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2024-1462024-146 Resolution Awarding Contract For Annual Maintenance Contract For Rockingham Park Pond At a Regular Meeting of the Town Board of the Town of Wappinger, Dutchess County, New York, held at Town Hall, 20 Middlebush Road, Wappingers Falls, New York, on June 24, 2024. The meeting was called to order by Joseph D. Cavaccini, Town Supervisor, and upon roll being called, the following was recorded: ✓ Vote Record - Resolution RES -2024-146 Yes/Aye No/Nay Abstain Absent 2 Adopted ❑ Adopted as Amended Joseph D. Cavaccini Mover Q ❑ ❑ ❑ ❑ Defeated William H. Beale Voter Q ❑ ❑ ❑ ❑ Tabled Angela Bettina Voter Q ❑ ❑ ❑ ❑ Withdrawn Christopher Phillips Mover Q ❑ ❑ ❑ Al Casella Seconder Q ❑ ❑ ❑ The following Resolution was introduced by Supervisor Cavaccini and seconded by Casella. WHEREAS, Town of Wappinger is dedicated to offering presentable, clean, and safe parks for residents to use, and WHEREAS, SOLITUDE LAKE MANAGEMENT, LLC provides monitoring and vegetation control services for waterbodies, and WHEREAS, SOLITUDE LAKE MANAGEMENT, LLC has submitted a proposed contract for annual maintenance services for the Rockingham Park Pond at an annual cost of $4,386.00, and NOW, THEREFORE, BE IT RESOLVED, as follows: 1. The Town of Wappinger hereby awards a contract for 2024 Annual Maintenance Services for the Rockingham Park Pond to SOLITUDE LAKE MANAGEMENT, LLC in the amount of $4,386.00. 2. The Town Board hereby authorizes Town Supervisor Joseph D. Cavaccini to execute the contract documents after receipt of the necessary insurance certificates from the vendor. 3. The fully executed copy of the contract shall be provided to Town Clerk Joseph P. Paoloni for filing in his records. 4. This is a Type II action for a study regarding the permit. The foregoing was put to a vote which resulted as follows: RESULT: ADOPTED [UNANIMOUS] MOVER: Joseph D. Cavaccini, Christopher Phillips SECONDER: Al Casella, Councilman AYES: Cavaccini, Beale, Bettina, Phillips, Casella Dated: Wappingers Falls, New York 6/24/2024 The Resolution is hereby duly declared Adopted. JOSEPIf P. PAOLONI, TOWN CLERK SERVICES CONTRACT CUSTOMER NAME: Rockingham Park SUBMITTED TO: Al Casella CONTRACT EFFECTIVE DATE: April 1, 2024, through September 30, 2024 SUBMITTED BY: Erika bamberg, Sales Support Administrator SERVICES: Annual Pond Maintenance for one (1) pond, 1.35 acres surface area. This agreement (the "Agreement") is made as of the date indicated above and is by and between SOLitude Lake Management, LLC ("SOLitude" or the "Company") and the customer identified above (the "Customer") on the terms and conditions set forth in this Agreement. The Services. SOLitude will provide services at the Customer's property as described in Schedule A attached hereto: 2. PAYMENT TERMS. The Annual Contract Price is $4,386.00. SOLitude shall invoice Customer $731.00 per month for the Services to be provided under this Agreement. The term of this agreement is for a period of six (6) months, with payment invoiced on the first day of each month, reminding them that a contract payment is due by the end of that same month. The customer is obligated to pay each monthly contract payment per the terms of this contract, without any obligation on the part of SOLitude to invoice or send any other sort of reminder or notice. Due to the seasonality of these services, and the disproportionate amount of time and materials dedicated to providing these services during some times of the year as compared to others, based on the season, weather patterns, and other natural factors, the amount billed and paid to date is not necessarily equivalent to the amount of work performed to date. The Customer will be liable for any returned check fees and any collection costs, including reasonable attorney fees and court costs, for any invoices not otherwise timely paid, and interest at the rate of I % per month may be added to all unpaid invoices. Should the work performed be subject to any local, state, or federal jurisdiction, agency, or other organization of authority for sales or other taxes or fees in addition to those expressly covered by this contract, the customer will be invoiced and responsible for paying said additional taxes in addition to the contract price and other fees above. SOLitude shall be reimbursed by the customer for any non -routine expenses, administrative fees, compliance fees, or any other similar expense that are incurred as a result of requirements placed on SOLitude by the customer that are not covered specifically by the written specifications of this contract. 3. TERM AND EXPIRATION. This Agreement is for an annual management program as described in the Schedule A attached. Any additional services will be provided only upon additional terms as agreed to by the parties in writing. Competitively Sensitive & Proprietary Materials — The information contained herein is the intellectual property of SOLitude Lake Management. Recipient may not disclose to any outside party any proprietary information, processes, or pricing contained in this document or any of its attachments without the prior written consent of SOLitude Lake Management. This document is provided to the recipient in good faith and it shall be the responsibility of the recipient to keep the information contained herein confidential. 