HomeMy WebLinkAboutTowill, Inc. (6)To: CONTRACTOR
From: Town of Los Altos Hills
Re: Agreement Transmittal Memo
Enclosed, please find the following documents:
AGREEMENT — If you require a fully executed, signed original of the Agreement
for your records, please photocopy the Agreement prior to signing the enclosed
document. Return both originals with your signature to the Town and a fully
executed Agreement will be returned.
IRS FORM W-9 — Request for Taxpayer Identification Number (TIN) and
Certification. This form is required for all vendors of the Town and it is important
that you provide the Town with the correct TIN. If your company is a:
Sole Proprietorship - The taxpayer identification number must be the
social security number of the sole proprietor.
Eon
Partnerships or Corporations — The taxpayer identification number must
be the employer identification number issued to the partnership or
corporation.
Once all documents have been completed, please return the signed Agreement(s) and
IRS Form W-9 to the following address:
Town of Los Altos Hills
Contracts
26379 Fremont Road
Los Altos Hills, CA 94022
AGREEMENT
THIS AGREEMENT is made and entered into on the day of 2024 by and
between the TOWN OF LOS ALTOS HILLS (hereinafter referred to as "TOWN") and
Towill, 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:
Provide survey staking of the trail easement to Natoma Road, as shown
on EXHIBIT A on Parcel Map No. 367M18/19.
2. EXHIBITS. The following attached exhibits are hereby incorporated into and made a
part of this Agreement:
EXHIBIT A — Proposal from contractor dated January 26, 2024.
3. TERMS. The services and/or materials furnished under this Agreement shall
commence on March 4, 2024 and shall be completed by April 4, 2024, 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 nine -
hundred thirty-five dollars and zero cents ($8,935.00) 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.
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,
Town of Los Altos Hills Page 1 of 4
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Updated 4126122
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
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.
Town of Los Altos Hills Page 2 of 4
Short form
Updated 4/26/22
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.
h. CONTRACT ADMINISTRATION. The TOWN hereby designates the Utility
Engineering Manager and the City Manager as Contract Administrator for this
agreement. The CONTRACTOR shall only take direction regarding the services
provided under this Agreement from the Contract Administrator. Furthermore,
CONTRACTOR agrees that the Contract Administrator shall be included any
Town of Los Altos Hills Page 3 of 4
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meeting, teleconference or written communication between any Town
representative including Committee members and the CONTRACTOR. The
TOWN may modify the Contract Administrator at any time upon providing written
notice to the CONTRACTOR.
L 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:
Astha Khanal, EIT
Assistant Engineer
Town of Los Altos Hills
26379 Fremont Road
Los Altos Hills, CA 94022
Town of Los Altos Hills
Short form
Updated 4/26122
CONTRACTOR:
By: LVX-1l 315-12-O2.4
L!Tnu r e bate,
in T 014,� 0.4ofoLj--PrV\
Print name, Title '
TOWN OF CYSAL HILL
By:
Peter Pirnejad, go Manager Date
Page 4 of 4
Corm W-9
(Request for Taxpayer
Give form to the
(Rev. October 2007)requester.
ll8ntlrtlfcilOn Number and Certification
Do not
Department of the Treasury
send to the: IRS.
nternal Revenue $ervlca
Name (as shown on your Income tax return)
N
ai
Business name, if differentfrom above
aro
Check appropriate box: ❑ Individual/3ols proprietor ❑ Corporation ❑ Partnership
El Limited liability Enter the tax C=corporation, P=partnershlp) a
Exem 't
❑
O o
company. classification (0=disre9arded entity, _______
❑ Other (see instructions) k
payee
Address (number, street, and apt. or suite no)
Requester's
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name and address (optional)
a.
