7026_Trail TSI_IFB Exhibit B_Part I.pdf

DRAFT

Washington State Department of Natural Resources Invitation for Bid # 7026 Trail TSI Exhibit B Page 1 of 73 Template Revised: 5-14-2025

EXHIBIT B: Draft Contract #7026 Pre-Commercial Thinning

Washington State Department of Natural Resources Invitation for Bid # 7026 Trail TSI Exhibit B Page 2 of 73 Template Revised: 5-14-2025

Good Neighbor Authority Federal Lands Section Colville National Forest

Trail Timber Stand Improvement Contract #7026

PI: Enter Program Index Contract Manager: Nichole Guglielmino OMWBE: Small Business Veteran Owned Not Applicable Procurement method (Select one):

Solicitation (IFB #7026) Contractor Info:

Enter Contractor Name Enter Contractor Address Enter City, State Zip Code Phone: Enter Contractor Phone Number Email: Enter Contractor Email WA State UBI Number: Enter UBI Number Federal Taxpayer Identification Number: Enter Tax ID Number Statewide Vendor # (SWV): Enter SWV #

Contract Digest:

Definitions

SECTION I – CONTRACT CLAUSES

A. General Provisions B. Specifications for the Activity C. Compliance Inspection and Payments

SECTION II – MAPS AND UNIT INFORMATION

A. Unit Descriptions B. Unit Maps C. Vicinity Map D. Disease References E. Pile Construction Reference Figures F. Cost Proposal

SECTION III – CONTRACT SIGNATURES PAGE

This Pre-Commercial Thinning Contract #7026 is entered into between Contractor and the Washington State Department of Natural Resources (DNR) for Work on U.S. Forest Service land according to Supplemental Project Agreement #17-GN- 11062100-017, 93-095840 and #23-GN-11062100-022, 92-105546 under the authority provided in 16 USC § 2113a (Good Neighbor Authority).

DEFINITIONS

‘Agent’ means personnel authorized to act on behalf of the Agency for matters contained within.

‘Bid, Quotation, and/or Proposal’ means a formal offer, submitted by an individual or entity, in response to a solicitation issued for goods or services by the DNR.

‘Buffer Zone’ means an area designated to be left along roads or other features in which there will be no cutting.

‘Compliance Forester’ means the DNR staff person(s) identified in the Pre-Work Conference who perform the compliance inspections, approve Work, recommend payment to the Contract Manager, and manage the Work Schedule.

‘Conifer’ means a tree that is a Douglas-fir, grand fir, pine, western hemlock, western larch, spruce, or cedar.

‘Contract Manager’ means the DNR staff person who processes this contract, makes payments, provides and facilitates dispute resolution, provides technical advice to the Compliance Forester, and is the first point of contact for questions relating to this contract or interpretation of Work. The Contract Manager may perform the duties of the Compliance Forester.

‘Contractor’ means the business entity engaged with DNR to complete the terms of this contract.

‘Contractor Selection of Leave Trees’ means crop and leave trees are unmarked and will be selected by the Contractor.

‘Crop Tree’ means the largest undamaged conifer trees with good form and free of disease.

‘DBH’ means Diameter at Breast Height, a point on the tree stem four and one-half feet above ground level on the uphill side of the tree.

‘DNR’ means the Washington State Department of Natural Resources, acting through an authorized employee.

‘Designated Contract Representative(s)’ means those individual(s) designated by the Contractor on the Pre-Work form during the Pre-Work Conference.

‘GPS Drift’ means the difference between actual location and the location recorded by a GPS receiver.

Since GPS receivers are not 100% accurate, there can be a difference between actual location and the GPS recorded location

‘Hardwood’ means any tree or tall shrub with broad leaves. Examples include alder, aspen, birch, cottonwood, elderberry, big leaf maple, vine maple, madrone, cherry, and willow.

‘Mechanical Treatment’ means the use of power saws, axes, or other approved tools to remove trees.

‘Mistletoe Thinning’ means the removal of designated conifer trees bearing visible mistletoe plants on branches as well as visible plants or infections on the stem.

‘Pre-Work Conference’ is the meeting between DNR and Contractor after award of the contract and

Washington State Department of Natural Resources Invitation for Bid # 7026 Trail TSI Exhibit B Page 3 of 73 Template Revised: 5-14-2025

Washington State Department of Natural Resources Invitation for Bid # 7026 Trail TSI Exhibit B Page 4 of 73 Template Revised: 5-14-2025 before commencement of Work. Its purpose is to agree upon logistics and the Work Schedule.

‘State Forester’ means the person appointed by the Commissioner of Public Lands as the Washington State Forester and Deputy Supervisor for Wildfire. The State Forester may perform the duties of the Contract Manager.

‘Slash’ means all debris created on the Work area by the precommercial thinning operation.

‘Surplus Trees’ means all trees designated for cutting.

‘Thinning’ means the cutting down of trees according to the specifications of this contract.

‘Unit’ is the individual geographical area on which Work will be done. Each Unit is specifically identified by number in the Unit Description (Section II-A), corresponding Unit Maps (Section II-B), and Cost Proposal (Section II-F).

‘Unit Bid Price’ is the rate per acre, written in the Bid Price per Acre column of the Bid Form (Section

II-F).

