HomeMy WebLinkAbout26-Public Services
CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ACTION
Date: July 30, 2008
Subject: Resolution authorizing the City
Manager to execute Amendment No. 2
to the Vendor Service Agreement with
three (3) one-year extensions at the
City's option with Applied LNG
Technologies pursuant to Section
3.04.010 B-3 of the Municipal Code for
the purchase of LNG fuel.
From: Ken Fischer, Director
Dept: Public Services
Meeting Date: August 4, 2008
Synopsis of Previous Council Action
Reso 2008-48 February 4, 2008 Approved $75,000 increase to annual PO.
April 7, 2008 Approved $50,000 increase to annual PO. Item continued to April
21, 2008 Council meeting, referred to Ways and Means Committee
for review.
Reso 2008-134 April 21, 2008 Approved $100,100 increase with three single
year renewal options.
Recommended Motion:
Adopt Resolution.
Contact person Don Johnson, Fleet Manager
Phone:
5220
Supporting data attached: Staff Report,
Resolution, Agreement, and Amendment.
Ward: All
FUNDING REQUIREMENTS:
Source:
$1,000,000
635-341-5113
Motor Fuel &
Lubricants
Amount:
Finance:
Council Notes:
Agenda Item
~~
-;ta.~ ~
o 'g r Cf-f- tP
~.
CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ACTION
Staff Report
Subject:
Resolution authorizing the City Manager to execute Amendment NO.2 to the Vendor
Service Agreement with three (3) one-year extensions at the City's option with Applied
LNG Technologies pursuant to Section 3.04.010 B-3 of the Municipal Code for the
purchase of LNG fuel.
Background:
On April 21,2008 Resolution No. 2008-134 the Mayor and Common Council authorized
the execution of an Amendment and increased Contract Purchase Order Number 08-
070, with three single year renewal options and awarded the contract to Applied LNG
Technologies for LNG fuel supply and station maintenance. The Fleet Division and the
vendor now desire to Amend the Vendor Service Agreement to include the three single
year renewal option in the amount of $1,000,000 (See Amendment No.2).
The City of San Bernardino, Public Services Department, Fleet Division currently has 29
heavy-duty LNG vehicles and 17 CNG vehicles, eight of which are light duty. The City
will have approximately 43 heavy-duty LNG vehicles in its fleet by the end of FY 08-09.
Most of the heavy-duty LNG vehicles are refuse trucks.
Staff has determined that approximately 1,800 to 2,000 gallons of LNG/CNG are being
utilized on a daily basis. Public purchases are as follows: In the month of March, there
was 46.8 gallons of fuel sold totaling $123.00. In the month of April, there was 241.1
gallons offuel sold totaling $644.00. In the month of May, there was 1,157.2 gallons of
sold totaling $3,089.00. In the month of June, there was 1,748.2 gallons of fuel sold
totaling $4,212. It takes approximately (1.7) gallons of LNG to make one gallon
equivalent of CNG fuel.
The City of San Bernardino is entitled to a Federal Rebate of $0.50 per gallon pumped
from our station. However, the City must first receive a fuel tax permit from the State of
California Board of Equalization in order to apply for the Federal Rebate. Staff has
applied for the fuel tax permit and is waiting for the permit to be issued.
Financial Impact:
Funds for this purchase are available in the FY 08-09 Account No. 635-341-5113,
Motor Fuel & Lubricants.
Recommendation:
Adopt Resolution.
RESOLUTION NO.
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE
AMENDMENT NO. 2 TO THE VENDOR SERVICE AGREEMENT WITH THREE (3)
ONE-YEAR EXTENSIONS AT THE CITY'S OPTION WITH APPLIED lNG
TECHNOLOGIES PURSUANT TO SECTION 3.04.010 B-3 OF THE MUNICIPAL
CODE FOR THE PURCHASE OF lNG FUEL.
BE IT RESOLVED BY THE MAYOR AND COMMON COUNCil OF THE CITY
OF SAN BERNARDINO AS FOllOWS:
WHEREAS, the Fleet Division is requesting a Contract Purchase Order in the
amount of $1 ,000,000 in order to fuel the LNG station for FY 08/09;
SECTION 1. The City Manager of the City of San Bernardino is hereby
authorized to execute on behalf of said City an Amendment No. 2 to the Vendor
Service Agreement between the City of San Bernardino and Applied LNG
Technologies, a copy of which is attached hereto, marked Exhibit "A" and incorporated
herein by reference as fully as though set forth at length.
