Loading...
2026 Professional Tree Services Contract EXHIBIT B Tree Services for City of Chanhassen CITY-CONTRACTOR AGREEMENT AGREEMENT made this 12 day of January 2026, by and between the CITY OF CHANHASSEN, a Minnesota municipal corporation ("City") and Pro Tree- Outdoor Services, a Minnesota Limited Liability Company ("Contractor"). IN CONSIDERATION OF THEIR MUTUAL COVENANTS, THE PARTIES AGREE AS FOLLOWS: SCOPE OF SERVICES. The City retains the Contractor for 2026 Public Tree Pruning and Removal Services. CONTRACT DOCUMENTS. The following documents shall be referred to as the "Contract Documents," all of which shall be taken together as a whole as the contract between the parties as if they were set verbatim and in full herein: A. This Agreement. B. Request for Proposal, dated December 2, 2024 C. Contractor's Insurance Certificate In the event of a conflict among the provisions of the Contract Documents, the order in which they are listed above shall control in resolving any such conflicts. Contract Document "A" has the first priority and Contract Document "C" has the last priority. 3. CONTRACTOR OBLIGATIONS. The Contractor shall provide the goods, services and perform the work in accordance with the Contract Documents ("Work"). Contractor services shall include tree pruning and tree removals. Contractor shall provide all personnel, supervision, services, materials, tools, equipment and supplies and do all things necessary and ancillary thereto specified in the Contract Documents. 4. CONTRACTOR'S REPRESENTATIONS. A. Contractor has visited the Sites and become familiar with and is satisfied as the general, local, and Site conditions that may affect cost, progress, and performance of the Work. B. Contractor is familiar with and is satisfied as to all federal, state, and local Laws and Regulations that may affect cost, progress, and performance of the Work. C. Contractor shall abide by and employ all necessary and standard traffic safety measures along city roads and trails. D. Contractor will have an ISA Certified Arborist on site with all crews during all work. E. The Contract Documents are generally sufficient to indicate and convey understanding of all terms and conditions for performance and furnishing of the Work 5. COMPENSATION. Contractor shall be paid by the City for the pruning and removal services described in the Proposal a not to exceed fee of $60,000 which is inclusive of reimbursable expenses. Pruning and tree removal services as described in the RFP shall proceed as directed and prioritized by the city, subject to the not to exceed fee. The fee shall not be adjusted even if the estimated number of hours to perform a task, or any other estimate, City-contractor Agreement for Tree Work Services GC-1 Docusign Envelope ID: 39261F1C-FB70-4FC2-8F60-B5CC1B2F2688 Tree Services for City of Chanhassen assumption, or matter is wrong or exceeded. Payment shall be made periodically after a service has been completed and within thirty-five (35) days of receipt of an invoice. 6. COMPLETION DATE. The Contractor shall complete the Work on or before December 31, 2026. 7. WARRANTY. The Contractor shall be held responsible for any and all defects in workmanship and materials and upon notification by the City shall immediately replace or repair the defective workmanship and materials without cost to the City. 8. RIGHTS AND REMEDIES. The duties and obligations imposed by the Contract Documents, and the rights and remedies available thereunder shall be in addition to, and not a limitation of, any duties, obligations, rights and remedies otherwise imposed or available by law. No action, or failure to act, by the City or the Contractor shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of, or acquiescence in, any breach there under, except as may be specifically agreed in writing. 9. CHANGES TO WORK. Without invalidating the Contract, the City may, at any time, or from time to time, order additions, deletions or revisions in the work provided under this Agreement; these will be authorized by an amendment to the Contract. Upon approval of an amendment, Contractor shall proceed with the work provided under the amendment. Changes in the Contract Price shall be based upon the prices identified in the Quote pr ovided or negotiated between the parties based on similar work provided in the Proposal. 10. UNAUTHORIZED WORK. Additional work performed without authorization of an amendment of this Contract will not entitle Contractor to an increase in the Compensation or an extension of the Contract. 11. DOCUMENTS. The City shall be the owner of all documents, reports, studies, analysis and the like prepared by the Contractor in conjunction with this contract. 12. COMPLIANCE WITH LAWS AND REGULATIONS. In providing services hereunder, Contractor shall abide by all statutes, ordinances, rules and regulations pertaining to the provisions of goods and services to be provided. 13. STANDARD OF CARE. Contractor shall exercise the same degrees of care, skill, and diligence in the performance of the services as is ordinarily possessed and exercised by a professional Contractor under similar circumstances. No other warranty, expressed or implied, is included in this Agreement. City shall not be responsible for discovering deficiencies in the accuracy of Contractor's services. 