‘Windrowed’ is a continuous line of slash that exceeds two feet in depth.

‘Work’ means the services the Contractor is required to satisfactorily complete in this contract, according to the requirements of Section I (Contract Clauses), and within the Units described in Section II (Maps and Unit Information).

‘Work Schedule’ means the approved order and timeline for how the requirements of this contract, including Work on individual Units or groups of Units, will be fulfilled by the Contractor.

Washington State Department of Natural Resources Invitation for Bid # 7026 Trail TSI Exhibit B Page 5 of 73 Template Revised: 5-14-2025

SECTION I-A: GENERAL PROVISIONS

A-01 Contractor’s Warranty Contractor warrants that it has had an opportunity to fully inspect the contract area and enters this contract based upon its own judgment of the costs of performing the Work, formed after its own examination and inspection. Contractor also warrants to DNR that it enters this contract without any reliance upon estimates, acreage, pre-bid documentation, or any other representation by DNR, including but not limited to:

A. Conditions bearing upon transportation, disposal, handling, and storage of materials;

B. Availability of labor, water, electric power, and road;

C. Uncertainties of weather, river stages, tides, or similar physical conditions at the Unit(s);

D. The confirmation and conditions of the ground;

E. Seasonal conditions that may affect the timing and use of materials needed for the Work;

and

F. The character of equipment and facilities needed to complete the Work.

Any failure of Contractor to take the actions described in this Clause will not relieve Contractor from responsibility for properly estimating the cost of completing this contract.

A-02 Modifications Waivers, modifications, or amendments of the terms of this contract must be in writing signed by Contractor and DNR to become effective.

A-03 Contract Complete This contract is the final expression of the parties’ agreement. There are no understandings, agreements, or representations, expressed or implied, which are not specified in this contract, except, the State Forester may modify or cancel this contract pursuant to A-07 without a writing signed by the Contractor.

A-04 Road Easement and Road Use Permit Requirements Contractor agrees to comply with the terms and conditions of the attached:

106372, 118080, 118115, 50-CR2113, 50-042597, and 50-044336

A-05 Scope of DNR Advice No advice by any agent, employee, or representative of DNR regarding the method or manner of performing shall constitute a representation or warranty that said method, manner or result thereof will conform to the contract or be suitable for Contractor's purposes under the contract.

Contractor's reliance on any DNR advice regarding the method or manner of performance shall not relieve Contractor of any risk or obligation under the contract. Contractor retains the final responsibility for its operations under this contract and DNR shall not be liable for any injuries resulting from Contractor's reliance on any DNR advice regarding the method or manner of performance.

Washington State Department of Natural Resources Invitation for Bid # 7026 Trail TSI Exhibit B Page 6 of 73 Template Revised: 5-14-2025

A-06 Performance Security Contractor agrees to furnish, within ten (10) business days of receipt of the award letter, security in the amount of [ten percent (10%) of the total awarded contract price]. The security shall be in the form of certified check or cashiers’ check made payable to the Washington State Department of Natural Resources, an irrevocable letter of credit, or a savings account assignment. A letter of credit must comply with Title 62A RCW, Article 5.

This security guarantees performance of this contract and payment of any damages resulting from Contractor’s noncompliance with any contract provisions, negligent or imprudent actions, or the law. Performance security must remain in full force over the duration of the contract. In the event DNR needs to utilize the security, Contractor may be required to replace the portion(s) utilized within five (5) business days of receiving written notice from DNR. Contractor shall not operate unless the performance security has been accepted by DNR. If at any time DNR decides that the security document or amount has become unsatisfactory, Contractor agrees to suspend operations and, within 30 calendar days of notification, to replace the security with one acceptable to DNR or to supplement the amount of the existing security.

A-07 Contract Cancellation The State Forester reserves the right to cancel this contract at any time, in part or whole, without cause or consent from the Contractor. Contractor shall be paid only for Work performed satisfactorily prior to cancellation of the contract.

A-08 Force Majeure

No Party shall be liable for any failure to perform its obligations, other than payments due, where such failure is a result of Acts of Nature (including fire, flood, earthquake, storm, or other natural disaster), war, act of foreign enemies, hostilities (whether war is declared or not), terrorist activities, government sanction, fire, labor dispute, strike or lockout.

Any Party asserting Force Majeure as an excuse shall have the burden of proving that reasonable steps were taken (under the circumstances) to minimize delay or damages caused by foreseeable events, that all non-excused obligations were substantially fulfilled, and that the other Party was timely notified of the likelihood or actual occurrence which would justify such an assertion, so that other prudent precautions could be contemplated.

In the event of Force Majeure, the State reserves the right to terminate this agreement in accordance with clause A-07 ‘Contract Cancellation’.

A-09 Attachments The following attached documents are hereby incorporated by reference:

A. Road Easements

A-10 Compliance with all Laws Contractor shall comply with all laws and regulations of the United States, State of Washington, and counties where the Work is located. Contractor will make any payments, contributions, remittances, and reports or statements required under those laws.

A-11 Licenses and Permits Contractor shall, without additional expense to DNR, obtain all required licenses and permits necessary for executing the contract.

