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HomeMy WebLinkAbout22- Public Services CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ACTIOQ R I G I N A L From: Randy Kuettle, Acting Director Subject: Resolution of the Mayor and Common Council of the City of San Dept: Public Services Bernardino authorizing the execution of an Agreement and issuance of a Date: March 11, 2010 Purchase Order in the amount of $557,700 with two (2) one-year extensions at the City's option to American Asphalt South, Inc. for the slurry seal program utilized by the Public Services Department, Street Division. Meeting Date: April 5, 2010 Synopsis of Previous Council Action: Recommended Motion: Adopt Resolution. Signature Contact person: Randy Kuettle, Acting Director Phone: 5140 Supporting data attached: Ward: All Staff Report, Resolution, Vendor Service Agreement, and Attachment "I" and "2") FUNDING REQUIREMENTS: Amount: $557,700 - From Capital Improvement Projects (CIP)funds Source: FY 09-10 129-367-5504-7306 (Slurry Seals - Various Locations). Finance: Council Notes: � peso �Jo/O- b'1 Agenda Item No. 2Z CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ACTION Staff Report SUBJECT: 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 $557,700 with two (2) one-year extensions at the City's option to American Asphalt South, Inc. for the slurry seal program utilized by the Public Services Department, Street Division. BACKGROUND: The City of Laguna Niguel completed a bid and contract award for application of rubberized slurry seals on August 18, 2009 (See Attachment 1"). Staff has received a copy of this bid, and determined that the bidding process completed by the City of Laguna Niguel conforms to the requirements of the City of San Bernardino Municipal Code Section 3.04.010 B-2, which allows the City to accept bidding from another governmental agency for goods and services. Slurry seal application involves a high level of care, warm weather conditions and requires several hours to dry. It is important to start the slurry seal application as soon as possible in order to benefit from the current warm weather conditions. All slurry seal work was assessed based upon street conditions. Staff anticipates the work to be completed by the close of FY 09-10. American Asphalt South, Inc. has provided the City of San Bernardino with several years of slurry seal service and has proven to be reliable. American Asphalt South, Inc. has scheduled the work and has handled the public notification aspects of the process without any problems. Since there are no local contractors who apply this rubberized material per the Green Book standards, staff would like to piggyback on the City of Laguna Niguel's bid. Staff recommends that American Asphalt South, Inc. be awarded a purchase order in the amount of $557,700 in order to start the FY 09-10 slurry seal program (See Attachment "2"). The term of this agreement shall be from April 5, 2010 through June 30, 2010, with two (2) one-year extensions at the City's option. Option year one, if exercised, shall be effective July 1, 2010 through June 30, 2011. Option year two, if exercised, shall be effective July 1, 2011 through June 30, 2012. FINANCIAL IMPACT: Funds are available in the FY 09-10 Capital Improvement Projects (CIP) Account Number 129-367-5504-7306 (Slurry Seals — Various Locations) in the amount of$557,700. Account Number 129-367-5504-7306 Budgeted Amount: $606,600 Balance as of March 11, 2010: $557,700 Balance after approval of this item: Please note this balance does not indicate available funding. It does not include non- encumbered reoccurring expenses or expenses incurred but not yet processed. RECOMMENDATION: Adopt Resolution. 1 RESOLUTION NO. COPY 2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT AND 3 ISSUANCE OF A PURCHASE ORDER IN THE AMOUNT OF $557,700 WITH TWO 4 (2) ONE-YEAR EXTENSIONS AT THE CITY'S OPTION TO AMERICAN ASPHALT SOUTH, INC. FOR THE SLURRY SEAL PROGRAM UTILIZED BY THE PUBLIC 5 SERVICES DEPARTMENT, STREET DIVISION. 6 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: 7 8 WHEREAS, The City of San Bernardino has accepted American Asphalt 9 South, Inc.'s offer to piggyback on the City of Laguna Niguel's purchase price for the 10 FY 09-10 slurry seal program; 11 SECTION 1. The City Manager of the City of San Bernardino is hereby 12 authorized to execute on behalf of said City an Agreement between the City of San 13 Bernardino and American Asphalt South, Inc., a copy of which is attached hereto, 14 15 marked as Exhibit "A", and incorporated herein by this reference as fully as though set 16 forth at length. 17 SECTION 2. This agreement conforms to the requirements of the City of San 18 Bernardino Municipal Code Section 3.04.010 B-2. 19 SECTION 3. Pursuant to this determination, the Finance Director or her 20 designee is hereby authorized to issue a purchase order to American Asphalt South, 21 22 Inc., in the amount of $557,700; said Purchase order shall reference this Resolution 23 and shall read, "American Asphalt South, Inc., for slurry seal services throughout the 24 City of San Bernardino." 