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HomeMy WebLinkAbout2013-310 RESOLUTION NO. 701 3-310 1 2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT 3 AND ISSUANCE OF A PURCHASE ORDER TO FORTEL TRAFFIC, INC. FOR THE 4 PURCHASE OF SOLAR-POWERED SPEED FEEDBACK SIGNS (TC 08-003), PER REQUEST FOR BID (RFB 12997). 5 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE 6 CITY OF SAN BERNARDINO AS FOLLOWS: 7 SECTION 1. The Mayor and Common Council hereby finds that the bids of DDL 8 Traffic, Inc.; Monitor Systems; and PTM General Engineering all failed to comply with the 9 required technical product specifications provided in Request for Bid RFB 12997, and 10 11 therefore rejects these bids as nonresponsive to RFB 12997. 12 SECTION 2. Fortel Traffic, Inc., 5310 E. Hunter, Anaheim, CA 92807, was the 13 lowest responsive and responsible bidder for Solar-Powered Speed Feedback Signs (TC 08- 14 003),pursuant to Request for Bid RFB 12997. 15 SECTION 3. The City Manager is hereby authorized and directed to execute an 16 17 Agreement with Fortel Traffic, Inc., a copy of which is attached hereto marked Exhibit "A" 18 and incorporated herein. 19 SECTION 4. Pursuant to this determination, the Director of Administrative Services 20 or his designee is hereby authorized to issue a Purchase Order to Forte! Traffic, Inc., in the 21 amount of$95,260.00 22 SECTION 5. The Purchase Order shall reference this Resolution and shall read, 23 24 "Fortel Traffic, Inc. for purchase of Solar-Powered Speed Feedback Signs (TC 08-003) per 25 Request for Bid (RFB 12997), not to exceed $95,260.00" and shall incorporate the terms and 26 conditions of this Resolution. 27 28 1 2013-310 1 SECTION 6. The authorization to execute the above-referenced Purchase Order and 2 Agreement is rescinded if not issued and signed within sixty (60) days of passage of this 3 Resolution. 4 /// 5 /// 6 /// 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 2 2013-310 1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY 2 OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT AND ISSUANCE OF A PURCHASE ORDER TO FORTEL TRAFFIC, INC. FOR THE 3 PURCHASE OF SOLAR-POWERED SPEED FEEDBACK SIGNS (TC 08-003), PER 4 REQUEST FOR BID (RFB 12997). 5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor 6 and Common Council of the City of San Bernardino at a joint regular meeting 7 thereof,held on the 4th day of November , 2013, by the following vote, to wit: 8 9 Council Members: AYES NAYS ABSTAIN ABSENT 10 MARQUEZ x 11 JENKINS x 12 VALDIVIA x 13 SHORETT x 14 VACANT 15 16 JOHNSON x 17 MCCAMMACK x 18 _)€/z," .� 19 Georgea Hanna, City Clerk 1.5 20 The foregoing resolution is hereby approved this day of November , 2013. 21 22 23 Patri. J. Mo is, Mayor City of • :ernardino 24 25 Approved as to form: JAMES F. PENMAN, 26 City Attorney 27 By: L, • 1 28 3 2013-310 Exhibit"A" PURCHASE AGREEMENT This Purchase Agreement is entered into this 4th day of November, 2011 by and between FORTEL TRAFFIC, 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 purchase of SOLAR-POWERED SPEED FEEDBACK SIGNS; and WHEREAS, the CITY did solicit and accept bids from vendors for the purchase of SOLAR-POWERED SPEED FEEDBACK SIGNS; and, WHEREAS, VENDOR is the lowest responsive and responsible bidder to provide said materials and products to CITY; and NOW,THEREFORE, the parties hereto agree as follows: 1. SCOPE OF PRODUCTS AND MATERIALS. For the remuneration stipulated, CITY hereby purchases from VENDOR those products and materials as set forth in RFB 12997, a copy of which is attached and incorporated herein as Attachment"1". 2. COMPENSATION AND EXPENSES. a. For the products and materials delineated above, the CITY, upon presentation of an invoice, shall pay the VENDOR up to the amount of$ 95,260.00, for the purchase of solar-powered speed feedback signs pursuant to RFB 12997. b. No other expenditures made by VENDOR shall be reimbursed by CITY. 3. TERM; TERMINATION. This purchase shall be completed within sixty (60) days. This Agreement may be terminated at any time by thirty (30) days' written notice by either party. The term of this Agreement shall remain in force unless amended by a written instrument executed by all parties to this Agreement. Page 1 of 5 2013-310 Exhibit"A" 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 inspection, testing, acceptance and use. VENDOR agrees to replace or correct promptly defects of any goods or services not conforming to the foregoing warranty without expense to the CITY, when notified of such non-conformity by CITY. If VENDOR fails to correct the defects 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. 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 actual or alleged act or omission of VENDOR, its employees, agents, or subcontractors, relating to or in any way connected with the sale of products or materials to the CITY 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 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 sale of products or materials to the CITY under this Agreement. 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 condition, marital status, sexual gender or sexual orientation, or any other status protected by law. Page 2 of 5 2013-310 Exhibit"A" 7. BUSINESS REGISTRATION CERTIFICATE AND OTHER REQUIREMENTS. VENDOR warrants that it possesses or shall obtain, and maintain a business registration certificate as required under Title 5 of the San Bernardino 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. 