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A-12 Indemnity To the fullest extent permitted by law, Contractor shall indemnify, defend and hold harmless DNR and all officials, agents and employees of DNR, from and against all claims arising out of or resulting from the performance of the contract. "Claim" as used in this contract means any financial loss, claim, suit, action, damage, or expense, including but not limited to attorneys' fees, attributable for bodily injury, sickness, disease or death, or injury to or destruction of tangible property including loss of use resulting therefrom. Contractor’s obligations to indemnify, defend, and hold harmless includes any claim by Contractor’s agents, workers, or representatives.

Contractor expressly agrees to indemnify, defend, and hold harmless DNR for any claim arising out of or incident to Contractor’s performance or failure to perform the contract. Contractor’s obligation to indemnify, defend, and hold harmless DNR shall not be eliminated or reduced by any actual or alleged concurrent negligence of DNR or its agents, agencies, employees and officials. Contractor waives its immunity under Title 51 RCW to the extent it is required to indemnify, defend and hold harmless DNR and its agencies, officials, agents or employees.

A-13 Insurance Coverage Before using any of said rights granted herein and its own expense, CONTRACTOR shall purchase and maintain the insurance described below for the entire duration of this Agreement.

For all required coverage, certificates evidencing such insurance, and bearing endorsements requiring notice to DNR prior to any change or cancellation as set forth in this clause, shall be furnished to DNR prior to Contractor’s commencement of any Work under the Contract. Failure to purchase and maintain the required insurance may result in the termination of the Agreement at DNR’s option.

All insurance provided in compliance with this Agreement shall be primary as to any other insurance or self-insurance programs afforded to, or maintained by, the State of Washington, Department of Natural Resources.

CONTRACTOR shall provide DNR with certificates of insurance, executed by a duly authorized representative of each insurer, showing compliance with the insurance requirements specified in this Agreement before using any of said rights granted herein. The description section of the certificate shall contain the Contract Number and the name of the DNR Contract Manager.

Contractor shall also provide renewal certificates as appropriate during the term of this Agreement.

CONTRACTOR shall include coverage for all agents as insured under all required insurance policies or shall provide separate certificates of insurance for agent. Failure of CONTRACTOR to have its agents comply with the insurance requirements contained herein does not limit CONTRACTOR’s liability or responsibility.

INSURANCE TYPES & LIMITS: The limits of insurance, which may be increased by State, as deemed necessary, shall not be less than as follows:

Commercial General Liability (CGL) Insurance: CONTRACTOR shall purchase and maintain commercial general liability insurance with a limit of not less than $1,000,000 per each occurrence. If such CGL insurance contains aggregate limits, the general aggregate limits shall be at least twice the "each occurrence" limit, and the products-completed operations aggregate limit shall be at least twice the "each occurrence" limit. All insurance must cover liability arising out of premises, operations, independent contractors, products completed operations, personal injury and advertising injury, and liability assumed under an insured contract (including the tort liability of another party assumed in a business contract) and contain separation of insured (cross-liability) condition.

Washington State Department of Natural Resources Invitation for Bid # 7026 Trail TSI Exhibit B Page 8 of 73 Template Revised: 5-14-2025

Employer's liability ("Stop Gap") Insurance: CONTRACTOR shall purchase and maintain employer’s liability insurance and if necessary, commercial umbrella liability insurance with limits not less than $1,000,000 each accident for bodily injury by accident or $1,000,000 each employee for bodily injury by disease.

Business Auto Policy (BAP) Insurance: CONTRACTOR shall purchase and maintain business auto insurance and if necessary, commercial umbrella liability insurance with a limit of not less than $1,000,000 per accident, with such insurance covering liability arising out of "Any Auto".

The policy shall be endorsed to provide contractual liability coverage and cover a “covered pollution cost or expense.” CONTRACTOR waives all rights of subrogation against State for the recovery of damages to the extent they are covered by business auto liability or commercial umbrella liability insurance.

Industrial Insurance (Workers Compensation): CONTRACTOR shall comply with Title 51 RCW by maintaining workers compensation insurance for its employees. CONTRACTOR waives all rights of subrogation against State for recovery of damages to the extent they are covered by State for recovery of damages to the extent they are covered by Industrial Insurance, employer’s liability, Compliance Forester reserves the right to shut down the Work Site when any condition of imminent danger is present, during which time work shall not be performed. The Work Site will remain shut down until the danger has been removed.

ADDITIONAL PROVISIONS:

Additional Insured: The State of Washington, Department of Natural Resources, its officials, agents, and employees shall be named as additional insured by endorsement on all general liability, excess, and umbrella insurance policies.

Cancellation: DNR shall be provided written notice before cancellation or non-renewal of any insurance referred to therein, in accord with the following specifications.

A. Insurers subject to Chapter 48.18 RCW (Admitted and Regulated by the Insurance

Commissioner): The insurer shall give the State 45 days advance notice of cancellation or nonrenewal. If cancellation is due to non-payment of premium, the State shall be given 10 days advance notice of cancellation.

B. Insurers subject to Chapter 48.15 RCW (Surplus Lines): The State shall be given 20 days advance notice of cancellation. If cancellation is due to non-payment of premium, the State shall be given 10 days advance notice of cancellation.