25 SECTION 4. The authorization to execute the above referenced Purchase 26 Order and Agreement is rescinded if it is not executed by both parties within sixty (60) 27 days of the passage of this resolution. 211 �2 a 1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT AND 2 ISSUANCE OF A PURCHASE ORDER IN THE AMOUNT OF $557,700 WITH TWO (2) ONE-YEAR EXTENSIONS AT THE CITY'S OPTION TO AMERICAN ASPHALT 3 SOUTH, INC. FOR THE SLURRY SEAL PROGRAM UTILIZED BY THE PUBLIC 4 SERVICES DEPARTMENT, STREET DIVISION. 5 1 HEREBY CERTIFY that the foregoing Resolution was duly adopted by the 6 Mayor and Common Council of the City of San Bernardino at a 7 meeting thereof, held on the day of , 2010, by the 8 following vote, to wit: 9 Council Members: AYES NAYS ABSTAIN ABSENT 10 11 MARQUEZ 12 DESJARDINS 13 BRINKER 14 DERRY 15 KELLEY 16 JOHNSON 17 MCCAMMACK 18 19 20 Rachel G. Clark, City Clerk 21 22 The foregoing resolution is hereby approved this day of 23 , 2010. 24 Patrick J. Morris, Mayor City of San Bernardino 25 Appr yed as to form: 26 27 James . Penman, City Attorney 28 1 VENDOR SERVICE AGREEMENT 2 This Vendor Service Agreement is entered into this 5th day of April 2010, by and 3 between American Asphalt South, Inc. ("VENDOR") and the City of San Bernardino ("CITY" 4 or"San Bernardino"). 5 WITNESSETH: 6 7 WHEREAS, the Mayor and Common Council has determined that it is advantageous 8 and in the best interest of the CITY to execute an agreement and purchase order for the FY 09- 9 10 slurry seal program; and 10 WHEREAS, the City of San Bernardino has accepted American Asphalt South, Inc.'s 11 offer to piggyback on the City of Laguna Niguel's purchase price for the FY 09-10 slurry seal 12 program. 13 14 NOW, THEREFORE,the parties hereto agree as follows: 15 1. SCOPE OF SERVICES. 16 For the remuneration stipulated, San Bernardino hereby engages the services of 17 VENDOR to provide 2,697,892 square feet of rubberized slurry seal at a unit price cost as 18 indicated in Attachment "1" and incorporated herein by this reference. The parties may agree 19 to modify said Attachment "1," in writing, if said modification is in the best interests of the 20 City. 21 22 2. COMPENSATION AND EXPENSES. 23 a. For the services delineated above, the CITY, upon presentation of an invoice, shall 24 pay the VENDOR up to the amount of $557,700 for the FY 09-10 slurry seal 25 program. 26 b. No other expenditures made by VENDOR shall be reimbursed by CITY. 27 28 Exhibit"A" 1 1 3. TERM; TERMINATION. 2 The term of this agreement shall be from April 5, 2010 through June 30, 2010, with two 3 (2) one-year extensions at the City's option. Option year one, if exercised, shall be effective 4 July 1, 2010 through June 30, 2011. Option year two, if exercised, shall be effective July 1, 5 2011 through June 30, 2012. 6 7 This Agreement may be terminated at any time by thirty (30) days prior written notice 8 by either party. The terms of this Agreement shall remain in force unless amended by written 9 agreement of the parties executed on or before date of expiration of current term of the 10 agreement. Price in any option year shall be as negotiated by the parties at the time of exercise i i of the option. In no option year shall the price exceed that set forth herein. 12 13 4. WARRANTY 14 Vendor expressly warrants that all products and services supplied to City by Vendor 15 under this Agreement shall conform to the specifications, drawings or other description upon 16 which this purchase is based, shall be fit and sufficient for the purpose intended, merchantable, 17 of good material and worlananship, free from defects and free and clear of all liens or 18 19 encumbrances. Inspection, testing, acceptance or use of the goods by the City shall not affect 20 Vendor's obligations under this warranty, and such warranty shall survive inspection, testing, 21 acceptance and use. Vendor agrees to replace or correct promptly defects of any goods or 22 services not conforming to the foregoing warranty without expense to the City, when notified 23 of such non-conformity by City. If Vendor fails to correct the defects in or replace non- 24 conforming goods or services promptly, City may, after reasonable notice to Vendor, make 25 26 such corrections or effect cover, or cure, at Vendor's expense. "Reasonable notice" for 27 purposes of this section shall not be deemed to require more than 60 calendars days notice 28 Exhibit "A" 2 1 before commencement of efforts by the City to effect cover or a cure except upon written 2 agreement of the Parties. 3 5. INDEMNITY. 