Guerrero | Grant Manager [email protected] | 714.741.5181

Scope of Work: In the summer of 2019, the City awarded Davey Resource Group a contract to meet CAL FIRE grant requirements. The urban forest management plan includes sections on work programs, policies, an ordinance update to align with best management practices, sustainable urban forest management, design, planting, staffing, stewardship, carbon offset, stormwater management, open space and natural resource management, public tree inventory and community participation and education. The project is currently in process. Within the 40 year plan, DRG will identify the City’s long-term urban forest goals in attainable 3-5 year milestone increments. Additional deliverables include an urban forest analyses, public input, tree maintenance recommendations and schedule, clear criteria for tree removal, and implementation practices to retain healthy and safe trees for the City of Garden Grove.

City of Yuba City, California Project: CAL FIRE funded Municipal Tree Inventory and Urban Forest Management Plan

Contact: Brad McIntire | Community Services Director [email protected] | 530.822.4648

Scope of Work: DRG was selected as the best company to conduct a street tree inventory, assessment, and urban forest management plan. Tree census observations were made, and data collected by ISA Certified Arborists experienced with inventory collection. Tree management software and staff training was provided. Within the Management Plan process, DRG reviewed the tree species, maintenance techniques, and ordinances related to City trees. DRG collected information on the City’s operations and management practices and prepared budget estimates to achieve the plan’s recommendations. Additional deliverables within the plan included ordinance review policy alignment and consistency, a priority planting plan focused on disadvantaged community outreach and interaction.

Davey Resource Group, Inc. 21 October 2020

City of Merced, California Project: CAL FIRE funded Municipal Tree Inventory and Urban Forest Management Plan

Contact: Juan Olmos | Acting Public Works Manager [email protected] | 209.385.6806

Scope of Work: In late 2017 the City of Merced was awarded CAL FIRE funding then contracted with DRG to conduct a Municipal Tree Inventory and develop an Urban Forest Management Plan. DRG deployed a team of ISA Certified Arborists to collect data on 90,000 trees using CAL FIRE standards and attributes. Inventory data was delivered within the TreeKeeper software management system along with training for City staff. DRG proceeded to develop an Urban Forest Management Plan for the City. The resource review included an analysis of the collective tree inventory data, review of the City’s urban forest and environmental policies and processes, gathering feedback from the community and other stakeholders on urban forest values and benefits. DRG applied BMPs, and other industry standards to integrate all information pieces into a cohesive urban forest management plan.

City of Orange, California Project: Street Tree Master Plan

Contact: Alan Truong| Public Works Supervisor [email protected] | 714.251.110

Scope of Work: The purpose of the City of Orange Street Tree Master Plan is to provide a framework for the long term care, enhancement, and preservation of the City’s street trees. The Plan recognizes the significant environmental and socioeconomic benefits of street trees and their important contribution to the natural beauty and sense of place that characterizes the City of Orange. The plan provides a framework for the planning, installation, and maintenance of the City's public street trees. The goal is to maximize the impact and value of the City’s street tree resource by creating a robust urban forest through proper planning, appropriate tree care, and the efficient use of available resources. This project included a revision of the City of Orange Tree Ordinance, i-Tree analysis, stakeholder and resident outreach, and tree planting palette.

Davey Resource Group, Inc. 22 October 2020

Additional References In addition to the above four (4) references, DRG presents the following chart of relevant California Urban Forest Plans. Within the following table, CAL FIRE funded projects are recognized in the third column. The table does not include golf courses, cemeteries, destination parks and other significant urban lands. DRG will happily provide a comprehensive list of California and national projects upon request.

Client Location Year Completed CAL FIRE funded Urban Forest Master Plan Services Provided By DRG

Sacramento In Progress UTC Mapping and Analysis, Urban Forest Master Plan

Garden Grove In Progress x UTC Mapping and Analysis, Urban Forest Master Plan

Yuba City In Progress x Inventory, UTC Mapping and Analysis, Management Plan

Woodland 2019 UTC Mapping and Analysis, Urban Forest Master Plan

South San Francisco 2020 UTC Mapping and Analysis, Urban Forest Master Plan

Merced, CA 2020 x Inventory, UTC Mapping and Analysis, Master Plan

City of Los Altos, CA 2017 Tree Inventory & Treekeeper software, i-Tree Analysis

City of Atwater 2017 Urban Forest Management Plan

City of Roseville 2016 Inventory, UTC Mapping and Analysis, Master Plan

Mountain View 2015 x i-Tree Streets, Tree Canopy Assessment, Master Plan

Manhattan Beach 2015 i-Tree Streets, Tree Canopy Assessment, Resource Analysis

Pacific Grove 2015 x Inventory, i-Tree, Canopy Assessment, Resource Analysis

City of Clovis 2013 x Urban Forest Management Plan

Insurance Adequacy Certificates of Insurance cover DRG, its agents, representatives, and employees in connection with the performance of services under this Agreement at the level required by the City of Artesia. The Certificates of Insurance will be provided within ten (10) business days of contract award.

