No preview available
HomeMy WebLinkAbout2010-075 RESOLUTION NO. 2010-75 1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF 2 SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT AND 3 INCREASE TO ANNUAL PURCHASE ORDER NUMBER 210060 BY $10,100 WITH THREE (3) ONE-YEAR EXTENSIONS AT THE CITY'S OPTION TO LOS ANGELES 4 FREIGHTLlNER FOR THE PURCHASE OF REFUSE VEHICLE EQUIPMENT PARTS AND SUPPLIES. 5 6 WHEREAS, the current Purchase Order of $24,900 needs to be increased by 7 $10,100 for a total Purchase Order amount of $35,000 in order to purchase refuse 8 vehicle equipment parts and supplies; and 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 WHEREAS, Los Angeles Freightliner of Fontana is the nearest authorized dealership for Autocar truck parts. BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: SECTION 1. That the City Manager 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 Los Angeles Freightliner, a copy of which is attached hereto, marked Exhibit "A" and incorporated herein by this reference as fully as though set forth at length. SECTION 2. Pursuant to this determination, the Finance Director or her designee is hereby authorized to increase Purchase Order Number 210060 from $24,900 to $35,000 for FY 09-10. SECTION 3. The Purchase Order shall reference this Resolution and shall read, "Los Angeles Freightliner for the purchase of refuse vehicle equipment parts and 25 supplies." 26 III 27 /II 28 2010-75 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF 1 SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT AND 2 INCREASE TO ANNUAL PURCHASE ORDER NUMBER 210060 BY $10,100 WITH THREE (3) ONE-YEAR EXTENSIONS AT THE CITY'S OPTION TO LOS ANGELES 3 FREIGHTLlNER FOR THE PURCHASE OF REFUSE VEHICLE EQUIPMENT PARTS AND SUPPLIES. 4 5 6 of Section 3.04.010 of the Municipal Code, pursuant to Section 3.040.010 (B)(3) of 7 SECTION 4. That this purchase is exempt from the formal contract procedures said Code, "Purchases approved by the Mayor and Common Council". 8 SECTION 5. The authorization to execute the above referenced Agreement is 9 rescinded if it is not executed by both parties within sixty (60) days of the passage of 10 this resolution. 11 /II 12 13 /II 14 III 15 /II 16 "I 17 /II 18 19 20 21 /II /II III 22 /II 23 1/1 24 /II 25 /II 26 27 28 /II /II 2010-75 RESOLUTION OF THE MAYOR AND COMMON COUNCIL Of THE CITY OF 1 SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT AND 2 INCREASE TO ANNUAL PURCHASE ORDER NUMBER 210060 BY $10,100 WITH THREE (3) ONE-YEAR EXTENSIONS AT THE CITY'S OPTION TO LOS ANGELES 3 FREIGHTLlNER FOR THE PURCHASE OF REFUSE VEHICLE EQUIPMENT PARTS AND SUPPLIES. 4 5 6 Mayor and Common Council of the City of San Bernardino at a j oint regular 7 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the meeting thereof, held on the 19th , 2010, by the April day of 8 following vote, to wit: 9 Council Members: 10 MARQUEZ 11 AYES NAYS ABSTAIN ABSENT x x DESJARDINS 12 13 BRINKER 14 15 x SHORETT x x KELLEY 16 JOHNSON 17 x x MCCAMMACK 18 19 20 21 22 23 24 25 Approved as to Form: ~6.~ Rachel G. Clark, City Clerk The foregoing resolution is hereby approved this r:1 &:J~ day of April ,2010. ~~~ . J. Morris, . r City of San Bernardino 26 27 28 1 2 3 between Los Angeles Freightliner ("VENDOR") and the City of San Bernardino ("CITY" or 4 "San Bernardino"). 5 6 WITNESSETH: 7 WHEREAS, the Mayor and Common Council have determined that it is in the best 8 interest of the CITY to contract for the purchase of refuse vehicle equipment parts and supplies; 9 and 10 11 12 13 14 1. SCOPE OF SERVICES. 15 For the remuneration stipulated in paragraph 2, San Bernardino hereby engages the 16 services of VENDOR to provide refuse vehicle equipment parts and supplies. 17 18 19 20 21 22 23 24 3. 25 26 three (3) one-year extensions at the City's option. Option year one, if exercised, shall be 27 28 2010-75 VENDOR SERVICE AGREEMENT This Vendor Service Agreement is entered into this 19th day of April 2010, by and WHEREAS, Los Angeles Freightliner of Fontana is the nearest authorized dealership for Autocar truck parts; NOW, THEREFORE, the parties hereto agree as follows: 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 $35,000 for refuse vehicle equipment parts and supplies. Cost is subject to the current "Parts Pro" listing at the time of purchase. Los Angeles Freightliner adjusts their price list on a quarterly basis. b. No other expenditures made by VENDOR shall be reimbursed by CITY. TERM. The term of this agreement shall be from April 19, 2010 through June 30, 2010, with -1- EXHIBIT "A" 2010-75 Vendor expressly warrants that all products and services supplied to City by Vendor under this Agreement shall conform to the specifications, drawings or other description upon which this purchase is based, shall be fit and sufficient for the purpose intended, merchantable, of good material and workmanship, free from defects and free and clear of all liens