HomeMy WebLinkAbout2008-095
RESOLUTION NO. 2008-95
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2 RESOLUTION OF THE MAYOR AND COMMON COUNCil OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AMENDMENT NO. 1
3 TO THE VENDOR SERVICE AGREEMENT AND INCREASE PURCHASE ORDER
4 NUMBER 301361 IN THE AMOUNT OF'$52,OOO WITH ZUMAR INDUSTRIES, INC.,
FOR THE PURCHASE OF TRAFFIC SIGNS.
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BE IT RESOLVED BY THE MAYOR AND COMMON COUNCil OF THE CITY
OF SAN BERNARDINO AS FOllOWS:
SECTION 1. The City Manager of the City of San Bernardino is hereby
authorized to execute on behalf of said City Amendment No. 1 to the Vendor Service
Agreement between the City of San Bernardino and Zumar Industries, Inc., a copy of
which is attached hereto, marked as Exhibit "A", and incorporated herein by this
12 reference as fully as though set forth at length.
13 SECTION 2. This purchase is exempt from the formal contract procedures of
14 Section 3.04.010 of the Municipal Code, pursuant to Section 3.04.010.B.3 of said
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Code "Purchases approved by the Mayor and Common Council".
SECTION 3. That pursuant to this determination the Director of Finance or
his/her designee is hereby authorized to increase Purchase Order 301361 by $52,000
to Zumar Industries, Inc for a total amount of $172,000. The Purchase Order shall
reference this Resolution No. 2008- q I)
and shall read, "Zumar Industries, Inc. for
the purchase of directional signs and additional traffic sign materials," and shall
incorporate the terms and conditions of Amendment No. 1 to the Vendor Service
Ag reement.
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RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
1 SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AMENDMENT NO.1
2 TO THE VENDOR SERVICE AGREEMENT AND INCREASE PURCHASE ORDER
NUMBER 301361 IN THE AMOUNT OF $52,000 WITH ZUMAR INDUSTRIES, INC.,
3 FOR THE PURCHASE OF TRAFFIC SIGNS.
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SECTION 4. The authorization to execute the above referenced Amendment
No. 1 to the Vendor Service Agreement is rescinded if it is not executed within sixty
(60) days of the passage of this resolution.
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RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
1 SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AMENDMENT NO.1
2 TO THE VENDOR SERVICE AGREEMENT AND INCREASE PURCHASE ORDER
NUMBER 301361 IN THE AMOUNT OF $52,000 WITH ZUMAR INDUSTRIES, INC.,
3 FOR THE PURCHASE OF TRAFFIC SIGNS.
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Mayor and Common Council of the City of San Bernardino at a j oint regular
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I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the
meeting thereof, held on the
day of
, 2008, by the
7th
April
8 following vote, to wit
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Council Members: AYES NAYS ABSTAIN ABSENT
ESTRADA x
BAXTER x
BRINKER x
DERRY x
KELLEY x
JOHNSON x
MCCAMMACK x
(~~d h. ~Jc
Rachel G. Clark, City Cle~
is hereby approved this 53 V
day of
The foregoing resolution
April , 2008.
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2008-95
EXHIBIT" A"
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AMENDMENT NO.1 TO VENDOR SERVICE AGREEMENT
This Agreement is entered into this 7th day of April 20~8, by and between
Zumar Industries, Inc. ("VENDOR") and the City of San Bernardino ("CITY" or "San
Bernardino").
RECIT ALS
A. On July 16, 2007, Zumar Industries, Inc and the City of San Bernardino entered into
a Vendor Service Agreement for the purchase of directional signs, additional traffic
signs for repair, removal, and replacement of damaged, faded and vandalized signs,
and new installation of signs for a total of$120,000, a copy of which is attached
hereto as "Attachment 1" and incorporated by this reference.
B. The CITY and VENDOR now desire to alter the Agreement to increase the amount
of the Agreement by $52,000 for a total not-to-exceed purchase price of $172,000.
AGREEMENT
In consideration of the mutual promises contained in the Vendor Services Agreement,
the parties agree as follows:
1. Increase Purchase Order No. 301361 by an additional $52,000.
2. The other provisions of the written contract are reaffirmed as originally stated.
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2008-95
AMENDMENT NO.1 TO VENDOR SERVICE AGREEMENT
ZUMAR INDUSTRIES, INC.
IN WITNESS THEREOF, the parties hereto have executed the Agreement on the day
and date first above written.
Dated: ilwJ J)
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, 2008
Dated: ~~ 1 , 2008
ATTEST:
/J / . (". . L
o C'vu'~ /;;L. ~ULA'L
Rachel Clark, City Clerk
Approved as to form:
James F. Penman, City Attorney
Zumar Industries, Inc.
By:'3 .~,~t<-Q~
By:
2008-95
2007-311
ATTACHMENT "}"
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VENDORSER~CEAGREEMENT
This Vendor SerVice Agreement is entered into this 16~ day of July
2007, by and between Zumar Industries, Inc. ("VENDOR") arid . 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 acquire sign materials and related items; and
WHEREAS, the City of San Bernardino did solicit and accept proposals and bids from
a number of vendors for the purchase of sign materials.
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 for sign materials for the maintenance of the
City's sign system.
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$120,000.00 for providing sign materials.
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 from July 1, .2007 to June
30, 2008.
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2008..95
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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, 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 claims, actions, losses, damages and/or liability resulting from
VENDOR's negligent acts or omissions arising from the VENDOR's perfonnance 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 tenn of this Agreement,
VENDOR shall maintain in effect policies of comprehensive public, general and automobile
liability insurance, in the amount of $1,000,000.00 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
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2008-95
2007-311
Insl:1rance furnished to the CITY shall require the insurer to notify CITY of any change. or
terQlination in the policy.
6. NON-DISCRIMINATION.
In the performance of this Agreement and in the hiring and recruitment of employees,
VENDOR shall not engage in, nor permit its officers, employees or agents to engage in,
discrimination in employment of persons because of their race, religion, color, national origin,
ancestry, age, mental or physical disability, medical conditions, marital status, sexual gender or
sexual orientation, or any other status protected by law, except as permitted .pursuant to Section
12940 of the California Government Code.
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 arid 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 REGISTRA nON 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.
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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:
Zumar Industries, Inc.
9719 Santa Fe Springs Road
Santa Fe Springs,.CA 90670
Attention: Eric Gustafson
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.
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ASSIGNMENT.
VENDOR shall not vohmtarily 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 ofCITY'g consent, no subletting or assigIunent shall release VENDOR
.of VENDOR's obligation to perform all other obligations to be performed by VENDOR
hereunder for the term of this Agreement.
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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
mandatory and not permissive in nature.
13. GOVERNING LAW.
This Agreement shall be'governed by the laws of the State'ofCalifomia
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 tl;ris 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.
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:'2008-95
2007-311
IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day
and date set forth below.
Dated:
, 2007
Dated 7- .f t'F , 2007
Approved as to Form:
By:
Jame . Penman, City Attorney
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Its: ~~
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