Insurance Carrier Rating: All insurance shall be issued by companies admitted to do business in the State of Washington and have a rating of A-, Class VII, or better. Any exception must be reviewed and approved by the DNR Risk Manager or the DNR Contracts Manager, in the Risk Manager’s absence. If an insurer is not admitted to do business in the State of Washington, all insurance policies and procedures for issuing the insurance policies must comply with Chapters

48.15 RCW and 284-15 WAC.

Self-Insurance: If CONTRACTOR is self-insured, evidence of its status as a self-insured entity shall be provided to State. The evidence should demonstrate that CONTRACTOR’s self-insurance meets all of the required insurance coverage of this Agreement to the satisfaction of State including the description of the funding mechanism and its financial condition. If the funding mechanism or financial condition of the self-insurance program of CONTRACTOR is inadequate, then State may require the purchase of additional commercial insurance to comply with this Agreement.

Washington State Department of Natural Resources Invitation for Bid # 7026 Trail TSI Exhibit B Page 9 of 73 Template Revised: 5-14-2025

Waiver: CONTRACTOR waives all rights of subrogation against State for recovery of damages to the extent these damages are covered by general liability, excess, or umbrella insurance maintained pursuant to this Agreement.

A-14 Safety Compliance Contractor shall be responsible for initiating, maintaining, and supervising all safety precautions and programs in connection with the performance of the Work.

A. During the contract performance, Contractor shall protect the lives and health of workers performing the Work and other persons who may be affected by the Work and prevent damage to property at the Unit or adjacent to it. Contractor shall comply with all applicable laws, ordinances, rules, regulations, and orders of any public body having jurisdiction for the safety of persons or property or to protect them from damage, injury, or loss; and shall erect and maintain all necessary safeguards for such safety and protection. This includes, but is not limited to, compliance with laws and regulations under the Migrant and Seasonal Agricultural Worker Protection Act (MSPA), the Federal Occupational Safety and Health Administration (OSHA), and of the Washington State Department of Labor and Industries (L&I).

B. Contractor shall complete and submit an emergency response plan to the Compliance Forester using the form provided. In an emergency affecting the safety or life of its workers or adjoining property, Contractor is responsible to act to prevent such threatened loss or injury. Within 24 hours of any emergency, Contractor shall notify the Compliance Forester.

Contractor shall prepare an incident report and submit it to DNR’s State Forester within five

(5) business days following an emergency if directed to do so by the Compliance Forester.

C. The Compliance Forester reserves the right to shut down the work site due to Contractor’s failure to comply with the requirements of this clause; when any condition of imminent danger to the safety of any workers, or to federal or other property, is present; or if necessary to provide for the public safety or to protect natural resources. The work site will remain shut down until the Compliance Forester determines it is safe for operations to start up again.

A-15 Venue Disputes arising under this contract shall be brought in the State of Washington and the venue shall be Thurston County.

A-16 Dispute Resolution Before initiating any litigation over the terms of this contract, Contractor commits to the following process:

A. Any concerns or disputes which Contractor has relating to this contract shall first be brought to the attention of the Compliance Forester.

B. If the Compliance Forester is unable to resolve the dispute to Contractor’s satisfaction, Contractor will notify the Contract Manager in writing of its dispute with specificity. The Contract Manager will review and provide a written suggestion for resolution within ten (10) business days.

C. If Contractor is not satisfied with the Contract Manager’s response, it will notify the State Forester in writing of its dispute. The State Forester will review and set a meeting with Contractor within fifteen (15) business days, unless Contractor agrees to a longer period.

After the meeting, the State Forester will provide a written response.

Washington State Department of Natural Resources Invitation for Bid # 7026 Trail TSI Exhibit B Page 10 of 73 Template Revised: 5-14-2025

A-17 Subcontracting Contractor shall not enter into any subcontract or assignment of this contract.

A-18 Nondiscrimination During the performance of this contract, Contractor shall comply with all federal and state nondiscrimination laws, regulations, and policies.

Noncompliance or refusal to comply with any nondiscrimination law:

a. Nondiscrimination Requirement. During the term of this Contract, CONTRACTOR, including any subcontractor, shall not discriminate on the bases enumerated at RCW 49.60.530(3). In addition, CONTRACTOR, including any subcontractor, shall give written notice of this nondiscrimination requirement to any labor organizations with which CONTRACTOR, or subcontractor, has a collective bargaining or other agreement.

b. Obligation to Cooperate. CONTRACTOR, including any subcontractor, shall cooperate and comply with any Washington state agency investigation regarding any allegation that CONTRACTOR, including any subcontractor, has engaged in discrimination prohibited by this Contract pursuant to RCW 49.60.530(3).

c. Default. Notwithstanding any provision to the contrary, DNR may suspend CONTRACTOR, including any subcontractor, upon notice of a failure to participate and cooperate with any state agency investigation into alleged discrimination prohibited by this Contract, pursuant to RCW 49.60.530(3). Any such suspension will remain in place until DNR receives notification that CONTRACTOR, including any subcontractor, is cooperating with the investigating state agency. In the event CONTRACTOR, or subcontractor, is determined to have engaged in discrimination identified at RCW 49.60.530(3), DNR may terminate this Contract in whole or in part, and CONTRACTOR, subcontractor, or both, may be referred for debarment as provided in RCW 39.26.200. CONTRACTOR or subcontractor may be given a reasonable time in which to cure this noncompliance, including implementing conditions consistent with any court-ordered injunctive relief or settlement agreement.

d. Remedies for Breach. Notwithstanding any provision to the contrary, in the event of Contract termination or suspension for engaging in discrimination, CONTRACTOR, subcontractor, or both, shall be liable for contract damages as authorized by law including, but not limited to, any cost difference between the original contract and the replacement or cover contract and all administrative costs directly related to the replacement contract, which damages are distinct from any penalties imposed under Chapter 49.60, RCW. DNR shall have the right to deduct from any monies due to CONTRACTOR or subcontractor, or that thereafter become due, an amount for damages CONTRACTOR or subcontractor will owe DNR for default under this provision.