14. INDEMNIFICATION. To the fullest extent permitted by law, Contractor agrees to defend, indemnify and hold harmless the City, and its employees, officials, and agents from and against all claims, actions, damages, losses and expenses, including reasonable attorney fees, arising out of Contractors negligence or its performance or failure to perform its obligations under this Contract. Contractors indemnification obligation shall apply to subcontractor(s), or anyone directly or indirectly employed or hired by Contractor, or anyone for whose acts Contractor may be liable. Contractor agrees this indemnity obligation shall survive the completion or termination of this Contract. City-contractor Agreement for Tree Work Services GC-2 Docusign Envelope ID: 39261F1C-FB70-4FC2-8F60-B5CC1B2F2688 15. INSURANCE. Prior to the start of the project, Contractor shall furnish to the City a certificate of insurance showing proof of the required insurance required under this Paragraph. Contractor shall take out and maintain or cause to be taken out and maintained until six (6) months after the City has accepted the public improvements, such insurance as shall protect Contractor and the City for work covered by the Contract including workers' compensation claims and property damage, bodily and personal injury which may arise from operations under this Contract, whether such operations are by Contractor or anyone directly or indirectly employed by either of them. The minimum amounts of insurance shall be as follows: Commercial General Liability (or in combination with an umbrella policy) $2,000,000 Each Occurrence $2,000,000 Products/Completed Operations Aggregate $2,000,000 Annual Aggregate The following coverages shall be included: Premises and Operations Bodily Injury and Property Damage Personal and Advertising injury Blanket Contractual Liability Products and Completed Operations Liability Automobile Liability $2,000,000 Combined Single Limit — Bodily Injury & Property Damage Including Owned, Hired & Non-Owned Automobiles Workers Compensation Workers' Compensation insurance in accordance with the statutory requirements of the State of Minnesota, including Employer's Liability with minimum limits are as follows: $500,000 — Bodily Injury by Disease per employee $500,000 — Bodily Injury by Disease aggregate $500,000 — Bodily Injury by Accident The Contractor's insurance must be "Primary and Non-Contributory" All insurance policies (or riders) required by this Contract shall be (i) taken out by and maintained with responsible insurance companies organized under the laws of one of the states of the United States and qualified to do business in the State of Minnesota, (ii) shall name the City, its employees and agents as additional insureds (CGL and umbrella only) by endorsement which shall be filed with the City. A copy of the endorsement must be submitted with the certificate of insurance. Contractor's policies and Certificate of Insurance shall contain a provision that coverage afforded under the policies shall not be cancelled without at least thirty (30) days' advanced written notice to the City, or ten (10) days' notice for non-payment of premium. An Umbrella or Excess Liability insurance policy may be used to supplement Contractor’s policy limits on a follow-form basis to satisfy the full policy limits required by this Contract. 16. INDEPENDENT CONTRACTOR. The City hereby retains the Contractor as an independent contractor upon the terms and conditions set forth in this Agreement. The Contractor is not an employee of the City and is free to contract with other entities as provided herein. Contractor shall be responsible for selecting the means and methods of performing the work. Contractor shall furnish any and all supplies, equipment, and incidentals necessary for Contractor's performance under this Docusign Envelope ID: 39261F1C-FB70-4FC2-8F60-B5CC1B2F2688 Tree Services for City of Chanhassen Agreement. City and Contractor agree that Contractor shall not at any time or in any manner represent that Contractor or any of Contractors agents or employees are in any manner agents or employees of the City. Contractor shall be exclusively responsible under this Agreement for Contractors own FICA payments, workers compensation payments, unemployment compensation payments, withholding amounts, and/or self-employment taxes if any such payments, amounts, or taxes are required to be paid by law or regulation. 17. SUBCONTRACTORS. Contractor shall not enter into subcontracts for services provided under this Agreement without the express written consent of the City. Contractor shall comply with Minnesota Statute S 471.425. Contractor must pay Subcontractor for all undisputed services provided by Subcontractor within ten days of Contractor's receipt of payment from City. Contractor must pay interest of 1.5 percent per month or any part of a month to Subcontractor on any undisputed amount not paid on time to Subcontractor. The minimum monthly interest penalty payment for an unpaid balance of $100 or more is $10. 18. ASSIGNMENT. Neither party shall assign this Agreement, nor any interest arising herein, without the written consent of the other party. 