4 Vendor agrees to and shall indemnify and hold the City,gr fy its elected officials, employees, 5 agents or representatives, free and harmless from all claims, actions, damages and liabilities of 6 7 any kind and nature arising from bodily injury, including death, or property damage, based or 8 asserted upon any or alleged act or omission of Vendor, its employees, agents, or g subcontractors, relating to or in any way connected with the accomplishment of the work or 10 performance of service under this Agreement, unless the bodily injury or property damage was I I actually caused by the sole negligence of the City, its elected officials, employees, agents or 12 representatives. As part of the foregoing indemnity, Vendor agrees to protect and defend at.its 13 14 own expense, including attorney's fees the City, its elected officials, employees, agents or 15 representatives from any and all legal actions based upon such actual or alleged acts or 16 omissions. Vendor hereby waives any and all rights to any types of express or implied 17 indemnity against the City, its elected officials, employees, agents or representatives, with 18 respect to third party claims against the Vendor relating to or in any way connected with the 19 accomplishment of the work or performance of services under this Agreement. 20 6. INSURANCE. 21 22 While not restricting or limiting the foregoing, during the term of this Agreement, 23 VENDOR shall maintain in effect policies of comprehensive public, general and automobile 24 liability insurance, in the amount of $1,000,000.00 combined single limit, and statutory 25 worker's compensation coverage, and shall file copies of said policies with the CITY's Risk 26 Manager prior to undertaking any work under this Agreement. CITY shall be set forth as an 27 additional named insured in each policy of insurance provided hereunder. The Certificate of 28 Exhibit"A" 3 I Insurance furnished to the CITY shall require the insurer to notify CITY of any change or 2 termination in the policy. Insurer shall give CITY 30 days notice prior to enactment and any 3 change or termination of policy. 4 7. NON-DISCRIMINATION. 5 In the performance of this Agreement and in the hiring and recruitment of employees, 6 7 VENDOR shall not engage in, nor permit its officers, employees or agents to engage in, 8 discrimination in employment of persons because of their race, religion, color, national origin, 9 ancestry, age,mental or physical disability, medical conditions, marital status, sexual gender or 10 sexual orientation, or any other status protected by law. 11 8. INDEPENDENT CONTRACTOR 12 VENDOR shall perform work tasks provided by this Agreement, but for all intents and 13 purposes VENDOR shall be an independent contractor and not an agent or employee of the 14 15 CITY. VENDOR shall secure, at its expense, and be responsible for any and all payment of 16 Income Tax, Social Security, State Disability Insurance Compensation, Unemployment 17 Compensation, and other payroll deductions for VENDOR and its officers, agents, and 18 employees, and all business licenses, if any are required, in connection with the services to be 19 performed hereunder. 20 9. BUSINESS REGISTRATION CERTIFICATE AND OTHER REQUIREMENTS. 21 22 VENDOR warrants that it possesses or shall obtain, and maintain a business registration 23 certificate pursuant to Chapter 5 of the Municipal Code, and any other licenses, permits, 24 qualifications, insurance and approval of whatever nature that are legally required of VENDOR 25 to practice its business or profession. 26 /// 27 28 Exhibit"A" 4 1 10. NOTICES. 2 Any notices to be given pursuant to this Agreement shall be deposited with the United 3 States Postal Service,postage prepaid and addressed as follows: 4 TO THE CITY: Public Services Director 5 300 North"D"Street San Bernardino, CA 92418 6 Telephone: (909) 384-5140 7 TO THE VENDOR: American Asphalt South, Inc. 8 14436 Santa Ana Avenue Fontana, CA 92337 g Telephone: (909) 913-2313 Contact: Jeff Petty 10 11. ATTORNEYS' FEES. ii 12 In the event that litigation is brought by any party in connection with this Agreement, 13 the prevailing party shall be entitled to recover from the opposing party all costs and expenses, 14 including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of 15 its rights or remedies hereunder or the enforcement of any of the terms, conditions or 16 provisions hereof. The costs, salary and expenses of the City Attorney and members of his 17 18 office in enforcing this Agreement on behalf of the CITY shall be considered as "attorneys' 19 fees" for the purposes of this paragraph. 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 Agreement. Regardless of CITY's consent,no subletting or assignment shall release VENDOR 27 28 Exhibit"A" 5 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. VENUE. 4 The parties hereto agree that all actions or proceedings arising in connection with this 5 Agreement shall be tried and litigated either in the State courts located in the County of San 6 Bernardino, State of California or the U.S. District Court for the Central District of California, 7 8 Riverside Division. The aforementioned choice of venue is intended by the parties to be g mandatory and not permissive in nature. 10 14. GOVERNING LAW. 11 This Agreement shall be governed by the laws of the State of California. 12 15. SUCCESSORS AND ASSIGNS. 13 This Agreement shall be binding on and inure to the benefit of the parties to this 14 15 Agreement and their respective heirs,representatives, successors, and assigns. 16 16. HEADINGS. 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 19 provisions. 20 17. ENTIRE AGREEMENT; MODIFICATION. 