40-20 GTECH CONTRACT 2020.pdf

2020 GOOSE CONTROL TECHNOLOGY A Division of Animal Damage Control Systems Inc. SERVICE AGREEMENT - CALENDER YEAR 2020 THIS AGREEMENT (‘Agreement’) is made as of January , 2020, between the Township of West Orange (‘“Client,” or the “Township”) whose address is 66 Main Street West Orange, NJ 07052, and Goose Control Technology (“Consultant” or “Contractor”). In consideration of the mutual covenants contained in this agreement, Client and Contractor agree as follows: 1. Services. Consultant agrees to provide Client with the services necessary to legally abate and control nuisance-related Canada geese problems at all Township park properties (the “Properties”). Contractor agrees to perform such services under the terms and conditions set forth in this contract. 2. Compliance with Law. Consultant shall be responsible for obtaining a permit, on behalf of the Client, from the United States Fish and Wildlife Service ("USFWS"), or any other state or local permitting authority, if required. Said permit(s) shall authorize the Client as the permit holder, to engage in the lawful control, management and/or removal of Canada geese located on the Properties. Upon the issuance of the permit(s), Client shall be solely responsible for the permit(s) and shall keep same on the premises at all times. Contractor will provide all relevant records and information necessary for Client to maintain the permit(s) and ensure compliance of same. Consultant's failure to obtain said permit(s) on behalf of the Client for reasons beyond the control of the Consultant shall not be deemed a breach of the terms and conditions of this Contract, but this Agreement shall terminate and Consultant shall promptly return any fee received. 3. Duties. Contractor agrees to perform any and all services, pursuant to the terms of the permit(s) and all applicable federal, state and local regulatory guidelines, necessary to reduce and or eliminate the Canada geese population from the subject Properties. These services may include harvest management programs, habit management programs, hazing/harassment programs, nest treatment and, if deemed appropriate, removal and lawful disposal of Canada geese. Contractor shall provide all equipment, materials and personnel necessary to facilitate any and all of these services. Upon Consultant's on-site evaluation, the parties agree that the specific services to

ractor shall provide all equipment, materials and personnel necessary to facilitate any and all of these services. Upon Consultant's on-site evaluation, the parties agree that the specific services to be provided in this Contract are as follows: Egg treatment @ 3 sites (eggs to be oiled) $2,500 Permit facilitation/record keeping — no fee Volunteer Management for nest identification - $500

4. Term. The duration of this Agreement shall be for one year commencing on the date of execution, or as the parties to this Agreement shall otherwise agree. 5. Compensation. As compensation for the services performed under this Agreement, the Client shall pay Contractor the total sum of $2,500.00 for permit processing and egg treatment, and volunteer management (the “Fee”). Fifty percent (50%) of the Fee shall be paid upon the execution of this Agreement and the balance upon completion of services along with volunteer management cost, if applicable. 6. Access and Security. Client agrees that Consultant shall have reasonable access to the Properties for the purpose of performing such services as described herein. Client agrees to provide the security necessary to enable Contractor to perform its services and shall take all reasonable steps to prevent any interference by third parties in the abatement program. In the event that the Contractor cannot perform its services as a result of third party interference and through no fault of either party, Contractor shall be entitled to payment of one-half of the total sum of compensation due under the contract as provided in paragraph 5 of this Agreement. 7. Force Majeure. Except as otherwise provided in this Agreement, neither party shall be liable to the other for failure to perform its obligations under this Agreement due to fire, flood, strikes, or other industrial disturbances, accidents, war, acts of God or other causes beyond the reasonable control of the parties, including changes in the law concerning Canada geese control and abatement activities. 8. Warranties and Representations. Contractor agrees to provide conscientious, competent and diligent services and will take all reasonable and lawful steps to effectively abate the nuisance-causing geese. However, Contractor does not and cannot warrant any result or final outcome for the services that it performs herein. 9. Relationship of Parties. The parties intend that Contractor, in performing services specified in this Agreement, shall act as an independent contractor and shall have control of its work and the manner in which it is performed. Contractor shall be free to contract for similar services to be performed for other employers while Contractor is under contract with the Client. Contractor is not to be considered an agent or employee of Client and

l be free to contract for similar services to be performed for other employers while Contractor is under contract with the Client. Contractor is not to be considered an agent or employee of Client and is not entitled to participate in any pension plans, bonus, stock, or similar benefits that Client may provide for its employees. 10. Liability. Contractor shall take all precautions necessary for the safety of and prevention of damage to property on the Properties and for the safety of and prevention of injury to persons, including Client's employees, Contractor's employees and third persons, on the Properties. All work shall be performed entirely at Contractor's risk. Contractor agrees to carry, for the duration of this contract, public liability insurance in an amount, and with an insurer, acceptable to Client.

Consultant _shall_ name the Client_as_an additional insured on any insurance policies in place. Consultant also agrees to release, indemnify and hold harmless the Client from any losses for bodily injury and/or property damage, including attorneys fees and expenses, arising out of or in any manner resulting from the services to be performed by the Consultant. Goose Control Technology S.9. Toth th. Dated: , 2020. BY: S.J. Toth, Jr. Principal Operating Officer Township of West Orange Karen Carnevale, Township Clerk BY: Mayor Robert D. Parisi Dated: , 2020