HomeMy WebLinkAbout2011-003
RESOLUTION NO. 2011-3
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RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT
AND ISSUANCE OF A PURCHASE ORDER IN THE AMOUNT OF $35,000 WITH
FOUR ONE-YEAR EXTENSIONS AT THE CITY'S OPTION TO REPUBLIC
INTELLIGENT TRANSPORTATION SERVICES, INC. (REPUBLIC ITS) FOR
PREVENTATIVE MAINTENANCE SERVICES FOR SIGNALIZED
INTERSECTIONS.
NOW, THEREFORE, 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 an Agreement between the City of San Bernardino and Republic
Intelligent Transportation Services, Inc. (Republic ITS), a copy of which is attached hereto,
marked as Exhibit "A", and incorporated herein by this reference as fully as though set forth at
length.
SECTION 2. That pursuant to this determination the Director of Finance or her
designee is hereby authorized to issue a Purchase Order in the amount of $35,000 to Republic
Intelligent Transportation Services, Inc. (Republic ITS) for FY 10/11. All future option years
will be issued at $70,000 per year.
SECTION 3. The Purchase Order shall reference this Resolution Number and shall
read, "Republic Intelligent Transportation Services, Inc. (Republic ITS) for Preventative
Maintenance Services for Signalized Intersections." The Purchase Order for FY 10/11 is not to
exceed $35,000 and shall incorporate the terms and conditions of the Agreement.
SECTION 4. The authorization to execute the above referenced Agreement IS
rescinded if it is not executed by both parties within sixty (60) days of the passage of this
resolution.
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2011-3
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT
AND ISSUANCE OF A PURCHASE ORDER IN THE AMOUNT OF $35,000 WITH
FOUR ONE-YEAR EXTENSIONS AT THE CITY'S OPTION TO REPUBLIC
INTELLIGENT TRANSPORTATION SERVICES, INC. (REPUBLIC ITS) FOR
PREVENTATIVE MAINTENANCE SERVICES FOR SIGNALIZED
INTERSECTIONS.
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I HEREBY CERTIFY that the foregoing resolution was duly adopted by the Mayor
and Common Council of the City of San Bernardino at a i oint regular meeting thereof,
Council Members: Ayes Nays Abstain Absent
MARQUEZ X
-
DESJARDINS x
BRINKER X
-
SHORETT X
KELLEY X
JOHNSON X
MCCAMMACK X
held on the 10th
day of January
The foregoing resolution is hereby approved this
January
, 2011.
Approved as to Form:
,~
es F. Penman, City Attorney
, 2011 by the following vote, to wit:
kaok?& ela~ /)!J~:a/~~ .
City Clerk 1"uty ~ ~
//17-1. day of
~yor
City of San Bernardino
2011-3
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VENDOR SERVICE AGREEMENT
This Vendor Service Agreement is entered into this 10th day of January 2011, by and
between Republic Intelligent Transportation Services, Inc. (Republic ITS) ("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 traffic signal preventative maintenance
services; and
WHEREAS, the City of San Bernardino did solicit and accept bids from available
vendors for Preventative Maintenance Services for Signalized Intersections per RFQ F-II-02;
and,
WHEREAS, Vendor is the lowest qualified bidder to provide said services to City;
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 set forth in RFQ F -11-02, a copy of which
is on file in the Public Works Department and a copy of the Bid Summary Sheet is attached
hereto as Attachment "1" and incorporated by this reference.
2. COMPENSA TION 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 preventative maintenance
services for FY 10/11. For all future option years, City, upon presentation of an
invoice, shall pay Vendor up to the amount of $70,000 per year.
b. No other expenditures made by VENDOR shall be reimbursed by CITY.
2011-3
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3. TERM; TERMINATION.
The term of this Agreement shall be from January 10,2010 through June 30, 2011, with
four one-year extensions at the City's option. Option year one, if exercised, shall be effective
July 1, 2011 through June 30, 2012. Option year two, if exercised, shall be effective July 1,
2012 through June 30, 2013. Option year three, if exercised, shall be effective July 1,2013
through June 30, 2014. Option year four, if exercised, shall be effective July 1, 2014 through
June 30, 2015.
This Agreement may be terminated at any time by thirty (30) days' written notice by
either party for any reason. The terms of this Agreement shall remain in force unless amended
by written agreement of the parties executed on or before the date of expiration of the current
term of the Agreement.
4. INDEMNITY.
Vendor shall defend, indemnify, and hold harmless the City, its officers, employees and
agents from any claims, demands, lawsuits, liabilities, judgments, or expenses, including
attorney's fees, damage to property or injuries to or death of any person or persons or
damages of any nature including, but not limited to, all civil claims or workers'
compensation claims, to the extent arising out of, pertaining to, or related to the negligence,
recklessness, or willful misconduct of Vendor, its employees, agents or subcontractors in
the performance of this Agreement, except that such duty to defend, indemnify, and hold
harmless shall not apply to the extent where injury to person or property is caused by City's
negligence, recklessness or willful misconduct. 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
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in any way connected with the accomplishment of the work or performance of services
under this Agreement.
5. 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 30 days notice prior to any change or termination of 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.
