11-131 Agreement, Hawley Peterson Snyder, McClellan Ranch/Simms Master Plan CITY OF
\ / AGREEMENT
CITY OF CUPERTINO
3 10300 Torre Avenue
CUPERTINO 1 v // I3 Cupertino, CA 95014 ,1y
U • 08-777-3200 NO. ar
BY THIS AGREEME , made and entered into this day of , 2011, by and between the CITY OF
CUPERTINO (Hereinafter referred to as CITY)and Hawley Peterson Snyder, Curtis B. Snyder,AIA, Address:444
Castro Street, Suite 1000, Mountain View, CA 94041; Phone: 650-968-2944; e-mail: csnyder@hpsarch.com
Hereinafter referred as CONTRACTOR), in consideration of their mutual covenants, the parties hereto agree as
follows:
CONTRACTOR shall provide or furnish the following specified services and/or materials:
McClellan Ranch/Simms Master Plan
EXHIBITS: The following attached exhibits hereby are made part of this Agreement: N/A
TERMS: The services and/or materials furnished under this Agreement shall retroactively commence on
October 1, 2011 and shall be completed before December 31, 2012
COMPENSATION: For the full performance of this Agreement, CITY shall pay CONTRA( '4
Time and Materials Basis, Not to Exceed$ 15,000.00 without City Approval
111/ 411 V
California Labor Code, Section 1771 requires the payment of prevailing wages to all workers employed on a Public Works contract in excess of
$1,000.00.
GENERAL TERMS AND CONDITIONS
Hold Harmless.A.Claims for Professional Liability. Where the law establishes a standard of care for Consultant's professional services, and to the extent the
Consultant breaches or fails to meet such established standard of care,or is alleged to have breached or failed to meet such standard of care,Consultant shall,to the
fullest extent allowed by law,with respect to all services performed in connection with the Agreement, indemnify,defend,and hold harmless the City and its officers,
officials,agents,employees and volunteers from and against any and all liability,claims,actions,causes of action or demands whatsoever against any of them,including
any injury to or death of any person or damage to property or other liability of any nsture,that arise out of,pertain to,or relate to the negligence,recklessness,or willful
misconduct of Consultant or Consultant's employees,officers,officials,agents or independent contractors. Such costs and expenses shall include reasonable attorneys'
fees of counsel of City's choice,expert fees and all other costs and fees of litigation. Consultant shall not be obligated under this Agreement to indemnify City to the
extent that the damage is caused by the sole or active negligence or willful misconduct of City,its agents or employees.
B.Claims for Other Liability. Consultant shall,to the fullest extent allowed by law,with respect to all services performed in connection with the Agreement,indemnify,
defend,and hold harmless the City and its officers,officials,agents,employees and volunteers against any and all liability,claims,actions,causes of action or demands
whatsoever from and against any of them,including any injury to or death of any person or damage to property or other liability of any nature,that arise out of,pertain to,
or relate to the negligence,recklessness,or willful misconduct of Consultant or Consultant's employees,officers,officials,agents or independent contractors. Such costs
and expenses shall include reasonable attorneys'fees of counsel of City's choice,expert fees and all other costs and fees of litigation. Consultant shall not be obligated
under this Agreement to indemnify City to the extent that the damage is caused by the sole or active negligence or willful misconduct of City,its agents or employees.
C. Claims involvina intellectual orooerty. In addition to the obligations set forth in(A)and(B)above,Consultant shall indemnify,defend,and hold the City,its elected
and appointed officers,employees,and volunteers, harmless from and against any Claim in which a violation of intellectual property rights,including but not limited to
copyright or patent rights,is alleged that arises out of,pertains to,or relates to Consultant's negligence,recklessness or willful misconduct under this Agreement. Such
costs and expenses shall include reasonable attorneys'fees of counsel of City's choice,expert fees and all other costs and fees of litigation.
Insurance. Should the City require evidence of insurability, Contractor shall file with City a Certificate of Insurance before commencing any services under this
Agreement. Said Certificate shall be subject to the approval of City's Director of Administrative Services.
Non-Discrimination. No discrimination shall be made in the employment of persons under this Agreement because of the race,color,national origin,ancestry,religion
or sex of such person.
Interest of Contractor. It is understood and agreed that this Agreement is not a contract of employment in the sense that the relationship of master and servant exists
between City and undersigned. At all times, Contractor shall be deemed to be an independent contractor and Contractor is not authorized to bind the City to any
contracts or other obligations 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 City.
Changes. This Agreement shall not be assigned or transferred without the written consent of the City. No changes or variations of any kind are authorized without the
written consent of the City.
CONTRACT CO-ORDINATOR and representative for CITY shall be: Gail Seeds, Project Manager, 408-777-1334
This Agreement shall become effective upon its execution by CITY, in witness thereof, the parties have executed this
Agreement the day and year first written above.
CONTRACTO : CITY OF CUP RTINO`JI
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By `7 By du_
Title � ��m� Title: Gail Seeds, Project Manager
Fed. Tax I.D 94.41G g8b
APPROVALS EXPENDITURE DISTRIBUTION
f)EE; NT HEAD DAT ACCOUNT NUMBER AMOUNT
_„ I L 7/ii 580-9260-9300 $ 15,000.00
DATE
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