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HomeMy WebLinkAboutLee, Price V AGREEMENT THIS AGREEMENT is made and entered into on the 28th day of August, 2018 by and between the TOWN OF LOS ALTOS HILLS (hereinafter referred to as "TOWN") and Lee Price, MMC (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: See attached proposal 2. EXHIBITS. The following attached exhibits are hereby incorporated into and made a part of this Agreement: Proposal from CONTRACTOR dated August 9, 2018 3. TERMS. The services and/or materials furnished under this Agreement shall commence October 3, 2018 and shall be completed by October 3, 2018, 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 eight hundred dollars and no cents ($800.00) 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 Short form Opdated 4/23110 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. • . , . . . . . , _ injury, broad form perconal damage, contractual and oe . Hi. AUTOMOBILE INSURANCE: $1,000,000.00 per occurrence. . . . _ a , . . , , - - - - - -. - . ,... ... .. . .. .. . . 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 mm, Updated 4/23/10 fd 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 Short torn Updated mzWto 4.0 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: Deborah Town of Losos Altos Altos Hills By: 4 VniOp 26379 Fremont Road Signa um Date Los Altos Hills, CA 94022 ,�ee rrce , Print name,Title TOWN rO/F�LOS ALTOS)HILLLL/SS:://,�� ,,/ By: \ , , x/27J1R Carl Cahill, City Manager Date Town of Los Alias Hills Page 5 of 4 shod tom, Updated 4123/10 4 INS LEE PRICE, MMC 1415 MORRO STREET#5 SAN LUIS OBISPO, CA 93(805) 801-0414 flprice@gmail.com August 9, 2018 Deborah Padovan, MMC City Clerk Town of Los Altos Hills 26379 Fremont Road Los Altos Hills,CA 94022 Dear Deborah, Thank you for the opportunity to provide you with a proposal for conducting an evening workshop on how to effectively manage advisory body meetings for the Town of Los Altos Hills. I anticipate the workshop to begin at 6:00 p.m.and conclude by 9:00 p.m. Topics to be covered will include: • An overview of the role of the Council, Boards/Commissions and Staff; and • A summary of meeting agenda notice requirements and pointers regarding minutes and recordings;and • Tips for chairs and vice chairs on effective meeting management, including running a fair, open and transparent meeting in compliance with the Ralph M. Brown Act and Rosenberg's Rules of Order; how to ensure public participation and due process;as well as how to manage controversy. My fee for facilitating the workshop is$500 and I am requesting that the City host me for one night in a hotel of its choice,or reimburse me for costs not to exceed$300. I am also requesting that the City provide the meeting space,audio visual equipment to support training visual aids and copies of handouts which I will provide in advance. I would also appreciate any guidance from you or your City Attorney on how I can prepare this session to uniquely address issues and interests of your advisory bodies in the Town of Los Altos Hills. Please let me know if you have any questions. Thanks again for allowing me the chance to come to your Town and work with C youur vvolunteers. Sincere Lee is MMC Attachments: Resume,Bio and W9 V Form W-9 Request for Taxpayer Give Form to the (Rev.November 2017) Identification Number and Certification requester.Do not Department or the Treasury send to the IRS. Intamel Revenue Service IF Go to www.irs.gov/FwmW9 for Instructions and the latest information. I Name(as shown on your Income tax return).Name Is required on tele Ione:do not leave this fine blank FLORA LEE PRICE 2 Business name/disregarded entity name.If different from above LEE PRICE,MMC 3 Check appropriate box for federal tax classification of the person whose name is entered on litre 1.Chock only one of the 4 Exemptions(codes apply only to g1throwing seven boxes. certain somas,not hndMduss;see instructions on Page OC ma Individual/sole proprietor or 0 c Co.paon 0 S Corporation 0 