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HomeMy WebLinkAboutS. P. McClenahan Co., Inc. (3)AGREEMENT THIS AGREEMENT is made and entered into on the Pf day of Oc-taie-e' , 2015 by and between the TOWN OF LOS ALTOS HILLS (hereinafter referred to as "TOWN") and S.P. McClenahan Co., 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: Tree care service for Westwind Barn, Town Hall, and Edith Park. 2. EXHIBITS. The following attached exhibits are hereby incorporated into and made a part of this Agreement: Proposal from CONTRACTOR dated September 24, 2015 3. TERMS. The services and/or materials furnished under this Agreement shall commence /o and shall be completed by 4-11- /6 , 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 five thousand seven hundred and ninety dollars and zero cents ($5,790) 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: 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 4123110 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 4/23110 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 26379 Fremont Road si ature bate Los Altos Hills, CA 94022 Josh"-.-, McC (eYra-AC-n � C� Print name, Title TOWN OF LOS ALTOS HILLS: By: Carl Cahill, ity Ma ager ate Town of Los Altos Hills Page 4 of 4 short form Updated 4123110 James M. McClenahan A005h Gary F Armstrong John H, McClenahan . Miguel A. Berumen Joshua T, McClenahan Juan Larios S.P. MCCLENAHAN A"OArcvLTMUSTS st,44911 Contractors Lic, #651349 1 Arastradero Road, Portola Valley, CA 94028-8012 Telephone (650) 326-8781. Fax (650) 854-1267 www.spmcclenahan.com Town of Los Altos Hills Tree Care Proposal September 24, 2015 S.P. McClenahan Co., Inc,'s September 2015 Tree Care Proposal for the Town of Los Altos Hills is respectfully submitted to Mr, Richard Chiu for review on September 24, 2015. S,P, McClenahan Co., Inc. was tasked with a review of three sites to determine budget recommendations for the care and maintenance of trees As a result of this study, we identified the following summary of sites yielding a total recommended budget of $5,790. 1 have included Kevin Kielty's spreadsheet with the figures requested for pruning, removal, and fertilization. Please reference the spreadsheet for pricing If the Town elects to differ from our recommendations provided in this proposal. 2015 Tree Care Budget Recommendations Enclosed with this proposal is the spreadsheet with pricing broken down for individual trees and comments for trees previously removed. Our budget includes pricing for Priority 1 and 2 trees only, Summary per site included below: Site Pruning Budget Removal Budget Fertilization Budget Total Westwind Barn $225 $1,200 $150 $1,575 Town Hall $865 $0 $2,485 $3,350 Edith Park $390 $0 $475 $865 Totai . $1,480' .'•, ;: $1r20p� 3,110''.' ;'. a5,79U. „' Westwind Barn Notes: After reviewing the Westwind Barn site, I recommend the removal of the alder #19 due to poor vigor, crown rot, and poor condition rating, The above summary includes the removal of alder #19 at Westwind barn, I could not locate oak tree #37, Given the size description and work specification the pruning would be a approximately an additional $100 if desired, Total site budget: $1,575 Town Hall Notes: Vigor seems to continue to Improve for cypress #56 and #57, so our recommendation Is to retain and fertilize, Olive # 43 is listed as priority 1, but with no work specifications. We will thin approximately 15%, Total site budget: $3,350 Edith Park Notes: Total site budge for priority 1 and 2 trees: $865 Areas of concern which must be addressed if we are selected at the tree care provider fort his project: o Must have clear access to trees with trucks and equipment; we would communicate with the Town in advance of all work to ensure appropriate dates/times are selected, Tree pruning at Town Hall would most likely be on a Saturday and the fertilization during a prearranged Monday -Friday date. o Must have access to horse corrals, which would include moving horses to alternate locations for a maximum of one day. On behalf of all of us at S.P. McClenahan Co., Inc,, we would like to express our gratitude to the Town of Los Altos Hills for your trust in our professional decision making, arboricultural work practices, and administrative execution. We are excited about the opportunity to partner with the Town of Los Altos Hills for this project as well as future endeavors. Should you have any questions regarding the following proposal, please contact our office at any time, Respectfully Submitted By: Joshua T. McClenahan, M.S., CSP, CTSP Chief Operating Officer ISA Certified Arborist WE -9593A Tree Risk Assessment Qualified Acceptance of Contract If you have any special instructions please feel free to note them below, emal0oshuo@spmcc1enahan.co or contact us at (650) 326-8781. By signing and returning the enclosed letter, you agree to the terms, conditions, and work specifications. Comments: Authorized By: Authorized By: Print Name, Tree Owner Signature Date: Form W'9 Request for Taxpayer Give form to the (Rev, October 2007) Identification Number and Certification requester. Do not Department of the Treasury Interred iievenue service ' send to the IRS. 0 Name (as shown on your Income tax return) M c C /t-7) r-- k C-^ �, /h m �5P c.. Business name, 0 different from above oChock appropriate box; ❑ Individual/sole proprietor K Corporation ❑ Partnership _ T ❑ Limited lability company, Enter the tax classification (D -disregarded entity, O=corporation, P -partnership) t~ ,...