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HomeMy WebLinkAbout2013-309 RESOLUTION NO. 2013-309 1 2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT 3 AND INCREASE TO PURCHASE ORDER 2014-192 TO A TOTAL AMOUNT NOT 4 TO EXCEED $50,000 WITH TWO (2) ONE-YEAR EXTENSIONS AT THE CITY'S OPTION TO HREM INC. FOR THE FABRICATION AND REPAIR OF REFUSE 5 TRUCK BODIES, FLOORS, AND STREET SWEEPERS, PARTS AND SUPPLIES AS NEEDED PURSUANT TO SECTION 3.04.010-B3 OF THE MUNICIPAL CODE. 6 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE 7 CITY OF SAN BERNARDINO AS FOLLOWS: 8 WHEREAS, the Fleet Management Division is requesting an execution of an 9 Agreement and an increase to Purchase Order 2014-192 to a total amount not to exceed 10 11 $50,000 for the fabrication and repair of refuse truck bodies, floors, and street sweepers, parts 12 and supplies as needed; 13 SECTION 1. The City Manager is hereby authorized and directed to execute the 14 Vendor Service Agreement with HREM INC., a copy of which is attached hereto, marked 15 Exhibit"A" and incorporated herein. 16 17 SECTION 2. The Director of Administrative Services or his designee is hereby 18 authorized and directed to increase Purchase Order 2014-192 to HREM Inc. to a total amount 19 not to exceed $50,000 for the fabrication and repair of refuse truck bodies, floors, and street 20 sweepers, parts and supplies as needed. 21 SECTION 3. The Contract Purchase Order shall reference this Resolution and shall 22 23 read, "HREM INC. for refuse truck body/street sweeper repairs, parts and supplies as needed" 24 and shall incorporate the terms and conditions of the Agreement. 25 SECTION 4. The authorization to execute the above referenced Contract Purchase 26 Order and agreement is rescinded if not issued and signed within sixty (60) days of the 27 passage of this resolution. 28 2013-309 1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT 2 AND INCREASE TO PURCHASE ORDER 2014-192 TO A TOTAL AMOUNT NOT TO EXCEED $50,000 WITH TWO (2) ONE-YEAR EXTENSIONS AT THE CITY'S 3 OPTION TO HREM INC. FOR THE FABRICATION AND REPAIR OF REFUSE 4 TRUCK BODIES, FLOORS, AND STREET SWEEPERS, PARTS AND SUPPLIES AS NEEDED PURSUANT TO SECTION 3.04.010-B3 OF THE MUNICIPAL CODE. 5 6 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and joint regular 7 Common Council of the City of San Bernardino at a meeting thereof, held 8 on the 4th day of November , 2013, by the following vote,to wit: 9 Council Members: AYES NAYS ABSTAIN ABSENT 10 11 MARQUEZ x 12 JENKINS x 13 VALDIVIA x 14 SHORETT x 15 VACANT 16 JOHNSON x 17 18 MCCAMMACK x 19 dee 20 Georg nn Hanna, City Clerk 21 The foregoing resolution is hereby approved this V day of 22 November , 2013. 23 � 24 P. ick J. M. is, Mayor City o '.n Bernardino 25 Approved as to form: James F. Penman, 26 City Attorney 27 By: 28 2013-309 PURCHASE AGREEMENT This Vendor Service Agreement is entered into this 5th day of November 2013, by and between HREM INC ("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 fabrication and repair of refuse truck bodies, floors, and street sweepers plus parts and supplies as needed; and WHEREAS, Vendor HREM INC of Fontana, CA was the lowest bidder in RFQ F-14- 09 as 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 services of Vendor for the fabrication and repair of refuse truck bodies, floors, and street sweepers, parts and supplies as needed to be 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 an amount not to exceed $50,000 for the fabrication and repair of refuse truck bodies, floors, and street sweepers, parts and supplies as needed, in accordance with the Price List in Vendor's Bid submitted to RFP F-14- 09, attached and incorporated herein. b. No other expenditures made by Vendor shall be reimbursed by City. Exhibit"A" 1 2013-309 3. TERM; TERMINATION. The term of this agreement shall be from November 5, 2013 through June 30, 2014, with two (2) 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 July 1, 2015 through June 30, 2016. This Agreement may be terminated at any time with 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 the date of expiration of the 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 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 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 Exhibit"A" 2 2013-309 before commencement of efforts by the City to effect cover or a cure except upon written agreement of the Parties. 