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
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employees, and all business licenses, if any are required, in connection with the services to be
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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 required of VENDOR
to practice its business or profession.
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 Works Director
300 North "D" Street
San Bernardino, CA 92418
Telephone: (909) 384-5140
Republic Intelligent Transportation Services, Inc.
(Republic ITS)
1266 N. La Loma Circle
Anaheim, CA 92806
Telephone: (415) 884-3000
Contact: James Wagnor, VP Engineering
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9. 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
provisions hereof. The costs, salary and expenses of the City Attorney and members of his
26 office in enforcing this Agreement on behalf of the CITY shall be considered as "attorneys'
27 fees" for the purposes of this paragraph.
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10. 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.
11. 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,
Eastern Division. The aforementioned choice of venue is intended by the parties to be
mandatory and not permissive in nature.
12. GOVERNING LAW.
This Agreement shall be governed by the laws of the State of California.
13. 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.
14. HEADINGS.
The subject headings of the sections of this Agreement are included for the purposes of
only and shall not affect the construction or the interpretation of any of its
25 convemence
26 provIsIOns.
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15. SEVERABILITY.
If any provision of this Agreement is determined by a court of competent jurisdiction to
be invalid or unenforceable for any reason, such determination shall not affect the validity or
enforceability of the remaining terms and provisions hereof or of the offending provision in any
other circumstance, and the remaining provisions of this Agreement shall remain in full force
and effect.
16. ENTIRE AGREEMENT; MODIFICATION.
This Agreement constitutes the entire agreement and the understanding between the
parties, and supersedes 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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2011-3
VENDOR SERVICE AGREEMENT
REPUBLIC INTELLIGENT TRANSPORTATION SERVICES, INC. (REPUBLIC ITS)
3 IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day and
4 date set forth below.
6 Dated:
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12 Dated~' 2011
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15 Approved as to Form:
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17 By:
James
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5
112-5 ,2011
REPUBLIC INTELLIGENT
TRANSPORTATION SERVICES,
(REPUBLIC ITS)
~4,~~
Name: J6.\'US ~ . ~ 'N;f
Title: V~ ~Y\~\"ee\i\'M
\
INC.
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2011-3
RFQ F-ll-02
Preventative Maint for
Signalized Intersections
PRICE FORM
REQUEST FOR QUOTES:
RFQ F-11-02
DESCRIPTION OF RFQ:
I ntersecti ons
Preventative Maintenance Services for Signalized
...
COMPANY NAME
ADDRESS:
~~).D\\t, 1Nelk\~i~-\--o:\fuo
~~~ili
PRINT
NAME OF AUTHORIZED
REPRESENTATIVE
~~s ~ \JPG-Ya_II''d
J
All quantities below are estimates for the purposes of bid comparison. Estimated quantities are
no guarantee of actual usage.
Unit costs shall include all labor, equipment and ancillary costs required to complete the work.
'S~ .l)b
Estimated
Amount
272
intersections
Description
Quarterly Preventative Maintenance of
signalized intersections.
Cost per
Intersection
TOTAL FIRM FIXED PRICE:
$3'5, II (P.DD
ANNUAL PURCHASE ORDER
"
Effective on or about October 1, 2010 through June 30, 2011 plus four (4) single-year renewal
options, at the City's discretion for City's requirements,
Option year one if exercised, shall be effective July 1, 2011 through June 30, 2012.-
Option year two if exercised, shall be effective July 1, 2012 through June 30, 2013.
Option year three if exercised, shall be effective-July 1,2013 through June 30, 2014.
Option year four if exercised, shall be effective July 1. 2014 through June 30, 2015.
Actual option year pricing shall be negotiated with the successful Bidder(s) prior to exercising of
given option year. Option years shall become effective only upon issuance by the City of a duly
authorized Purchase Order.
2011-3
RFQ F-ll-02
Preventative Maint for
Signalized Intersections
PRICE FORM (continued)
1D~ 35.00 ~. (jrtltUf\ .
Please indicate any elements of the Technical Specifications that cannot be met by
your firm\JlB-
Have you included in your bid all informational items and forms as, requested?@)
~c.t one~answered "No", please explain:
This offer shall remain firm for 90 days from RFO close date.
Terms and conditions as set forth in this RFQ apply to this bid.
Cash discount allowable ~ days; unless otherwise stated, payment terms are:
Net thirty (3D) days.
In signing this bid, Bidder warrants that all certifications and documents requested
herein are attached and properly completed and signed.
From time to time, the City may issue one or more addenda to this RFQ. Below,
please indicate all Addenda to this RFO received by your firm, and the date .said
Addenda waslwere received.
Verification of Addenda Received
Addenda No:
Addenda No:
Addenda No:
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Received on:
Received on:
Received on:
2011-3
RFQ F- Il-02
Preventative Maint for
Signalized futersections
AUTHORIZED SIGNATURE:
PRINT SIGNER'S NAME AND TITLE:
DATE SIGNED:
COMPANY NAME & ADDRESS:
..
PHONE~ FAX: ,
EMAIL:~\;c,~mt\Web Address~. ~'dIl1~. &'M
IF SUBMITTING A "NO BID", PLEASE STATE REASON(S) BELOW: