HomeMy WebLinkAboutActerra - Bryne Preserve Grant 4r
AGREEMENT ,,//
THIS AGREEMENT is made and entered into on theIAday of Atrr , 2015 by
and between the TOWN OF LOS ALTOS HILLS (hereinafter referred to as "TOWN")
and Acterra (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:
Write a three-year grant application to the Santa Clara
Valley Water District (SCVWD) to augment its stewardship
activities at Byrne Preserve (estimaed amount of $120,000 -
S180,000)
2. EXHIBITS. The following attached exhibits are hereby incorporated into and made
a part of this Agreement:
Proposal from CONTRACTOR dated March 25, 2015 (email)
3. TERMS. The services and/or materials furnished under this Agreement shall
commence 4 -/5-/S and shall be completed by 8/3;.its- , 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 four thousand dollars
and zero cents ($4,000.00) 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 1 of 4
5 GENERAL TERMS AND CONDITIONS.
a. 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:
i. WORKERS COMPENSATION INSURANCE: Minimum statutory
limits
H. 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.
Hi. 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 a
V J
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 Los Altos Hills Page 3 of 4
S han Form
U pidmd 4123/I0
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: litd 15
26379 Fremont Road Signature Date
Los Altos Hills, CA 94022
3 le sei,x4 Vl ae. ce(i4- . h a & b\IA
Print name. Title
TOWN OF LOS ALTOS I.LS:
By: ...: 3 9 Loll
ar Cahill, City anager Date
Town of Los Altos H ils Page 4 of 4
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Ater a lel 50 262 0825
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Acterra
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Acterra Proposal to Write SCVWD Grant 2015
In Fall 2015,Acterra would like to apply for a three-year grant from the Santa Clara Valley Water District
(SCVWD)to augment its stewardship activities at Byrne Preserve (estimated amount of$120,000-
$180,000 over three years).The primary purpose of the grant is to utilize volunteers to restore the highly-
eroded tributary to Moody Creek that flows through the Byrne Preserve grassland below Altamont Road.
The scope of the grant will include:
• Revegetating eroded creek banks with beneficial native plants
• Removing invasive species from creek banks and upland areas
• Engaging volunteers in above-mentioned activities through community workdays and educational
workshops
The grant would augment our Stewardship contract with the Town of Los Altos Hills by enabling us to
significantly expand the linear feet of creek restored at Byrne Preserve, as well as the number of plants
installed and the number of volunteer hours contributed.
In addition,to deepen the proposed grant's impact on the Adobe Creek watershed of which Moody Creek is
a part, we may expand the grant's geographic scope to include an additional target zone at Hidden Villa
where it connects to Byrne Preserve. This agricultural area, located along Adobe Creek,suffers from a
serious yellow starthistle infestation. We are in conversation with Hidden Villa staff about what this kind of
grant collaboration would look like.
Acterra has an excellent track record of securing large multi-year grants from the SCVWD and then
successfully implementing those grants to fulfill project deliverables.Our proposals are consistently top-
ranked by the SCVWD in all grant categories. Examples of recent funded proposals to the SCVWD include:
• Foothills Park Riparian Enhancement Project-$126,300 over three years(2014-2017)
• McClellan Ranch Preserve Meadow Enhancement Project-$164,200 over three years(2014-2017)
• Acterra Lower Peninsula Healthy Creeks Project-$68,600 over two years(2014-2016)
• San Francisquito/4opkins Revegetation Project-$80,000 over three years (2013-2015)
• San Francisquito Watershed Program -$50,000 awarded in 2011
• Adobe Creek Riparian Restoration Project at Redwood Grove-$40,000 awarded in 2011
In addition to our strong track record of securing SCVWD grants,Acterra has secured and delivered on
grants from many other reputable government, foundation, and corporate funders including the US
Department of Fish &Wildlife, the Packard Foundation,Google,and the California Coastal Conservancy.