21 22 This Agreement constitutes the entire agreement and the understanding between the 23 parties, and supercedes any prior agreements and understandings relating to the subject manner 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 1 27 28 Exhibit"A" 6 1 VENDOR SERVICE AGREEMENT AMERICAN ASPHALT SOUTH, INC. 2 IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day 3 4 and date set forth below. 5 Dated: , 2010 American Asphalt South, Inc. 6 By: 7 8 Dated 2010 CITY OF SAN BERNARDINO 9 By: 10 Charles E. McNeely, City Manager 11 12 Approved as to Form: 13 14 By: 15 James F. Penman, City Attorney 16 17 18 19 20 21 22 23 24 25 26 27 28 Exhibit"A" 7 1 VENDOR SERVICE AGREEMENT © 2 This Vendor Service Agreement is entered into this 5th day of April 2010, by and 3 between American Asphalt South, Inc. ("VENDOR") and the City of San Bernardino ("CITY" 4 or"San Bernardino"). 5 WITNESSETH: 6 7 WHEREAS, the Mayor and Common Council has determined that it is advantageous 8 and in the best interest of the CITY to execute an agreement and purchase order for the FY 09- 9 10 slurry seal program; and 10 WHEREAS, the City of San Bernardino has accepted American Asphalt South, Inc.'s i r offer to piggyback on the City of Laguna Niguel's purchase price for the FY 09-10 slurry seal 12 program. 13 NOW, THEREFORE, the parties hereto agree as follows: 14 15 1. SCOPE OF SERVICES. 16 For the remuneration stipulated, San Bernardino hereby engages the services of 17 VENDOR to provide 2,697,892 square feet of rubberized slurry seal at a unit price cost as 18 indicated in Attachment "1" and incorporated herein by this reference. The parties may agree 19 to modify said Attachment "1," in writing, if said modification is in the best interests of the 20 City. 21 22 2. COMPENSATION AND EXPENSES. 23 a. For the services delineated above, the CITY, upon presentation of an invoice, shall 24 pay the VENDOR up to the amount of $557,700 for the FY 09-10 slurry seal 25 program. 26 b. No other expenditures made by VENDOR shall be reimbursed by CITY. 27 28 1 1 3. TERM; TERMINATION. 2 The term of this agreement shall be from April 5, 2010 through June 30, 2010,with two 3 (2) one-year extensions at the City's option. Option year one, if exercised, shall be effective 4 July 1, 2010 through June 30, 2011. Option year two, if exercised, shall be effective July 1, 5 2011 through June 30, 2012. 6 This Agreement may be terminated at any time by thirty (30) days prior written notice 7 8 by either party. The terms of this Agreement shall remain in force unless amended by written 9 agreement of the parties executed on or before date of expiration of current term of the 10 agreement. Price in any option year shall be as negotiated by the parties at the time of exercise 11 of the option. In no option year shall the price exceed that set forth herein. 12 13 4' WARRANTY 14 Vendor expressly warrants that all products and services supplied to City by Vendor 15 under this Agreement shall conform to the specifications, drawings or other description upon 16 which this purchase is based, shall be fit and sufficient for the purpose intended, merchantable, 17 of good material and workmanship, free from defects and free and clear of all liens or 18 19 encumbrances. Inspection, testing, acceptance or use of the goods by the City shall not affect 20 Vendor's obligations under this warranty, and such warranty shall survive inspection, testing, 21 acceptance and use. Vendor agrees to replace or correct promptly defects of any goods or 22 services not conforming to the foregoing warranty without expense to the City, when notified 23 of such non-conformity by City. If Vendor fails to correct the defects in or replace non- 24 conforming goods or services promptly, City may, after reasonable notice to Vendor, make 25 such corrections or effect cover, or cure, at Vendor's expense. "Reasonable notice" for 26 27 purposes of this section shall not be deemed to require more than 60 calendars days notice 28 2 1 before commencement of efforts by the City to effect cover or a cure except upon written 2 agreement of the Parties. 3 5. INDEMNITY. 4 Vendor agrees to and shall indemnify and hold the City, its elected officials, employees, 5 agents or representatives, free and harmless from all claims, actions, damages and liabilities of 6 7 any kind and nature arising from bodily injury, including death, or property damage, based or 8 asserted upon any or alleged act or omission of Vendor, its employees, agents, or 9 subcontractors, relating to or in any way connected with the accomplishment of the work or 10 performance of service under this Agreement, unless the bodily injury or property damage was ii actually caused by the sole negligence of the City, its elected officials, employees, agents or 12 representatives. As part of the foregoing indemnity, Vendor agrees to protect and defend at its 13 own expense; including attorney's fees the City, its elected officials, employees, agents or 14 15 representatives from any and all legal actions based upon such actual or alleged acts or 16 omissions. Vendor hereby waives any and all rights to any types of express or implied 17 indemnity against the City, its elected officials, employees, agents or representatives, with 18 respect to third party claims against the Vendor relating to or in any way connected with the 19 accomplishment of the work or performance of services under this Agreement. 