HomeMy WebLinkAboutGuiliani & Kull, Inc. (7)AGREEMENT
THIS AGREEMENT is made and entered into on the 6'ra day of A , 2020 by and
between the TOWN OF LOS ALTOS HILLS (hereinafter referred to as "TOWN") and
Giuliani & Kull, 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:
Topographic survey at La Paloma / Atherton Court Pathway
2. EXHIBITS. The following attached exhibits are hereby incorporated into and made a
part of this Agreement:
Proposal from CONTRACTOR dated February 28, 2020
3. TERMS. The services and/or materials furnished under this Agreement shall
commence March 2, 2020 and shall be completed by March 27, 2020, 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 Eight Thousand Six
Hundred dollars and zero cents ($8,600.00) 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:
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
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.
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: CONTRACTOR:
Nichol Bowersox
Public Works Director
Town of Los Altos Hills By: ✓���.c,
26379 Fremont Road Signature Date
Los Altos Hills, CA 94022 .N/
Print name, Title
TOWN OF LOS ALTOS HILLS:
By:
Carl Cahill, City Manager 4101?F
Town of Los Altos Hills Page 4 of 4
Short form
Updated 4/23/19
Form Win 9
Request for Taxpayer
Give form to the
(Rev. October 2007)
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)
CV
N
Business name, if different from above
c
o
m o
Check appropriate box: ❑ Individual/Bole proprietor ❑ Corporation ❑ Partnership
ElLimited liability company. Enter the tax classification (D -disregarded entity, C=corporation, P=partnership) ► -------
Exempt
❑
$
❑ Other (see instructions) ►
payee
C
Address (number, street, and apt, or suite
no.)
Requester's name and address (optionaD
CL `-'
_...----....--....- ----- --
a
Town of los Altos Hills
- --...-----.
Gity, state, and ZIP code
�28379
Fremont Road
-- __ _ _ _ __— --
Los Altos Hills, GA 94022
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_---.—�_ - —
List account number(s) here.(optional)
L EM Taxpayer Identification Number (TIN)
Enter your TIN in the appropriate box. The TIN provided must match the name given on Line 1 to avoid Social security number
backup withholding. For individuals, this is your social security number ($SN). However, for a resident
alien, sole proprietor, or disregarded entity, see the Part I instructions on page 3. For other entities, it is
Your employer identification number (El N). If you do not have a number, see Now 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 identification numtr
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 waiting for a number to be issued to me), and
2. 1 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 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 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 abandonment of secured property, cancellation of debt, contributions to an individual retirement
arrangement (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.
Sign Signature of
Here 1 U.S. person ► Date R
General Instructions
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 it (the requester) and, when applicable, to:
1. Certify that the TIN you are giving is correct (or you are
waiting for a number to be issued),
2. Certify that you are not subject to backup withholding, or
3. Claim exemption from backup withholding 9 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
substantially similar to this Form W-9.
Definition of a U.S. person. For federal tax purposes, you are
considered a U.S. person K you are:
+ An individual who is a U.S, citizen or U.S. resident alien,
+ 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 A domestic trust (as defined in Regulations section
301.7701-7).
Special 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 conducting 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 allocable share of net Income from the partnership
conducting a trade or business in the United States is in the
following cases:
a The U.S, owner of a disregarded entity and not the entity,
Cat. No. 10231X Foran W-9 (Rev. 10-2007)
FV _
WEGiuliani & Kull, Inc.ngineers Planners_ • Su dyers
Son Jose Oakdale - Auburn
February 28, 2020
Zach Dahl, Planning Director
Planning Department
Town of Los Altos Hills
26379 Fremont Road
Los Altos Hills, CA 94022
re: Proposal for Surveying Services
Topographic Survey of Atherton Court Pathway, Los Altos Hills, California
Dear Zach;
Thank you for the opportunity to offer surveying services for your project in Los Altos
Hills.
The attached proposal describes in detail the specific engineering task items required
for the preparation of the engineering documents for the Atherton Court Pathway, as per
the sketch provided to us previously, (see attached).
If this proposal is acceptable, please sign in the space provided and initial all six sides of
the attached Standard Provisions. A returned copy will be our authorization to proceed.
We look forward to working with you on this project.
Sincerely,
Giuliani & KullAnn .In-qp_ Inn -
ark A. Helton
4880 Stevens Creek Boulevard, Suite I C 0 . San Jose, California 95129 • (408) 6154000 9 Fax (408) 615-4004
EXHIBIT "A"
AGREEMENT
PROPOSAL FOR SURVEYING SERVICES
Topographic Survey of Atherton Court Pathway
Los Altos Hills, California
CLIENT
Zach Dahl, Planning Director
Planning Department
Town of Los Altos Hills,
26379 Fremont Road
Los Altos Hills, CA 94022
CONSULTANT
Giuliani & Kull -San Jose, Inc.
4880 Stevens Creek Blvd., Suite 205
San Jose, California 95129
This agreement entered into in San Jose, California hereby binds the Client and the
Consultant to the following scope of services and compensation:
PROJECT DESCRIPTION
The proposed project is the preparation of the engineering documents for the proposed
improvements of the Atherton Court pathway.
