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HomeMy WebLinkAboutEisenberg, Olivieri & AssociatesAGREEMENT THIS AGREEMENT is made and entered into on the day of , 2016 by and between the TOWN OF LOS ALTOS HILLS (hereinafter referred to as "TOWN") and Eisenberg, Olivieri & Associates. (hereinafter referred to as "CONTRACTOR"). In consideration of their mutual covenants, the parties hereto agree as follows: 1. CONTRACTOR. Shall provide or furnish the following specified services and/or materials: 1) Assist the Town of Los Altos Hills with Third Party Review of the Proposed Ko Subdivision Improvements for Compliance with Provision C.3 of the Town's Stormwater NPDES Permit, 2, EXHIBITS. The following attached exhibits are hereby incorporated into and made a part of this Agreement: Proposal from CONTRACTOR dated September 9, 2016 3, TERMS, The services and/or materials furnished under this Agreement shall commence 12j► llo and shall be completed by it /30117 , unless terminated pursuant to Section 5(f). 4. COMPENSATION. For the full performance of this Agreement: a, TOWN shall pay CONTRACTOR an amount not to exceed Six thousand dollars and zero cents ($6,000.00) within thirty (30) days following receipt of invoice and co.rra.pleti.an/delivery of services/goods as detailed in Sections 1, 2, and 3 of this Agreement and only upon satisfactory delivery/ce�taple#+en of goods/services in a manner consistent with professional/industry standards for the area in which CONTRACTOR operates. TOWN is not responsible for paying for any work done by CONTRACTOR or any subcontractor above and beyond the not to exceed amount. / P. (- -f-t-le- a-40-CP- .e.0- 5;Cl.�j4d-e b. Town shall R4- reimbursef' or, any of CONTRACTOR's costs or expenses to deliver any services/goods. Town shall not be responsible for any interest or late charges on any payments from Town to CONTRACTOR. c. CONTRACTOR is responsible for monitoring its own forces/employees/agents/ Subcontractors to ensure delivery of goods/services within the terms of this Agreement. TOWN will not accept or compensate CONTRACTOR for incomplete goods/services, Town of Los Altos Hills Short form Updated 4123/10 Page 1 of 4 F. C 5: GENERAL TERMS AND CONDITIONS, a. HOLD HARMLESS. CONTRACTOR agrees to indemnify, def d and hold harmless the TOWN, its officers, agents and employees fror any and all demands, claims or liability of personal injury (including dea ) and property damage of any nature, caused by or arising out of the performance of CONTRACTOR under this Agreement. With regard to CONTRACTOR'S work product, CONTRACTOR agrees to indemnify, defend and hold harmless the TOWN, its officers, agents and employees from any and all demands, claims or liability of any nature to the extent caused by the negligent performance of CONTRACTOR under this Agreement. b. INSURANCE. CONTRACTOR shall file with the TOWN a certificate of insurance before commencing any services under this Agreement as follows: WORKERS COMPENSATION INSURANCE: Minimum statutory limits. ii. COMMERCIAL GENERAL LIABILITY AND PROPERTY DAMAGE INSURANCE: General Liability and Property Damage Combined. $1,000,000.00 per occurrence including comprehensive form, personal injury, broad form personal damage, contractual and premises/operation, all on an occurrence basis. If an aggregate limit exists, it shall apply separately or be no less than two (2) times the occurrence limit. iii. AUTOMOBILE INSURANCE: $1,000,000.00 per occurrence. iv. ERRORSAND OMISSIONS INSURANCE: $1,000,000.00 aggregate. v. NOTICE OF CANCELLATION: The City requires 30 days written notice of cancellation. Additionally, the notice statement on the certificate should not include the wording "endeavor to" or "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representatives." vi, CERTIFICATE OF INSURANCE: Prior to commencement of services, evidence of insurance coverage must be shown by a properly executed certificate of insurance and it shall name "The Town of Los Altos Hills, its elective and appointed officers, employees, and volunteers" as additional insureds. vii. To prevent delay and ensure compliance with this Agreement, the insurance certificates and endorsements must be submitted to: Town of Los Altos Hills 26379 Fremont Road Los Altos Hills, CA 94022 Town of Los Altos Hills Page 2 of A Short form Updatod 412311 Q ►Z G c. NON-DISCRIMINATION. No discrimination shall be made in the employment of persons under this Agreement because of the race, color, national origin, age, ancestry, religion or sex of such person. d. INTEREST OF CONTRACTOR. It is understood and agreed that this Agreement is not a contract of employment and does not create an employer- employee relationship between the TOWN and CONTRACTOR. At all times CONTRACTOR shall be an independent contractor and CONTRACTOR is not authorized to bind the TOWN to any contracts or other obligations without the express written consent of the TOWN. In executing this Agreement, CONTRACTOR certifies that no one who has or will have any financial interest under this Agreement is an officer or employee of TOWN. e. CHANGES. This Agreement shall not be assigned or transferred without advance written consent of the TOWN; No changes or variations of any kind are authorized without the written consent of the City Manager. This Agreement may only be amended by a written instrument signed by both parties. f. TERMINATION. This Agreement may be terminated by TOWN upon seven (7) days written notice to CONTRACTOR. Monies owed for work satisfactorily completed shall be paid to CONTRACTOR within 14 days of termination. g. RECORDS. All reports, data, maps, models, charts, studies, surveys, calculations, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that are prepared or obtained pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the TOWN. CONTRACTOR hereby agrees to deliver those documents to the TOWN at any time upon demand of the TOWN. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for the TOWN and are not necessarily suitable for any future or other use. Failure by CONTRACTOR to deliver these documents to the TOWN within a reasonable time period or as specified by the TOWN shall be a material breach of this Agreement. TOWN and CONTRACTOR agree that until final approval by TOWN, all data, plans, specifications, reports and other documents are preliminary drafts not kept by the TOWN in the ordinary course of business and will not be disclosed to third parties without prior written consent of both parties. All work products submitted to the TOWN pursuant to this Agreement shall be deemed a "work for hire." Upon submission of any work for hire pursuant to this Agreement, and acceptance by the TOWN as complete, non-exclusive title to copyright of said work for hire shall transfer to the TOWN. The compensation recited in Section 4 shall be deemed to be sufficient consideration for said transfer of copyright. CONTRACTOR retains the right to use any project records, documents and materials for marketing of their professional services. Town of twos Altos Hills Page 3 of 4 Shur! form Updalod 4123110 h. ENTIRE AGREEMENT. This Agreement represents the entire agreement between the Parties. Any ambiguities or disputed terms between this Agreement and any attached Exhibits shall be interpreted according to the language in this Agreement and not the Exhibits. 6. INVOICING. Send all invoices to the contract coordinator at the address below. This Agreement shall become effective upon its approval and execution by TOWN. In witness whereof, the parties have executed this Agreement the day and year first written above. CONTRACT COORDINATOR and representative for TOWN: CONTRACTOR: Tina Tseng Interim City Engineer Town of Los Altos Hills By: 26379 Fremont Road Signatur Date Los Altos Hills, CA 94022 z"4 Print n me, Title TOWN OF LOS ALTOS HILLS: By: Carl Cahill, City Manager Date Town of Los Altos Hills Page 4 of 4 Short form Updated 4123110 nc, Eisenberg, 011vieri & Associates Environmental and Public Health [ nginenring September 9, 2016 John Chau Town of Los Altos Hills 26379 Fremont Road Los Altos Hills, CA 94022 Subject: Letter Proposal to Assist the Town of Los Altos Hills with Third Party Review of the Ko Subdivision Improvement Plans for Compliance with Provision C.3 of the Town's Stormwater NPDES Permit (New and Redevelopment Requirements) Dear Mr. Chau: Per your request, this letter transmits our proposal to assist the Town of Los Altos Hills with third party review of improvement plans related to stormwater site design, treatment, and hydromodification management measures proposed for the Ko Subdivision project at 28030 Natoma Road, Los Altos Hills, for compliance with the Municipal Regional Permit (MRP) Provision 0.3, New Development and Redevelopment. MRP Provision C.3.f allows the Town to have a third party conduct the C,3 reviews of regulated projects as part of the Town's development application review process. The third party reviewer must be a Civil Engineer or Licensed Architect registered in the State of California, and meet certain minimum training requirements. I am a registered Civil Engineer in the State of California and I will perform or oversee performance of the third party review conducted by EOA staff. I and my staff have the required training and can provide documentation of that training if requested. Scope of Work EOA will assist the Town to perform a regulatory review of the proposed subdivision project submittals to determine the requirements for the development project relative to current requirements of MRP Provision C,3., and whether the project submittals demonstrate compliance with these requirements as we understand them. The review will include the adequacy of proposed site design, source control, treatment, and hydromodif!cation control measures; design criteria and sizing calculations; and design details for the control measures, up to the designated budget. EOA has already performed a review of the conceptual Stormwater Control Plan prepared with the Tentative Map showing the general layout and surface area required for the stormwater controls and proposed approach to meeting the C.3 requirements. The review covered by this scope of work will be a review of the final, detailed Stormwater Control Plan that is coordinated with the Subdivision Improvement Plan and provides final sizing calculations and design details. The results of the regulatory review will be documented in a memorandum to the Town, including conclusions regarding C.3 compliance and recommendations for further action by the Town. The scope of work also includes up to two meetings with the Town and/or project applicant or engineer, Work will be performed at the direction of Town staff, and all communication with the project applicant will go through Town staff. [OA, Inc, , 111 West Fvelyn Ave., Suite 110 • SUnnnyvale, CA 94086 • Tel: (408) 720-8811 • Fax: (408) 720-8812 Mr. John Chau September 9, 2016 Page 2 Assigned Personnel The project manager and lead staff on the project will be Jill Bicknell, P. E,, Managing Engineer III for EOA. She will be assisted by Vishakha Atre, Senior Engineer II, Courtney Siu, Associate Engineer I, and/or other qualified staff as needed. Both Jill and Vishakha have extensive experience assisting municipalities in the Bay Area with 0.3 compliance, and are responsible for providing the Santa Clara Valley Urban Runoff Pollution Prevention Program with guidance and training on C.3 implementation. Jill, Vishakha and Courtney have performed over 60 C.3 reviews of development projects for the Cities of Santa Clara and Milpitas, and the Town of Los Gatos. Estimated Budget and Schedule Our not -to -exceed budget for completion of the proposed review and up to two meetings with Town staff is $6,000, which includes an allowance for expected expenses in accordance with our rate schedule. Additional reviews and/or participation in additional meetings with the Town and/or project applicant are not included in this scope of work but can be conducted for an additional fee. Our budget assumes that we will be provided with the following information, at a minimum: • Stormwater control plan description and plan sheet; • Plan sheet showing delineation of drainage areas to each treatment/hydromodification measure; • Information on site soil type and/or infiltration rate; • Final C.3 data form; • Civil plan sheets, especially grading and utilities plans; • Landscape plan, if available; • Treatment/hydro modification measure and pervious pavement sizing calculations; • Details for treatment/hydromodification measures and pervious pavement. • Results of BAHM model runs to show compliance with hydromodification management requirements. We would appreciate receipt of hard copy plan sheets If possible. Other information may be provided electronically, Upon receipt of the above information and notice to proceed from the Town, we will provide the Town with a review memorandum within three (3) weeks. Terms and Conditions The work will be conducted on a time -and -materials basis according to the attached EOA 2016 Fee Schedule. The Fee Schedule will be updated at the beginning of each calendar year. EOA will submit invoices to the Town monthly and itemize the fees for each review. Payment shall be net 30 days. It is understood that the Consultant (EOA, Inc.) will act as an independent contractor in furnishing the services or materials and performing the work required, and will not be an agent or employee of the Town of Los Altos Hills (Town). The Consultant