Town of Los Altos Hills
City, state, and ZIP code
+�
w
26376 Fremont Road
&
Los Altos Hills, CA 94022
List account numbers) here (optional)
IMM
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 (SSN). However, for a resident I
alien, sole proprietor, or disregarded entity; see the Part I Instructions on page 3. For other entities, it is
Your employer identification number (EIN). if you do not have number, seeHow 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 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 waiting for a nwnber 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 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 sub1ect to backup
withholding because you have failed to report all Interest and dividends ori 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 U.S. person
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 allen), 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 fora 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 givesyou 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.
Mfiriltion of a U.S person, For federal tax purposes; you are
considered_a U.S. person if you are:
a An individual who is a U.S. citizen or U.S, resident alien,
s 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
t 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:
4 The U.S, owner of a disregarded entity and not the entity,
Cat. No. 10231X Form W-9` (Rev. 10-2007)
-TOWILL
SURVEYING I MAPPING I GIS
January 26, 2024 (revised 2/29/2024)
Ms. Astha Khanal, EIT
Assistant Engineer
Town of Los Altos Hills
26379 Fremont Rd
Los Altos Hills, CA 94022
akhanal@losaltoshilli.ca.gov
650.947.2541
Re: Survey Support Services
Trail Easement Surveys and Staking, Los Altos Hills, California
Dear Ms. Khanal,
Thank you for requesting Towill, Inc. to prepare and submit this proposal for Survey Support services.
The following describes our understanding of the project and presents the proposed scope of work
and our estimated cost for the work.
THE PROJECT
The project is described as a survey support for the existing trail easements, within Los Altos Hills,
California. The locations are identified in Exhibit A.
SCOPE OF SERVICES AND DELIVERABLES
Task One— Survey Support Services Trail Easement Surveys and Staking
1.1 General
Towill will provide the following services:
Coordinate with Town of Los Altos Hills for the duration of the project, see anticipated schedule
below. The Town to coordinate access with home owners.
Provide land surveying services, which shall be dated, signed, and sealed by a professional
surveyor (John T. May, PLS) in accordance with prime contract/scope requirements.
Establish or tie-in to project control network.
o Horizontal Datum and Grid Projection - North American Datum of NAD 83 (NAD83),
California Coordinate System of 1983 (CCS83), Zone III, 2011(2017.5) epoch
o Vertical Datum - North American Vertical Datum of 1988 (NAVD 88)
1.2 Easement 1
Towill will conduct boundary survey to recover sufficient boundary monuments and positions to stake
the existing trail limits, stakes to be set at all angle points and along the sidelines at 100' increments
or intervisible, which ever is closer in distance. Towill will also locate key features (limited topo),
such as fences or other improvements that may impact trail design. See below for Deliverables.
Task One Deliverables
• ACAD Civil 3D file (2020 Version) of calculations of existing boundary, easements and staked
points.
• Site photos,
• Referenced maps and documents
Towill, Inc. • 2300 Clayton Road • Suite 1200 • Concord • California a 94520-2176 • 925.682.6976 • 925.682.6390 fax
www.towill.com
SCHEDULE
Field surveys can be conducted within 10 working days from NTP, with a final delivery date of 4
weeks from NTP. We can have preliminary deliverables to you to support your design efforts.
ASSUMPTIONS, SPECIAL CONSIDERATIONS, AND EXCEPTIONS
Any work above and beyond the described scope above will be negotiated separately and billed at a
time -and -materials basis per Towill's contract rate schedule. For clarification, our proposed technical
approach and assumes the following:
• Access to site and notification of entry will be provided by others.
• Towill's contract rate sheet is attached as Exhibit C.
• Services other than those specifically described herein are not currently proposed.
• Our proposal does not include payment of any fees, permits, or other items not specifically
mentioned in our scope of work. Such fees, if applicable, will be invoiced as additional costs.
• No encroachment permits are anticipated for this effort.
• No traffic control is anticipated for this effort.
• Travel time is included in this estimate.
• No staking of Right of Way or Improvements is included in this estimate.
• A Record of Survey is not included in this estimate.
