HomeMy WebLinkAboutFehr & Peers (2)AGREEMENT
THIS AGREEMENT Is made and entered into on the J�T day of J -v 2011 by and
between the TOWN OF LOS ALTOS HILLS (hereinafter referred to as "TOWN") and
Fehr & Peers (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:
Perform Field Inspection Services for crosswalks, signs, and
pavement markings at five locations:
1) Elena Road at Black Mountain Path
2) Elena Road at Packard Path
3) Moody Road at Artemas Ginzton Path
4) Moody Road/Elena Road/El Monte Road Intersection
6) Arastradero Road at Stirrup Way
2. EXHIBITS, The following attached exhibits are hereby Incorporated into and made
a part of this Agreement:
Proposal from CONTRACTOR dated June 30, 2011
3. TERMS. The services and/or materials furnished Under this Agreement shall
commence July 6, 2011 and shall be completed by July 6, 2011, unless terminated
pursuant to Section 5ft
4. COMPENSATION, For the full performance of this Agreement:
a. TOWN shall pay CONTRACTOR an amount not to exceed one thousand one
hundred dollars and zero cents ($1,100.00) within thirty (30) days following
receipt of Invoice and completion/delivery of services/goods as detailed In
Sections 1, 2, and 3 of this Agreement and only upon satisfactory
delivery/completion 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,
b. Town shall not reimburse for 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 Page I of 4
Short tomi
Updated 4/23/10
5. GENERAL TERMS AND CONDITIONS,
HOLD HARMLESS, CONTRACTOR agrees to indemnify, defend and hold
harmless the TOWN, Its officers, agents and employees from any and all
demands, claims or liability of personal Injury (including death) 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:
1. WORKERS COMPENSATION INSURANCE: Minimum statutory
limits,
11, 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
prom Ises/operation, all on an occurrence basis. If an aggregate limit
exists, it shall apply separately or be no less than two (2 1 ) times the
occurrence limit,
III. AUTOMOBILE INSURANCE: $1,000,000.00 per occurrence,
iv, ERRORS AND 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 4
Short form
Updated 4123/10
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, nonexclusive 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 Los Altos Hills Page.3 of 4
Sl)ort forin
Updoted 40/10
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:
Richard Chiu
Public Works Director
Town of Los Altos Hills By:
26379 Fremont Road 19nature Date
Los Altos Hills, CA 94022
0/5 e -p -r //. �a'ea-'5 665AJ(04
Print name, Title I
TOWN OF LOS ALTOS HILLS-
IA'N
Car 5h,1111, "City Imager Date
Town of Los Altos Hills
Shorl form Page 4 of 4
UpdaladQMO
June 30, 2011
Mr. John Chou
Town of Los Altos Hills
23370 Fremont Road
Los Altos Hills, CA 94022
Re. Location and Layout Field Work Services for the Los altos Hills Pathway
Crosswalk Evaluations in the Town of Los Altos Mills s✓104216
Dear Mr; Chau:
Fehr & Peers is submitting this budget request for additional services not Included in our original
work scope dated October 21, 2010 regarding the above referenced project. This work will lie
performed as an add-on to the contract agreement between the Town of Los Altos Hills and Fehr
& Peers doted November 2, 2010.
Town staff has requested location and layout field work services for the recommendations
prepared as part of the above referenced project and the Sight Distance Analysis at Stirrup Way
and Arastradero Road project: This request modifies our scope of work to include the additional
tasks, as detailed below.
Perform Field inspection Servicers
We will perform field visit inspection services at five locations,
Black Mountain Path at Elena Road
• Packard Path at Elena Road
a Artemas Ginzton Path at Moody Road
Moody Road/ Elena Road/ EI Monte Road intersection
0 Stirrup Wayl Arastradero Road intersection
The field inspection services will verify that the recommendations in the Los Altos Hllls
Pathway Crosswalk Evaluations memorandum dated December 22, 2010 and the
recommendations in the Sight Distance Analysis — Stirrup Way and Arastradero Road
memorandum dated June 9, 2011 are placed properly in the field. This scope Includes up
to six (6) hours of Associate staff time to perform the field visit inspection services.
