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HomeMy WebLinkAbout6191STATE OF WASHINGTON DEPARTMENT OF NATURAL RESOURCES NURSERY SEEDLING GROWING CONTRACT Contract No. City of Bremerton growing contract 2021 This Contract is between the State of Washington Department of Natural Resources (Grower), and City of Bremerton (Purchaser). For valuable consideration, the Grower agrees to grow at its nursery facilities seedlings from seed provided by the Purchaser. The parties mutually agree to the terms below. TERMS AND CONDITIONS Section 1. Scope and Conduct of Work. 1. The Grower has suitable bareroot nursery space at its facility, a suitable labor force, technical expertise and the needed equipment, materials and supplies to grow seedlings from seed for one year, transplant one year old seedlings at approximately 24 seedlings per bed foot, and grow transplanted seedlings for a second year for Purchaser. Seedlings included in this contract for the sow year 2021 are specified in Schedule A, below. Schedule A —Sow Year 2021 Seedlings Included in this Seedling Growing Contract Species Purchaser Grower Sow Transplant Harvest Quantity Price Total Code Code Year Month Season/Year Thousands $/M $ M Douglas- C1321- 2021 August Winter 10 $546 $5,460.00 fir Plu +1 2021 2022//2023 Total I 1 10 $5,460.00 The management and procedure governing the work is as follows: 2. The Grower shall furnish all necessary qualified personnel, material, and equipment, and manage and direct the activities to complete in a timely manner the work described in this Contract. 3. Purchaser shall furnish an adequate amount of seed to produce the net quantity of seedlings specified in Schedule A. 4. Grower shall grow the seedlings according to standard nursery practices and with the same care as every other crop in the nursery to achieve the minimum standards set forth in subsection 5 of this Section. 1 of 5 Grower will single sort Douglas -fir and cull all seedlings with a caliper of less than six millimeters and height from root collar to terminal bud of less than twelve inches. Seedlings will be free of any visually detectable disease or insects. Seedlings will be free of any forks at the base of the stem. Seedlings will be root pruned to a root length of ten inches (+/- one inch). Seedlings will be packed in Grower's seedling bags and stored in Grower's cold storage facilities for not more than fifteen days. Section 2. Period of Performance. Effective Date: The beginning date of this contract shall be the date the last party has signed the contract and returned a signed copy to the other party. Each project manager shall keep an original signed copy. 2. Completion Date: This contract shall terminate on June 1, 2023 or when all of its terms and conditions have been satisfied, per mutual agreement, whichever is earlier, unless terminated sooner as provided herein. Section 3. Payment. 1. Payment due to Grower for seedling production services shall be based on the stated price per one thousand seedlings as set forth in Schedule A, plus applicable taxes, if any. Purchaser shall pay Grower 50% of the seedling price specified in Schedule A at the time Grower transplants the seedlings, based on the number of seedlings Purchaser requested and transplanted by Grower. Purchaser shall pay the remaining balance based on the net number of seedlings loaded for shipment. Grower will invoice monthly for seedlings shipped that month. All payments are due within 30 days from invoice. 2. Storage costs for the first 15 days following packing is included in the seedling price. If seedlings remain in Growers coolers beyond 15 days, a $5.00 per bag or box per month storage fee will be added to the invoice, retroactive to the date that the seedlings were packed and placed in storage. 3. The seedlings will be transported by Purchaser. No transportation beyond loading at the loading dock will be provided by Grower. 4. The number of seedlings made available to Purchaser may vary from the ordered number of seedlings due to potential production of less than or more than the requested quantity. The Grower shall not be responsible for furnishing replacement trees for less than the requested quantity. 5. Purchaser has the first right -of -refusal for any excess seedlings above the requested quantity (overrun) at the contract price as set forth in Schedule A. Any seedlings below the minimum specifications may be purchased by Purchaser or specifications adjusted as negotiated between Purchaser and Grower. If Purchaser declines the overrun and/or seedlings below specifications, they become the property of Grower to sell or otherwise dispose of. 2of5 Section 4. Risks and Liabilities The remedies provided in this contract are the sole remedies available to the Purchaser under the contract. 2. No Warranties. The Grower disclaims all warranties, express or implied, including any warranty of merchantability or of fitness for a particular purpose, in connection with the seedling production services provided by Grower. 