Partnership 0 Trust/estate 3k qpg single-member LLC Exempt payee code(e any) F 11 Unified liability company.Enter the tax classification(C--C corporation,9=5 corporation,P=Partnaship)F 6 2 Nota Check the appropiatee box F the line above for the tux classification of the single-member owner Do not check Exemption from FATCA reporting LLC if e Lit is classIfied es a e-member Li_C that is s er of LLC is LE mother LLC that is not disregardedlhwn the owner for U.S.disregarded ef�al tax purposes.0thmwlse, the -member LLC that �B wi Eis disregarded from the owner should check to appropriate box la the tax classification of its owner. ICI Mariam instryw w ¢rwa• ctions) rowtoremetre aauus/ 5 Address(number,street,and apt.or suite no.)See instructions. Requester's none and address(optional) X 1415 MORRO STREET,APT 35 e City,state,and ZIP code SAN LUIS OBISPO,CA 93401 7 List account number(s)here(optimal) 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 Social acuity number backup withholding.For indMduals,this is generally your social security number(SSN).However,for a resident alien,sole proprietor,or disregarded entity,see the Instructions for Part I,later.For other 5 6 2 — 0 2 — 3 1 4 0 entitles,it is your employer identification number(RN).If you do not have a number,see How to get a TIN,later. or Note:If the account is in more than one name.see the instructions for line 1.Also see What Name and emeloyerldenaficatlori number Number To Give the Requester for guidelines on whose number to enter. 1w Certification Under penalties of perjury.I certify that: 1.The number shown on this form is my correct taxpayer identification number(or I am wailing for a number to be issued to me);and 2.I am not subject to backup withholding because:(a)I em exempt horn backup withholding,or(b)I have not been notified by the Internal Revenue Service(RS)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 3.1 em a U.S.citizen or other U.S.person(defined below);and 4.The FATCA code(s)entered on this form(If any)India -; • I am exempt from FATCA reporting is correct. Certification Instructions.You must cross out item 2•••ve it • have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and d •s on • r tax r-• m.For real estate transaction.Item 2 does not apply.For mortgage(Merest paid, acquisition orabandonmeM of red o•• ,,canc ation • debt,contributions to an individual retirement arrangement(IRAs,and generally,payments other than interest and dividends, •u• -•ul •• •• -'. the certification,but you must provide your correct TIN.See the instructions for Pert II,later. Sign el k Here urson ` Date le General Instructions •Form 1099-DIV(dividends,including those from stocks or mutual funds) Section references are to the Internal Revenue Code unless otherwise •Form 1099-MISC(various types of Income,prizes,awards,or gross noted. proceeds) Future developments.For the latest information about developments •Form 1099-B(stock or mutual fund sales and certain other related to Form W-9 and its Instructions,such as legislation enacted transactions by brokers) after they were published,go to www.bs.gov/FonnW9. •Form 1099-S(proceeds from real estate transactions) Purpose of Form •Form 1099-K(merchant card and third party network transactions) An individual or entity(Form W-9 requester)who Is required to file an •Form 1098(home mortgage interest),1098-E(student loan interest). information return with the IRS must obtain your correct taxpayer 1098-T(tuition) identification number(TIN)which may be your social security number •Form 1099-0(canceled debt) (SSW individual taxpayer Identification number(MN),adoption •Form 1099-A(acquisition or abandonment of secured property) taxpayer Identification number(ATIN).or employer identification number (EIN),to report on an infamalion return the amount paid to you,or other Use Form W-9 only tt you are a U.S.person(Including a resident amount reportable on an information return.Examples of Information alien),to provide your correct TIN. rearms include.but are not limited to,the fo0owing. It