20 6. INSURANCE. 21 22 While not restricting or limiting the foregoing, during the term of this Agreement, 23 VENDOR shall maintain in effect policies of comprehensive public, general and automobile 24 liability insurance, in the amount of $1,000,000.00 combined single limit, and statutory 25 worker's compensation coverage, and shall file copies of said policies with the CITY's Risk 26 Manager prior to undertaking any work under this Agreement. CITY shall be set forth as an 27 additional named insured in each policy of insurance provided hereunder. The Certificate of 28 3 1 Insurance furnished to the CITY shall require the insurer to notify CITY of any change or 2 termination in the policy. Insurer shall give CITY 30 days notice prior to enactment and any 3 change or temunation of policy. 4 7. NON-DISCRIMINATION. 5 In the performance of this Agreement and in the hiring and recruitment of employees, 6 VENDOR shall not engage in, nor permit its officers, employees or agents to engage in, 7 8 discrimination in employment of persons because of their race, religion, color, national origin, 9 ancestry, age, mental or physical disability, medical conditions, marital status, sexual gender or 10 sexual orientation, or any other status protected by law. 11 8, INDEPENDENT CONTRACTOR. 12 VENDOR shall perform work tasks provided by this Agreement, but for all intents and 13 purposes VENDOR shall be an independent contractor and not an agent or employee of the 14 15 CITY. VENDOR shall secure, at its expense, and be responsible for any and all payment of 16 Income Tax, Social Security, State Disability Insurance Compensation, Unemployment 17 Compensation, and other payroll deductions for VENDOR and its officers, agents, and 18 employees, and all business licenses, if any are required, in connection with the services to be 19 performed hereunder. 20 9. BUSINESS REGISTRATION CERTIFICATE AND OTHER REQUIREMENTS. 21 22 VENDOR warrants that it possesses or shall obtain, and maintain a business registration 23 certificate pursuant to Chapter 5 of the Municipal Code, and any other licenses, permits, 24 qualifications, insurance and approval of whatever nature that are legally required of VENDOR 25 to practice its business or profession. 26 /// p^ 27 �r 28 4 1 10. NOTICES. r- �. 2 Any notices to be given pursuant to this Agreement shall be deposited with the United 3 States Postal Service,postage prepaid and addressed as follows: 4 TO THE CITY: Public Services Director 5 300 North"D"Street San Bernardino, CA 92418 6 Telephone: (909) 384-5140 7 TO THE VENDOR: American Asphalt South, Inc. 8 14436 Santa Ana Avenue Fontana, CA 92337 9 Telephone: (909) 913-2313 Contact: Jeff Petty 10 11 11. ATTORNEYS' FEES. 12 In the event that litigation is brought by any party in connection with this Agreement, 13 the prevailing party shall be entitled to recover from the opposing party all costs and expenses, �- 14 including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of 15 its rights or remedies hereunder or the enforcement of any of the terms, conditions or 16 provisions hereof. The costs, salary and expenses of the City Attorney and members of his 17 18 office in enforcing this Agreement on behalf of the CITY shall be considered as "attorneys' 19 fees" for the purposes of this paragraph. 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 Agreement. Regardless of CITY's consent, no subletting or assignment shall release VENDOR © 27 28 5 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. VENUE. 4 The parties hereto agree that all actions or proceedings arising in connection with this 5 Agreement shall be tried and litigated either in the State courts located in the County of San 6 7 Bernardino, State of California or the U.S. District Court for the Central District of California, 8 Riverside Division. The aforementioned choice of venue is intended by the parties to be 9 mandatory and not permissive in nature. 10 14. GOVERNING LAW. 11 This Agreement shall be governed by the laws of the State of California. 12 15. SUCCESSORS AND ASSIGNS. 13 14 This Agreement shall be binding on and inure to the benefit of the parties to this 15 Agreement and their respective heirs,representatives, successors, and assigns. 16 16. HEADINGS. 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 19 provisions. 20 17. ENTIRE AGREEMENT; MODIFICATION. 21 22 This Agreement constitutes the entire agreement and the understanding between the 23 parties, and supercedes any prior agreements and understandings relating to the subject manner 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 27 28 6 1 VENDOR SERVICE AGREEMENT AMERICAN ASPHALT SOUTH,INC. 2 IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day 3 4 and date set forth below. 