will maintain adequate workers compensation, comprehensive general liability and property damage, motor vehicle, and professional liability insurance Each party (Consultant and Town) agrees to hold the other party harmless from any claims, damages, demands or suits arising out of the performance of the work described herein, to the extent such claims result from, arise out of, or are in any manner related to negligent act or omissions by the party, MO Environmental and Public Health Engineering 2016 FEE SCHEDULE The following fee schedule covers personnel rates for EOA, Inc. staff. Our charges are divided into two categories: personnel, and direct expenses. A new foe schedule is issued at the beginning of each year. Charges for all work, except where other arrangements have been made, are based on the new schedule of charges. PERSONNEL Personnel charges are for any technical, clerical or administrative work necessary to perform the project. Work tasks include geologic and environmental consulting, engineering and computer services, regulatory liaison, and report preparation, Personnel rates are as follows: Personnel Category IIourly Rates Principal ........................ ................................ ......... ......................... $255 VP - Operations ...................................... ..........*............................. $248 Managing Engineer/Scientist III ................. $248 Managing Engineer/Scientist II ...................................................... $235 Managing Engineer/Scientist I ....................................................... $224 Senior Engineor/Scientist III — Project Leader ............................... $206 Senior Engineor/Scientist/Planner II ............................................... $188 Senior Engineer/Sciontist/Planner I ................................................ $173 Associate Engineer/Scientist III ..................................................... $164 Associate Engineor/Scientist 11 ....................................................... $155 Associate Engineer/Scientist I ........................................................ $133 Technician...................................................................................... $105 Clerical/Computer Data Entry ........................................................ $74 Charges for professional services are in increments of one quarter-hour. Depositions/legal testimony charged portal-to- portal, at 200% of standard rates, with a four-hour minimum charge. In accordance with California Civil Procedure 2037.7, where applicable, the minimum fee must be paid prior to commencement of testimony. Preparation for court cases is charged on a time -and -materials basis as outlined in this fee schedule. DIRECT EXPENSES Reimbursement for expenses directly related to services provided will be charged at cost plus 10%, Examples of such direct expenses include: • Costs of sub -consultants or subcontractors • Costs of special fees (insurance, permits, etc.) « Costs of long-distance telephone, copying, drafting, blueprints, etc. (EOA copies charged at $0.10 each for B&W, $0.35 each for color. Large format $0.15/sq ft for B&W, $0.50/sq R for color) • Costs of color map production supplies (color ink and large format paper) • Costs or rental of special equipment • Costs of authorized travel outside Bay Area • Automobile mileage directly related to services (at allowable IRS rate, currently $0,575/milo) INVOICES Invoices are prepared and submitted on a monthly basis, as either final or progress billings and are payable upon receipt unless prior arrangements have been made. Interest of 1-1/2% per month, or the maximum rate allowed by law, is payable on accounts not paid within 30 days. EOA, Inc, • 1410 Jackson Street . Oakland, CA 94612 • Tel: (510) 832-2852 • fax: (510) 832-2856 Form WW Request for Taxpayer wive form to the (Rev. Qotober 2007) Identification Number and Certification requester. Do not Departmont of tho Treasury send to the IRS. Intarriel Revenue wervloo Name (as shown on your Income tax return) I;®A) Inc aBusiness name, If different from above ��~T r Check appropriate box: ❑ Indlvidual/Bolo proprietor X Corporation ❑ Partnership m Exat Exempt ❑ ❑ 0 Limited liability company. Enter the tax clasalflcation (D=disrsy&ded entity, C=corporotlon, P -partnership) M ._.