HomeMy WebLinkAbout2013-298 RESOLUTION NO. 2n11-298
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2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT
3 AND ISSUANCE OF AN ANNUAL PURCHASE ORDER IN THE AMOUNT OF
4 $137,500 WITH THREE (3) ONE-YEAR EXTENSIONS AT THE CITY'S OPTION TO
STAR AUTO PARTS OF SAN BERNARDINO PURSUANT TO SECTION 3.04.010-B3
5 OF THE MUNICIPAL CODE.
6 WHEREAS, the Fleet Management Division is requesting an execution of an
7 Agreement in the amount of$137,500 to purchase automotive parts and supplies;
8 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE
9 CITY OF SAN BERNARDINO AS FOLLOWS:
10 SECTION 1. The City Manager of the City of San Bernardino is hereby authorized to
11 execute on behalf of said City a Vendor Service Agreement between the City of San
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Bernardino and Star Auto Parts, a copy of which is attached hereto, marked Exhibit "A" and
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14 incorporated herein by reference as fully as though set forth at length.
15 SECTION 2. The Mayor and Common Council hereby authorize the Director of
16 Administrative Services or his/her designee to issue an annual Purchase Order to Star Auto
17 Parts for a total not-to-exceed $137,500 for the purchase of automotive parts and supplies.
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SECTION 3. The Contract Purchase Order shall reference this Resolution and shall
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20 read, "Star Auto Parts INC. for the purchase of automotive parts and supplies" and shall
21 incorporate the terms and conditions of the Agreement.
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2013-298
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY
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OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT
2 AND ISSUANCE OF AN ANNUAL PURCHASE ORDER IN THE AMOUNT OF
$137,500 WITH THREE (3) ONE-YEAR EXTENSIONS AT THE CITY'S OPTION TO
3 STAR AUTO PARTS OF SAN BERNARDINO PURSUANT TO SECTION 3.04.010-B3
4 OF THE MUNICIPAL CODE.
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SECTION 4. The authorization to execute the above referenced Contract Purchase
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7 Order and agreement is rescinded if not issued within sixty (60) days of the passage of this
8 resolution.
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2013-298
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY
1
OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT
2 AND ISSUANCE OF AN ANNUAL PURCHASE ORDER IN THE AMOUNT OF
$137,500 WITH THREE (3) ONE-YEAR EXTENSIONS AT THE CITY'S OPTION TO
3 STAR AUTO PARTS OF SAN BERNARDINO PURSUANT TO SECTION 3.04.010-B3
4 OF THE MUNICIPAL CODE.
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6 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and
joint regula meetin thereof,held
7 Common Council of the City of San Bernardino at a g
8 on the 21st day of October , 2013,by the following vote,to wit:
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Council Members: AYES NAYS ABSTAIN ABSENT
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MARQUEZ X
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12 JENKINS X
13 VALDIVIA X
14 SHORETT X
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VACANT
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JOHNSON X
17 X
18 MCCAMMACK
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20 Geort ann Ha , City Clerk
21 The foregoing resolution is hereby approved this day of
22 October , 2013.
23 4111102,,,
Patr� orris, Mayor
24 City of an Bernardino
25 Approved as to Form:
26 By: 7,
27 es F. Penman, City Attorney
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2013-298
VENDOR PURCHASE AGREEMENT
This Vendor Purchase Agreement is entered into this 22nd day of October 2013, by
and between Star Auto Parts ("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 the purchase of specific parts and supplies and
related repair services for City vehicles and equipment; and
WHEREAS, Vendor Star Auto Parts of San Bernardino was the lowest bidder in RFQ
F-14-11 and the only bidder to bid on all items as specifically requested in the Bid Document;
NOW, THEREFORE, the parties hereto agree as follows:
1. SCOPE OF SERVICES.
For the remuneration stipulated, San Bernardino hereby engages the products and
services of Vendor to provide specific parts and supplies utilized by the Public Works
Department Fleet Management Division for City vehicles and equipment.
2. COMPENSATION AND EXPENSES.
a. For the products and/or services delineated above, the City, upon presentation of an
invoice, shall pay the Vendor up to the amount of$137,500 for parts and supplies.
b. No other expenditures made by Vendor shall be reimbursed by City.
3. TERM; TERMINATION.
The term of this agreement shall be from October 21, 2013 through June 30, 2014, with
three (3) one-year extensions at the City's option. Option year one, if exercised, shall be
effective July 1, 2014 through June 30, 2015. Option year two, if exercised, shall be effective
Exhibit"A"
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2013-298
July 1, 2015 through June 30, 2016. Option year three, if exercised, shall be effective July 1,
2016 through June 30, 2017.
This Agreement may be terminated at any time by thirty (30) days' prior written notice
by either party. The terms of this Agreement shall remain in force unless amended by written
agreement of the parties executed on or before date of expiration of current term of the
agreement.
4. WARRANTY.
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 inspections, testing,
acceptance and use. Vendor agrees to replace or correct promptly defects or 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 of the Parties.
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Exhibit"A"
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2013-298
5. 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 of 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.
6. 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.
Exhibit"A"
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2013-298
7. 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, excepted as permitted to Section 12940
of the California Government Code.
8. BUSINESS REGISTRATION CERTIFICATE AND OTHER REQUIREMENTS.
Vendor warrants that it shall comply with any and all business registration requirements
of the City's Municipal Code, and any other license, permits, qualifications, insurance and
approval of whatever nature that are legally required 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:
TO THE CITY: Public Works Director
300 North"D" Street
San Bernardino, CA 92418
Telephone: (909) 384-5140
TO THE VENDOR: Star Auto Parts
535 Tennis Court Lane
San Bernardino, CA. 92402
Telephone: (909) 885-2885
Attn: Parts Manager
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,
Exhibit"A"
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2013-298
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.
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.
Exhibit"A"
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2013-298
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. 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.
17. 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.
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Exhibit"A"
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2013-298
PURCHASE AGREEMENT
STAR AUTO PARTS
IN WITNESS THEREOF,the parties hereto have executed this Agreement on the day and
date set forth below.
Dated: , 2013 STAR AUTO PARTS
By:
Dated , 2013 CITY OF SAN BERNARDINO
By:
Allen Parker, City Manager
Approved as to Form:
By:I Ja . Penman, City Attorney
Exhibit"A"
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