Davey Resource Group, Inc. 23 October 2020

Fee Schedule Name Cost Research and Information Gathering $21,940.00

Assessment of Street Tree Inventory $6,300.00

Urban Canopy Evaluation $10,402.00 Convene Meetings (Interview and Webinars) $4,878.00 Formulate Recommendations $23,140.00 Develop Deliverables $11,463.00 Total $78,123.00

Consent to Professional Services Agreement DRG has reviewed the Professional Service Agreement. We respectfully request fair adjustments to the contract and have attached the reviewed contract as Attachment A. Requested changes are highlighted in red.

Davey Resource Group, Inc. 24 October 2020

City of Artesia ● Request for Proposals Urban Forest Management Plan

FORM B PROPOSER CONTACT INFORMATION

Proposer

Davey Resource Group, Inc. Firm Name:

Kenneth Joehlin Authorized Representative Name: Authorized Representative Title: Vice President & General Manager of Environmental Consulting and Business Development Telephone Number: (330) 283-8015 Email Address: [email protected]

Secondary Contact Name: Michael Bova Secondary Contact Title: Area Manager, Environmental Consulting Telephone Number: 805.286.0181 Email Address: [email protected]

Subconsultants to Proposer

Firm Name:______Not applicable ______Address:______City, State, Zip: ______Authorized Representative Name:______Authorized Representative Title:______Telephone Number:______Email Address:______Work to be Performed:______

Firm Name:______Address:______City, State, Zip: ______Authorized Representative Name:______Authorized Representative Title:______Telephone Number:______Email Address:______Work to be Performed:______

Attach additional pages as necessary.

ATTACHMENT A - DRG requested changes in red

PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF ARTESIA AND [ENTITY NAME]

1. PARTIES AND DATE. This Agreement is made and entered into this _ day of , 20 , by and between the City of Artesia, a municipal corporation, organized under the laws of the State of California ("City") and [***INSERT NAME OF COMPANY***], a [***INSERT TYPE OF BUSINESS; I.E., CORPORAT ION (INCLUDE STATE OF INCORPO RA TION), LIMITED LIABILITY COMPANY, SOLE PROPRIETORSHIP, ETC.***], with its principal place of business at [***INSERT ADDRESS***] ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties." 2. RECITALS.

2.1 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing [***INSERT TYPE***] services to public clients, is licensed in the State of California, and is familiar with the plans of City. 2.2 Project.

City desires to engage Consultant to render such professional services for the [***INSERT NAME OF PROJECT, AND CONTRACT NUMBER, IF APPLICABLE***] project ("Project") as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional [***INSERT TYPE***] consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from [***INSERT DATE***] to [***INSERT DATE***], unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services.

3.2 Responsibilities of Consultant.

3.2.1 Independent Contractor; Control and Payment of Subordinates. The 17

Services shall be performed by Consultant or under its supervision. Consultant will determine the

means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Any personnel performing the Services on behalf of Consultant shall not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.

3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.

3.2.5 City's Representative. The City hereby designates [***INSERT NAME AND TITLE***], or his/her designee, to act a s its representative in all m atters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Services or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Services or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.

3.2.6 Consultant's Representative. Consultant hereby designates [***INSERT NAME AND TITLE***], or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times.

3.2.9 Period of Performance. Consultant shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”). Consultant shall also perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits “A” or “B” attached hereto, or which may be separately agreed upon in writing by the City and Consultant (“Performance Milestones”). Consultant agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such Performance Milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage.

3.2.10 Laws and Regulations; Employee/Labor Certification. Consultant shall keep itself fully informed of and in compliance with all local, state and feder al laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement. All violations of such laws and regulations shall be grounds for the City to terminate the Agreement for cause.

3.2.10.1 Employment Eligibility; Consultant. Consultant certifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time and shall require all subconsultants and sub-subconsultants to comply with the same. Consultant certifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the term of the Agreement.

imposed by the South Coast Air Quality Management District (SCAQMD) and/or California Air Resources Board (CARB). Consultant shall indemnify City against any fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Consultant, its subconsultants, or others for whom Consultant is responsible under its indemnity obligations provided for in this Agreement.

3.2.11 Insurance.

3.2.11.1 Time for Compliance. Consultant shall not commence work under this Agreement until it has provided evidence satis factory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subconsultant to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Agreement for cause.

3.2.11.9 Enforcement of Agreement Provisions (non estoppel). Consultant acknowledges and agrees that actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligation on the City nor does it waive any rights hereunder.

3.2.11.11 Additional Insurance Provisions

(A) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.

(C) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project.

(D) Neither the City nor any of its officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement.

(F) Consultant shall report to the City, in addition to Consultant’s insurer, any and all insurance claims submitted by Consultant in connection with the Services under this Agreement.

3.2.12 Water Quality Management and Compliance. Consultant shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Services including, without limitation, all applicable provisions of the City’s ordinances regulating water quality and storm water; the Federal Water Pollution Control Act (33 U.S.C. § 1251, et seq.); the California Porter-Cologne Water Quality Control Act (Water Code § 13000 et seq.); and an y and all regulations, policies, or permits issued pursuant to any such authority. Consultant must additionally comply with the lawful requirements of the City, and any other municipality, drainage district, or other local agency with jurisdiction over the location where the Services are to be conducted, regulating water quality and storm water discharges. City may seek damages from Consultant for delay in completing the Services caused by Consultant’s

failure to comply with the laws, regulations and policies described in this Section, or any other relevant water quality law, regulation, or policy.

