HomeMy WebLinkAbout2008-105
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25 conditions .of the Agreement.
26
27
28
1
2
3
4
5
6
7
8
9
10
. .
RESOLUTION NO. 2008-105
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT AND
INCREASE TO AN ANNUAL PURCHASE ORDER TO KAMAN INDUSTRIAL
TECHNOLOGIES FOR GATES HOSES, HYDRAULIC FITTINGS AND BEARINGS
FOR THE CITY'S .HEAVY EQUIPMENT FLEET TO BE UTILIZED BY THE PUBLIC
SERVICES DEPARTMENT FLEET DIVISION.
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 Bemardino is hereby
authorized to execute on behalf of said City an Agreement between the City of San
Bernardino and Kaman Industrial Technologies, 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 "Purchases approved by the Mayor and Common Council".
SECTION 3. That Kaman Industrial Technologies provides Gates hoses,
hydraulic fittings and bearings to be utilized by the Public Services Department Fleet
Division. Pursuant to this determination, the Purchasing Manager is hereby
authorized to issue an increase of $5,000 to the annual purchase order, for a total
amount not to exceed $30,000 for the remainder of Fiscal Year 2007/2008.
SECTION 4. The Purchase Order shall reference this Resolution No. 2008-...li15
and shall read, "Kaman Industrial Technologies for Gates hoses, hydraulic fittings and
bearings, P.O. not to exceed $30,000.00" and shall incorporate the terms and
March 25, 2008
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
, .
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT AND
INCREASE TO AN ANNUAL PURCHASE ORDER TO KAMAN INDUSTRIAL
TECHNOLOGIES FOR GATES HOSES, HYDRAULIC FITTINGS AND BEARINGS
FOR THE CITY'S HEAVY EQUIPMENT FLEET TO BE UTILIZED BY THE PUBLIC
SERVICES DEPARTMENT FLEET DIVISION.
SECTION 5. The authorization to execute the above referenced Purchase
Order and agreement is rescinded if not issued within sixty (60) days of the passage of
this resolution.
111
111
111
111
111
111
111
111
111
111
111
111
111
111
111
111
March 25, 2008
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT AND
INCREASE TO AN ANNUAL PURCHASE ORDER TO KAMAN INDUSTRIAL
TECHNOLOGIES FOR GATES HOSES, HYDRAULIC FITTINGS AND BEARINGS
FOR THE CITY'S HEAVY EQUIPMENT FLEET TO BE UTILIZED BY THE PUBLIC
SERVICES DEPARTMENT FLEET DIVISION.
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the
Mayor and Common Council of the City of San Bernardino at a ioint regular
meeting thereof, held on the 7th
day of April
, 2008, by the
following vote, to wit:
Council Members: AYES NAYS ABSTAIN ABSENT
ESTRADA x
BAXTER x
BRINKER y
DERRY x
KELLEY x
JOHNSON x
MCCAMMACK x
The foregoing resolution
Apri 1 , 2008.
.~/(1.~
Rachel G. Clark, City Clerk
.,J!.
is hereby approved this Cl day of
es F. Penman
Attorney
March 25, 2008
2008-105
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
VENDOR SERVICE AGREEMENT
This Vendor Service Agreement is entered into this 7th day of April 2008, by and
between Kaman Industrial Technologies ("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 ofthe CITY to contract for Gates hoses, hydraulic fittings and
bearings to be utilized by the Public Services Department, Fleet Division; and
WHEREAS, the City of San Bernardino did solicit and accept bids from a number of
vendors for Gates hoses, hydraulic fittings and bearings.
NOW, THEREFORE, the parties hereto agree as follows:
1. SCOPE OF SERVICES.
a. For the remuneration stipulated, San Bernardino hereby engages the services of
VENDOR to provide Gates hoses, hydraulic fittings and bearings per bid
specification RFQ F-04-06.
2. COMPENSATION AND EXPENSES.
b. For the services delineated above, the CITY, upon presentation of an invoice, shall
pay the VENDOR, up to the amount of $30,000.00 for Gates hoses, hydraulic
fittings and bearings.
c. No other expenditures made by VENDOR shall be reimbursed by CITY.
3. TERM.
The term of this Agreement shall be for a period of one year. This Agreement may be
terminated at any time by thirty (30) days' written notice by either party. The terms of this
EXHIBIT" A"
03/15/08
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
2008-1 OS
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.
S. INSURANCE.
While not restricting or limiting the foregoing, during the term 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
Insurance furnished to the CITY shall require the insurer to notify CITY of any change or
termination in the policy.
03/15/08
2008-105
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
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 agen~s 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. INDEPENDENTCONTRACTO~
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 licenses, 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 licenses, permits,
qualifications, insurance and approval of whatever nature that are legally requited of VENDOR
to practice its business or profession.
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:
03/15/08
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
2008-105
TO THE CITY:
Public Services Director
300 North "D" Street
San Bernardino, CA 92418
Telephone: (909) 384-5140
TO THE VENDOR:
Kaman Industrial Technologies
2283 LaCrosse Ave.
Colton, CA 92324
Telephone: (909) 824-3390
Attn: Bob Morrison
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.
03/15/08
2008-105
1
2
3
4,
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
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 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
03/15/08
2008-105
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
VENDOR SERVICE AGREEMENT
KAMAN INDUSTRIAL TECHNOLOGIES
IN WITNESS THEREOF, the parties herets=o have exec~; this Agr~ement on the day
and date set forth below. ~ ~ . ; ~.. 6
- T~
Dated: , 2008 VENDOR
By: t2k ~
Its: P.., .,......../ .Vt-/~ ,..,_....,~
Dated ~,..1 '1, 2008
By:
Fre
Approved as to Form:
03/15/08