HomeMy WebLinkAboutAgr 2009-03-26 (OnSpot Welding)Gmail - To Rolf from HARVEY ROGERS - COPY OF CONTRACT FOR PEDESTTAL Page 1 of 4
Rolf Morgenlaender <onspotwelding@gmail.com>
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To Rolf from HARVEY ROGERS - COPY OF CONTRACT
FOR PEDESTTAL
Harvey Rogers <harvnan2@sprynet.com> - Wed, Mar 18, 2009 at 8:21 AM
To: Onspot Welding <onspotwelding@gmail. com>
AGREEMENT FOR FABRICATION AND PURCHASE
- STEEL PEDESTAL
Z(o day 0~ Mar-~ 109
THIS AGREEMENT, made and entered this 4ay of Febiamy, 2006' , by and between the TOWN
OF TIBURON, a political subdivision of the State of California, hereinafter called "Town," and
ONSPOT WELDING & DESIGN, hereinafter referred to as "Vendor,"
RECITALS
A. The Town owns the open space area commonly as Blackie's Pasture ("Site"). The Town wishes to
install an informational display on a stainless steel pedestal ("Pedestal").
B. The Vendor has the skill and experience to undertake the fabrication and delivery of the
Pedestal. Vendor has submitted a proposal, dated January 14, 209, for the Pedestal, as set forth in
Exhibit A ("Proposal"), which is attached hereto and incorporated herein by reference. The parties
wish to contract for the provision of services as described in this Agreement.
AGREEMENT
1. Scope of Vendor Services. Vendor shall design, fabricate and deliver to Blackie's Pasture the Pedestal
described in the Proposal ("Services"). The Services do not include the installation. Vendor shall complete the
Services within 4 weeks of the execution of this Agreement.
Compensation. Town agrees to pay Vendor as set forth in Proposal, up to a maximum of $1,875
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thousand, eight hundred seventy-five dollars). Vendor's total compensation shall not exceed this
maximum without prior Town approval of an amendment to this Agreement. Upon completion of
the Services, Vendor shall invoice the Town for $1,375, which shall be payable. Vendor shall
invoice Marin Master Gardeners, Attn: Effie Cook, 1682 Novato Blvd., Suite 150 B, Novato, CA
94947 for the remaining $500.00.
3. Standard of Work; Indemnity. Vendor shall perform the services in a skillful and
professional manner compatible with the usual, customary standard of Vendor's profession.
Vendor shall indemnify, defend and hold Town harmless from and against claims, liabilities,
suits, loss, cost, expense and damages to the extent caused by a negligent act or omission of
Vendor's in the performance of the Services pursuant to this Agreement.
4. Vendor as Independent Contractor. Vendor (including its agents and employees) is not an
agent or employee of the Town but is an independent contractor not subject to the direction
and control of the Town. Without limiting the foregoing, Vendor shall maintain complete
control of its operations and personnel and shall be solely liable and responsible to pay all
required salaries, wages, expenses, taxes and other obligations, including, but not limited to,
withholding and Social Security.
5. Attendance at Hearings. If requested by the Town Manager, Vendor shall appear at Council
or other hearings that pertain to the Services.
6. Audit of Books and Records. Town may, in its sole discretion, undertake an independent
audit and/or evaluation of the Vendor's records and accounts of expenditures and program
activities at its own expense. Vendor shall furnish all items necessary in the Town's
discretion to complete said audit and/or evaluation subject to restrictions on confidentiality
limited to expenditure or receipt of program funds, and program quality.
7. Termination of Contract. It is expressly understood that either party shall have the right to
terminate this agreement within five (5) days written notice to the other party. In such event,
Vendor shall deliver to the Town copies of all finished and unfinished surveys, studies,
documents, computer disks, and/or reports pertaining to the contract, and Vendor shall be
entitled to receive just and equitable compensation equal to his hourly rate as outlined in
Exhibit A for any satisfactory work completed as determined by the Town.
8. Discrimination. In the performance of the terms of this Agreement, Vendor shall not engage
in nor permit others he may employ to engage in discrimination in the employment of such
persons based on race, color, religion, sex, sexual preference, age, or handicapped conditions.
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9. Miscellaneous.
A. Other Contract Provisions. To the extent that there are any inconsistencies with the Exhibit(s) to this
Agreement and the main body thereof, the latter shall prevail.
B. Governing Law; venue. The laws of the State of California shall govern this Agreement. In the event
that a dispute arises under this agreement, Marin County shall be the proper venue for any judicial
resolution of said dispute.
C. Severability. If any provision of this Agreement is found to be invalid or unenforceable, the validity
and enforceability of the remaining portions shall not be affected unless the effect thereof would
materially change the economic burden on either party.
D. Successors in Interest; Assignment. This Agreement shall be binding on the assigns and successors
in interest to both parties. Neither party may assign their obligations under this Agreement without the
written consent of the other party.
E. Entire Agreement; Amendment. This Agreement represents the entire Agreement between the
parties. This Agreement may only be amended in writing.
IN WITNESS WHEREOF the parties hereto have caused their duly authorized representatives to
execute this Agreement the day and year above written.
VENDOR
Onspot Welding & Design, Inc.
TOWN OF TIBURON
3-z(,-C)9
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Gmail - To Rolf from HARVEY ROGERS - COPY OF CONTRACT FOR PEDESTTAL
Its: r 6~)A1 10141A,!,a
Margaret Curran, Town Manager
APPROVED AS TO FORM:
Ann R. Danforth, Town Attorney
Page 4 of 4
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