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Home My WebLink AboutO.Nelson & Son (7)AGREEMENT THIS AGREEMENT is made and entered into on the 1671' day of , 2013 by and between the TOWN OF LOS ALTOS HILLS (hereinafter referred to as "TOWN") and O. Nelson & Son (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 drainage improvements and miscellaneous work at Fremont Road and Concepcion Road 2. EXHIBITS. The following attached exhibits are hereby incorporated into and made a part of this Agreement: Proposal from CONTRACTOR dated 3/7/2013 3. TERMS. The services and/or materials furnished under this Agreement shall 2 ��, 3 and shall be completed by 10 / it,l 3' unless terminated commence $/ pursuant to Sectio 5(f). 4. COMPENSATION. For the full performance of this Agreement: a. TOWN shall pay CONTRACTOR an amount not to exceed nine thousand four hundred seventy-five dollars and zero cents ($9,475.00) 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. h 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. `e Town of Los Altos Hills Page 1 of 4 sn«t fon Updated 4/ M0 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: WORKERS COMPENSATION INSURANCE: Minimum statutory limits. 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 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 4123110 h, ENTIRE AGREEMENT, This Agreement represents th entire agreement betuvden the Parties. Any ambiguities or disputed terms be n. this Agreement and any attciched Exhibits shall be Interpreted according to a language in this Agreement and not the Exhibits, 6. II�I.N`G', Send all involoss to the contract. .m6rc innfe r at Toft of Los Alto& H10i Desi 4 of 4 O O. Nelson & Son, Inc. General Engineers (650) 851-3600, Fax (650) 851-5714 Proposal and Contract # 16 DATE: March 7, 2013 TO: Town of Los Altos Hills Attn: Richard Chiu Hereafter "Contractor", telephone (650) 947-2516 fax (650) 941-3160 ; O. Nelson & Son hereafter "Sub -contractor", propose(s) to furnish all materials and perform labor necessary to complete the following: Re: Fremont Rd. at Conception Rd. - Los Altos Hills, CA 1) To provide and install new U-23 Christy box (2x2) with an H-20 traffic rated/bike type grate, at the south/west comer. Then trench 35ft to existing drainage ditch and install a 12' HDPE pipe from box to ditch. Cut hole in granite wall of ditch and patch "all cracks" existing in ditch area. Then backfill pipe and re -build bike path. $ 9,475. This proposal is valid until May 30. 2013 and if accepted on or before that date, work will commence ap- proximately on upon request and will be substantially completed approximately days subject to delays caused by acts of God, stormy weather, uncontrollable labor trouble, or unforeseen contingencies. If any payment is not made when due, Contractor may suspend work on the job until such time as all pay- ments due have been made. A failure to make payment for a period in excess of 30 days from the due date shall be deemed a material breach of this contract. Respectfully Submitted, O. Nelson & Son, By 3345 Tripp Woodside, CA 94062 (65o) 851-3600 office L65o) 851-5714 FAX ACCEPTANCE InC. You are hereby authorized to furnish materials and labor required to complete the work in this Proposal, for which I / We agree to pay the Contract price mentioned in this Proposal, and according to the terms . I / We have read and agree to the provisions contained herein, and in any attachments hereto, which are made part hereof and are described as ------- By. Contractor's State License #A307071 Date - Authorized Signature