Acterra would be the lead organization and would handle all grant submission, invoicing, evaluation,and
reporting requirements. For all abovementioned projects, Acterra has been the lead organization and has
partnered with cities to fulfill grant obligations. A contract in the amount of$4,000 would cover the cost of
project scope design, restoration strategy specification, partnership development, preliminary plant palette
selection,grant writing, review, and submission.
W-9 LIr .rl
Farm -9 Request for Taxpayer Give form to the
'rev October 2007) Identification Number and Certification requester. Do not
send to the IRS.
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26319 Fremont Road
Los Altos Hills,CA 94022
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Part TaxpayerIdentrtwabon Number(TIN)
Enter your TIN n the appropriate box rhe TIN provided must rr.alch the name defen an Line t to ve d Social 1Sociel security number
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number to enter. Il
Laid Certification
Under penalties of perjury I sadly That:
I. The number snown on this form is my correct taxpayer iaertiloathon'umber(or I am waiting fora number to be issued to ime).and
2. I am not subject to backup withholding because:(all am exempt from boogie withholding or(b)I have not mese whiled by the Internal
Feverue SeMoe!RS)that I em subject to backup withhold'.ng as a resell of a lallul'e to report all Interest or dividends, or(c)the IRS has
notlteel me that I ern no tomer sL:b ect to backup withholding. and
3. ale a U.S_ciaeen or other U9.person(defined below}_
Certification Instructions.You must cross out Item 2 above if you have been notified by the IRS that you are currently subject to backup
withholding because you have faded to report all interest and dividends on your tax return. For real estate transaotons.item 2 does not apply.
For mortgage Interest pard acecaltion or abandonment of secured properly.cancellation of debt, contributions to an Individual retirement
arrangement)IHA(,and generally,payments cin than Interest and dividends,you are not required to sign the Ceililcation,but you rrust
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ovide your cones;TIN.See the InstrLctiora on page 4.
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General Instructions Definition of a U.S. person. Pm federal tax purposes, you are
Section references are to he Internal Revenue Code unless considered a U S.person II you ere:
emerwise Holed. • An Intl iidual who is a U.S.ctthen at U o.o. esdent alien,
• A partnership,ccwcoratin, company,or associat on created at
Purpose of Form organted In the United States of ander the laws of the United
A person who s required to the an ir:ormation return with the States.
IRS must obtain your erect taxpayer idem(Gallon number TN) • An estate(other than a foreign estate), or
io-epotl,far examp e. income paid to you, reel estate • A domestic trust las defined In Regulations section
transactions, mortgage interest you pair. acquisition or 3019101-0;,
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Special rules for
contributions you mode1 'r IRA. Pto the Partnerships that conduct a
Use Form'J 9 only i you are 0 L S pensive(nclutling a trade or busfnIn the United Statesa generally required to
i alien toprovide your correct TIN to the pay withholding to on any foreign partners'snare of Income
resceneC, tong it I h requester'arid, when Cpolloab e,person from Stich bigre a d,Fa p r inn certain cases where a Form W-9
has not been received,a on.partnership isrequired to presume that
1. Certify Mat the-e you are giving Is correct (w you are a partner is a foreign person,and pay the a ding tax.
we ting toa a number to be issued), Therefore, It you area U.S person that is partner fin a
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foreign panne share ot effecter ly connected income ori its le share of net meant Porn the partnership
Note. I1 a requester gives you a form ether than FW-9 Thorn lC conductingcting a a trade or baseness in the United Stales is in the
request your TIN, you must use the requester's form h h Is following cases
subcantle(1y elm lar to this Form W-9. • The U. owner of a disregarded entity and not the entity,
Sat.air, 10231x i arm W-D Fez IS-2007)
4110
Form W-9 Request for Taxpayer Give Form to the
(Rev.December 2014) Identification Number and Certification requester.Do not
Department of the Treasury send to the IRS.
Internal Revenue Service
I Name(as shown on your income tax return).Name is required on this line;do not leave this line blank.
