The URL can be used to link to this page

Home My WebLink AboutThomas Klope Associate AGREEMENT THIS AGREEMENT is made and entered into on the 3rd day of August,2018 by and between the TOWN OF LOS ALTOS HILLS (hereinafter referred to as "TOWN") and Thomas Klope 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 Contractor shall provide_services.as outlined in Exhibit"A." 2. EXHIBITS. The following attached exhibits are hereby into and madea part of this Agreement. Proposal from CONTRACTOR as described in Exhibit"A" 3. TERMS. The services and/or materials furnished under this Agreement shall commence during the month of August 20188-and shall be completed by October 31, 2018 unless terminated pursuant to Section 5(f) or otherwise agreed upon pursuant to section 5(e) 4 COMPENSATION 'For the full performance of this Agreement: a: TOWN shall pay CONTRACTOR an amount not to exceed four thousand,eight hundred and eighty-three dollars ($4,883.00) within thirty (30) days .following -completion/delivery of services/goods as detailed in Sections 1, 2, and 3 of this Agreement and .only upon satisfactory`delivery/completion of.goods/services in a manner consistent with professional/industry standards for the area in which CONTRACTOR operates. TOWN is not responsible for paying for any work done by CONTRACTOR or any subcontractor above and beyond the not to exceed amount. b. Town shall not reimburse for any of CONTRACTOR's costs or expenses to deliver any services/goods. Town shall not be responsible For any interest or late charges on any payments from Town to CONTRACTOR. c. CONTRACTOR is responsible for monitoring its own forces/employees/agents/ subcontractors to ensure delivery of goods/services within the terms of this .Agreement. TOWN will not accept or compensate CONTRACTOR for incomplete goods/services. Town of-Los Altos Hills • 5 GENERAL TERMS AND CONDITIONS. a. HOLD. HARMLESS. CONTRACTOR agrees to indemnify,&fend and hold harmless the TOWN,its officers,agents and employees from any and all - : , -; liability of personal injury(including death) and property damage Of any nature,caused bye Or:sing.mit of the performance olCONTRACTOR under this 'AgreeMent. Witirregard- - v . 6.4 "' • - : , tv •,v • p „ enc141-rci- .. -l-rafci-h-errrnfess. - ' , v. ficersrz ' 0 I • 1 It- -d-eman-drsi-daim-is,or-Lia4i4-4-44-any-nat4r-e-tfa-t4*,,ex-t • • - performance of CONTRACTOR under This.Agreement. b. INSURANCE. CONTRACTOR shall file with the TOWN.a certificate of insu.rancebefore commencing:any services under this Agreement as follows WO-RH.<15-R-S-GQ-M-RENSATION-144-$U-RANCE: Mi ii COMMERCIAL GENERAL LIABILITY AND PROPERTY DAMAGE INSURANCE: General Liability and Property Damage Combined. $1,000,000 00 per occurrence including commercial form, personal injury,broad.fornt personal damage,contractual andpremises/operation, all on an. Occurrence basis. If an aggregate limit exists, it shall apply separately or be no lessthan two (2) times the occurrence limit. iii. NOTICE OFCANCELLATION The City requires 30 Oys,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." iv 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 to the general and auto liability policies. v To prevent delay and ensure compliance with this Agreement, the insurance certificates and endorsements must be submitted to- Town of Los Altos Hills -Contracts 26379 Fremont Road Los Altos Hills, CA 94022 c. NON-DISCRIMINATION No discrimination shall bp made in the employment of persons under this Agreement because of the race, color, national origin, age, ancestry, religion or sex of such person. Town of Los Altos Hills d. INTEREST OPCONTRACTOR. It is understood and agreed that.this,Agreement is not a centrad 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 of 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 inaterials, 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 todeliver 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 not1he 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. h. ENTIRE AGREEMENT This Agreement represents the entire agreement between the Parties. Any ambiguitiesor disputed terms between this Agreement and any attached Exhibits shall be interpreted according to the language in this :Agreement and no.t the Exhibits. 6. INVOICING. Send all invoices to the contrac. oo " - 'In the case of use of Contractor's or Contracters subconsultants instruments of service by the town without.ContractoeSdirect Town of Lo .Altos Hills professional involvement.Contractors and Contractor's subconsultants ' names and seals shall be removed from all such documents and Contractor shall not be liabiC to the Town in any manner whatsoever for their This Agreement shall become.effective upon its approval and execution by TOWN In witness whereof, the parties:,have executed this Agreement theday and year first written ?hove: CONTRACT COORDINATOR and representative for TOWN CONTRACTOR, Carl Cahill City Manager / / ",/ cfrOf TOwn.of Los Altos Hills 13y. 26379 FrernOn,t, Road Signature Date Los Altos Hills, CA 94022 ccahillOolosaltoshills.La.9,ov Send Invoices to. Frances Reed, Management Analyst freed,a)losultOshills.ca (650)941,•7222 7,4,)///ff '417" Wg. ref:7 Print nettle,Title TOWN OF LOS ALTOS HILLS. 13y. Carl Cahill,City Manager Date Town of Les Altos Hills `yq"F F ppi C3 M. S k KL QP E LAT L NI)SCAPE S.RC;F§L`TEC_T:S EXHIBIT A Conceptual Landscape/Greenspace Proposal Los Altos Hills Town Hall Los Altos Hills, California July 31, 2018 TASK HOURS Base Sheet.Preparation 3.00 Site Inventory and Documentation 2.00 Design and Drafting 12.00 Design Review Meeting #1 1.50 Design Revisions and Drafting 4.00 Design Review Meeting #2 1.50 Council Presentation Preparation 6.00 Council Presentation 1.50 Total Estimated Hours 31.50 Calculation (average hourly rate at $155.00) $4,882.50 TOTAL ESTIMATED FEE: $4,882.50 5150 EL CA.T`1INO IE:L-BLDG. B,SUITE 20.LOS.ALTOS.CA 94022=T 650,61 IWO s E 65 691.1014•Akzwv,- op .e;nn s CA RLA =„-