HomeMy WebLinkAboutRFQ Shuttle ServicesRequest for Taxpayer
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Taxpayer Identification Number (M)
Enlef your TIN in the appropriate box- The TIN provided must match the name given on Ilne 1 to avoid Soc`al ercurity number
rest up vrilen, sot Cd. For is -tor, rd i thi8 i6 g eMIty,allry your e i is uGtlony Flukx Parr {S$n4 Hor o1he. 1pr a — —
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Under penakies of perjury, I cerlrfy that:
1. The number shorn 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 npt suloocl to backup withholding because, la) I am exempt trom backup withholdil% or(b) I hwm rwt been notified by the Internal Revenue
Servipg OAST that I am subject to backup withholding as a rasull of a Iaituro to report all iritmasl at dividends, or (c) this IPIS has notified firs That I am
no longer subject to backup withholding; and
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4, The FA7CA 0ode(s) entered on thiS form f4 tiny) indicating that I am exempt front FATCA reporting is correct-
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General Instructions
Section references are to the Internal Revenue Code unless olhermse
noted.
Future developments. Fm the latest information about developments
relared to Fa rm W-9 and its inSlruCt M, SuChti OS logislation enaclod
after they were published, g4 10 www-".OWjFOrmn9-
Purpose of Farm
An individual or enlity (Form W-9 rewntO who is required to file an
inlurrnation return with the IRS must obt,Cin your wit eot taxpayer
identifi=tim nurnbW MN) which may ho your McCW swurity number
( $to. kadividUdl lad paM Wonlif icatiprl nurn4w (ITIN), adophon
taxpayer identification number(AT9M), or wfnptoyer identification number
(EIN), to report an an Inforrnatlon return the arrrounl paid to you, of other
amount reportable on an information return. Examples of informauan
return include, but are r►at limited to, ih+e follrnwng,
• Form 1099-INT (rntefesl earned or paid)
* Form 1099-DIV (dividerl.ds, including those from stocks or mutt al
funds)
* Form 10%-MISG (varlous types of income. prizes, awards, or gross
proceeds)
Form 1099-8 latock or rroutual fund Sales and certain other
trarksa,clkm by hrokers)
• Fnrrn 1M-8 (proceeds [torn rail imlata transAclions)
• Form 101A-K (merchant card and third party network transactions)
■ Form 1OW (hgrne mortgage interest), 100$-E �Studertt loan idles",
1-T (ttrition)
• Faun 1099-C (canaetad debt]
• Form 109E-A lacquisAioli or abar►donmerit of secured property)
Use FVM W-9 only it &A area U,$- p WSorr firboludiN a resWOM
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Cal. Na- 10231X Form W-0"av- 10.201So
SERVICE AGREEMENT
THIS AGREEMENT (the "Agreement") is made as of August 18, 2021 by and
between the City of Diamond Bar, a municipal corporation ('"Cit/') and COMPANY
N A ME, a Califomia hilted liability company ("Vendor ").
1. Vendor's Services.
Subject to the terms and conditions set forth in this Agreement Vendor shall
provide to the reasonable satisfaction of the City the Vendor services set forth in the
attached Exhibit "A" which is incorporated herein by this reference, As a material
inducement to the City to enter into this Agreement, Vendor represents and warrants
that it has thoroughly investigated the work and fully understands the difficulties and
restrictions in performing the work. Vendor represents that it is fuller qualified to perform
such consulting services by virtue of its experience and the tfaining, education and
expertise of its principals and employees.
Andee W urns. Recreation Supervisor, herein referred to as the "City's Project
Manager"), shall be the person to whom the Vendor will report for the performanca of
services hereunder. It is understood that Vendor shall coordinate its services hereunder
with the City's Project Manager to the extent required by theCity's Project Manager,
and that all Vendor s required hereunder by Vendor shall be performed to the
satisfaction of the City's Project Manager and the City Manager-
2. Term of Agreement. This Agreement shall take effect July 1, 2021, and
shall continue until ,tune 30, 2022 ("Term"), unless earlier terminated pursuant to the
provisions herein -
The City shall have the option to extend this Agreement for up to three additional
years subject to the same terms and conditions contained herein, by giving Vendor
written notice of the exercise of this option at least thirty (0) days prior to the expiration
of the initial Term.
. Payment.