SECTION 2. The Mayor and Common Council hereby authorize the Director of
Finance or his/her designee to issue a Contract Purchase Order in the amount of
$1,000,000 for LNG fuel supply beginning in FY 08/09.
SECTION 3. This purchase is exempt from the formal contract procedures of
Section 3.04.010 of the Municipal Code, pursuant to Section 3.04.010. B.3 of said
Code "Purchases approved by the Mayor and Common Council".
SECTION 4. The Purchase Order shall reference this Resolution No. 2008-
22
23
24
25 11/
26
27
28
and shall read, "Applied LNG Technologies for the purchase of LNG fuel" and
shall incorporate the terms and conditions of the Agreement.
11/
#.2 (;
Og~Ol/-O~
RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE
1 AMENDMENT NO. 2 TO THE VENDOR SERVICE AGREEMENT WITH THREE (3)
2 ONE-YEAR EXTENSIONS AT THE CITY'S OPTION WITH APPLIED LNG
TECHNOLOGIES PURSUANT TO SECTION 3.04.010 B-3 OF THE MUNICIPAL
3 CODE FOR THE PURCHASE OF LNG FUEL.
4
5
6
7
8
9 III
10 11/
11
12 11/
SECTION 5. The authorization to execute the above referenced Purchase
Order and agreement is rescinded if not issued within sixty (60) days of the passage of
this resolution.
11/
11/
13 11/
14
11/
15
16
17 11/
18 11/
19 11/
20 11/
21
11/
11/
22
23
24 11/
25 11/
26 11/
27 11/
28
11/
RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE
AMENDMENT NO. 2 TO THE VENDOR SERVICE AGREEMENT WITH THREE (3)
ONE-YEAR EXTENSIONS AT THE CITY'S OPTION WITH APPLIED LNG
TECHNOLOGIES PURSUANT TO SECTION 3.04.010 B-3 OF THE MUNICIPAL
CODE FOR THE PURCHASE OF LNG FUEL.
1
2
3
4
5
6
meeting thereof, held on the
7
8
9
10
11
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the
Mayor and Common Council of the City of San Bernardino at a
day of
, 2008, by the
following vote, to wit:
NAYS
ABSTAIN
ABSENT
Council Members:
AYES
ESTRADA
BAXTER
12 BRINKER
13
DERRY
14
KELLEY
15
16
17 MCCAMMACK
18
19
20
21
JOHNSON
Rachel G. Clark, City Clerk
is hereby approved this
day of
The foregoing resolution
,2008.
22
23
24
25
26
27
28
Patrick J. Morris, Mayor
City of San Bernardino
es F. Penman
Attorney
Attachment 1
2008-134
VENDOR SERVICE AGREEMENT
1
2 This Vendor Service Agreement is entered into this 4th day of February
3 2008, by and between Applied LNG Technologies ("VENDOR") and the City of San
4 Bernardino ("CITY" or "San Bernardino").
5 WITNESSETH:
6
7
and in the best interest of the CITY to purchase LNG fuel in order to continue to fuel its new
8
9 LNG station; and
10 WHEREAS, the City of San Bernardino did not solicit and accept quotes from vendors
11 for the purchase of LNG fuel since minor technical issues still need to be resolved before bid
12 specifications can be established.
13 NOW, THEREFORE, the parties hereto agree as follows:
14
15
16
17 VENDOR to provide LNG fuel.
18 2. COMPENSATION AND EXPENSES.
19 a. For the services delineated above, the CITY, upon presentation of an invoice, shall pay the
20
21
22
23
24
25
26
27
28
WHEREAS, the Mayor and Common Council has determined that it is advantageous
1.
SCOPE OF SERVICES.
For the remuneration stipulated, San Bernardino hereby engages the services of
VENDOR up to the amount of $99,900 for the purchase of LNG fuel.
b. No other expenditures made by VENDOR shall be reimbursed by CITY.
3. TERM.
The term of this Agreement shall be for a period of one year.
This Agreement may be terminated at any time by thirty (30) days' written notice by
either party. The terms of this Agreement shall remain in force unless mutually amended. The
duration of this Agreement may be extended with the written consent of both parties.
01/31/08
2008-134
4. INDEMNITY.
CITY agrees to indemnify and hold harmless VENDOR, its officers, agents and
volunteers from any and all claims, actions, or losses, damages and/or liability resulting from
CITY's negligent acts or omissions arising from the CITY's performance of its obligations
under the Agreement.
