HomeMy WebLinkAbout2007-066
'"
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
RESOLUTION NO. 2007-66
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT AND
PURCAHSE ORDER IN THE AMOUNT OF $320,000.00 BETWEEN THE CITY OF
SAN BERNARDINO AND AMERICAN ASPHALT SOUTH, INC. PURSUANT TO
3.04.010 B.3 FOR COMPLETION OF THE FISCAL YEAR 2006-2007 SLURRY SEAL
PROGRAM AND EXEMPTING SUCH PURCHASE FROM THE FORMAL
CONTRACT PROCEDURES OF SECTION 3.04.010 OF THE MUNICIPAL CODE
PURSUANT TO SETION 3.04.010, SUBDIVISION B.2. OF SAID CODE.
BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AS FOLLOWS:
SECTION 1. The Mayor of the City of San Bernardino is hereby authorized to
execute on behalf of said City an Agreement between the City of San Bernardino and
American Asphalt South Inc., a copy of which is attached hereto, marked Exhibit "A"
and incorporated herein by reference as fully as though set forth at length.
SECTION 2. This purchase is exempt from the formal contract procedures of
Section 3.04.010 of the Municipal Code, pursuant to Section 3.04.010 B.3. of said'
Code.
SECTION 3. That American Asphalt South, Inc. has offered a piggyback
18
19
20
21
22
23
24
25
26 III
27
28
purchase price on the City of Ontario's bid of $320,000.00. Pursuant to this
determination the Purchasing Manager is hereby authorized to issue a purchase order
to American Asphalt South, Inc. in the amount of $320,000.00.
SECTION 4. The Agreement shall reference this Resolution No. 2007-66
and shall read, American Asphalt South, Inc. for completion of the slurry seal program
for fiscal year 2006-2007 throughout the City of San Bernardino. Agreement not to
exceed $320,000.00" and shall incorporate the terms and conditions of the agreement.
February 15, 2007
,
'.
1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT AND
2 PURCAHSE ORDER IN THE AMOUNT OF $320,000.00 BETWEEN THE CITY OF
SAN BERNARDINO AND AMERICAN ASPHALT SOUTH, INC. PURSUANT TO
3 3.04.010 B.3 FOR COMPLETION OF THE FISCAL YEAR 2006-2007 SLURRY SEAL
4 PROGRAM AND EXEMPTING SUCH PURCHASE FROM THE FORMAL
CONTRACT PROCEDURES OF SECTION 3.04.010 OF THE MUNICIPAL CODE
5 PURSUANT TO SETION 3.04.010 SUBDIVISION B.2. OF SAID CODE.
6
7
SECTION 5. The authorization to execute the above referenced Purchase
Order is rescinded if not issued within sixty (60) days of the passage of this resolution.
8
9
11/
11/
10
11 11/
12 III
13 11/
14 III
15
III
16
III
17
18 III
19 III
20 f//
21 III
22 III
23
24
25 III
26 III
11/
27 III
28
February 15, 2007
".
1
2
3
4
5
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT AND
PURCAHSE ORDER IN THE AMOUNT OF $320,000.00 BETWEEN THE CITY OF
SAN BERNARDINO AND AMERICAN ASPHALT SOUTH, INC. PURSUANT TO
3.04.010 B.3 FOR COMPLETION OF THE FISCAL YEAR 2006-2007 SLURRY SEAL
PROGRAM AND EXEMPTING SUCH PURCHASE FROM THE FORMAL
CONTRACT PROCEDURES OF SECTION 3.04.010 OF THE MUNICIPAL CODE
PURSUANT TO SETION 3.04.010 SUBDIVISION B.2. OF SAID CODE.
6
7
8
9
following vote, to wit:
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the
Mayor and Common Council of the City of San Bernardino at a ;oint regular
meeting thereof, held on the
20th day of
Februarv
, 2007, by the
Council Members: AYES NAYS ABSTAIN ABSENT
ESTRADA x
BAXTER x
BRINKER x
DERRY x
KELLEY x
JOHNSON x
MCCAMMACK x
a~h.~
Raenel G. Clark, City Clerk
The foregoing resolution
Februarv ,2007.
is hereby approved this O:;/~r day of
February 15, 2007
2007-66
VENDOR SERVICE AGREEMENT
This Vendor Service Agreement is entered into this 20th day of February
2007, by and between American Asphalt South, Inc. ("VENDOR") and the City of San
Bernardino ("CITY" or "San Bernardino").
WITNESSETH:
WHEREAS, the Mayor and Common Council has determined that it is advantageous
and in the best interest of the CITY to contract for the completion of the Fiscal Year 2006-2007
slurry seal program; and
WHEREAS, the City of San Bernardino did solicit and accept proposals and bids from
a number of vendors for the completion of the Fiscal Year 2006-2007 slurry seal program.
NOW, THEREFORE, the parties hereto agree as follows:
1. SCOPE OF SERVICES.
For the remuneration stipulated, San Bernardino hereby engages the servIces of
VENDOR to provide those products and services as previously set forth in Contract No. 0506-
14 by the City of Ontario for the completion of the Fiscal Year 2006-2007 slurry seal program,
dated February 20, 2007, attached hereto and incorporated herein by this reference.
2. COMPENSATION AND EXPENSES.
a. For the services delineated above, the CITY, upon presentation of an invoice, shall
pay the VENDOR up to the amount of $320,000.00 for the completion of the Fiscal
Year 2006-2007 slurry seal program.
b. No other expenditures made by VENDOR shall be reimbursed by CITY,
3. TERM; SEVERABILITY.
The term of this Agreement shall be for a period of one year.