888.480.LAKE (5253) 1I SOLITUDELAKEMANAGEMENT COM 2024 Annual Pond Maintenance Services Contract Rockingham Park (14407) - EB Page 2 of 7 4. PRICING. The Company reserves the right to annually increase the amount charged for the services beyond the escalation percentage stated in the TERM AND EXPIRATION above, which shall be communicated by written notice to the Customer, which notice may be by invoice. 5. TERMINATION. If SOLitude terminates your service for nonpayment or other default before the end of the Services Contract, if the Customer terminates this Services Contract for any reason other than in accordance with the cancellation policy outlined above, or in the event this Contract does not automatically renew and the customer terminates it before the termination date, Customer agrees to pay SOLitude, in addition to all other amounts owed, an Early Termination Fee in the amount specified below ("Early Termination Fee"). The Customer's Early Termination Fee will be 50% of the remaining value of the Contracted Price. The Early Termination Fee is not a penalty, but rather a charge to compensate SOLitude for the Customer's failure to satisfy the Services Contract on which the Customer's rate plan is based. 6. INSURANCE AND LIMITATION OF LIABILITY. SOLitude will maintain general liability and property damage insurance as necessary given the scope and nature of the Services. The Company will be responsible for those damages, claims, causes of action, injuries or legal costs to the extent of its own direct negligence or misconduct, and then only to an amount not to exceed the annual value of this Agreement. In no event will any party to this Agreement be liable to the other for incidental, consequential or purely economic damages. 7. FORCE MAJEURE. The Company shall not be liable for any delay in performing the Services, nor liable for any failure to provide the Services, due to any cause beyond its reasonable control. 8. ANTI -CORRUPTION AND BRIBERY. Each party represents that neither it nor anyone acting on its behalf has offered, given, requested or accepted any undue financial or other advantage of any kind in entering into this Agreement, and that it will comply with all applicable laws and regulations pertaining to corruption, competition and bribery in carrying out the terms and conditions of this Agreement. 9. GOVERNING LAW. This Agreement shall be governed and construed in accordance with the laws of the state in which the Services are performed. 10. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between the parties with respect to the subject matter and replaces any prior agreements or understandings, whether in writing or otherwise. This Agreement may not be modified or amended except by written agreement executed by both parties. In the event that any provision of this Agreement is determined to be void, invalid, or unenforceable, the validity and enforceability of the remaining provisions of this Agreement shall not be affected. Competitively Sensitive & Proprietary Materials — The information contained herein is the intellectual property of SOLitude Lake Management. Recipient may not disclose to any outside party any proprietary information, processes, or pricing contained in this document or any of its attachments without the prior written consent of SOLitude Lake Management. This document is provided to the recipient in good faith and it shall be the responsibility of the recipient to keep the information contained herein confidential. 888.480.LAKE (5253) 1I SOLITUDELAKEMANAGEMENT COM 2024 Annual Pond Maintenance Services Contract Rockingham Park (14407) - EB Page 3 of 7 11. NOTICE. Any written notice provided under this Agreement may be sent via overnight mail, certified mail, hand delivery or electronic mail with delivery confirmation, to the individuals and addresses listed below. 12. BINDING. This Agreement shall inure to the benefit of and be binding upon the legal representatives and successors of the parties. 13. FUEL/TRANSPORTATION SURCHARGE. Like many other companies that are impacted by the price of gasoline, a rise in gasoline prices may necessitate a fuel surcharge. As such, the Company reserves the right to add a fuel surcharge to Customer's invoice for any increase in the cost of fuel as measured above the same time period in the prior year (by the National U.S. Average Motor Gasoline -Regular Fuel Price per Gallon Index reported by the U.S. Department of Energy). The surcharge may be adjusted monthly (up or down) with the price of gasoline. 