19. WAIVER. Any waiver by either party of a breach of any provisions of this Agreement shall not affect, in any respect, the validity of the remainder of this Agreement. 20. ENTIRE AGREEMENT. The entire agreement of the parties is contained herein. This Agreement supersedes all oral agreements and negotiations between the parties relating to the subject matter hereof as well as any previous agreements presently in effect between the parties relating to the subject matter hereof. Any alterations, amendments, deletions, or waivers of the provisions of this Agreement shall be valid only when expressed in writing and duly signed by the parties, unless otherwise provided herein. 21. CONTROLLING LAW. This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota. 22. COPYRIGHT. Contractor shall defend actions or claims charging infringement of any copyright or patent by reason of the use or adoption of any designs, drawings or specifications supplied by it, and it shall hold harmless the City from loss or damage resulting there from. 23. RECORDS/AUDIT. The Contractor shall maintain complete and accurate records of time and expense involved in the performance of services. Pursuant to Minnesota Statutes S 16C.05, Subd. 5, any books, records, documents, and accounting procedures and practices of City and Contractor relevant to the Agreement are subject to examination by City and Contactor, and either the Legislative Auditor or the State Auditor as appropriate. City and Contractor agree to maintain these records for a period of six years from the date of performance of all services covered under this Agreement. 24. MINNESOTA GOVERNMENT DATA PRACTICES ACT. Contractor must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to (1) all data provided by the City pursuant to this Agreement, and (2) all data, created, collected, received, stored, used, maintained, or disseminated by the Contractor pursuant to this Agreement. Contractor is subject to all the provisions of the Minnesota Government Data Practices Act, including but not limited to the civil remedies of Minnesota Statutes Section 13.08, as if it were a government entity. In the event Contractor receives a request to release data, Contractor must immediately notify City. City will give Contractor instructions concerning the release of the data to the requesting party before the data is released. Contractor agrees to defend, indemnify, and hold City, its officials, officers, agents, employees, and volunteers harmless from any claims resulting from Contractors officers', agents', city's, partners', employees', volunteers', assignees' or City-contractor Agreement for Tree Work Services GC-4 Docusign Envelope ID: 39261F1C-FB70-4FC2-8F60-B5CC1B2F2688 subcontractors' unlawful disclosure and/or use of protected data. The terms of this paragraph shall survive the cancellation or termination of this Agreement. 25. TERMINATION. This Agreement may be terminated by City on two (2) days' written notice delivered to Contractor at the address on file with the City. Upon termination under this provision if there is no fault of the Contractor, the Contractor shall be paid for goods and services rendered and reimbursable expenses until the effective date of termination. If the City terminates the Agreement because the Contractor has failed to perform in accordance with this Agreement, no further payment shall be made to the Contractor, and the City may retain another Contractor to undertake or complete the work identified in this Agreement. CITY OF CHANHASSEN By: Dated: And: Elise Ryan, Mayor Laurie Hokkanen, City Manager Pro Tree- Outdoor Services LLC By: Print Name: Dated: Its: Docusign Envelope ID: 39261F1C-FB70-4FC2-8F60-B5CC1B2F2688 WLN Weston Nichols 1/21/2026 1/23/2026 Tree Services for City of Chanhassen 11.2. CITY OF CHANHASSEN TREE REMOVAL AND PRUNING SERVICE PROPOSAL FORM Company Name: Pro Tree The undersigned, having examined and being familiar with the conditions affecting the service desired to be performed as outlined in the specifications and other contract documents relating to the City of Chanhassen Contractual Tree Pruning and Removal Service hereby proposes and agrees to perform everything required and to provide and furnish any and all labor, materials, tools, and expendable equipment necessary to provide Tree Pruning and Removal services in a safe and efficient manner, in strict accordance with aforementioned contract documents for the sum hereinafter specified. The Contractor agrees to provide all items as listed in the accompanying specifications as part of this proposal. District 2 Street, Trail and Park Pruning — Hourly Crew Rate 370 Do not fill District 2 Street, Trail and Park Pruning — Crew Size 2 Do not fill Tree Removal Fee Schedule Unit per tree Unit Price Unit Price stump grind, clean u reseed Tree Removal 2" — 6" Diameter Each 240 85 Tree Removal 7" — 12" Diameter Each 390 132.68 Tree Removal 13" — 18" Diameter Each 660 199.02 Tree Removal 19" — 24" Diameter Each 1290 265.36 Tree Removal 25" — 30" Diameter Each 2520 331.69 Tree Removal 31" 36" Diameter Each 3120 398.04 Tree Removal 36" - 40" Diameter Each 3600 443 Tree Removal 41"+ Diameter Each 4500 486.49 Taxes: The city is a tax-exempt entity. A tax-exempt certificate is available upon request. 