A-19 Pre-Work Conference Contractor shall contact and arrange with the Compliance Forester to review this Contract and examine the work area before beginning any operations.

A-20 Purpose of the Pre-Work Conference The purpose of the Pre-Work Conference is for DNR and Contractor to agree upon and document the following on the Pre-Work Conference Form:

A. Name(s) and contact information for Contractor and Designated Contract Representative(s), including all personnel authorized to sign Unit completion forms and payment invoices;

B. Names(s) and contact information for the Contract Manager and Compliance Forester(s);

C. The Work Schedule for this contract;

Washington State Department of Natural Resources Invitation for Bid # 7026 Trail TSI Exhibit B Page 11 of 73 Template Revised: 5-14-2025

D. Time interval(s) at which Units will be processed for payment; and

E. Clarification of any unique requirements or conditions of the Work within this contract prior to commencing Work.

A-21 Work Delay Contractor shall promptly notify the Compliance Forester of any actual or anticipated event which is delaying or could delay the Work, including the expected duration of the delay, the anticipated effect of the delay on the schedule, and the action being or to be taken to get back on schedule. The notification does not relieve Contractor of its obligation to complete the Work within the time required by this contract.

A-22 Non-conformances with Work Schedule If Contractor is not in conformance with the Work Schedule for reasons other than acts of Force Majeure, Contractor shall bring its activities into conformance with the schedule or request the Compliance Forester to revise the schedule to reconcile with the actual progress of the Work. The Compliance Forester may require a meeting prior to granting a revision. A revision to the Work Schedule for one Unit shall not change the timing for any other Unit unless expressly authorized. In the event the Contractor stops Work or if the initial start-up is delayed for a period of one (1) week or more, a new Pre-Work Conference may be required.

A-23 Work Days Work shall only proceed on regular Monday through Friday work days. Work on weekends or on designated State holidays requires written permission from the Compliance Forester. Project activities are prohibited during Memorial Day, Fourth of July weekend and Labor Day weekend.

The Fourth of July weekend includes, at a minimum, July 3rd through July 5th.

A-24 Breach of Contract Contractor’s unsatisfactory performance of contract requirements shall constitute breach of contract. DNR may require reworking of portions of Unit(s), or withhold funds from the performance security.

A. If Contractor violates any provision of this contract, Compliance Forester, by written notice, may suspend those operations in violation. If the violation is capable of being remedied, Contractor has 30 days after receipt of a suspension notice to remedy the violation. If the violation cannot be remedied or Contractor fails to remedy the violation within 30 days after receipt of a suspension notice, DNR may terminate the rights of Contractor under this contract and collect damages.

B. If the contract expires pursuant to clause A-31 without Contractor having performed all its duties under this contract, Contractor's right to operate is terminated and Contractor shall not have the right to remedy the breach. This provision shall not relieve Contractor of any payment obligations.

C. DNR has the right to remedy the breach in the absence of any indicated attempt by Contractor or if Contractor is unable, as determined by DNR, to remedy the breach. Any expense incurred by DNR shall be charged to Contractor and shall be paid within 30 days of receipt of billing.

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A-25 Default of Contract Contractor’s breach of contract or failure to comply with the Work Schedule may lead to default of contract. If DNR determines that the contract is in default, it may exercise its right to terminate the contract, with forfeiture of performance security, and/or make a claim for damages.

A-26 Fire Prevention A. Washington State Forest Fire Protection Requirements

Contractor and workers shall be familiar with the Washington State Forest Fire Protection Requirements and adhere to them. These requirements are found in: Revised Code of Washington Chapter 76.04 . In addition, the Industrial Fire Precaution Level (IFPL) will be set by the jurisdictional agency for the project area. Contractor shall adhere to all identified restrictions outlined in WAC 332-24-301. Contractor is responsible for knowing the IFPL for the project area at all times.

B. Inspection DNR may inspect the Units for adherence to regulations and presence of fire tools. Any inspections by DNR shall not limit Contractor’s liability for failure to adhere to applicable regulations.

C. Spark Arresters All of Contractor’s spark emitting engines will be equipped with approved spark arresters.

D. Pump Truck or Pump Trailer During all operating periods when tractors or other mobile machines are being utilized contractor shall provide a fully functional pump truck or trailer equipped to meet the specifications of WAC 332-24-005 and WAC 332-24-405 during the "closed season" or as extended by the DNR and shall provide trained personnel to operate this equipment.

E. Open Fires Contractor shall not build any open fires at any time of the year in the contract area without first obtaining written permission from the Compliance Forester.

A-27 Noxious Weed Control Contractor shall thoroughly pressure wash all heavy equipment prior to entry onto U.S. Forest Service land, or before moving equipment between infested sites, to remove all contaminated soils, plant parts, seeds, vegetative matter, or other debris that could contain or hold seeds.