14. DISCLAIMER. SOLitude is not responsible for the failure of any treatment, equipment installation, or other work that result from dam or other structural failures, severe weather and storms, flooding, or other acts of God that are outside of the control of SOLitude. Customers understands and acknowledges that there are irrigation restrictions associated with many of the products used to treat lakes and ponds. The customer is responsible for notifying SOLitude in advance of the contract signing and the start of the contract if they utilize any of the water in their lakes or ponds for irrigation purposes. The customer accepts full responsibility for any issues that may arise from the irrigation of turf, ornamentals, trees, crops, or any other plants as a result of treated water being used by the customer for irrigation without the consent or knowledge of SOLitude. Although there is rarely direct fish toxicity with the products used for treatment when applied at the labeled rate, or the installation and normal operation of the equipment we install, there is a risk under certain circumstances of significant dissolved oxygen drops. This risk is most severe in times of extremely hot weather and warm water temperatures, as these are the conditions during which dissolved oxygen levels are naturally at their lowest levels. Oftentimes lakes and ponds will experience natural fish kills under these conditions even if no work is performed. Every effort, to include the method and timing of application, the choice of products and equipment used, and the skill and training of the staff, is made to avoid such problems. However, the customer understands and accepts that there is always a slight risk of the occurrence of adverse conditions outside the control of SOLitude that will result in the death of some fish and other aquatic life. The customer also understands and accepts that similar risks would remain even if no work was performed. The customer agrees to hold SOLitude harmless for any issues with fish or other aquatic life which occur as described above, or are otherwise outside the direct control of SOLitude, unless there is willful negligence on the part of SOLitude. Competitively Sensitive & Proprietary Materials — The information contained herein is the intellectual property of SOLitude Lake Management. Recipient may not disclose to any outside party any proprietary information, processes, or pricing contained in this document or any of its attachments without the prior written consent of SOLitude Lake Management. This document is provided to the recipient in good faith and it shall be the responsibility of the recipient to keep the information contained herein confidential. 888.480.LAKE (5253) 1I SOLITUDELAKEMANAGEMENT COM 2024 Annual Pond Maintenance Services Contract Rockingham Park (14407) - EB Page 4 of 7 15. NONPERFORMANCE. In the case of any default on the part of the Company with respect to any of the terms of this Agreement, the Customer shall give written notice thereof, and if said default is not made good within (30) Thirty Days, the Customer shall notify the Company in writing that there has been a breach of the Agreement. The Company in case of such breach shall be entitled to receive payment only for work completed prior to said breach, so long as the total paid hereunder does not exceed the Contract sum. 16. E -Verify. Solitude Lake Management LLC utilizes the federal E -Verify program in contracts with public employers as required by Florida State law, and acknowledges all the provisions of Florida Statute 448.095 are incorporated herein by reference and hereby certifies it will comply with the same. ACCEPTED AND APPROVED: SOLITUDE LAKE MANAGEMENT, LLC. Signature: Printed Name: Title: Date: Please Remit All Payments to: 1320 Brookwood Drive Suite H Little Rock AR 72202 Please Mail All Contracts to: 1253 Jensen Drive, Suite 103 Virginia Beach, VA 23451 ROCKINGHAM PARK Signature: Printed Name: Title: Date: Customer's Address for Notice Purposes: Competitively Sensitive & Proprietary Materials — The information contained herein is the intellectual property of SOLitude Lake Management. Recipient may not disclose to any outside party any proprietary information, processes, or pricing contained in this document or any of its attachments without the prior written consent of SOLitude Lake Management. This document is provided to the recipient in good faith and it shall be the responsibility of the recipient to keep the information contained herein confidential. 888.480.LAKE (5253) 1I SOLITUDELAKEMANAGEMENT COM 2024 Annual Pond Maintenance Services Contract Rockingham Park (14407) - EB Page 5 of 7 SCHEDULE A - SERVICES Permitting : (April) 1. SOLitude staff will be responsible for the following: a. Completing and submitting the NYSDEC Article 15 aquatic pesticide permit required to perform any work specified in this contract where applicable. b. Filing of any notices or year-end reports with the appropriate agency as required by any related permit. c. Notifying the Customer of any restrictions or special conditions put on the site with respect to any permit received, where applicable. d. Completing and submitting the Article 24 wetlands permit, if required, will be subject to an additional fee to be determined. Customer Responsibilities : 1. Customer will be responsible for the following: a. Providing information required for the permit application process upon request. b. Providing Certified Abutters List for abutter notification where required. c. Perform any public filings or recordings with any agency or commission associated with the permitting process, if required. d. Compliance with any other special requirements or conditions required by the local municipality. e. Compliance and enforcement of temporary water -use restrictions where applicable Monitorina: 1. A SOLitude Aquatic Specialist will visit the site and inspect the pond(s) on a one (1) time per month basis during the months of April through September. 