20 of December 2024. Dated this day Contractor City-contractor Agreement for Tree Work Services GC-6 Docusign Envelope ID: 39261F1C-FB70-4FC2-8F60-B5CC1B2F2688 Certificate Of Completion Envelope Id: 39261F1C-FB70-4FC2-8F60-B5CC1B2F2688 Status: Completed Subject: Complete with Docusign: Professional_Services_Agreement-_Chanhassen_City_Tree_Contractor_2026.docx Source Envelope: Document Pages: 6 Signatures: 3 Envelope Originator: Certificate Pages: 5 Initials: 0 Jenny Potter AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) PO Box 147 7700 Market Boulevard Chanhassen, MN 55317 jpotter@chanhassenmn.gov IP Address: 162.210.217.65 Record Tracking Status: Original 1/13/2026 4:58:24 PM Holder: Jenny Potter jpotter@chanhassenmn.gov Location: DocuSign Security Appliance Status: Connected Pool: StateLocal Storage Appliance Status: Connected Pool: City of Chanhassen Location: Docusign Signer Events Signature Timestamp Weston Nichols wes@pro-tree.com WLN Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 104.193.153.1 Sent: 1/13/2026 5:01:11 PM Viewed: 1/21/2026 7:42:09 PM Signed: 1/21/2026 7:42:28 PM Electronic Record and Signature Disclosure: Accepted: 1/21/2026 7:42:09 PM ID: 8ca55592-8977-4214-9619-82fe8013521e Laurie Hokkanen lhokkanen@chanhassenmn.gov City Manager LH Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 162.210.217.65 Sent: 1/21/2026 7:42:29 PM Viewed: 1/23/2026 4:08:00 PM Signed: 1/23/2026 4:08:06 PM Electronic Record and Signature Disclosure: Accepted: 1/23/2026 4:08:00 PM ID: bbdfc95e-6a75-40a5-93a8-1d15e8847e71 Elise Ryan eryan@chanhassenmn.gov Mayor City of Chanhassen Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 174.20.149.251 Signed using mobile Sent: 1/23/2026 4:08:08 PM Viewed: 1/23/2026 4:20:38 PM Signed: 1/23/2026 4:20:50 PM Electronic Record and Signature Disclosure: Accepted: 1/23/2026 4:20:38 PM ID: 356db752-b524-4db3-9a9a-71256479fbff In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 1/13/2026 5:01:11 PM Certified Delivered Security Checked 1/23/2026 4:20:38 PM Signing Complete Security Checked 1/23/2026 4:20:50 PM Completed Security Checked 1/23/2026 4:20:50 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Chanhassen (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign system. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature Disclosure (ERSD), please confirm your agreement by selecting the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after the signing session and, if you elect to create a DocuSign account, you may access the documents for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. Further, you will no longer be able to use the DocuSign system to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Electronic Record and Signature Disclosure created on: 7/27/2021 8:54:03 AM Parties agreed to: Weston Nichols, Laurie Hokkanen, Elise Ryan Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. How to contact City of Chanhassen: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: rrice@ci.chanhassen.mn.us To advise City of Chanhassen of your new email address To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at rrice@ci.chanhassen.mn.us and in the body of such request you must state: your previous email address, your new email address. We do not require any other information from you to change your email address. If you created a DocuSign account, you may update it with your new email address through your account preferences. To request paper copies from City of Chanhassen To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an email to rrice@ci.chanhassen.mn.us and in the body of such request you must state your email address, full name, mailing address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with City of Chanhassen To inform us that you no longer wish to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your signing session, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an email to rrice@ci.chanhassen.mn.us and in the body of such request you must state your email, full name, mailing address, and telephone number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software The minimum system requirements for using the DocuSign system may change over time. The current system requirements are found here: https://support.docusign.com/guides/signer-guide- signing-system-requirements. Acknowledging your access and consent to receive and sign documents electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please confirm that you have read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for your future reference and access; or (ii) that you are able to email this ERSD to an email address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format as described herein, then select the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system. By selecting the check-box next to ‘I agree to use electronic records and signatures’, you confirm that:  You can access and read this Electronic Record and Signature Disclosure; and  You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and  Until or unless you notify City of Chanhassen as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by City of Chanhassen during the course of your relationship with City of Chanhassen.