HomeMy WebLinkAboutSDM Construction 06.11.2025Town of Los Altos Hills Page 2 of 4
Short form
Updated 4/26/22
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.”
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 3 of 4
Short form
Updated 4/26/22
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.
h. CONTRACT ADMINISTRATION. The TOWN hereby designates the Utility
Engineering Manager and the City Manager as Contract Administrator for this
Form
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Address (numbet, steet, and apt" or aite no.)
2055 Sierra Road *57
Requeeter's name ard addreos (optionafi
Twn of Lm Alto Hills
2fi379 Fremont fioad
Los Altos Hills, CA 9402?
Cfu, etate, and ZIP code
Concord, CA 94518
Lht accomt nurnba(e) here {optionaf
la ldentification Number
Enter your TIN in the appropriate box. The TIN provided must match the name given on Une 1 to avoid
backup withholding. For individual$, this is your social security number {SSFI). However, for a resident
alien, sole proprietor, or disregarded entity, see the Part I instructions oit page 3. For other entities, it is
your ernployer identification number {ElN). lf you do not have a number, see l/ow to Sret a IirV ur page 3.
Note. lf the account is in more than one name, see the chart on page 4 for guidelines on whose
number to enter.
Certification
Under penalties of perjury, I certify that:
't. The number shown on this form is my correct taxpay€r identification number {or I am waiting for a number 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 lnternal
Revenue $ervice (lR$) that I am subject to backup withholding as a result of a failure to report all ifierest or dividends, or (c) the lR$ has
notified me that I am no longer subject io backup withholding, and
3. I am a U.S. citizan ar sther U.S, person (detned balow).
Certificatlon instructions. You must cross ont item 2 above if you have been notified by the IRS that you are curently subject to backup
witlrhdding because you have failed to rsport all interest ard dividends on your tax return. For real estate transactions, itsm 2 does not apply.
For mortgage interest paid, acquisition or abandonment of secured prsperty, cancellatiofl of debt, csrtributians to an individual retirement
arrangement (lRA). and generally, payments other than interest and dividends, you are not required to sign the Certification, but you must
provide your correct TlN. $ee on page 4.
$ign
Here Ittrts > 0610il2425
General lnstru
Section references are to the lnternal Hevenue Code unless
otherwise noted.
Purpose of Form
A person who is required to file an information return with the
IRS must obtain your corre*t taxpayer identification number fIlN)to report, for example, incone paid to you, real estate
transactions, mutgage interest you paid, acquisition or
abandonment of secured property. cancellation of debt, or
contributions you nade 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 pvson
requasting it (the requester) and, when applicable, to:
1. Certrly that the T1N you are giving is correct (or you are
waiting for a number to be issued),
2. Ceftify that you are not subject to backup withholding, or
3. Claim exemption from backup withholding if you are a U.S.
exempt pay€e. lf applicahle, you are also mrtifying that as a
U.S. person, your allocable share af any partnership income from
a U"S. trade or business is not subject to tlre withholding tax on
foreign partners' share of effectively connected incore.
Note. lf a requester gives you a form other than Form W-9 to
request your TlN. you must use the requester's form if it is
substantially similar to this Form W-9.
Social eecuity number002 r04 t3762
[bfinitlon of a U.S. persori. For federal tax purposes, you are
considered a U.S. person if you are:
r An individual who is a U.S. citizen or U.S. resident alien,
e A partnership, corporation, company. or association crmted or
organized in the United $tates or under the laws of the United
States,
r An estate {other than a foreign estate}, or
r A domestic trust (as defined in Rqulations section
301 .7701-7).
Spceid rubs fcr partnsrshhe Partnerships that conduct a
lrade or business in the United States are generally required to
pay a wilhholding ta,\ on any foreign partners' share of inconre
from such busines. Further, in cstain cases where a Form W-9
has not been received, a partnership is required to presunre 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
pafinership conducting a trade or business in the Untted States,
provide Form W-9 to the partneship 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 es'tablishing its U.S. status and avoiding withholding
on its allocable share of net incorne from the partnership
conducting a trade or husiness in the United States is in the
following cases:
r The U.S. owner of a disregarded entity and not the enlity,
Cat. No. 10231X
Employer identif ieation nurn her
:
Form W-9 {Rev. 1&200fl