Basic Fee Amount, Except as provided in Section 3.A. the CITY agrees to
compensate the Vendor , and the Vendor agrees to accept in full satisfaction for the
service provided for in Section 1, Payment will be made only after the conclusion of
services and submission of proper invoices in the farm specified by City. Total payment
to Vendor pursuant to this Agreement shall not exceed $$$$$ per fiscal yeaf-
1 Professional Services - snow Services
A. Deductions. Should the Vendor fail to adhere to the time schedule set
forth in Exhibit A_ the City may in the C ITY's sole discretion either: (1)
immediately terminate this Agreement,, or (2) deduct 100 from the fixed
fee prescribed in Section 4.1 for every fifteen (15) minutes that the Vendor
is late.
D. Payment shall constitute payment in full for all services, authorized costs
and authorized extra work covered by that invoice.
4. Change Order's. No payment for extra services caused by a change in
the scope or complexity of work, or for any other reason, shall be made unless and until
such extra services and a price therefore have been previously authorized in writing and
approved by the City Manager or his designee as an amendment to this Agreement.
The amendment shall set forth the changes of work, extension of time, if any. and
adjustment of the fee to be paid by City to Vendor_
5. Status as Independent Vendor.
A_ Vendor is, and shall at all times remain as to City, a wholly independent
Vendor_ Vendor shall have no power to incur any debt, obligation, or liability on behalf
of City or otherwise act on behalf of City as an agent, except as specifically provided
herein_ Neither City nor any of its agents shall have control over the conduct of Vendor
or any of Vendor 's employees, except as set forth in this Agreement. Vendor shall not,
at any time. or in any manner, represent that it or any of its agents or employees are in
any manner employees of City.
E. Vendor agrees to pay all required taxes on amounts paid to Vendor under
this Agreement, and to indemnify and hold City harmless from any and all takes,
assessments, penalties, and interest asserted against City by reason of the
independent Vendor relationship created by this Agreement.
C. Vendor shall fully comply with Workers' Compensation laws regarding
Vendor and Vendor 's employees_ Vendor further agrees to indemnify and hold City
harmless from any failure of Vendor to comply with applicable Worker's Compensation
laws.
D. Vendor shall, at Vendor 's sole cost and expense fully secure and comply
with all federal, state and local governmental permit or licensing requirements, including
but not limited to the City of Diamond Bar-
E. In addition to any other remedies it may have, City shall have the right to
offset against the amount of any fees due to Vendor under this Agreement any amount
due to City from Vendor as a result of Vender 's failure to promptly pay to City any
reimbursement or indemnification required by this Agreement or for any amount or
penalty levied against the City for VerGdor 's failure to -comply with this Section,
2 Prof essian7l Services - Snow Services
15�19i1.1
B. Standard of Performance. Vendor shall perform all work at the standard
of care and skill ordinarily exercised by members of the profession under similar
conditions and represents that it and any subVendor s it may engage, possess any and
all licenses which are required to perform the work contemplated by this Agreement and
shall maintain all appropriate licenses during the performance of the work.
7, Indernnification.
Vendor shall indemnify, defend with counsel approved by City, and hold
harmless City, its officers, officials, employees and -volunteers ('"Indemnitees") from and
against all liability, loss, damage, expense, cast (including without limitation reasonable
attorneys' fees, expert fees and all other costs and fees of litigation) of every nature
arising out of or in connection with,
(1) Any and all claims under Workers' Compensation Act and other
employee benefit acts with respect to Vendor's employees or Vendor 's Vendor
's employees arising eu t of Vendor's work under this Agreement; and
(2) Any and all claims arising out of Vendor 's performance of work
hereunder or its failure to comply with any of its obligations contained in this
Agreement, regardtess of ity's passive negligence, but excepting such less or
damage which is caused by the active negligence or willful misconduct of the
City. Should City in its sole discretion find Vendor's legal counsel unacceptable,
then Vendor shall reimburse the City its costs of defense, including without
limitation reasonable attorneys' fees, expert. fees and all other costs and fees of
litigation. The Vendor shall promptly pair any final judgment rendered against the
Inderninitees. It is expressly understood and agreed that the foregoing provisions
are intended to be as broad and inclusive as is permitted by the law of the State
of Califomia and will survive termination of this Agreement. Except for the
Indemnitees, this Agreement shall not be construed to extend to any third party
indemnification rights of any kind.