Equipment shall be considered free of soil, seed, and other such debris when a visual inspection does not disclose such material. Compliance Forester reserves the right to also require the cleaning of equipment as required by this clause in cases where equipment is being moved onto nonfederal lands.

Contractor shall notify Compliance Forester in advance of moving all equipment onto U.S. Forest Service lands. Notification will include a location approved by Compliance Forester where the equipment will be cleaned by Contractor and made available for inspection by the Compliance Forester at a time agreed by the Parties. Only equipment cleaned as required under this clause, and inspected by Compliance Forester (or designee), will be allowed to operate on federal lands within the contract area. All subsequent move-ins of equipment to the project area shall be treated in the same manner as the initial move in. “Heavy equipment” includes all logging and construction machinery, except for log trucks, chip vans, service vehicles, water trucks, pickup trucks, cars and similar vehicles.

A-28 Removal of Merchantable Products Contractor is prohibited from removing merchantable or potentially merchantable products from the Units for commercial use. Separate approval by agreement or contract with DNR is required for removal of firewood, poles, posts, and other merchantable or potentially merchantable material.

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A-29 Garbage and Waste Contractor shall dispose of all their waste brought onto U.S. Forest Service lands in garbage disposal areas meeting all state, county, and local requirements. Waste includes, but is not limited to, trash, equipment maintenance materials, abandoned equipment, food scraps, plastic water bottles, packaging, and human bio-waste (feces). Human bio-waste shall be buried sufficiently (>6-8”) and not within 100’ of water, trails, or campsites or alternatively, packed out. Under no circumstance shall human bio-waste be left on the surface of the ground or unburied. All wildlife attractants need to be stored in wildlife resistant containers or vehicles.

A-30 Camping Contractor is prohibited from using or authorizing its workers to camp on DNR or U.S. Forest Service managed lands outside of designated campgrounds.

A-31 Term of Contract The term of this contract is from the date of execution though Wednesday, June 30, 2027 The contract shall not be extended without written permission approval from the State Forester.

Contractor acknowledges that DNR is under no obligation to extend this contract at the expiration of the term.

A-32 Timing Restrictions No operations will be permitted from December 1st to April 15th unless written approval is granted by the Contract Manager. Big Game Winter Restrictions (BGWR) apply to 5 units, with no work being permitted December 1st to March 31st. No work may occur in Unit 239 from April 1st to August 31st due to an adjacent raptor nest.

A-33 Removal of Equipment and Personal Property The Contractor shall remove equipment and other personal property from Federal Government lands upon termination or expiration of the Contract. Any equipment or personal property remaining on Government land at the end of this period will become the property of DNR and may be removed and disposed of by DNR at the expense of the Contractor.

A-34 State Suspends Operation The Contract Manager may suspend any operation of Contractor under this contract when the State is suffering, or there is a reasonable expectation the State will suffer environmental, monetary, or other damage if the operation is allowed to continue.

A-35 Suspension of Work Whenever the Compliance Forester determines that environmental or physical conditions become unsuitable to conduct any Work, the Contractor shall move to another area identified by the Compliance Forester. When no other area is available, DNR may suspend work. When in the opinion of the Compliance Forester conditions are again suitable, the Contractor will be given approval to resume Work. No more than six (6) inches of snow may accumulate before work must stop.

A-36 Harassment DNR CONTRACTORS hereby have access to DNR’s Policies:

Per RCW 43.01.135, Sexual harassment in the workplace, DNR contractors hereby have access to DNR Policy PO01-052 Sexual Harassment, linked below:

https://www.dnr.wa.gov/publications/em_harassment_prevention_policy.pdf

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DNR’s Policy PO01-051 Safe and Respectful Workplace, linked below, outlines DNR’s commitment and the expectations for contractors:

www.dnr.wa.gov/publications/em_safe_respectful_workplace_policy.pdf

DNR’s Policy PO01-037 Harassment Prevention, linked below, outlines DNR’s commitment and the expectations for contractors:

www.dnr.wa.gov/publications/em_harassment_prevention_policy_037.pdf

A-37 General and Tax Liability Contractor agrees to pay all federal and state taxes arising from the performance of this Contract.

A-38 Retention of Records Contractor shall maintain all books, records, documents, data and other evidence relating to this Contract and the provision of services described, for a period of six years following the date of final payment. If any litigation, claim or audit is started before the expiration of the six year period, the records shall be retained until final resolution of all litigation, claims, or audit findings involving the records.

A-39 Independent Contractor In the performance of this Contract, the parties will be acting in their individual, corporate or governmental capacities and not as agents, employees, partners, joint ventures’ or associates of one another. The parties intend that an independent contractor relationship will be created by this Contract. The employees or agents of one party shall not be deemed or construed to be the employees or agents of the other party for any purpose whatsoever. Contractor shall not make any claim of right, privilege or benefit which would accrue to an employee under RCW 41.06 or

RCW 51.

A-40 Federal Endangered Species Act The Federal Endangered Species Act of 1973 (ESA), 16 USC § 1531 et seq., prohibits a person from taking any federally listed threatened or endangered species. Taking under the federal ESA may include alteration of habitat. Neither this Contract, nor the State’s approval of Contractor’s Plan of Operations, is certification that Contractor’s operations under the plan are lawful under the ESA. Contractor’s compliance with the plan is not in lieu of compliance with any federal requirements under the ESA or its implementing regulations.