___ Exempt ❑ P�Y� t5 EJOther (see insinxtiens) r C Address (number, street, and apt, orsuRe Requester's home and address (opdonaq i A S /'���" Town of Los Altos Hills 26379 AosHils,, A nC9Y Cit state, and ZiP code � 4022 A I ust acooum numbers) here (opttonail Biter your TIN in the appropriate box. The TIN provided must match the name.given on Une 1 to avoid Social aew,rity number backup withholding. For Individuals, this is your social security number (t3SN), However, for a resident I alien, sale proprietor, or disregarded entity, see the Pan I Instructions o1 page 3, For other entities, it is Your employer identification number (EIN). If you do not have a number, sesHow to get a TIN on page 3. or Note. If the account Is In more than one name, see the chart on page 4 for guidelines on whose Employer IdorrUfiotMoh number number to enter. Under penalties of perjury, I certify that, 1, The number shown on this form Is'my correct taxpayer Identification number (or I am wafting for a number to be issued to me), and: 2. 1 am not subject to backup withholding because'. (a) I ani exempt from backup withholding,, or (b) I .have not been notified by, the intamal 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. 1 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 Ute IRS that you are currently subjectto backup withholding because you .have failed to report all Interest slid. dMdands 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 arrangemetn (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. Sin 9 signature of Hor6 1, U.S. person C r C3.— 2-9- GeneralInstructions Section references are to the Internal Revenue Code unless, otherwise noted. Purpose of Form A person who is required to file an Information return with the IRS must obtain your correct taxpayer Identification number (TIN) to report, for example, Income paid to you, real estate transactions, mortgage Interest you paid, acquisition or abandonment of secured property, cancellation of debt, or contributions you made to an IRA. Use Form W-9 only if you are a U.S, person (Including a resident alien), to provide your correct TIN to the person requesting ft (the requester) and, when applicable, to; 1. Certify that the TIN you are giving is correct (or you are wafting for a number to be Issued), 2, Certify that you are not subject to backup withholding, or 3. Claim exemption from backup withholding if you are a U.S. exempt payee, If applicable, you are also certifying that as a U.S, person, your allocable share of any partnership Income from a U.S. trade or business is not subject to the withholding tax on foreign partners' share of effectively connected Income, 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 substantlally similar to this Form W-9 Definition of a U.S, person. For federal tax purposes, you are considered a U,S. person if you ars: e An individual who Is a U.S, citizen or U.S, resident alien, e A partnership, corporation, company, or association created or organized in the United States or under the laws of the United States, • An estate (other than a foreign estate), or • A domestic trust (as defined In Regulations section 301,7701-7). Speolal rules for partnerships. Partnerships that conduct a trade or business in the United States are generally required to pay a withholding tax on any foreign partners' share of Income from such business, Further, in certain cases where a Form W-9 has not been received, a partnership Is required to presume that a partner is a foreign person, and pay the withholding tax, Therefore, If you are a U.S, person that Is a partner in a partnership conduotldg a trade or business In the United States, provide Form W-9 to the partnership to establish your U.S, status and avoid withholding on your share of partnership Income. The person who gives Form W-9 to the partnership for purposes of establishing Its U.S. status and avoiding withholding on its allooable share of net income from the partnership conducting a trade or business in the United States is In the following cases; • The U.S. owner of a disregarded entity and not the entity, Cat, No. 10231X Form - —(R -V10-2007)