you do not return Form W-9 to the requester with a TIN,you might •Form 1099-INT(Interest earned or paid) be subject to backup withholding.See What is backup withholding. later. Cat No.10231X Form W-9(Rev.11-2017) AVEHICLE OR EQUIPMENT CERTIFICATE OF INSURANCE 03/01/2018 DOR THS CERTIFICATE IS ISSUED AS A MATTER OF IPIOWJIATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIRCATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND. EXTEND OR ALTER THE COVERAGE AFFORDED BY TRE POLICIES BROW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN TIE ISSUNG INSURE/5SL AUTHORIZED R@RFSEETATIVE OR PRODUCER. AND TIE CERTIFICATE HOLDER. TN.form N wed to report coverers provided to a single specific veN it or equipment. Do not use this Tenn to report BMNlily coverage provided to multiple vehicles under a single peace. Use ACORD 25 for that;upon. nmlral CONTACT „AmME REINHARDT\WALTER R\INS RHINHAADT\WALTER R\INSIAM Na EMP 559-226-4700 rK.N.1- 559-226-2345 499 W SHAW AVE STE 130 EAuaL FRESNO, CA 93704-2516 PRODUCER WSTORMID I: INSURERISI APFORONG COVERAGE NNCI INSURED mum:SLVESPB CGNncT L ZNsuu`xa cvwxr 36137 LEE PRICE em.aBa. 1415 MORRO ST APT#5 INSURER C: SAN LUIS OBISPO, CA 93401-4053 INMMA1 o- INSURER E DESCRIPTION OF VEHICLE OR EQUIPMENT YEAR MANE/MANINACIUREN MODEL sow TYRE vaic.E WEITFICATION AMMER 2017 HONDA CIVIC DX PP SHHFX7H72N10402063 SERIAL maim efarnvnw COVERAGES CERTIFICATE NUMBER: REVISION NIA76ER: THIS 15 TO CERTIFY THAT THE POUCYIIES)OF INSURANCE USTED BELOW HAS/HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PENODISI INDICATED. NOTWITHSTANDING ANY REQUIREMENT. TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN.THE INSURANCE AFFORDED BY THE POUCYIIESI DESCRIBED HEREIN IS/ARE SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POUCYIIESI. SIANPOLICY EFFECTIVE POLICY DEMEANOR LTR UMW TYPE OF INSURANCE POLICY NUMBER DATEMAM/YYYYI DATEIiaNDINTYYYI OMITS X I Y CAS UMM5 Y COMBINED SINGLE UMrr 500,000 BODILY INJURY War pawl 9966485042031 11/27/201711/27/2018 BODILY INJURY(Par accident PROPERTY DAMAGE GENERAL UMIIIIY EACH OCCURENCE 1 OCCLMWNCE GENERAL AGGREGATE CLAIMS MADE eMR ton POLICY BFECDVE PoILY EWMINM IIMT810®LA:TINE LTM PAYEE TYPE 0 Ipp' I aJ PCY NUMMI DATEIMIMIM MDOYYYYI DATEMYYYI X VER COLLISION LOSS ❑ACV ❑AGREED AMT S funs 9966485042031 11/2]/201] 11/27/2018 Li O STATEOAMT • 500 DOD X VIM COMP I I VEIN OTC ❑ACV D AGREED AMT f UMT 9966485042031 11/2]/201] 11/27/2018 Li 0 TATDDAMT • 100 DEO PROPERTY 0 ACV 0*own,no 5 UNITBASIC BROAD 0 AC O STATEAMT 5 DO SPECIAL ID REMARKS IIN31ON6 SP RAL COMMONS I ETNA COVMUoOI IMM ACDN 101.AtleeY Ands Sda1M.B non WOO Is wiM'i ADDITIONAL INTEREST CANCELLATION seweiwn or Nr foe...Moir SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CAN:SAA) The MoSlienol inmost bneiked Mow In.Bonn sd d to Ya P4HYd m .d AnNi,by wiry..*rend. BEFORE THE IN AGACCDRAD J DATE WITH TETll THEREOF. PROVIE SIONS. I LL BE — A rvwt INS Ir,abMoe to W wn.Mesal hewn meaed way n SRI J MM,1 MM Amin M wiry nn*esl. YHaDE I BD.EneT MIBEBT: LEASED FINANCED DESCRIPTION 0F TEM ACMMMAL MN= NAME AM ADDRESS Of ADIMNALINMEST ADMTMNIL INSURED n LOSS PAYEE LAW'S LOSS PAYEE LONA TEAR AMBER AUfIMNZED RLMESMTATILE I V 1997-2010 ACORD CORPORATION. All rights reserved. ACORD23120101051 The ACORD name and logo are registered marks of ACORD V V Continuation Declarations TRAVELERS 4.6k PERSONAL LIABILITY UMBRELLA OF SECURITY POLICY Named Insured Your Agency's Name and Address IEE PRICE WALTER R REINHARUT INS 1415 MORRO ST APT 5 499 W SHAN AVE STE 130 SAN LUIS OBISPO CA 93401-4002 FRESNO CA 93704 Your Policy Number: 934339773 311 7 For Policy Service Call: (559) 226-4100 Your Account Number: 934003221 For Claim Service Call: 1-800-cLATM33 Policy Period From: 12-07-17 To: 12-07-18 12:01 A.N. Standard Time Total Premium $ 225.00 Coverage Limit of Liability Premium Personal Liability Umbrella $1,000,000 Per Occurrence $ 225.00 PRIMARY INSURANCE You agree that Insurance providing coverage for the following types of Liability:(1)is in force and will be maintained in force