5 Dated: 2010 American Asphalt South, Inc. 6 By: 7 8 Dated 2010 CITY OF SAN BERNARDINO 9 By: 10 Charles E. McNeely, City Manager 11 12 Approved as to Form: 13 14 B _ l tom' 15 James E. Penman, City Attorney 16 17 18 19 20 21 22 23 24 25 26 27 28 7 ATTACHMENT '.I' (PAGE 1 OF 3) CITY OF LAGUNA NIGUEL FY 09-10 CITYWIDE SLURRY SEAL PROGRAM CASH CONTRACT NO. 09-09 CONTRACT This Contract is made and entered into f6r the above stated project this 181, day of August, 2009, BY AND BETWEEN THE CITY OF LAGUNA NIGUEL, as Agency, and American Asphalt South, Inc. as Contractor. WITNESSETH that Agency and Contractor have mutually agreed as follows: ARTICLE I The contract between the Agency and the Contractor shall consist of this Contract and all of the contract documents for the aforesaid project which are the following: (1)the Notice Inviting Sealed Bids, Instructions to Bidders, Proposal (as submitted by the Contractor), Guaranty, General Specifications, Special Provisions,Final Closeout Agreement and Release of all Claims, Plans (if any accompany the project): (2)everything referenced in said documents, such as specifications, details, standard plans or drawings and appendices, including all applicable State and Federal requirements; (3) all required bonds, insurance certificates,permits, notices, and affidavits; and (4) any and all addenda or supplemental agreements clarifying, amending or extending the work contemplated as maybe required to insure completion in an acceptable manner. All of the provisions of the above-listed documents are trade a part of this Contract as though fully set forth herein. ARTICLE 11 For and in consideration of the payments and agreements to be made and performed by Agency, Contractor agrees to furnish all materials'and perform all work required for the above stated project, and to fulfill all other obligationd as set forth in the aforesaid contract documents for the contract price of$875,390.48. ARTICLE III Contractor agrees to receive and accept the prices set forth in the Proposal as full compensation for furnishing all materials,performing all work, and fulfilling all obligations hereunder. Said compensation shall cover all expenses,ldsses, damages, and consequences arising out of the nature of work during its progress or prior to its acceptance including those for well and faithfully completing the work and the whole thereof in the manner and time specified in the aforesaid contract documents: and also including those arising from actions of the elements, unforeseen difficulties or obstructions encountered in the prosecution of the work, suspension or discontinuance of the work,and all otherunknowns or risks of any description connected with the work. CA-1 CONTRACT (PAGE 2 OF 3) ARTICLE rV Agency hereby promises and agrees to employ. and does hereby employ, Contractor to provide the materials,do the work, and fulfill the obligations according to the terms and conditions herein contained and referred to,for the prices aforesaid, and hereby contracts to pay the same at the time, in the manner, and upon the conditions set forth in the contract documents. ARTICLE V Contractor acknowledges the provisions of the State Labor Code requiring every employer to be insured against liability for worker's compensation,or to undertake self-insurance in accordance with the provisions of that code, and certifies compliance with such provisions. ARTICLE VI Contractor agrees to indemnify and hold harmless Agency and all of its officers and agents from any claims, demands, or causes of aetiou,.including related expenses, attorney's fees, and costs, based on, arising out of,or in any way related to the work undertaken by Contractor hereunder. ARTICLE VII Contractor agrees that the Agency may make changes to the work, or suspend the work, and no matter how many changes, such changes or suspensions are within the contemplation of the Contractor and Agency and will not be a basis for a compensable delay claim. ARTICLE VIII Contractor agrees that submission of a claim,properly certified, witb all required supporting documentation, and written rejection or denial of all or part of the claim by the Agency, is a condition precedent to any action,proceeding, litigation, suit or demand for arbitration by Contractor. ARTICLE IX Contractor affirms that the signatures,titles, and seals set forth hereinafter in execution of this Contract Agreement represent all individuals, firm members,partners,joint ventures, and/or corporate officers having a principal interest herein. CA-2 CONTRACT(PAGE 3 OF 3) IN WITNESS WHEREOF the patties hereto have caused this Contract to be executed the day and year first written. CITY: /^ CONTRACTOR: Mayor - City of Laguna 11 tguel (Print Name of Contractor,Company ar Corperatlnn) Pho e �9�9J ATTEST: By JerF PE (Print Name) a . ±rz�7d4 ity Clerk-City of Laguna Niguel (S igmtu vice Psi as✓J (Title) By y g !!e �DVIG ( 'nt Name) y ignatu/re) ('Title) NOTE: SIGNATURES OF CORPORATE OFFICIALS MUST BE NOTARIZED, ATTACH JURAT. Contract Approved As To Form: Z. City Atto ey- City o Lao na Niguel �tshS CA-3 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT °c•E?"s�z:-crew',�^��Y•r,:F•;c..:creoz�'.orcl'd-���:rzc>-.^�r,..c�.�c'XMU'�.ia�• -�,r<�,c�zc�^�.e;^..