HomeMy WebLinkAbout2008-134
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RESOLUTION NO. 2008-134
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AMENDMENT AND
INCREASE TO CONTRACT PURCHASE ORDER #08-070, WITH THREE SINGLE
YEAR RENEWAL OPTIONS, TO APPLIED LNG TECHNOLOGIES PURSUANT TO
SECTION 3.04.010 B-3 OF THE MUNICIPAL CODE FOR THE PURCHASE OF LNG
FUEL.
BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AS FOLLOWS:
WHEREAS, the current Contract Purchase Order of $149,900 needs to be
increased to $250,000 in order to fuel the LNG station;
SECTION 1. The City Manager of the City of San Bernardino is hereby
authorized to execute on behalf of said City an Amendment No. 1 to an Agreement
between the City of San Bernardino and Applied LNG Technologies, 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. The Mayor and Common Council hereby authorize the Director of
Finance or hislher designee to increase Contract Purchase Order No. 08-070 by an
additional $100,100 for a total of $250,000 beginning in FY 07/08.
SECTION 3. 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 4. The Purchase Order shall reference this Resolution No. 2008- 134
and shall read, "Applied LNG Technologies for the purchase of LNG fuel" and shall
incorporate the terms and conditions of the Agreement.
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April 9, 2008
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RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AMENDMENT AND
INCREASE TO CONTRACT PURCHASE ORDER #08-070, WITH THREE SINGLE
YEAR RENEWAL OPTIONS, TO APPLIED LNG TECHNOLOGIES PURSUANT TO
SECTION 3.04.010 B-3, OF THE MUNICIPAL CODE FOR THE PURCHASE OF LNG
FUEL.
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Order and agreement is rescinded if not issued within sixty (60) days of the passage of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.
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April 9, 2008
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RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AMENDMENT AND
INCREASE TO CONTRACT PURCHASE ORDER #08-070, WITH THREE SINGLE
YEAR RENEWAL OPTIONS, TO APPLIED LNG TECHNOLOGIES PURSUANT TO
SECTION 3.04.010 B-3, OF THE MUNICIPAL CODE FOR THE PURCHASE OF LNG
FUEL.
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the
Mayor and Common Council of the City of San Bernardino at a j oint regular
meeting thereof, held on the 21st day of April
, 2008, by the
following vote, to wit:
Council Members: AYES NAYS ABSTAIN ABSENT
ESTRADA x
BAXTER x
BRINKER x
x
DERRY
KELLEY x
JOHNSON x
MCCAMMACK x
The foregoing resolution
April , 2008.
{)(u_~lt-Zh. V-40'J~_
'-~
Rachel G. Clark, City Clerk
is hereby approved this ~~(J
day of
AP40~ as to f071 ~1t4
James :e
City Attorney
April 9, 2008
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2008-13
AMENDMENT NO.1 TO VENDOR SERVICES AGREEMENT
APPLIED LNG TECHNOLOGIES
This Agreement is entered into this 21 st day of April 2008, by and between
Applied LNG Technologies ("VENDOR") and the City of San Bernardino
("CITY" or "San Bernardino").
RECIT ALS
A. On February 4, 2008, Applied LNG Technologies and the City of San Bernardino
entered into a Vendor Services Agreement ("Agreement") for the purchase of
LNG fuel for a not-to-exceed amount of $99,900, a copy of which is attached
hereto as "Attachment 1" and incorporated by this reference.
B. On April ih, 2008, Applied LNG Technologies and the City of San Bernardino
amended the Agreement to increase the amount of the Agreement by $50,000.
C. The CITY and VENDOR now desire to amend the Agreement to increase the
amount of the Agreement by $100,100 for a total not-to-exceed purchase price of
$250,000 for LNG fuel.
D. The CITY and VENDOR now desire to amend the Agreement terms to add three
(3) single year renewal options.
AGREEMENT
In consideration of the mutual promises contained in the Vendor Services
Agreement, the parties agree as follows:
1. Paragraph 1 and 2 of the Agreement dated February 4, 2008, attached here to
as Attachment 1, is amended to incorporate the terms and conditions of
Attachment 2, attached hereto and incorporated herein by this reference.
2. The total Agreement price shall be increased by $100,100, for a not-to-exceed
amount of $250,000.
3. The term of this Agreement shall be for an initial term from April 21, 2008
through June 30, 2008. With three (3) one-year extensions at the City's option.