8. 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: Fortel Traffic, Inc. 5310 E. Hunter Ave. Anaheim, CA 92807 Telephone: (714) 701-9800 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 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. Attorneys' fees for the City Attorney and members of his office shall be calculated based on the market rate for comparable services. 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 without the 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 from performing VENDOR's obligations under this Agreement. Page 3 of 5 2013-310 Exhibit"A" 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, Riverside 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 convenience only and shall not affect the construction or the interpretation of any of its provisions. 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. /// /// Page 4 of 5 2013-310 Exhibit"A" PURCHASE AGREEMENT FORTEL TRAFFIC,INC. IN WITNESS THEREOF, the parties hereto have executed this Agreement on the date set forth below. Dated: , 2013 FORTEL TRAFFIC, INC. By: Name/Title: Dated , 2013 CITY OF SAN BERNARDINO By: Allen J. Parker, City Manager Approved as to form: James F. Penman, City Attorney By: ', 7 Page 5 of 5 2013-310 Exhibit"A" PURCHASE AGREEMENT This Purchase Agreement is entered into this 4th day of November, 201 3 , by and between FORTEL TRAFFIC, 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 purchase of SOLAR-POWERED SPEED FEEDBACK SIGNS; and WHEREAS, the CITY did solicit and accept bids from vendors for the purchase of SOLAR-POWERED SPEED FEEDBACK SIGNS; and, WHEREAS, VENDOR is the lowest responsive and responsible bidder to provide said materials and products to CITY; and NOW,THEREFORE, the parties hereto agree as follows: 1. SCOPE OF PRODUCTS AND MATERIALS. For the remuneration stipulated, CITY hereby purchases from VENDOR those products and materials as set forth in RFB 12997, a copy of which is attached and incorporated herein as Attachment"1". 2. COMPENSATION AND EXPENSES. a. For the products and materials delineated above, the CITY, upon presentation of an invoice, shall pay the VENDOR up to the amount of$ 95,260.00, for the purchase of solar-powered speed feedback signs pursuant to RFB 12997. b. No other expenditures made by VENDOR shall be reimbursed by CITY. 3. TERM; TERMINATION. This purchase shall be completed within sixty (60) days. This Agreement may be terminated at any time by thirty (30) days' written notice by either party. The term of this Agreement shall remain in force unless amended by a written instrument executed by all parties to this Agreement. Page 1 of 5 2013-310 Exhibit"A" 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 inspection, testing, acceptance and use. VENDOR agrees to replace or correct promptly defects of any goods or services not conforming to the foregoing warranty without expense to the CITY, when notified of such non-conformity by CITY. If VENDOR fails to correct the defects 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. 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 actual or alleged act or omission of VENDOR, its employees, agents, or subcontractors, relating to or in any way connected with the sale of products or materials to the CITY 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 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 sale of products or materials to the CITY under this Agreement. 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 condition, marital status, sexual gender or sexual orientation, or any other status protected by law. Page 2 of 5 2013-310 Exhibit"A" 7. BUSINESS REGISTRATION CERTIFICATE AND OTHER REQUIREMENTS. VENDOR warrants that it possesses or shall obtain, and maintain a business registration certificate as required under Title 5 of the San Bernardino 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. 8. 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: Fortel Traffic, Inc. 5310 E. Hunter Ave. Anaheim, CA 92807 Telephone: (714) 701-9800 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 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. Attorneys' fees for the City Attorney and members of his office shall be calculated based on the market rate for comparable services. 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 without the 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 from performing VENDOR's obligations under this Agreement. Page 3 of 5 2013-310 Exhibit"A" 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, Riverside 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 convenience only and shall not affect the construction or the interpretation of any of its provisions. 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. /// /// Page 4 of 5 2013-310 Exhibit"A" PURCHASE AGREEMENT FORTEL TRAFFIC, INC. IN WITNESS THEREOF, the parties hereto have executed this Agreement on the date set forth below. Dated: 1. , _/19 , 2013 FORTEL T By: i(„{ / Name/Title: I. )/ Dated Aidanik/' /2', 2013 CITY OF SAN BERNARDINO By: C7' �� 'L ' Alle V. Parker, City Manager Approved as to form: James F. Penman, City Attorney By: ', IZ`Vz -- Page 5 of 5