Acterra-Action for a Healthy Planet
2 Business name/disregarded entity name,if different from above
a 3 Check appropriate box for federal tax classification;check only one of the following seven boxes: • Exemptions(codes apply only to
0 Intl'rviduaVml¢proprietor or S Corporation ❑ Partnership Trust/estate Instructions on or ❑ G Corporation certain entities,not ind Widuals;see
❑
single-member LLC page 3):E up 0 Limited liability company.Enter the tax classification(CC corporation,S=S corporation,P=partnership). Exempt payee code(ii any)
o L Note.For a single-member LLC that is disregarded,do not check LLC:check the appropriate box in the line above for Exemption from FATCA reporting
he tax classification of the single-member owner. code(if any)
n other(see instructions). Non-Profit Organization
Es Address(number,street and apt or suite no) 9 ‘44.4.n rss(opr..nal)wawau.us,
Requester's name and address(optional)
a 3921 East Bayshore Road
m a City,state,and ZIP code
Palo Alto,CA 94303-4303
7 List account number(s)here(optional)
Part I Taxpayer Identification Number(TIN)
Enter your TIN in the appropriate box.The TIN provided must match the name given on line 1 to avoid I Social security number
backup withholding.For individuals,this is generally your social security number(SSN).However,for a
resident alien,sole proprietor,or disregarded entity,see the Part I instructions on page 3.For other
entities,it is your employer identification number(EIN).If you do not have a number,see How to get a
TIN on page 3.
or
Note.If the account is in more than one name,see the instructions for line 1 and the chart on page 4 for Employer Identification number
guidelines on whose number to enter.
2 3 - 7 0 6 4 9 3 7
Lau Certification
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. I 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(c)the IRS has notified me that I am
no longer subject to backup withholding;and
3. I am a U.S.citizen or other U.S.person(defined below);and
4,The FATCA code(s)entered on this form(if any)indicating that I am exempt from FATCA reporting is correct.
Certification instructions.You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding
because you have failed to report all interest and dividends o your tax return.For real estate transactions,item 2 does not apply.For mortgage
interest paid,acquisition or abandonment of secured prope y,cancellation of debt,contributions to an individual retirement arrangement(IRA),and
generally,payments other than interest and dividends,you re not req ed to sign the certification,but you must provide your correct TIN.See the
instructions on page 3.
Sign Signature of
Here u.s.person. Vac( R� Pet Date. Y/0 PIZ of
General Instructions •Form 1098(home mortgage interest),1098-E(student loan interest),1098-T
(tuition)
Section references are to the Internal Revenue Code unless otherwise noted. •Form 1099-C(canceled debt)
Future developments.Information about developments affecting Form W-9(such •Form 1099-A(acquisitron or abandonment of secured property)
as legislation enacted after we release it)is at www.irsgou//w9.
Purpose of Form Use Form W-9 only if you are a U.S.person(including a resident alien),to
rPprovide your correct TIN.
An individual or entry(Form W-9 requester)who is required to file an information It you do not return Form W-9 to the requester with a TIN,you might be subject
return with the IRS must obtain your correct taxpayer identification number(TIN) to backup withholding.See what is backup withholding?on page 2.
which may be your social security number(SSN),individual taxpayer identification By signing the filled-out form,you:
number(ITN).adoption taxpayer identification number(ATIN),or employer
1.Certify that the TIN you are giving is correct(or you are waking for a number
identification number(EIN),to report on an information return the amount paid to to be issued),
you,or other amount reportable on an information return.Examples of information
returns include,but are not imited to,the following: 2.certify that you are not subject to backup withholding,or
•Form 1099-INT(interest earned or paid) 3.Claim exemption from backup withholding if you are a U.S.exempt payee.If
•Form 1099-DIV(dividens,including those from stocks or mutual funds) applicable,you are also Certifying that as a U.S.person,your allocable share of
he
•Form 1099-MISC(various types of income,pines,awards,or gross proceeds) wianthholding taxx on feeignmaUS'trade or effectiveicons not ectid inc me
partners'share of business
i any)
and
•Form 1099-e(stock or mutual fund sales and certain other transactions by 4.Certify that FATGA code(s)entered on this form(if any)indicating that you are
pinkeye) exempt from the FATCA reporting,is correct.See What is FATCA reporting?on
•Form 1099-S(proceeds from real estate transactions) page 2 for further information.