•cF��� � State of Calilomia 1 t 1 County of S.:^ [;p r n@[d"Ja Dn before me. cpr �r9kin- /Vr f P I/ e.6 Meme Jrd tired oma.r u.a•dw oa.rnun rue. pem6nally appeared L JO -SILAIP o-+ Tp PPff,� Ir NNnalea 9gwn91 J proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) Whre T 115- RICHARD ENIRIKiN subscribed to the within Instrument and N COMM.#1854481 acknowledged to me that he/.ehefthey executed ROTARYPURUC.CAU;OMM the same in pf3�[Fllheir authorized I pSAN eER9NgparO COUNTY nNi capacity(tes), and that by W0.b er1their 3m; r signature(s)on the Instrument the person(s), or the entity upon behalf of which the person(s) ��.•, acted, executed the instrument. I a WITNESS my hand and official seal. ,mss i OPTIONAL Though me inbrmefion be'ow is"t required by law,d may pow"ft ble M persons mVng m(he documentand wuid pm"nt lmuddmm removal and reattachment of thfe ham to another document. Description of Attached Document Title or Type of Document: Pages: Number of Pa Document Date: 9 � i Signer(s) Otter Than Named Above: Capacity(ies) Claimed by Signer Signer's Name: C Individual oo JI lrJmo n9r� ❑ Corporate Officer—Trtte(s): ❑ Partner—D Limited D General ❑ Attorney-in-Fact D Trustee I 0 Guardian or Conservator O Otter. Signer Is Representing: ��, ti=c:�.-c.- ••�:ct. _ _. :uo -a _ - --=``'- - - -"R'� _ mow. _ _ _ -.er'. t. CtYL tYLLnilNdgry naefbCVn•BiA De STO Mb..C.O.sm a+a:•CMS'u? C191Jta+N@•,rxx.iwpwgMAnrygq P,e6 NS aM amlaf CM Ta4FT 1-WJ1T 7 WORKER'S COMPENSATION INSURANCE CERTIFICATE Pursuant to Section 1861 of the State Labor Code Amended by Stats. 1979, C.373,pi.343), each contractor to whom a public works contract has been awarded shall sign the following certificate and shall submit same to the Agency prior to performing any work on the contract: "I am aware of the provisions of Section 3700 of the Labor Code which requires every employer to be insured against liability for Worker's Compensation or to undertake self- insurance in accordauce with the provisions of that Code, and I will comply with such provisions before commencing the performance of work of this contract. " .9/1k1rICQn l�Fp/x�/ Sri I (Contractor) By 44/e �iTDne (Print Name) (Si ure) 5"4% (Title) �cy� S'�,T4O9 (Dat� Section 3700 of the State Labor Code reads as follows: "Every employer except the State shall secure the payment of compensation in one or more of the following ways: (a) By being insured against liability to pay compensation in one or more insurers duly authorized to write compensation insurance in this state. (b) By securing from the Director of Industrial Relations a certificate of consent to self-insure,which may be given upon furnishing proof satisfactory to the Director of Industrial Relations of ability to self-insure and to pay any compensation that may become due to his employee." CA-8 CITY OF LAGUNA NIGUSL CONSTRUCTION OR SERVICE CONTRACT INSURANCE ENDORSEMENT To be attached to and made a pmt of all policies insuring the liability of my person,fun Or corporation performing services under contract for the City of Laguna Niguel. Not withstanding any inconsistent expression in the policy to which this endorsement is sttacbed or in any other endorsement now or hereafter attached thereto, or made a part thereof, rho protection afforded by said policy shall: 1. Include the City of Laguna Niguel as an additional insured. "The insurer agrees that the City of Laguna Niguel and its City Council and/or all City Council appointed groups,committees,boards and any other City Council appointed body and/or elective and appointive officers,servants,employees,or consultant of the City,when acting as such,art additional insured hereunder for the acts of the insured, and such insurance shall be primary to any insumnce of the City." 2. Indemnify and save hramless the City of Laguna Niguel against any and all claims or suits imulting from the undertaking specified in the comract known as the FY 04-10 Citywide Slurry Seal Program,Cash Contract No. 04-09. This bold harmless assumption on the part of the underwriters shall include all costs of investigation and defense. 3. Not be suspended,voided,canceled by tither party.reduced in coverage or in limits or have a change in insurance company except after thirty (30) days' prior written notice by certified mail,return tempt requested, has been given to the.City. Any failu .to comply with reporting provisions of the policy(ies) shall not affect coverage provided to the City of Laguna Niguel as enumerated in this endorsernCnt. 4. Limited classifications, restricting endorsements,exclusions or other special provisions contained in the policy shall not act to limit the benefits of coverage as they shall apply to the City of LaguaaNiguel as enumerated in this endorsement. Howovcr, nothing herein contained shall affect any rights of { gains ' sured.n Attached to and formin 'ppart 0° Duly Ant rized�p�en A1CG360� 905 8/5 2 09 Policy No. Date'. Insured American Asphalt South, Inc apirationDate: 1/l/2010 Project Name and Number Ccntract No- 09-09 FY 09-10 Slurry Seal Program CAA CITY OF LAGUNA NIGUEL FY 09-10 CITYWIDE SLURRY SEAL PROGRAM CASH CONTRACT No. 09-09 GUARANTY In accordance with the terms of the contract for the FY 09-10 Citywide Slurry Seal Program, Cash Contract No. 09-10 in the City of Laguna Niguel approved August 18. 