Option year one, if exercised, shall be effective July 1, 2008 through June 30,
2009. Option year two, if exercised, shall be effective July 1, 2009 through
June 30, 2010. Option year three, if exercised, shall be effective July 1, 2010
through June 30, 2011.
4. The other provisions of the written contract are reaffirmed as originally stated.
EXHIBIT "A"
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2008-134
AMENDMENT NO.1 TO VENDOR SERVICES AGREEMENT
APPLIED LNG TECHNOLOGIES
IN WITNESS THEREOF, the parties hereto have executed the Agreement on the day
and date first above written.
Dated: S.- 0 ~ [JJ'
, 2008
By:
Dated: (:~ dJ-f , 2008
,
ATTEST:
I /1 ~_-AI f..j . /J J) / l ~"...j'.."I /. -1_
~ ~''''--' " cr' ~' v ,
Rachel Clark, City Clerk
Approved as to form:
James F. Penman
Ci ty Attorney
By: fJ+' ~ttY
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2 This Vendor Service Agreement is entered into this 4th day of February
3 2008, by and between Applied LNG Technologies ("VENDOR") and the City of San
4 Bernardino ("CITY" or "San Bernardino").
5 WITNESSETH:
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16 F or the remuneration stipulated, San Bernardino hereby engages the servIces of
17 VENDOR to provide LNG fuel.
18 2. COMPENSATION AND EXPENSES.
19 a. For the services delineated above, the CITY, upon presentation of an invoice, shall pay the
20 VENDOR up to the amount of $99,900 for the purchase of LNG fuel.
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b. No other expenditures made by VENDOR shall be reimbursed by CITY.
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3. TERM.
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2008-48
Attachment 1
2008-134
VENDOR SERVICE AGREEMENT
WHEREAS, the Mayor and Common Council has determined that it is advantageous
and in the best interest of the CITY to purchase LNG fuel in order to continue to fuel its new
LN G station; and
WHEREAS, the City of San Bernardino did not solicit and accept quotes from vendors
for the purchase of LNG fuel since minor technical issues still need to be resolved before bid
specifications can be established.
NOW, THEREFORE, the parties hereto agree as follows:
1.
SCOPE OF SERVICES.
The term of this Agreement shall be for a period of one year.
This Agreement maybe 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.
01/31/08
2008-48
2008-134
1 4. INDEMNITY.
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16 5. INSURANCE.
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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 andlor 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 andlor 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.
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 $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 ~ITY of any change or
termination in the policy.
o 1/31/08
1 6. NON-DISCRIMINATION.
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9 7. INDEPENDENT CONTRACTOR.
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18 8. BUSINESS REGISTRATION CERTIFICATE AND OTHER REQUIREMENTS.
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2008-48
2008-134
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.
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.
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 required of VENDOR
to practice its business or profession.
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2008-48
2008-1'34
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:
City of San Bernardino
Ken Fischer, Director
300 North "D" Street
San Bernardino, CA 92418
Telephone: (909) 384-5140
TO THE VENDOR:
Applied LNG Technologies
3001 Knox St.
Dallas, TX 75205
Telephone: (214) 697-0391
Attn: Kevin W. Markey
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 en~umbrance 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
01/3 1/08
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3 12. VENUE.
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9 mandatory and not permissive in nature.
10 13. GOVERNING LAW.
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12 14. SUCCESSORS AND ASSIGNS.
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Agreement and their respective heirs, representatives, successors, and assigns.
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16 15. HEADINGS.
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19 prOVISIons.
20 16. ENTIRE AGREEMENT; MODIFICATION.
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25 executed by all parties to this Agreement.
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2008-48
2008-134
of VENDOR's obligation to perform all other obligations to be performed by VENDOR
hereunder for the term of this Agreement.
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
This Agreement shall be governed by the laws of the State of California.
This Agreement shall be binding on and inure to the benefit of the parties to this
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
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
o 1/31/08
2008-48
2008-1'34
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5 Dated: 3..../ d
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8 Dated\..1-~b ~ , 2008
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12 Approved as to Form:
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VENDOR SERVICE AGREEMENT
APPLIED LNG TECHNOLOGIES
IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day
and date set forth below.
, 2008
Its:
.f~
01/31/08
Attachment 2
2008-134
ALT
Af~PI.I2JJ Lil\(ilhf.JHNOLOGIYS
January 29, 2008
Don W. Johnson
Fleet Manager
City of San Bernardino
Public Services Department
182 South Sierra Way
San Bernardino, CA 92408
Mr. Johnson,
Applied LNG Technologies is pleased to offer you this proposal. We look
forward to offering you a complete LNG service. One of the ways we intend to do this is
to work with the City to open your fueling station to the general public. This new LNG
station would provide an environmentally friendly fuel to the surrounding business
community while creating a new source of revenue to the City.