as collectible insurance with limits at least as great as the deductible amounts shown below; les sed or regularly insures 2)insures ll premises owned,leased by all automobiles and recreational or leased a the insured;an,or d(4)insures all watercraftad owned,leathe sed byured;(3) or leased to the insured. Primary Insurance Deductible Amounts (a) Comprehensive Personal Liability $300,000 Per Occurrence or Homeowners Liability Coverage (b) Automobile Liability $500,000 Per Occurrence. However, if the insured" has in force at the time of loss "primary insurance" with "auto" liability limits of $500,000 per person/5500,000 per occurrence "bodily injury" and $100,000 "property damage" liability, then the deductible amount applicable to "auto" liability shall be such limits. (c) Owned Recreational Vehicles $300,000 Per Occurrence. However, if the Liability "insured" has in force at the time of loss "primary insurance" with "recreational vehicle" If not covered under (a) above liability limits of $250,000 per person/$500,000 per occurrence "bodily injury" and $50,000 "property damage" liability, then the deductible amount applicable to "recreational vehicle" liability shall be such limits. (d) Watercraft Liability $300,000 Per Occurrence If not covered under (a) above (e) Business Pursuits $300,000 Per Occurrence (f) Business Property $300,000 Per Occurrence (g) Loss Assessment $25,000 Per occurrence Continued on neat page Insured Copy Page 1 of 3 PL100052.1' 47610101204 003e3ro004A nneMMO 8“11 ImIBnl 600 000 PERSONAL LIABILITY UMBRELLA OF SECURITY POLICY Rating Information No. Premiums Basic Premium - Includes One Auto and Primary Residence $ 145.00 Additional Autos 03 $ 120.00 Miscellaneous Exposures (* see below) Travelers Companion Policy Credit(s) $ 40.00 High Risk Exposure Subtotal Premium for $1,000,000 Limit $ 225.00 Increased Limit Factor Subtotal Preaium $ 225.00 Total Premum $ 225.00 * Miscellaneous Exposures Included: Additional Residences N mental Units N Pools N Recreational Vehicles N Business Pursuits M Farming N Watercraft N Incidental Occupancy N Policy Forms and Endorsements PLUS P1 (03-99) Personal Liability Umbrella of Security Policy PLUS 01 CA (11-15) Special Provisions - California Your Insurer: The Standard Fire Insurance company One of The Travelers Property Casualty companies One Tower Square, Hartford, CT 06183 For Your Information For information about bow Travelers compensates independent agents and brokers, please visit www.Travelers.com or call our toll free telephone number 1-866-904-8348. You may also request a written copy free Marketing at One Tower Square, 2GSA, Hartford, Connecticut 06183. Continued on next page Page 2 of 3 PLn0005241 426/0101204 4 +r� LEE PRICE, MMC 1415 MORRO STREET, #5 SAN LUIS OBISPO, CA 93401 (805) 801-0414 August 27, 2018 Deborah Padovan, MMC City Clerk Town of Los Altos Hills 26379 Fremont Road Los Altos Hills, CA 84022 Dear Deborah, Thank you for the opportunity to provide the Town of Los Gatos with training for members of the Town's Boards and Commissions. As you know, I am a retired city clerk and serve as an independent consultant. I am requesting a waiver of Workers Compensation and General Liability Insurance. I have an umbrella liability insurance policy and business use automobile insurance that I believe fully meets the requirements of the City and adequately protects us both. I have attached proof of coverage. As a self-employed individual with no employees, I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I certify that I am in compliance with such provisions of that code to the extent that such provisions are applicable to my situation. I have successfully negotiated agreements with similar waivers with the cities of Santa Cruz, Santa Barbara, Fremont, East Palo Alto, Arvin, Carmel-by-the-Sea, Tracy, San Luis Obispo and Santa Cruz. I hope that the Town of Los Altos Hills will also agree to the waivers requested. Ink you for your consideration. i Sire! , id/ Lece, MMCF Attachments: Proofs of Insurance/Policies