5. INDEMNITY. Vendor 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. 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 Exhibit"A" 3 2013-309 Insurance furnished to the City shall require the insurer to notify City 30 (thirty) days prior to any change or termination in the policy. 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 condition, marital status, sexual gender or sexual orientation, or any other status protected by law, except 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, permit, qualification, 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: HREM INC. 15642 Boyle Avenue Fontana, CA. 92337 Telephone: (909) 823-1595 Attn: Antonio Cuevas Exhibit"A" 4 2013-309 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 nor 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 without City's prior written consent 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. Exhibit"A" 5 2013-309 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. 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 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. HI Exhibit"A" 6 2013-309 PURCHASE AGREEMENT HREM INC. IN WITNESS THEREOF,the parties hereto have executed this Agreement on the day and date set forth below. Dated: , 2013 HREM INC. By: Name/Title: Dated , 2013 CITY OF SAN BERNARDINO By: Allen Parker, City Manager Approved as to form: James F. Penman, City Attorney By: / Exhibit"A" 7 • 2013-309 PURCHASE AGREEMENT This Vendor Service Agreement is entered into this 5th day of November 2013, by and between HREM INC ("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 fabrication and repair of refuse truck bodies, floors, and street sweepers plus parts and supplies as needed; and WHEREAS, Vendor HREM INC of Fontana, CA was the lowest bidder in RFQ F-14- 09 as 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 services of Vendor for the fabrication and repair of refuse truck bodies, floors, and street sweepers, parts and supplies as needed to be 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 an amount not to exceed $50,000 for the fabrication and repair of refuse truck bodies, floors, and street sweepers, parts and supplies as needed, in accordance with the Price List in Vendor's Bid submitted to RFP F-14- 09, attached and incorporated herein. b. No other expenditures made by Vendor shall be reimbursed by City. Exhibit"A" 1 • 2013-309 • 3. TERM; TERMINATION. The term of this agreement shall be from November 5, 2013 through June 30, 2014, with two (2) 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 July 1, 2015 through June 30, 2016. This Agreement may be terminated at any time with 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 the date of expiration of the 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 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 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 Exhibit"A" 2 • • 2013-309 before commencement of efforts by the City to effect cover or a cure except upon written agreement of the Parties. 5. INDEMNITY. Vendor 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. 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 Exhibit"A" 3 • 2013-309 • Insurance furnished to the City shall require the insurer to notify City 30 (thirty) days prior to any change or termination in the policy. 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 condition, marital status, sexual gender or sexual orientation, or any other status protected by law, except 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, permit, qualification, 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: HREM INC. 15642 Boyle Avenue Fontana, CA. 92337 Telephone: (909) 823-1595 Attn: Antonio Cuevas Exhibit"A" 4 2013-309 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 nor 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 without City's prior written consent 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. Exhibit"A" 5 2013-309 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. 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 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. /// /// /// /// Exhibit"A" 6 • 2013-309 PURCHASE AGREEMENT HREM INC. IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day and date set forth below. Dated: `///3 115 , 2013 HREM INC. By: -P Name/Title: Pre 5,d eti 7" Dated 110V11 k 1.2-, 2013 CITY OF SAN B 'NARDINO By: Allen-',:rker, City Manager Approved as to form: James F. Penman, City Attorney By: Exhibit"A" 7