In order to implement this plan Applied LNG Technologies will provide the
following:
1. Provide fuel grade LNG for the term of the agreement.
2. Assist in the completion of federal tax application (IRS form 637) to process tax
credits. And to assist on a monthly basis of providing data to file for your tax
credi ts.
3. Provide a Cooperative Purchase Agreement, which provides the LNG supply to
the City of San Bernardino.
· LNG pricing quote ((SoCal / 12.104) x 1.2) + 0.45 plus freight.
4. We will also provide maintenance for your station when your warranty expires in 12
months. We will negotiate as this date gets closer. See attached maintenance agreement.
We look forward to working with you and the City on this project. Again, thank you for
the opportunity.
Kevin W. Markey
VP of Operation
3001 Knox Street -- Suite 403
Dallas, TX 75205
Phone: 214.697.0391
-- Fax: 214.520.0507
2008-1'34
ApPLIED LNG TECHNOLOGIES
MAINTENANCE AGREEMENT
EXHIBIT A
LNG Station Components
Periodic Inspection and Preventative Maintenance Schedule
Based on Information Supplied by Manufacturer
Monthly Quarterly Annually 2-year
Vent Lines - Check for leaks and damaqe X
Flame Detectors - calibrate and test X
Groundinq Circuit - verify continuity X
Air Desiccant - replace if indicated X
Air System - Snoop test for leaks X
Air System - Check requlator set point X
Valves & Piping: Check for leaks and malfunctions X
Fill Hoses: Check for leaks, damage and wear X
Dispensers: Check for leaks and malfunctions X
Fueling Nozzle Seals X
Drain air tank &/or water separator X
Fire Extinguishers: inspect X
Air Regulator - Check set point pressure X
Air Conditioners - clean filters and assure proper X
operation
Air Compressor - Check and maintain oil level X
Y Strainers - clean and inspect X
Process Lines - Snoop test valve stems, flanges, X
pump can flanqes, and threaded fittinqs for leaks
Methane Detectors - calibrate and test X
Relief Valves: Verify Proper Set Points X
VJ Pipinq Insulation: Inteqrity X
ESD System: test X
Storaqe Tank Vacuum: measure & record X
Control Hardware - Check operation and for leaks
on pressure gauges, liquid level gauges, transmitters X
- calibrate as necessary
Pressure Relief Valves - recertify X
Burst Disc: Replace X
LNG Pump: Labor to remove and inspect for
abnormal conditions at 4000 hours. Labor to remove See intervals
and return to manufacturer or repair facility for
rebuilding at 8000 hours
. ....
2008-134
r
ApPLIED LNG TECHNOLOGIES
MAINTENANCE AGREEMENT
VI.
FEE STRUCTURE
6.1. Unless otherwise agreed in writing by the parties, the fee structure for the
preventative maintenance required by this Agreement shall be as follows:
Maintenance Fee Structure
Preventative Maintenance Labor
Unscheduled Call Out Labor
$ 750.00 per month
(see 6.2 Fee Structure)
(fees subject to increase on an annual basis but limited to 3% per year)
Consumables, Parts, & Materials
Invoices $1000 and over
Invoices under $1000
Cost plus 150/0
Cost plus $150 administrative fee
6.2. Unless otherwise agreed in writing by the parties, the fee structure for the
breakdown repairs required by this Agreement shall be as follows:
Repair Fee Structure
LNG/LCNG/CNG Technician Field Service Rates
Continental United States & Mexico
Effective January 1 , 2006
· Field service "on site" labor rate is $100.00 per hour ($150.00 holiday) for all
hours worked (two hour minimum)
· Service labor rate for travel to and from site, phone support, or pre / post field
service is $50.00 per hour ($75.00 holiday) (one hour minimum)
o Driving: mileage charge is $0.485 per mile
o Air travel/rental car: costs plus 150/0 (as above)
o Per-diem: $200.00 per day
· Material: AL T/FleetStar cost plus 150/0 (as above)
· Sub-let labor: AL T/FleetStar cost plus 150/0 (as above)
· Equipment rental: AL T/FleetStar cost plus 150/0 (as above)
· Freight: AL T/FleetStar cost plus 150/0 (as above)