A-41 Federal Debarment and Suspension Contractor certifies by signature of its authorized representative as affixed below, that neither it nor any of its principals, are presently debarred suspended, proposed for debarment or suspension, declared ineligible, or voluntarily excluded from participation in any contract with the Federal Government.

A-42 Human Trafficking Contractor, and Contractor’s employees, may not: (i) engage in severe forms of trafficking in persons during the period of time that the Contract is in effect; (ii) procure a commercial sex act during the period of time that the Contract is in effect; or (iii) use forced labor in the performance of the Contract. The terms used in this clause shall be as defined in 2 CFR § 175.15. The Contractor must immediately inform DNR of any information received from any source alleging a violation of this clause. DNR may unilaterally terminate this Contract, without penalty, in the case of a violation of this clause.

Washington State Department of Natural Resources Invitation for Bid # 7026 Trail TSI Exhibit B Page 15 of 73 Template Revised: 5-14-2025

A-43 Certification Regarding Felony Conviction and Tax Delinquent Status Contractor, by signature above, certifies that: (1) Neither the corporation or its principals have been convicted of a felony violation under any Federal law within the preceding 24 months of the effective date of the Contract; and (2) Neither the corporation or its principals have failed to file all Federal tax returns required during the three years preceding the Contract; have been convicted of a criminal offense under the Internal Revenue Code; or have been notified of any unpaid Federal tax assessment for which the liability remains unsatisfied, unless the assessment is the subject of an installment agreement or offer in compromise that has been approved by the Internal Revenue Service and is not in default.

A-44 Human Remains, Artifacts, and Other Cultural and Historic Items In the event that human remains, burials, funerary items, sacred objects, object of cultural patrimony, prehistoric artifacts (i.e., arrowheads, spear points, motors, pestles, other ground stone tools, knives, scrapers, or flakes from the manufacture of tools, fire pits, peeled trees, etc.) or historic period artifacts or features (i.e., fragments of old plates or ceramic vessels, weathered glass, dumps of old cans, cabins, root cellars, etc.) are found during project implementation, work on the site shall cease immediately to protect the find from further damage or disruption and the U.S. Forest Service Archeologist will be notified. No further work shall be allowed on the site until the Forest Archeologist has approved a plan for managing or preserving the remains or items.

A-45 Non-Discrimination in Employment In connection with the performance of work under this Contract, Contractor agrees not to discriminate against any applicant for employment, employee, or independent contractor based on race, color, national origin, sex, religion, age, disability, sexual orientation, or marital status. This shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer;

recruitment, layoff or termination; rates of pay, or other forms of compensation; and selection for training, including apprenticeship. Contractor agrees to comply with all federal and state laws governing non-discrimination in employment applicable to the work performed under the Contract.

Washington State Department of Natural Resources Invitation for Bid # 7026 Trail TSI Exhibit B Page 16 of 73 Template Revised: 5-14-2025

SECTION I-B: SPECIFICATIONS FOR THE ACTIVITY

Contractor shall perform pre-commercial thinning work as described below.

B-01 Precedence between Sections Section I-B covers the general standards that apply over the whole contract. If a change is required on a site-by-site basis, those differences will be outlined in the Unit Description and Detailed Unit Description (Section II-A). The site-specific details found in Section II-A shall take precedence over these general guidelines when they exist. If special requirements noted in the Unit Description conflict with requirements in this Section, the special requirements will prevail.

B-02 Boundaries The boundaries depicted on Unit Map (Section II-B) delineate the thinning area. Contractor is responsible for completing all Work to boundaries. The thinning boundaries are marked with red flagging. Failure to complete Work to boundaries in any Unit renders Work in that Unit incomplete, and no payment will be made to Contractor for any Work on that Unit. No payment will be provided for Unit(s) with Work that extends beyond Unit boundaries. Work extending beyond Unit boundaries will be considered breach of contract. See Clause A-24, above.

B-03 Abbreviations The following tree species abbreviations will be used: AF = Subalpine Fir; AS = Quaking Aspen;

BC = Black Cottonwood; DF = Douglas-fir; ES = Engelmann Spruce, GF = Grand Fir; LP = Lodgepole Pine; MA = Big-leaf Maple; MH = Mountain Hemlock; NF = Noble Fir; PP = Ponderosa Pine; RA = Red Alder; RC = Western Redcedar; SF = Pacific Silver Fir; SS = Sitka Spruce; WH = Western Hemlock; WL = Western Larch; WO = Willow; WP = Western White Pine; YC = Alaska Yellow Cedar.

B-04 Contractor shall furnish:

The Contractor shall provide all of the following at its own expense:

A. A minimum crew size of 10 workers, and a maximum crew size of 20 workers, unless otherwise approved by the Compliance Forester;

B. One to three crews may be used, unless otherwise approved by the Compliance Forester in writing;

C. Adequate crew supervision, including at least one qualified non-thinning, English-speaking foreperson per crew, unless otherwise allowed by the Compliance Forester. The foreperson must have one season (at least three (3) months) of precommercial thinning experience.