3. Grower will not be liable to compensate the Purchaser in any manner if Grower is unable to deliver the seedlings or any part thereof by reason of any cause beyond its control such as Acts of God or of the public enemy, wars, insurrection, riot, crop failure, loss of seedlings by fungus or other disease, insects or other pests, fire, flood, strikes or other industrial dispute. If any of the aforementioned events do not cause total destruction of the seedlings, the Grower will deliver and the Purchaser shall accept such portion of the seedlings as have grown and met the Minimum Standards set forth in Section 1, subsection 5 and payments due will be reduced proportionately to the number of seedlings that meet the Minimum Standards. 4. If Purchaser's seedlings are significantly damaged by the Grower due to acts of negligence, such as misapplication of fertilizers or herbicides, Grower will reimburse the 50% payment made by Purchaser at the time Grower transplanted the one year old seedlings. However, if any such event does not cause total destruction of the seedlings, the Grower will deliver and the Purchaser will accept such portion of the seedlings as have grown and met the Minimum Standards as set forth in Section 1, subsection 5, and the Purchaser will pay to Grower a proportionate amount of the seedling price. Risk of loss or subsequent damage to each shipment of seedlings shall pass to the Purchaser upon completion of the loading of the shipment at Grower's nursery if transportation is by Purchaser or commercial transportation. Section 5. Miscellaneous 1. Amendment. The terms of this Agreement, including Schedule A, may be amended only by the written agreement of both parties. 2. Assignment. This contract is not assignable by either party to a third party. 3. Termination. This contract may be terminated by written agreement signed by both parties. If this agreement is terminated after seedlings have been transplanted, the Purchaser gives up all rights to the seedlings and shall continue to be obligated to pay the 50% payment due at transplant time, and if such payment has been made, shall not be entitled to its refund. 4. Dispute Resolution. In the event of any disagreement or dispute between parties under this contract, the parties agree to attempt to resolve the dispute through direct negotiation. If the dispute cannot be resolved by direct negotiation, the parties agree to participate in mediation in good faith. The mediator shall be chosen by agreement of the parties. If the parties cannot agree on a mediator, the parties shall use a mediation service that selects the mediator for the 3 of 5 parties. The parties agree that mediation shall precede any action in a judicial or quasi- judicial tribunal. 5. Governing Law. This contract shall be construed, interpreted and enforced pursuant to the laws of the State of Washington. Venue shall be in Thurston County. The terms of this contract shall be given their ordinary meaning and shall not be construed in favor of or against either party hereto. If any provision of this contract violates any statute or rule of law of the State of Washington, it is considered modified to conform to that statute or rule of law. Section 6. Notification Written notices may be delivered personally, or by e-mail, U.S. mail or express delivery, to the designated contact persons or their designated replacements. Oral notifications are acceptable if confirmed by written notice within 5 business days. Project Manager. The Project Manager for the Purchaser is Dave Denis Telephone Number — 360-979-9020 City of Bremerton Public Works & Utilities 100 Oyster Bay Ave. N. Bremerton, WA 98312 2. The Project Manager for the Grower is John Trobaugh. Telephone Number - 360-902-1270 DNR Webster Forest Nursery. P.O. Box 47017 Olympia WA 98504-7017 4of5 IN WITNESS WHEREOF, the parties have executed this Agreement. Dated: December 24 Dated: 12/23 PHRCHAS • NAME 17 20 20 By: Printed Name: Za ne Hamilton Title: Acting Public Works & Utilities Director FTIN: 91-6001231 UBI Number: 181-002-539 STATE OF WASHINGTON DEPARTMENT OF NATURAL RESOURCES 2020 By: Printed Name: Mike Buffo for Andrew Hayes Title: Forest Resources Division Manager 5 of 5 DEPA RTMENT OF NATURAL RESOURCES FOREST RESOURCES DIVISION 1111 WASHINGTON ST SE M AIL STOP 47014 O LYMPIA, WA 98504-7014 360-902-1600 FRCD@DNR.WA.GOV WWW.DNR.WA.GOV December 18, 2020 TO: Angus Brodie, Deputy Supervisor for State Uplands FROM: Andrew Hayes, Forest Resources Division Manager 141WI SUBJECT: Delegation of Authority During my absence December 23, 2020 — January 01, 2021, I hereby delegate the authority reserved to the Division Manager for the Forest Resources Division as set forth in the Delegation Order dated August 7, 2020 to Mike Buffo, Assistant Division Manager, Forest Informatics. This delegation excludes appointing authority and discipline or termination decisions, which are to be referred to you during this period. cc: Fxecutive Management Executive Support Division Managers Region Managers