(3) The Vendor's obligations to indemnify, defend and hold harmless the
City shall survive termination of this Agreement.
8. Insurance.
A. Vendor shall at all times during the term of this Agreement carry, maintain,
and keep in full force and effect, with an insurance company authorized to do business
in the State of California and approved by the City the following insurance-
(1) a policy or policies of broad -form comprehensive general liability
insurance written on an occurrence basis with rninirnum limits of 1.000,000,00
combined single limit coverage against any injury, death, loss or damage as a
result of wrongful or negligent acts by Vendor, its officers, employees, agents,
and independent Verkdor s in performance of services under this Agreement,
i Profgssidnal $erviG$S-'$rlbw Sarvices
k5714Sk,1
() property damage insurance with a minimum limit of $500,000.00 per
occurrence.
(3) automotive liability insurance written on an occurrence basis covering
all owned, non -owned and hired automobiles, with minimum combined single
limits coverage of $I ,000,000.00; and
(4) Worker's Compensation insurance when required by law, with a
minimum limit of $500,000.00 or the amount required by law, whichever is
greater.
B. The City, its officers, employees, agents, and volunteers shall be named
as additional insureds on the policies as to comprehensive general liability, property
damage, and automotive liability. The policies as to comprehensive general liability,
property damage, and automobile liability shall provide that they are primary. and that
any insurance maintained by the City shall be excess insurance only.
C. All insurance policies shall provide that the insurance coverage shall not
be non -renewed, canceled, reduced, or otherwise modified (except through the addition
of additional insureds to the policy) by the insurance carrier without the insurance carrier
giving City at least ten (tg) days prior written notice thereof_ Vendor agrees that it will
not cancel, reduce or otherwise modify the insurance coverage and in the went of any
of the same by the insurer to immediately notify the City.
D. All policies of insurance shall cover the obligations of Vendor pursuant to
the terms of this Agreement and shall be issued by an insurance company which is
authorized to do business in the State of California or which is approved in writing by
the City, and shall be placed have a current A.M_ Best's rating of no less than A-, VIL
B. Vendor shaIJ submit to City (1) insurance certificates indicating compliance
with the minimum insurance requirements above, and () insurance policy
endorsements or a copy of the insurance policy evidencing the additional insured
requirements in this Agreement, in a form acceptable to the City-
F. Self -Insured Retention0eductibles. All policies required by this
Agreement shall allow City, as additional insured, to satisfy the self -insured retention
("SIR") and/or deductible of the policy in lieu of the Vendor (as the named insured)
should Vendor fail to pay the SIR or deductible requirements. The amount of the SIR or
deductible shall be subject to the approval of the City. Vendor understands and agrees
that satisfaction of this requirement is an express condition precedent to the
effectiveness of this Agreement. Failure by Vendor as primary insured to pay its SIFT or
deductible constitutes a material breach of this Agreement_ Should City pay the SIR or
deductible on Vendor 's due to such failure in order to secure defense and
indemnification as an additional insured under the policy, City may include such
amounts as damages in any action against Vendor for breach of this Agreement in
addition to any other damages incurred by City due to the breach.
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1571951.1
G. Subrogation. With respect to any Workers' Compensation Insurance or
Employer's Liability Insurance, the insurer shall waive all rights of subrogation and
contribution it may have against the Indemnitees_
H_ Failure to Maintain Insurance_ If Vendor fails to keep the insurance
required under this Agreement in full force and effect, City may take out the necessary
insurance and any premiums paid, plus 10% administrative overhead, shall be paid b
Vendor , which amounts may be deducted from any payments due Vendor ,
I. Vendor shall include all subVendor s, if any, as insureds under its policies
or shall furnish separate certificates and endorsements for each subVendor to the City
for review and approval_ All insurance for subVendor s shall be subject to all of the
requirements stated herein.
9. Termination. The CITY may cancel the performance at any time with or without
cause, The Vendor may not cancel the performance for any reason (excluding force
rnajeure). In the event of such cancellation, the Vendor is responsible for all ensuing
damages to the City, including, but not limited to the cost associated with retaining a
replacement Vendor , unless the City subsequently agrees in writing to waive all or any
part of resulting damages.