• The Scope of Services outlined in this Proposal are based on facts known at the time of
submission, including, if applicable, information supplied by the Client. For some projects,
the scope and level of required effort may not be fully definable during the initial phases. As
the project progresses, facts discovered may indicate that scope must be redefined. Towill
will promptly provide Client with an amendment to this Proposal/Agreement to recognize
such change, which shall be deemed approved if not objected to within 15 days of receipt by
the Client.
SUMMARIZED COST
Our proposed cost for the work described above is as follows and is based on our current contract
rate schedule at a time and materials cost; see attached Exhibit C. This is an estimate of work—site
schedule, work, and other factors will affect this price.
Items
Task Fee
Task One— Survey Support Services Trail
Easement Surveys and Staking
$8,935
Thank you for this opportunity and we look forward to working with you on this project. Should you
have any questions regarding this proposal, or if for any reason this proposal does not meet your
budget or time constraints, please contact me to discuss options to revise the proposal to meet your
needs. I can be reached by phone at (925) 682-6976 ext. 1032 or by email atjohn.may@towill.com.
Sincerely,
TOWILL, INC.
tT- (A
T. May, L
ect Manager
EXHIBIT A
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EXHIBIT C
LAND SURVEY SERVICES FEE SCHEDULE
Effective January 1, 2024
Labor Describtion Hourly Rate
Principal Land Surveyor / Geomatics Principal Manager........................................................................... $ 267.00
Senior Land Surveyor / Senior Project Manager...........................................................................................$ 245.00
SurveyProject Manager..................................................................................................................................... $ 215.00
ProjectSurveyor.................................................................................................................................................$ 183.00
AssociateSurveyor.............................................................................................................................................$ 168.00
Survey Technician (Office)..............................................................................................................................$ 141.00
CARDTechnician............................................................................................................................................. $ 115.00
ProjectCoordinator...........................................................................................................................................$ 103.00
ProjectAssistant.................................................................................................................................................$ 80.00
ExpertWitness....................................................................................................................................................$ 400.00
Per Court Appearance (Minimum)..................................................................................................................$ 3,500.00
Prevailing Wage Rates by Field Survey Personnel Classifications
OnePerson.........................................................................................................................................................$ 190.00
TwoPerson.........................................................................................................................................................$ 325.00
ThreePerson......................................................................................................................................................$ 465.00
Notes:
• Field survey personnel and crews are billed at a minimum of 8 hours per day only.
• Field survey rates are inclusive of one survey vehicle, vehicle mileage up to 50 miles from the home
office, conventional and GPS survey equipment, and standard safety equipment.
• Hydrographic equipment mobilization to the site will be charged at a per day mobilization of $1350 per
day. Will consist of rubber boat, and single beam (sounding unit). For multi -beam hydrographic
survey, a per day mobilization fee of $2500. Determination of means and methods of the hydrographic
survey will be conducted prior to the start of the survey.
SPECIAL LABOR RATES
Labor Description Hourly Rate
Hazmat Crew Supplement..................................................................... Field Personnel Rate plus $10.00 per Person per Hour
NightShift Work...................................................................................... Field Personnel Rate plus 12.5% per Person per Hour
AUTHORIZED OVERTIME LABOR RATES
Labor Description Hourly. Rate
Saturdaysand in Excess of 8 Hours on Weekdays.................................................................................... 1.5 times Regular Rate
Sundays and Holidays...................................................................................................................................... 2.0 times Regular Rate
EQUIPMENT AND OTHER DIRECT COSTS
Equipment Description Rate
TerrestrialStatic Laser Scanner...............................................................................................................Quote Provided per Project
TerrestrialMobile Laser Scanner............................................................................................................Quote Provided per Project
SpecialtySurvey Equipment....................................................................................................................Quote Provided per Project
Client shall pay the costs, plus 10%, for any applicable government fees, title company charges, subconsultant fees,
outside vendor costs, reproduction costs, vehicle mileage (except as noted above), travel related costs, rental vehicles and
boats, rental and specialty equipment, consumable materials, digital delivery media, and delivery or messenger services
incurred on Client's behalf.