HomeMy WebLinkAboutTelstar InstrumentsTHIS AGREEMENT is made and entered into on the 4 f1kday of, Aifiaf' 2014 by
and between the TOWN OF LOS ALTOS HILLS (hereinafter referred to as "TOWN")
and Telstar Instruments (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:
Install MiniCAS mounted on the panel door for the Purissima
Pump Station,
2. EXHIBITS. The following attached exhibits are hereby incorporated into and made
a part of this Agreement:
Proposal from CONTRACTOR dated July 3, 2014
3. TERMS, The services and/or materials furnished under this Agreement shall
commence and shall be completed by 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 two thousand six
hundred thirteen dollars and zero cents ($2,613.00) 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 s.ervices/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. 7y
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 H i I Is
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 -DI SCRIM I NATION. leo 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 fora, 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 hirer,
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:
Richard Chiu
Public Works Director
Town of Los Altos Hills
26379 Fremont Road
Los Altos Hills, CA 94022
Town of Los Altos Hills
snort form
Updated 4/2311 0
Print name, Title
TOWN OF LOS ALTOS HILLS:
By:
tar Cahill, City Man ger D dte
Page 4 of 4
Am 110.0 N
T
INSTRUMENT
C 10 Contractor License #422364
CONTROL SYSTEM INTEGRATION # INSTRUMENTATION SALES & SERVICE
SCADA 9 PLC/HMI 9 Telemetry * Calibration * Maintenance
July 3, 2014
City of Los Altos Hill
Sent via Email: mailto.-rchiuLal osaltoshills,ca.,90V
Attn: Richard Chiu
Subj: Los Altos Hills Purissima Pump Station MiniCAS Installation
Ref: SR 26363
Dear, Fj chard,
Telstar is pleased to provide a quote on the above referenced project, We are proposing to perform the
following:
I Install two (2) each MirdCAS alarm modules for the wet well Pump #1 and wet well pump #2
(one for each pump), The MiniCAS to be provided by others. The sockets for the MiniCAS to be
provided by Telstar,
2., Provide and install control relays to complete the high temperature alarm, leak alarm, and
interlock circuit for the pump protection.
3. Option I: the MiniCAS to be mounted on the back panel.
4. Option 2. the MiniCAS to be mounted on the panel door.
The total cost for this project as outlined for Option 1
The total cost for this project as outlined for Option 2 is..... owfoo0ow 0009 ****got $2,613,00
Terms and Conditions-, This quote is valid for thirty days, This quote is based on information provided to Telstar and may or
may not be correct or complete, Please review this proposal for compliance with the complete and final specifications and
drawings before acceptance, Our terms are due and payable 30 days from date of invoice, Payments must be made on a
minimum of a monthly basis, If payment is not received by the 30th day, a.05% daily service charge (18-3/4% per annum) will
be charged on all accounts past due. Attorney's fees, court costs and costs of collection will be paid to prevailing party. Permits
and bonding are excluded unless otherwise noted herein, Our standard insurance applies unless agreed to hi writing by Telstar,
We accept no responsibility for consequential damages and our standard warranty applies. Please reference the above stated
quote number in all correspondence and purchase orders. Unless otherwise noted, this quote is based on standard straight time
hours and does not include any prevailing wage rates unless agreed in writing by Telstar. Vehicle expense will be in addition to
the price quote, unless specifically excluded within the body of this quote, The price quoted herein is for the labor and materials
specifically listed within the body of this quote. Service calls carry a 4 -hour minimum per person, Cancellation charges apply
including engineering, labor, materials, quote and estimating time, markup, % of profit, return goods fees, etc, at the time of
written cancellation notice to Telstar.
If you have any questions, please do not hesitate to contact me at 925-671-2888.
Sincerely,
Hung Fok
Control Systems Engineer and Programmer
KAS HAREQUOTES \Customer Name G -L 09-current\Los Altos Hills 26363 PUrissime Pump Station MiniCAS Installation 070314mh,doe
4212 North Freeway Blvd, Unit 4 * Sacramento, CA 95834 * 916-646-1999 * Fax 916-646-1096
1717 Solano Way, Unit 34 # Concord, CA 94520 e 925-671-2888 e Fax 925-671-9507
202 South Douty Street o Hanford, CA 93230 * 559-584-7116 * Fax 559-584-8028