10. Force Majeure.
A. The Vendor shall not be responsible for herthis failure to perform hereunder as a
result of unavoidable accident, acts of God, public enemies, pandemics, epidemics,
riots, strikes, civil commotion, or any other act reasonably beyond the control of the
Vendor
B. The City shall not be responsible for any cancellation of the services as a result of
unavoidable accident, act of God, public enemies, pandemics, epidemics, riots, strikes,
civil commotion. or any other act reasonably beyond the control of the City,
11. Non -Discrimination and Equal Employment Opportunity.
A_ Vendor shall not discriminate as to race, color, creed, religion, sex, marital
status, national origin, ancestry, age, physical or mental handicap, medical condition, or
sexual orientation, in the performance of its services and duties pursuant to this
5 Profession ai Services - Snow Services
1571951.1
Agreement, and will comply with all rules and regulations of City relating thereto. Such
nondiscrimination shall include but not be limited to the following- employment,
upgrading, demotion, transfers, recruitment or recruitment advertising; layoff or
termination; rates of pay or other forms of compensation; and selection for training,
including apprenticeship.
B. Vendor will, in all solicitations or advertisements for employees placed by
or on behalf of Venctor state either that it is an equal opportunity employer or that all
qualified applicants will receive consideration for employment without regard to race,
color, creed, religion, sex, marital status, national origin, ancestry, age, physical or
mental handicap, medical condition, or sexual orientation.
Vendor will cause the foregoing provisions to be inserted in all
subcontracts for any work covered by this Agreement except contracts or subcontracts
for standard commercial supplies or raw materials.
12, Time Is of the Essence. Time is of the essence in this Agreement,
Vendor shall do all things necessary and incidental to the prosecution of Vendor's work.
13. Assignment. Vendor shall not assign or transfer any interest in this
Agreement nor the performance of any of Vendor 's obligations hereunder, without the
prior written consent of City, and any attempt by Vendor to so assign this Agreement or
any rights, duties, or obligations arising hereunder shall be void and of no effect.
14. Compliance with Laws. Vendor shall comply with all applicable laws,
ordinances. codes and regulations of the federal, state, and local governments,
15. Notices. Any notices, bills, invoices, or reports required by this
Agreement shall be deemed received on (a) the day of delivery if delivered by hand
during regular business hours or by facsimile before or during regular business hours;
or (b) on the third business day following deposit in the United States mail, postage
prepaid, to the addresses heretofore set forth in the Agreement, or to such other
addresses as the parties may. from time to time, designate in writing pursuant to the
provisions of this section.
"VENDOR "
"C I TY"
ardinol Transportation Inc, City of Diamond Bar
PU o 1 1 0 Copley Drive
Los Angeles A 90047 Diamond Bar, CA 91765-4178
Attn. mber Ashler Attn-: Andee Williams
Phone; RPR-M7-951 } 888- 7 - 9 Phone-- 909.839.7067
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1571951.1
E-Bail: cardinoltran egmail . om E-rnail:
16. Governing Laver. This Agreement shall be interpreted, construed and
enforced in accordance with the laws of the State of California. The venue for any
action brought under this Agreement shall be in Los Angeles County,
17. Counterparts. This Agreement may be executed in any number of
counterparts, each of which shall be deemed to be the original. and all of which together
shall constitute one and the same instrument.
18. Entire Agreement. This Agreement, and any other documents
incorporated herein by reference, represent the entire and integrated agreement
between Vendor and City. This Agreement supersedes all prior oral or written
negotiations, representations or agreements This Agreement may not be amended,
nor any provision or breach hereof waived, except in a writing signed by the parties
which expressly refers to this Agreement. Amendments on behalf of the City will only
be valid if signed by a person duly authorized to do so under the ity's Purchasing
Ordinance,
7 Nofessional Services - Snow Sfrvires
L57I951_L
IN WITNESS of this Agreement, the parties have executed this Agreement ement as of the
date first written above.
" Vendor "
ardinol Tranportatin Inc.
By:PAP- A!--!:
Printed Name:
Title. Executil
/Z4
.,� ghaVo • r •
ComplianceTitle-. Contract
Approved as to form:
Bv:
Omar Sandoval, City Attorney
"City"
CITY OF DIAMOND BAR
Daniel Fox, City Manager
ATTEST-.
ristina Santana, City Clerk
071951J
a Professional Services - Snow Services