2. Observations and data collected during the inspections will be used to inform and guide all activities required to fulfill the requirements of this contract as specified in the description of services below. Aquatic Weed Control: 1. Ponds) will be inspected on a one (1) time per month basis during the months of April through September. 2. Any growth of undesirable aquatic weeds and vegetation found in the ponds) with each inspection shall be treated and controlled through the application of aquatic Competitively Sensitive & Proprietary Materials — The information contained herein is the intellectual property of SOLitude Lake Management. Recipient may not disclose to any outside party any proprietary information, processes, or pricing contained in this document or any of its attachments without the prior written consent of SOLitude Lake Management. This document is provided to the recipient in good faith and it shall be the responsibility of the recipient to keep the information contained herein confidential. 888.480.LAKE (5253) 1I SOLITUDELAKEMANAGEMENT COM 2024 Annual Pond Maintenance Services Contract Rockingham Park (14407) - EB Page 6 of 7 herbicides and aquatic surfactants as required to control the specific varieties of aquatic weeds and vegetation found in the pond(s) at the time of application. 3. Invasive and unwanted submersed and floating vegetation will be treated and controlled preventatively and curatively each spring and early summer through the use of systemic herbicides at the rate appropriate for control of the target species. Application rates will be designed to allow for selective control of unwanted species while allowing for desirable species of submersed and emergent wetland plants to prosper. Pond Algae Control: Ponds) will be inspected on a one (1) time per month basis during the months of April through September. 2. Any algae found in the pond(s) with each inspection shall be treated and controlled through the application of algaecides, aquatic herbicides, and aquatic surfactants as needed for control of the algae present at the time of service. Service Reporting: 1. Customer will be provided with a service report detailing all of the work performed as part of this contract after each visit. General Qualifications: 1. Company is a licensed pesticide applicator in the state in which service is to be provided. 2. Individual Applicators are Certified Pesticide Applicators in Aquatics, Public Health, Forestry, Right of Way, and Turf/Ornamental as required in the state in which service is to be provided. 3. Company is a SePRO Preferred Applicator and dedicated Steward of Water. Each individual applicator has been trained and educated in the water quality testing and analysis required for prescriptive site-specific water quality management and utilizes an integrated approach that encompasses all aspects of ecologically balanced management. Each applicator has received extensive training in the proper selection, use, and application of all aquatic herbicides, algaecides, adjuvants, and water quality enhancement products necessary to properly treat our Customers' lakes and ponds as part of an overall integrated pest management program. 4. Company guarantees that all products used for treatment are EPA registered and labeled as appropriate and safe for use in lakes, ponds, and other aquatic sites, and are being applied in a manner consistent with their labeling. Competitively Sensitive & Proprietary Materials — The information contained herein is the intellectual property of SOLitude Lake Management. Recipient may not disclose to any outside party any proprietary information, processes, or pricing contained in this document or any of its attachments without the prior written consent of SOLitude Lake Management. This document is provided to the recipient in good faith and it shall be the responsibility of the recipient to keep the information contained herein confidential. 888.480.LAKE (5253) 1I SOLITUDELAKEMANAGEMENT COM 2024 Annual Pond Maintenance Services Contract Rockingham Park (14407) - EB Page 7 of 7 5. All pesticide applications made directly to the water or along the shoreline for the control of algae, aquatic weeds, or other aquatic pests as specified in this contract will meet or exceed all of the Company's legal regulatory requirements as set forth by the EPA and related state agencies for NPDES and FIFRA. Company will perform treatments that are consistent with NPDES compliance standards as applicable in and determined by the specific state in which treatments are made. All staff will be fully trained to perform all applications in compliance with all federal, state, and local law. Company will furnish the personnel, vehicles, boats, equipment, materials, and other items required to provide the foregoing at its expense. Competitively Sensitive & Proprietary Materials — The information contained herein is the intellectual property of SOLitude Lake Management. Recipient may not disclose to any outside party any proprietary information, processes, or pricing contained in this document or any of its attachments without the prior written consent of SOLitude Lake Management. This document is provided to the recipient in good faith and it shall be the responsibility of the recipient to keep the information contained herein confidential. 888.480.LAKE (5253) 1I SOLITUDELAKEMANAGEMENT COM