•Form 1099-K(merchant card and third party network transactions)
Cat.No.10231)( Form W-9(Rev.12-2014)
Form W-9 Request for Taxpayer Give Form to the
(Rev.December 20t1) Identification Number and Certification requester.Do not
Department of the Treasury send to the IRS.
Internal Revenue Service
Name as shown on your income tax return) •
oj Business name/disregarded entity name,if different from above
re
a Check appropriate box for federal tax classification:
❑ Individual/sole proprietor ❑ C Corporation ❑ S Corporation ❑ Partnership ❑ Trust/estate
go `o
S El limited liability company.Enter Oe tax classification(CAC corporation,S=S corporation,Pepadnership)* ❑Exempt payee
a. ❑ Other(see instructions)*
!.= Address(number,street,and apt.or suite no) Requester's name and address(optional)
e, City,state,and ZIP code
co
List account number(s)here(optional
WU Taxpayer Identification Number(TIN)
Enter your TIN in the appropriate box The TIN provided must match the name given on the"Name"line I Social security number
to avoid backup withholding.For individuals,this Is your social security number(SSN).However,for a
resident alien,sole proprietor,or disregarded entity,see the Part I Instructions on page 3.For other _ -
entities,It Is your employer identification number(EIN).If you do not have a number,see How to get a
TIN on page 3.
Note.If the account Is in more than one name,see the chart on page 4 for guidelines on whose Employer identification number
number to enter.
Part II Certification
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. I 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(c)the IRS has notified me that I am
no longer subject to backup withholding,and
3. I am a U.S.citizen or other U.S.person(defined below).
Certification instructions.You must cross out item 2 above If you have been 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,acquisition or abandonment of secured property,cancellation of debt,contributions to an individual retirement arrangement(IRA),and
generally,payments other than interest and dividends,you are not required to sign the certification,but you must provide your correct TIN.See the
instructions on page 4.
Sign Signature of
Here us.person*
Dale*
General Instructions Note.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
Section references are to the Internal Revenue Code unless otherwise to this Form W-9.
noted.
Definition of a U.S.person.For federal tax purposes,you are
Purpose of Form considered a U.S.person It you are:
A person who is required to file an Information return with the IRS must •An individual who is a U.S.citizen or U.S.resident alien,
obtain your correct taxpayer identification number(TIN)to report,for •A partnership,corporation,company,or association created or
example,income paid to you,real estate transactions,mortgage Interest organized In the United States or under the laws of the United States,
you paid,acquisition or abandonment of secured property,cancellation •An estate(other than a foreign estate),or
of debt,or contributions you made to an IRA.
Use Form W-9 only if you are a U.S.person(including a resident •A domestic trust(as defined in Regulations section 301.7701-7).
alien),to provide your correct TIN to the person requesting it(the Special rules for partnerships.Partnerships that conduct a trade or
requester)and,when applicable,to: business in the United States are generally required to pay a withholding
1.Certifythat the TINyou are givingis correct(or tax on any foreign partners'share of Income from such business.
you are waiting for a Further,In certain cases where a Form W-9 has not been received,a
number to be issued), partnership Is required to presume that a partner Is a foreign person,
2.Certify that you are not subject to backup withholding,or and pay the withholding tax.Therefore,if you are a U.S.person that is a
3.Claim exemption from backup withholding if you are a U.S.exempt partner in a partnership conducting a trade or business in the United
payee.If applicable,you are also certifying that as a U.S.person,your States,provide Form W-9 to the partnership to establish your U.S.
allocable share of any partnership Income from a U.S.trade or business status and avoid withholding on your share of partnership income.
is not subject to the withholding tax on foreign partners share of
effectively connected income.
Cat.No.10231x Form W-9(Rev.12-2011)