Loading...
HomeMy WebLinkAboutHexagon Transportation Consultants, Inc. (3) t _ AGREEMENT THIS AGREEMENT is made and entered into on the 2i-fk day of jtily , 2014 by and between the TOWN OF LOS ALTOS HILLS (hereinafter referred to as "TOWN") and Hexagon Transportation Consultants, Inc (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 Study Potential Crosswalk Changes on Fremont Road at Gardner Bullis School 2 EXHIBITS The following attached exhibits are hereby incorporated into and made a part of this Agreement: Proposal from CONTRACTOR dated July 16, 2014 3 TERMS Th9 services and/or materials furnished under this Agreement shall commence 7/V1 �/if and shall be completed by g/ i/i 'f , 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 nine thousand dollars and zero cents ($ 9,000 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 Short form Updated 4/23/10 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 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 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 4/23/10 i I 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 form Updated 4/23/10 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 CONTRA TOR. Richard Chiu Public Works Director i I Town of Los Altos Hills By. Ais 18 ?okii 26379 Fremont Road -ig a ,e Date Los Altos Hills, CA 94022 IS(ctC.IC Pri.41 ch.4 Print name,Title TOWN OF LOS ALTOS HILLS By. eao e, akAt2 11 2011j Carl Cahill,City Manager ate Town of Los Altos Hills Page 4 of 4 srpri ran Updated 4/23/10 HEXAGON TRANSPORTATION CONSULTANTS, INC. July 16, 2014 Mr Richard Chiu Town of Los Altos Hills 26379 Fremont Road Los Altos Hills, CA 94022 Re: Proposal to Study Potential Crosswalk Changes on Fremont Road at Gardner Bullis School Dear Mr Chiu Hexagon Transportation Consultants, Inc. is pleased to submit this proposal to study potential changes to the crosswalk on Fremont Road in front of Gardner Bullis School We understand that the town has received complaints about the crosswalk related to its location and visibility We understand that residents have said that the sun is in their eyes in the morning on eastbound Fremont Road, and that affects their ability to see pedestrians in the crosswalk. Hexagon proposes to study various options for improving the crosswalk. Options include enhancing the existing crosswalk by raising it, adding signage, adding flashing lights, and/or adding a crossing guard Options also include moving the crosswalk to a different location that would have better visibility Hexagon proposes to conduct the following specific tasks 1 Literature Review Hexagon will study state requirements for Safe Routes to School and also will research crosswalk enhancement options 2 Parent Meeting. Hexagon will meet with parents and/or representatives from Gardner Bullis School to discuss their observations of existing problems and ideas for improvements. The Town of Los Altos Hills will arrange the meeting, which should take place on site 3 Analysis of Options. Hexagon will research the available options to enhance or relocate the crosswalk. Our research will include the potential to tie a crossing message into the existing speed feedback signs on Fremont Road For each option, we will present the pluses and minuses and the cost of implementation 4 Report. Hexagon will produce a letter report that describes and illustrates the study process and the improvement options that were considered We will make a recommendation, if appropriate 5 Follow-up Meeting (optional) Hexagon will attend a meeting of the appropriate Town board or commission to present the results of the study The cost for the study will be $7,500 for Tasks 1 through 4 in the scope of work. The cost for optional Task 5 would be $1,500 111 W St.John Street,Suite 850 San Jose, California 95113 phone 408.971.6100 fax 408.971 6102 www hextrans.com Mr Richard Chiu July 16, 2014 Page 2 of 2 We understand that time is of the essence to get the study done before the next school year We are prepared to start immediately upon authorization The total time for the study is dependent on the ability to schedule a site visit with parents The work that Hexagon would conduct will take about three weeks We appreciate your consideration of Hexagon Transportation Consultants for this assignment. If you have any questions please do not hesitate to call Sincerely, HEXAGON TRANSPORTATION CONSULTANTS, INC Gary K. Black President Form Request for Taxpayer Give Form to the (Rev.August 2013) 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) Hexagon Transportation Consultants,Inc. • Business name/disregarded entity name,If different from above csi ar