3.3 Fees and Payments.

3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed [***INSERT AMOUNT WRITTEN OUT***] ($[***INSERT NUMBER***]) without written approval of the City Council or City Manager as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. The City Manager will have authority to approve Extra Work within 10% of the total compensation.

3.3.2 Payment of Compensation. Consultant shall submit to City a monthly th invoice, no later than the fifteenth (15 ) calendar day of each month, which indicates work completed and hours of Services rendered by Consultant during the prior month. The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice. City shall, within 30 days of receiving such invoice, review the invoice and pay all non-disputed and approved charges. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein. Payment shall not constitute acceptance of any Services completed by Consultant. The making of final payment shall not constitute a waiver of any claims by the City for any reason whatsoever.

3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "C" of this Agreement.

3.4 Labor Code Requirements.

available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. It is the intent of the parties to effectuate the requirements of sections 1771, 1774, 1775, 1776, 1777.5, 1813, and 1815 of the Labor Code within this Agreement, and Consultant shall therefore comply with such Labor Code sections to the fullest extent required by law. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.4.2 Registration/DIR Compliance. If the Services are being performed on a public works project of over $25,000 when the project is for construction, alteration, demolition, installation, or repair work, or a public works project of over $15,000 when the project is for maintenance work, in addition to the foregoing, then pursuant to Labor Code sections 1725.5 and 1771.1, the Consultant and all subconsultants must be registered with the Department of Industrial Relations (“DIR”). Consultant shall maintain registration for the duration of the project and require the same of any subconsultants. This project may also be subject to compliance monitoring and enforcement by the DIR. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll records directly to the DIR. Any stop orders issued by the DIR against Consultant or any subconsultant that affect Consultant’s performance of services, including any delay, shall be Consultant’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Consultant caused delay and shall not be compensable by the City. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the DIR against Consultant or any subconsultant.

3.5 Accounting Records.

3.6 General Provisions.

3.6.1 Termination of Agreement.

Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.

Consultant: [INSERT BUSINESS NAME] [INSERT STREET ADDRESS] [INSERT CITY STATE ZIP] ATTN: [INSERT NAME AND TITLE]

City: City of Artesia 18747 Clarkdale Avenue Artesia, California 90701 ATTN: [INSERT NAME AND TITLE]

3.6.3 Ownership of Materials and Confidentiality. 3.6.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). All Documents & Data shall be and remain the property of City, and shall not be used in whole or in substantial part by Consultant on other projects without the City’s express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data, in a form and amount required by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which the Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such documents pending resolution of

the dispute. In addition, Consultant shall retain copies of all Documents & Data on file for a minimum of fifteen (15) years following completion of the Project, and shall make copies available to City upon the payment of actual reasonable duplication costs. Before destroying the Documents & Data following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

3.6.3.3 Right to Use. City shall not be limited in any way in its use or reuse of the Documents and Data or any part of them at any time for purposes of this Project or another project, provided that any such use not within the purposes intended by this Agreement or on a project other than this Project without employing the services of Consultant shall be at City’s sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it shall remove the Consultant’s seal from the Documents & Data and indemnify and hold harmless Consultant and its officers, directors, agents and employees from claims arising out of the negligent use or re-use of the Documents & Data on such other project. Consultant shall be responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only with respect to the condition of the Documents & Data at the time they are provided to the City upon completion, suspension, abandonment or termination. Consultant shall not be responsible or liable for any revisions to the Documents & Data made by any party other than Consultant, a party for whom the Consultant is legally responsible or liable, or anyone approved by the Consultant.

3.6.3.6 Confidential Information. The City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless the City's legal counsel

determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information. Consultant shall have five (5) working days after receipt of the Release Notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.

3.6.5 Indemnification.

3.6.5.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant’s Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses except such loss or damage caused by the sole negligence or willful misconduct of the City. Consultant's obligation to indemnify shall survive expiration or termination of this Agreement and shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers.

3.6.6 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements.

3.6.7 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Consultant must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters 29

that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Consultant. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit against the City.

3.6.8 Attorney’s Fees. If either party commences an action against the other party, either legal, a dministrative o r otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney’s fees and all other costs of such action.

3.6.9 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3.6.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

3.6.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

3.6.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

3.6.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether o f the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

3.6.16 No Third-Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

3.6.20 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

[SIGNATURES ON NEXT PAGE]

SIGNATURE PAGE TO

PROFESSIONAL SERVICES AGREEMENT BY AND BETWEEN THE CITY OF ARTESIA AND [***INSERT NAME***]

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

CITY OF ARTESIA [*INSERT NAME OF CONSULTANT*] [*INSERT NAME OF LEGAL ENTITY*]

By: By: [***INSERT NAME***] [***INSERT NAME***] [***INSERT TITLE***] [***INSERT TITLE***]

Attest:

City Clerk

Approved as to Form:

Best Best & Krieger LLP City Attorney