or encumbrances. Inspection, testing, acceptance or use of the goods by the City shall not affect Vendor's obligations under this warranty, and such warranty shall survive inspection, testing, acceptance and use. Vendor agrees to replace or correct promptly defects of any goods or services not conforming to the foregoing warranty without expense to the City, when notified of such non-conformity by City. If Vendor fails to correct the defects in or replace non- conforming goods or services promptly, City may, after reasonable notice to Vendor, make such corrections or effect cover, or cure, at Vendor's expense. "Reasonable notice" for purposes of this section shall not be deemed to require more than 60 calendars days notice before commencement of efforts by the City to effect cover or a cure except upon written agreement ofthe Parties. III -2- 2010-75 1 III 2 5. 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 6. INSURANCE. 20 21 22 23 24 25 26 27 28 INDEMNITY. Vendor agrees to and shall indemnify and hold the City, its elected officials, employees, agents or representatives, free and harmless from all claims, actions, damages and liabilities of any kind and nature arising from bodily injury, including death, or property damage, based or asserted upon any or alleged act or omission of Vendor, its employees, agents, or subcontractors, relating to or in any way connected with the accomplishment of the work or performance of service under this Agreement, unless the bodily injury or property damage was actually caused by the sole negligence of the City, its elected officials, employees, agents or representatives. As part of the foregoing indemnity, Vendor agrees to protect and defend at its own expense, including attorney's fees the City, its elected officials, employees, agents or representatives from any and all legal actions based upon such actual or alleged acts or omISSIOns. Vendor hereby waives any and all rights to any types of express or implied indemnity against the City, its elected officials, employees, agents or representatives, with respect to third party claims against the Vendor relating to or in any way connected with the accomplishment of the work or performance of services under this Agreement. 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 -3- 2010-75 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. 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, 26 III 27 28 -4- 2010-75 1 2 3 10. 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: 4 TO THE CITY: 5 6 7 TO THE VENDOR: 8 9 Public Services Director 300 North "D" Street San Bernardino, CA 92418 Telephone: (909) 384-5140 Los Angeles Freightliner 13800 Valley Blvd. Fontana, CA 92335 Telephone: (909) 988-5511 Attn: Parts Manager 10 11 12 13 the prevailing party shall be entitled to recover from the opposing party all costs and expenses, 11. ATTORNEYS' FEES In the event that litigation is brought by any party in connection with this Agreement, 14 including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of 15 16 17 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' 18 fees" for the purposes of this paragraph. 19 20 12. ASSIGNMENT. 21 VENDOR shall not voluntarily or by operation of law assIgn, transfer, sublet or 22 encumber all or any part of the VENDOR's interest in this Agreement without CITY's prior 23 written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void 24 and shall constitute a breach of this Agreement and cause for the termination of this 25 26 27 28 Agreement. Regardless of CITY's consent, no subletting or assignment shall release VENDOR .5- 2010-75 1 of VENDOR's obligation to perform all other obligations to be performed by VENDOR 2 hereunder for the term of this Agreement. 3 13. 4 5 6 7 8 9 10 14. 11 12 15. 13 14 15 16 16. 17 The subject headings of the sections of this Agreement are included for the purposes of 18 convenience only and shall not affect the construction or the interpretation of any of its 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. GOVERNING LAW. This Agreement shall be governed by the laws of the State of California. 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. HEADINGS. 19 provisions. 20 17. ENTIRE AGREEMENT; MODIFICATION. 21 This Agreement constitutes the entire agreement and the understanding between the 22 parties, and supercedes any prior agreements and understandings relating to the subject manner 23 24 of this Agreement. This Agreement may be modified or amended only by a written instrument 25 executed by all parties to this Agreement. 26 III 27 28 -6- 2010-75 VENDOR SERVICE AGREEMENT LOS ANGELES FREIGHTLINER 1 2 3 IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day 4 and date set forth below. 5 <- Dated: ,'llcr.'- 'rl\,2010 6 7 8 9 Dated I71Pr q 10 11 12 13 ,2010 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Los Angeles Freightliner \'~ (; "OT'SN13>.:l't: 01':::> VICE ~\():4,,:,\ B -7-