The time and materials fee for these additional services shall not exceed $1,100, which includes
all professional and support staff time, as well as direct expenses. Our revised total budget will
increase to $13,805. Please provide us with a contract amendment for these services, if you have
any questions or concerns, please contact us at (408) 278-1700. We look forward to continuing to
work with you on this project.
Sincerely;
FEHR & PEERS
Greg`Rip Jane A. Sierstedt, P.E.
Transportation Engineer Principal
160 West Santa Clara Street, Suite 676, San Jose CA 96113 (408) 278.1700 Fax (408) 278.1717
wmfehrandpeers.com
Formw-9 Request for Taxpayer Give Form to the
(fiev, January 20fl) requester, Do not
1)" ment of the Tiasury Identification Number and Certification send to the IRS,
Infernal Rovenueservloo
Nome (as shown an your income tttx reborn)
Fehr & Pears
name,
Chacfc appropriate box for federal tax
classification (roquirrid)i 0 individual/sola proprietor 0 Oorporation 0 8 Corporation El Partnership TruMstato
Limited liability company, Enter the tax classification (0.0 corporation, $-S corporation, P.partnerallip) 0-
100 Pringle AVerlUe, Suite 600
CA 94596
Enter your TIN in the appropriate box. The TIN provided must match the name given on the 'Nome" line
to avoid backup withholding, For Individuals. this Is your social security number (SSN), However, for a
resident n1lon, sole proprietor, or c1hregarded entity, see the Pail I Instructions on page 3, For outer
entities, It Is your employer Identification number (FIN), It you do not have a number, see How to got a
TW on page 3.
Note, If the account Is In more than one name, see the chart on page 4 for guidelines on whose
number to enter,
name
EJ Fxompt payee
5 1 4
Under penalties of perjury, I certify that:
1, The number shown on this form Ismycorrect 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) (hail 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),
Certification Instructions, You must cross out Itern 2 -above If You have been notified by the IRS that you are currently subject to backup wIlliholding
hocause you have folkid to report all Interest and dividends on your tax return, For real estate transactions, Item 2 does not apply. For mortgage
Interest paid, acquisition or abandonment of secured property, candellatlon of debt, contributions to an individual retirement arlangornolit (IRA), and
generally, payments other than Interest and dividends, you are not required to sign the certification, but you must provide Your correctTIN. See the
Sign Signature of
1-1 ere u's'porsono.
General Instructions
Section references are to the Internal Revenue Code unless otherwise
rioted,
Purpose of Form
A person who Is required to fife an Information return with tile IRS rinuat
obtain your correct taxpayer Identification number (TIN) to report, for
example, Income pall to you, real estate transticillorls, mortgage Interest
you paid, acquisition or abandonment of scoured 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 resident
allen), 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 fora
number to be Issued),
2. Certify that you are not subject to backup withholding, or
3, Claim exemption from backup withholding It you are a UA, exempt
payee, If spplloable, you are also certifying that as a U.S, person, your
allocable share of any partnership Income from a U.S, trade or business
Is not subject to the withholding tax oil foreign partners' share of
effectively connected Income,
Date t� March 2, 2011
Note. It 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
to this Fortin W-9.
Dofinition of a U.S. person. For federal tax purposes, you are
considered a U,S, person If you are:
o An Individual who Is a U,S. citizen or U.S, resident allah,
o A partnership, corporation, company, or association created or
organixed In the United States or under the laws of the United States,
o 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 oil any foreign partners' share of Income from such business,
Further, In certain cases Miere a Forra 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 (lie United
States, provide Form W-9 to the partnership to establish your U,S.
status and avoid withholding on your share of parineirship Income,
Oat, No, 1M IX Form