SCOPE OF SERVICES
The following scope of services is offered for the completion of the surveying work
effort:
Task 1 - Surveying Services
Giuliani & Kull, Inc. will prepare a Topographic Survey of the area of the Atherton Court
pathway, (see attached sketch provided to Giuliani & Kull -San Jose, Inc.). This area
being the northerly portion of APNs 175-37-033 and 175-37-034, (Lots 4 and 5 of Tract
No. 5624, (374M21-22). The survey will show the topography within the existing
pathway easement, (as well as the area within 10 feet of the pathway easement),
including fences, mature trees, (any tree with a diameter of 6 inches or larger, as well as
Page 2 of 5 Pages
Atherton Court Pathway
their canopies). And the easement's boundary will be shown as well. This survey will
be tied to the current Town's benchmark circuit.
SERVICES NOT INCLUDED
The following services are specifically not included as part of the consultants work effort
under this contract:
(a) Soils or geotechnical engineering services
(b) Final Civil Engineering plans
(c) Boundary Surveying, (including setting property corners)
(d) Erosion Control Plan, (including a SWPPP)
(e) Final Storm Drainage Hydraulic Calculations
(e) Construction Staking
The above listing is not intended to be exhaustive and shall not be construed to include
any work as offered under this proposal specifically identified in the Scope of Services.
COMPLETION OF WORK
See Exhibit "B"
COST OF SERVICES
See Exhibit "C"
TERMS
The services described herein will be provided in accordance with the attached
Standard Provisions of Agreement.
The services described herein will be provided in accordance with the attached
Standard Provisions of Agreement. Compensation shall be payable monthly as the
work is performed. Invoices shall be payable within 30 days of the date of invoice.
Page 3 of 5 Pages
Atherton Court Pathway
Extra work items or other additional services (beyond those described herein) will be
provided in accordance with our standard schedule of hourly rates in effect at the time
the work is performed.
If this proposal is acceptable, please sign one copy and initial all six sides of the
standard provisions attached hereto. A returned copy will be our authorization to
proceed.
Respectfully Submitted, Accepted,
Giuliani & Kull, Inc. Town of Los Altos Hills
Mark A. Helton, PE, PLS Zach Dahl
Date
EXHIBIT "B"
COMPLETION OF WORK
Page 4 of 5 Pages
Town Hall Expansion Project
Task 1 of this work effort shall be performed within twenty (20) calendar days of our
notice to proceed, and will be finished by March 20, 2020.
EXHIBIT "C"
COST OF SERVICES
Page 5 of 5 Pages
Town Hall Expansion Project
The professional services described in the Scope of Services are offered for the
following fees:
Task 1 - Topographic Survey
Total Cost of Services
R,:.��
$8,600.00
The services described herein will be provided in accordance with the attached
Standard Provisions of Agreement. Compensation shall be payable monthly as the
work is performed. Invoices shall be payable within 30 days of the date of invoice.
SCHEDULE OF HOURLY RATES
Effective 01-01-20
The following rates are applicable to hourly rate contracts, extra work items, and per
diem accounts:
CLASSIFICATION HOURLY RATE
Associate Engineer- (Mark Helton, RCE, PLS) $140.00
Assistant Engineer- (Rodd Rowalt, RCE, PLS) $125.00
Senior Drafter- (Ernest Ta) $110.00
Clerical- (Diane Helton) $85.00
Blueprinting, copying, record maps, filing fees, and additional outside services will be
billed at cost plus fifteen (15) percent.
Qualifications for Providing Surveying Services to the Town of Los Altos Hills
Giuliani & Kull, Inc. is a professional services organization with a strong background in
civil engineering and land surveying. Our design approach is to have a single person in
charge of each project. This ensures that the project is well coordinated and effectively
processed. All projects are processed in a timely manner with the appropriate detail
and quality to assist in public approvals.
Mark Helton, PLS 7078, has been providing his services to the Town of Los Altos Hills
as "City Surveyor" in past years.. In addition, he currently is the City Surveyor for the
Cities of Los Altos, Saratoga, Burlingame, Cupertino and the City of Sunnyvale . He
has worked with the Town of Los Altos Hills Public Works Department staff for over 30
years.
The firm's capabilities span a broad spectrum of both public improvements and private
development projects. Our staff's expertise includes the following areas of
specializations:
Subdivision Mapping (Tract Maps & Parcel Maps)
Record of Surveys
Legal Descriptions
Plats
ALTA/ACSM Surveys
Topographic Surveys
Boundary Surveys
Condominium Plans
Annexation Documents
Lot Line Adjustment Documents
Street Improvement Plans
Grading and Drainage Plans, (including the design for the current Town Hall)
Erosion Control Plans
Giuliani & Kull, Inc. has worked on a variety of projects throughout the Town of Los
Altos Hills. In addition, we have worked directly for the Town of Los Altos Hills Public
Works Department for their various surveying needs.
Giuliani & Kull, Inc. has had the opportunity of working on over 100 different projects
throughout the Town of Los Altos Hills in the past 30 years.
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