~---
. .
" .,
2007-66
This Agreement may be terminated at any time by thirty (30) days written notice by
either party. The terms of this Agreement shall remain in force unless mutually amended. The
duration of this Agreement may be extended with the written consent of both parties.
4. INDEMNITY.
CITY agrees to indemnify and hold harmless VENDOR, its officers, agents and
volunteers from any and all claims, actions, or losses, damages and/or liability resulting from
CITY's negligent acts or omissions arising from the CITY's performance of its obligations
under the Agreement.
VENDOR agrees to indemnify and hold harmless the CITY, its officers, agents, and
volunteers from any and all claim, actions, or losses, damages and/or liability resulting from
VENDOR's negligent acts or omissions arising from the VENDOR's performance of its
obligations under the Agreement.
In the event the CITY and/or the VENDOR is found to be comparatively at fault for any
claim, action, loss, or damage which results from their respective obligations under the
Agreement, the CITY and/or VENDOR shall indemnify the other to the extent of this
comparative fault.
5. INSURANCE.
While not restricting or limiting the forgoing, during the term of this Agreement,
VENDOR shall maintain in effect policies of comprehensive public, general and automobile
liability insurance, in the amount of $ I ,000,000.00 combined single limit, and statutory
worker's compensation coverage, and shall file copies of said policies with the CITY's Risk
Manager prior to undertaking any work under this Agreement. CITY shall be set forth as an
additional named insured in each policy of insurance provided hereunder. The Certificate of
2007-66
Insurance furnished to the CITY shall require the insurer to notify CITY of any change or
termination in the policy.
6. NON-DISCRIMINATION.
In the performance of this Agreement and in the hiring and recruitment of employees,
VENDOR shall not discriminate on the basis of race, creed, color, religion, sex, physical
handicap, ethnic background or country of origin.
7. INDEPENDENT CONTRACTOR.
VENDOR shall perform work tasks provided by this Agreement, but for all intents and
purposes VENDOR shall be an independent contractor and not an agent or employee of the
CITY. VENDOR shall secure, at its expense, and be responsible for any and all payment of
Income Tax, Social Security, State Disability Insurance Compensation, Unemployment
Compensation, and other payroll deductions for VENDOR and its officers, agents, and
employees, and all business license, if any are required, in connection with the services to be
performed hereunder.
8. BUSINESS REGISTRATION CERTIFICATE AND OTHER REQUIREMENTS.
VENDOR warrants that it possesses or shall obtain, and maintain a business registration
certificate pursuant to Chapter 5 of the Municipal Code, and any other license, permits,
qualifications, insurance and approval of whatever nature that are legally required of VENDOR
to practice its business or profession.
III
III
III
III
. .
2007.66
9. NOTICES.
Any notices to be given pursuant to this Agreement shall be deposited with the United
States Postal Service, postage prepaid and addressed as follows:
TO THE CITY:
Public Services Director
300 North "D" Street
San Bernardino, CA 92418
Telephone: (909) 384-5140
TO THE VENDOR:
American Asphalt South, Inc.
14436 Santa Ana Ave.
Fontana, CA 92337
10. ATTORNEYS' FEES
In the event that litigation is brought by any party in connection with this Agreement,
the prevailing party shall be entitled to recover from the opposing party all costs and expenses,
including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of
its rights or remedies hereunder or the enforcement of any of the terms, conditions or
provisions hereof. The costs, salary and expenses of the City Attorney and members of his
office in enforcing this Agreement on behalf of the CITY shall be considered as "attorneys'
fees" for the purposes of this paragraph.
11. ASSIGNMENT.
VENDOR shall not voluntarily or by operation of law assign, transfer, sublet or
encumber all or any part of the VENDOR's interest in this Agreement without CITY's prior
written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void
and shall constitute a breach of this Agreement and cause for the termination of this
Agreement. Regardless of CITY's consent, no subletting or assignment shall release VENDOR
of VENDOR's obligation to perform all other obligations to be performed by VENDOR
hereunder for the term of this Agreement.
"
2007-66
12.
VENUE.
The parties hereto agree that all actions or proceedings arising in connection with this
Agreement shall be tried and litigated either in the State courts located in the County of San
Bernardino, State of California or the U.S. District Court for the Central District of California,
Riverside Division. The aforementioned choice of venue is intended by the parties to be the
mandatory and not permissive in nature.
13. GOVERNING LAW.
This Agreement shall be governed by the laws of the State of California.
14. SUCCESSORS AND ASSIGNS.
This Agreement shall be binding on and inure to the benefit of the parties to this
Agreement and their respective heirs, representatives, successors, and assigns.
15. HEADINGS.
The subject headings of the sections of this Agreement are included for the purposes of
convenience only and shall not affect the construction or the interpretation of any of its
provIsIOns.
16. ENTIRE AGREEMENT; MODIFICATION.
This Agreement constitutes the entire agreement and the understanding between the
parties, and supercedes any prior agreements and understandings relating to the subject manner
of this Agreement. This Agreement may be modified or amended only by a written instrument
executed by all parties to this Agreement.
III
III
III
III
2007 -66
IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day
and date set forth below.
Dated: g, / , 2007
Dated
dl. ,;( I 2007
,
Approved as to Form:
.~
F. Penman, City Attorney
VENDOR.
BY:~~~ .
Its: Iv~ StItJ/!. J~~JI
.." , ./
CITY OF SAN BERNARDINO
B~~~
Patrie . Morris, M~