____ a ee P > ❑_Other (see Instruotione) io Address (number, street, a dapt• or sulte no.) 5• Requester's name and address (optional) _ (� (C7 aCr7 �k Town of Los Altos Hills a). c City, state, pool ZIP eodg C� �1(,l I1 2s37FremontCrosti Fro � L%a- Q ul r Los Altos Hills, CA 94022 List account number(s) here,(optlonal) KP a or identiflcation Numlac�r IN Enter your TIN in the appropriate box. The TIN provided must match the name given on Line 1 to avoid sooittl soaurity numtror~� backup withholding. For individuals, 11118 Is your social security number (SSN). However, fora resident alien, sole proprietor, or disregarded entity, see the Part I Instructions on pogo 3. For other entities, It is Your employer Identification nurribor (CIN). If you do ndt have a number, see Now to'got 8 TIN on page 3, ar Note. If the account Is in more than one name, see the chart on page 4 for guidelines on whose Employer identifloation umbor number to enter. 9q 1 2 4 7 7 1 q �J Under penalties of perjury, I certify that: 1. The number shown on this form Is my correct taxpayer identification number (or I am waiting for a number to be issued to me), and 2. 1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all Interest or dividends, or (o) the IRS has notified me that I am no longer subject to backup withholding, and 3. 1 am a U,S, citizen or other U.S. person (defined below). Certifiootlon Instructions, You must cross mA Item 2 above if you have boon notified by the IRS that you are currently subject to backup withholding because you have failed to report all Interest and dividends on your tax return. For real estate transactions; Item 2 does not apply, For mortgage Interest paid, acquisltion or abandonment of secured property, cancellation of debt, contributions to an Individual retiroment arrangement (IRA), end generally; paynente other t ian Interest and d dends, you are not required to'elgn the Certification, but yeti must provide your correct TIN. See the instructloris on e 4. yJ Sign 8ignnttim of Hera I LIA, person 0, General Instructions / Section references are to the Inter G I Revenue Code unless otherwise noted. Purpose of Form A.porson who is required to file an Information return with the IRS must obtain your correct taxpayer identlflbation number (TIN) to report, for example, Income paid to.you, real estate transactions, mortgage Interest you paid, acquisition or abandonment of secured property, cancellation of debt, or contributions you made to an IRA. Use Form W-9 only If you are a U.S. person (Including a rosldoni alien), to provide your correct TIN to the person requesting it (the requester) and, when applicable, to: 1, Certify that the TIN you are giving Is correct (or you are waiting for a number to be issued), 2. Certify that you are not subject to backup withholding, or 3. Claim exemption from backup withholding If you are a U.S. exempt payee. If appplicable, you are also certifying that as a U.S, person, your aliocablo share of any partnership Income from a U.S. trade or business Is not subject to the withholding tax on foreign partners' share of effectively connected Income. Noto. If a requester gives you a form other than Form W-9 to request your TIN, you must use the requester's form If it Is substantially similar tc this Form W-9. Cat, No. 10231X Form -g (Rev. 10.2007) Data ► I l' z81 116 Definition of a U.S. person. For federal tax purposes, you are considered a U,S, person It you are: + An Individual who Is a U:S, citizen or U.S, resident alien,. + A partnership, corporation, company, or association created or organized In the United States or undo the laws of the United States, + An estate (.other than "a foreign estate), or + A domestic trust (as defined In Regulations section 301.7701.7), Special rules for partnerships. Partnerships that conduct a trade or business.in the United States are generally required to pay a withholding tax on any foreign partners' share of Income from such business, Further, in certaln cases where a Form W.-9 has not been received, a partnership Is required to presume that a partner Is .a foreign person, and pay the withholding tax. Therefore, If you are a U,s. person that Is a partner In a partnership conducting a trade or business In the United States, provide Form W-9 to the partnorship to establish your U.S. status and avoid withholding on your share of partnership Income, The person who gives Form W-9 to the partnership for purposes of establishing Its U.S, status and avolding withholding on Its allocable share of net income from the partnership conducting a trade or business in the United States Is In the following cases: + Tho U.S, owner of a disregarded 9ntfty and t the entity no