Check appropriate box for federal tai classification: Exemptions(see instructions): ° ❑Individual/sole proprietor 0 C Corporation Q S Corporation ❑ Partnership 0 Trust/estate o F�cempt payee code(if any) i ❑ Umited liability company.Enter the tax classification(C=C corporation,S=S corporation,P=partnership)I" Exemption from FATCA reporting ccode(f any) ❑ Other(see instructlons)► Address(number,street,and apt.or suite no.) Requester's name and address(optional) a 111 West Saint John Street,Suite 850 m City,state,end ZIP code co U) San Jose,CA 95113 List account number(s)here(optional) Pa 'i Taxpayer Identification Number(TIN) Enter your TIN in the appropriate box.The TiN provided must match the name given on the"Name"line Social security number to avoid backup withholding.For Individuals,this is your social security number(SSN).However,for a I 1 I I - resident alien,sole proprietor,or disregarded entity,see the Part I instructions on page 3,For other I - entitles,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 1Ernployer identification number number to enter. 7 7 - 0 4 7 8 6 7 5 P,art.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 ass result of a failure to report all interest or dividends,or(c)the IRS has notified me that lam 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 codes)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 on your tax return.For real estate transactions,Item 2 does not apply.For mortgage interest paid,acquisition or abando ent of secured property,cancellation of debt,contributions to an Individual retirement arrangement(IRA),and generally,payments other than into st and dividends,you are not required to sign the certification,but you must provide your correct TIN.See the instructions on page 3. Sign signature of Here u.s.person D Date► ? f v General Instructions withholding tax on foreign partners'share o efe lively connected Income,and Section references ere to the Internal Raven Code unless otherwise noted. 4.Certify that FATCA code(s)entered on this form(if any)indicating that you ere exempt from the FATCA reporting,Is correct, Future developments.The IRS has created a page on IRS.gov for information Note,if you are a U.S.parson and a requester gives you a form other than Form about Form W-9,at www.irs.govlw9.Information about any future developments W.9 to request your TIN,you must use the requester's form if it Is substantially affecting Form W-9(such es legislation enacted after we release It)will be posted similar to this Form W-9. on that page. Definition of a U.S.person.For federal tax purposes,you are considered a U.S. Purpose of Form person If you are: •A person who Is required to file an information return with the IRS must obtain your individual who is a U S.citizen or U.S.resident alien, correct taxpayer Identification number(TIN)to report,for example,Income paid to •A partnership,corporation,company,or association created or organized in the you,payments made to you In settlement of payment card and third party network United States or under the laws of the United States, transactions,real estate transactions,mortgage interest you paid,acquisition or •An estate(other than a foreign estate),or abandonment of secured property,cancellation of debt,or contributions you made to an IRA ••A domestic trust(as defined In Regulations section 301.7701-7). Use Form W-9 only if you ere a U.S.parson(including a resident alien),to Special rules for partnerships.Partnerships that conduct a trade or business in provide your correct TIN to the person requesting it(the requester)and,when the United States are generally required to pay a withholding tax under section applicable,to: 1446 on any foreign partners'share of effectively connected taxable income from such business.Further,In certain cases where a Form W-9 has not been received. 1.Certify that the TIN you are giving is correct(or you are waiting for a number the rules under section 1446 require a partnership to presume that a partner is a to be Issued), foreign person,and pay the section 1446 withholding tax,Therefore,II you are a 2.Certify that you are not subject to backup withholding,or U.S.parson that is a partner In a partnership conducting a trade or business In the 3.Claim exemption from backup withholding if you are a U.S.exempt payee If United States,provide Form W-9 to the partnership to establish your U.S.status applicable,you are also certifying that as a U.S.person,your allocable share of end avoid section 1446 withholding on your share of partnership income. any partnership income from a U.S.trade or business Is not subject to the Cat.No.10231X Form W-9(Rev.8-2013)