2009 between the City of Laguna Niguel (hereinafter referred to as the Agency) and the undersigned, under which contract the undersigned shall complete work as described in the contract documents, the following guarantee of said work is hereby made. Should amy of the items installed pursuant to said contract, prove defective or should the item as a whole prove defective, due to faulty workmanship, material furnished or methods of installation,or should the said item or any part thereof fail to operate properly, as planned, due to any of the above causes,all within one year after date on which the work is accepted by the Agency, the undersigned agrees that the repairs shall be made and such materials as are necessary shall be furnished and installed within thirty(30)days after the receipt of demand from the Agency. In the event repairs are not made within thirty(30) days,the Agency shall have the unqualified option to make any needed repairs or replacements itself or by any other Contractor. The undersigned agrees to reimburse the Agency,upon demand, of its expenses incurred in restoring said items to the condition contemplated in said contract, including the cost of any equipment or materials replaced, or upon demand by the Agency, to replace any such equipment and repair said items completely without cost to the Agency so that they will operate successfully as originally contemplated. Emergency repairs must necessarily be made by the Agency; therefore, when defective material Or workmanship results in emergency repairs,the undersigned agrees to reimburse the Agency, upon demand, expenses incurred. Said items will be deemed defective within the meaning of this guaranty in the event that they fail to operate as originally intended thereof and in accordance with the plans and specifications included in said contract The Faithful Performance Bond for this project shall remain in.full force and effect for the entire guarantee period as required in the specifications and contract documents. Dar_ Cqr6actor Vri. (PAGE l OF 6) BIDDER'S NAME ;Y CITY OF LAGUNA NIGUEL FY 09-10 Citywide Roadway Slurry Seal Program CASE CON'T'RACT NO. 09-09 T PROJECT BID SHEET The Contractor shall complete this Project Bid Sheet for use onlyby Agency for comparison of bids and compensation to the Contractor for this project. The Contractor shall submit a balanced bid. The estimated quantities and itemized descriptions listed in the Project Bid Sheet are supplied to give an indication of the general size of the work. The accuracy of the estimated quantities is not guaranteed. Unit prices are intended to be the basis for additions, deletions or substitutions to the work, if required. Lump sum prices and/or quantities shall be considered all inclusive and shall not be considered for price and/or quantity adjustment. The work to be performed shall include,but not be limited to, the items described. The bid shall include the furnishing of labor, services, tools, equipment, materials, appurtenances, and incidentals necessary to install or complete all work contemplated per the plans and specifications. NoDescription Unit Quantity OLWI tal 1 Hand Parch Asphalt Pavement SF 24,0]2 2 Rubberized Emulsion A greg ate Slurry Type I Gat 128,692 0d3,3 Rubberized Emulsion AggregateSlunyT eIl Gal 32,831 Install Detail 39 -6" White Bile Lane Line LF 562 4. -Z Install Detail 39A- 6" White Bike Lane Line LF 650 6 Install Detail 38 - 8" White Channeliziag Line LF 2,254 1 Including RPM'S , -3 5 $ 8 90 7 Install Detail 22 - Double Yellow Centerline LF 30,712 Z07y l' Including RPM'S '31 q,S 8 Install Detail 27 - Double Yellow Left Edge LF 642 2 3 Line Including RPM'S 9 Install 10 Ft. 24" Longitudinal Yellow Bars in EA 1 Crosswalks (Paint) Insta1112" White Crosswalk/Limitline/Ilatch LF 2,213 10 Line (Thermoplastic) 2.�0 (�rO8Jr7 11 Install 12" Yellow Crosswalk(Thermoplastic) LF 902 75 Z y 80.5e i 12 Install"STOP"White Pavement Markings-22 LF 51 SF(ThermoPlastic) i Install "STOP AHEAD" White Pavement LF 10 13 Markings - 54 SF(ThermoPlastic) Z 76,°a 2,75A° j 14 Install Arrows Type IV (L & R) White EA 35 52- 5-k'>- 8$ So Pavement Markings - 15 SF(ThermoPlastic) Install Arrows Type VII (L) White Pavement EA 7 15 Markings - 27 SF(ThermoPlastic) J JD, 77p, eo i 3 Install Numbers R'hite Pavement Markings - EA 29 p 2 S ? 3 92,5a XUF e 1 0 . 0 a P-13 %,(PAGE 2 OF 6) 0" Item Description tint Quantity unit Total No. P Q n Price T Install "SLOW SGHOOL RING"Yellow EA 2 Gs Pavement Markings - 80 SF(ThermoPlastic) ;11;.&P 770,OP 18 Install"SCHOOL"Yellow PavemenCMarkings EA 3 1 �7 �D rtCfj,sO 35 SF Cnarr oPlastic) 19 Install "SCHOOL SIGN AHEAD" White EA 1 3 $ S° 3$S av Pavement Markings - 87 SF(ThetmoPlastic) Install "BUMP" White Pavement Markings EA 1 20 (TbermoPlasdc) 2 ca, 12" Reflective White .57 5;'0, 6D Stripes (Paint) 2 ea, and Two Way Ycllow Reflective Pavement Markers 5 ea. 21 Install Type G or H Pavement Markers EA 29 22 Install Two Way Blue Reflective Pavement EA 356 Markers TOTAL 575 3'` C) - 3/y M i✓ P-14