Documentation of a foreperson’s experience shall be provided to the DNR upon request;

D. All equipment and supplies for mechanical treatment, including waxed paper, as well as any specific tool requirements that are detailed in the Unit Description (Section II-A);

E. Transportation for all workers, equipment, supplies, and materials to and from the Unit(s);

F. All safety equipment;

G. All costs of operation and maintenance not specifically furnished by the DNR;

Washington State Department of Natural Resources Invitation for Bid # 7026 Trail TSI Exhibit B Page 17 of 73 Template Revised: 5-14-2025

B-05 DNR shall furnish:

A. Compliance Forester(s) to acquaint the Contractor with each unit to be worked and to conduct periodic field inspections, provided that the Compliance Forester shall not limit Contractor’s performance of the Work or limit Contractor’s liability for its actions under this Contract

B. Boundary marking, georeferenced maps, and access to the units as reasonably necessary to complete the contract.

B-06 Thinning Methods Selection of leave trees or crop trees will be made by the Contractor according to the following specifications as well as those found in the Unit Description table (Section II-A). Two thinning procedures are recognized.

A. Simple Spacing Thinning When thinning on a spacing basis, Contractor will select and leave uncut the largest live conifer trees of good form and vigor that will maintain the average spacing designated in the Unit Description Table. To maintain average spacing, Contractor may not need to cut as many trees immediately adjacent to gaps. However, clumps or patches should not be left unthinned to make up gaps in the stand. Spacing will be determined by the average number of trees left uncut per acre, including trees both above and below the diameter limit. Spacing is the average distance between trees that will result in the correct number of trees left per acre.

The number of trees left per acre will be measured by DNR to determine compliance with the Per Acre Zone of Acceptance as described in Clause C-02.

B. Large Tree Protection Excluding trees described in B-07 D-F, cut all trees under the diameter limit that are within the drip line of mature overstory trees. Mature overstory trees are defined as any healthy white pine, ponderosa pine, western larch, or Douglas fir with a DBH >20”. Leave no slash and do not pile within drip line of mature overstory trees.

B-07 Order of Selection of Leave Trees The order of selection of leave or crop trees will be as follows:

A. Leave dominant and necessary co-dominant trees.

B. Maintain specified average number of trees per acre.

C. Maintain specified average spacing.

D. Hardwoods do not count as leave or crop trees. None shall be thinned when feasible, nor considered within acceptance criteria.

E. No healthy white pine nor Pacific yew shall be cut.

F. Project area is below the typical elevation limit for white bark pine. Do not cut white bark pine if it is encountered.

Washington State Department of Natural Resources Invitation for Bid # 7026 Trail TSI Exhibit B Page 18 of 73 Template Revised: 5-14-2025

G. Select crop tree by species in the following order unless otherwise specified in the Unit Description (Section II-A):

1. Western white pine

2. Ponderosa pine

3. Western larch

4. Douglas-fir

5. Engelmann spruce

6. Western redcedar

7. Lodgepole pine

8. Western hemlock

9. Subalpine fir

10. Grand fir

Please see Prescription Specifications in Section II-A

B-08 Trees to Be Cut Except for crop or leave trees specified above and in the Unit Description Table, the Contractor shall cut the following:

A. Cut all surplus conifer trees more than twelve (12) inches in height up to the diameter limit specified for each unit.

B. All damaged or deformed trees less than seven (7) inch DBH as described below shall be cut, except when their removal will create gaps in the stand with dimensions greater than twenty-eight (28) feet in width.

1. Trees with scars or open wounds on the lower stem (0-4.5’ above ground) involving more than one-half (1/2) of the circumference of the stem.

2. Trees with more than twenty (20) degrees lean or trees with crook or sweep in the lower stem (0-4.5’ above ground) protruding outward from a straight line more than twelve (12) inches.

3. Trees with broken stems or girdling of the stem where only the lower part of the living crown remains.

4. Trees with multiple tops when other more suitable trees are available.

C. All diseased trees less than seven (7) inch DBH as described below shall always be cut, regardless of gaps created.

1. Trees with thin, ragged crowns with yellowing needles typical of Phellinus (Poria) weirii and Armillaria mellea infection (root rot).

2. Western larch or Douglas fir with a dwarf mistletoe rating shall be cut (see diagram Section II-D).

3. Any white pine that exhibits traits of white pine blister rust, such as stem cankers and red flagged foliage, when other more suitable trees are available (see Section II-D).

D. Trees will be cut below the lowest live limb and cut completely free of the stump. Cut trees must not be left "hung up" or leaning against crop trees. Stumps shall not exceed a six (6)

Washington State Department of Natural Resources Invitation for Bid # 7026 Trail TSI Exhibit B Page 19 of 73 Template Revised: 5-14-2025 inch height unless snow conditions prevent this. In no case shall stumps exceed a twelve (12) inch height.

B-09 Slash Management

A. Slashing Procedures

1. All slash shall be lopped on three (3) sides of the bole, bucked, and scattered on the ground to a depth less than or equal to eighteen (18) inches. All slash three (3) inches in diameter and larger will be cut into lengths not to exceed three (3) feet. Boles will be bucked to lengths of five (5) feet or less regardless of the diameter.

2. All over-lapping material three (3) inches in diameter or larger and three (3) feet in length or longer will be severed at the point of overlap.