VENDOR agrees to indemnify and hold harmless the CITY, its officers, agents, and
volunteers from any and all claim, actions, or losses, damages and/or liability resulting from
VENDOR's negligent acts or omissions arising from the VENDOR's performance of its
obligations under the agreement.
In the event the CITY andlor the VENDOR is found to be comparatively at fault for any
claim, action, loss, or damage which results from their' respective obligations under the
Agreement, the CITY and/or VENDOR shall indemnify the other to the extent of this
comparative fault.
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16 5. INSURANCE.
17
18
19
20
21
22
23
24
25
26 III
27
28
While not restricting or limiting the forgoing, 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 qTY of any change or
termination in the policy.
01131/08
2008-134
6. NON-DISCRIMINATION.
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17 performed hereunder.
18 8. BUSINESS REGISTRATION CERTIFICATE AND OTHER REQUIREMENTS.
19
20
21
22
23
24 III
25 III
III
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, except as permitted pursuant to Section
12940 of the California Government Code.
7. INDEPENDENT CONTRACTOR.
VENDOR shall perform work tasks provided by this Agreement, but for all intents and
purposes VENDOR shall be an independent contractor and not an agent or employee of the
CITY. VENDOR shall secure, at its expense, and be responsible for any and all payment of
Income Tax, Social Security, State Disability Insurance Compensation, Unemployment
Compensation, and other payroll deductions for VENDOR and its officers, agents, and
employees, and all business licenses, if any are required, in connection with the services to be
VENDOR warrants that it possesses or shall obtain, and maintain a business registration
certificate pursuant to Chapter 5 of the Municipal Code, and any other licenses, permits,
qualifications, insurance and approval of whatever nature that are legally required of VENDOR
to practice its business or profession.
27
28
01131/08
2008-134
1
2
3
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
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:
City of San Bernardino
Ken Fischer, Director
300 North "D" Street
San Bernardino, CA 92418
Te]ephone: (909) 384-5]40
TO THE VENDOR:
Applied LNG Technologies
300] Knox St.
Dallas, TX 75205
Telephone: (214) 697-0391
Attn: Kevin W. Markey
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 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
01/31/08
II
LVVO-.1.l't
of VENDOR's obligation to perform all other obligations to be performed by VENDOR
hereunder for the term of this Agreement.
1
2
3 12. VENUE.
4
5
6
7
8 Riverside Division. The aforementioned choice of venue is intended by the parties to be
9 mandatory and not permissive in nature.
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,
10 13. GOVERNING LAW.
11
12
13
14
15
16 15. HEADINGS.
17
18 convenience only and shall not affect the construction or the interpretation of any of its
19 provIsIons.
20 16. ENTIRE AGREEMENl'; MODIFICATION.
21
22
23
2t
25 executed by all parties to this Agreement.
26 III
27 III
28
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.
The subject headings of the sections of this Agreement are included for the purposes of
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 pr amended only by a written instrument
01131/011
LVVO-1.J<+
1
2
3
and date set forth below.
4
5 Dated: 3 -/0
6
7
8 Datedl..1-; h ~ , 2008
9
10
11
12 Approved as to Form:
VENDOR SERVICE AGREEMENT
APPLIED LNG TECHNOLOGIES
IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day
,2008
By:
Its:
13
14
15
16
17
18
19
20
21
22
23
U
25
26
27
28
.fl~
01131108
1
2
3
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
AMENDMENT NO.2 TO THE VENDOR SERVICE AGREEMENT
APPLIED LNG TECHNOLOGIES
This Agreement is entered into this 4th day of August 2008, by and between
Applied LNG Technologies ("VENDOR") and the City of San Bernardino
("CITY" or "San Bernardino").
RECITALS
A. On February 4, 2008, Applied LNG Technologies and the City of San Bernardino
entered into a Vendor Services Agreement ("Agreement") for the purchase of
LNG fuel for a not-to-exceed amount of $99,900, a copy of which is attached
hereto as "Attachment 1" and incorporated by this reference.
B. On April 7th, 2008, Applied LNG Technologies and the City of San Bernardino
amended the Agreement to increase the amount of the Agreement by $50,000.
C. On April 21 st, 2008 Applied LNG Technologies and the City of San Bernardino
amended the Agreement to increase the amount ofthe Agreement by $100,100 for
a total not-to-exceed purchase price of $250,000 for LNG fuel, and amend the
Agreement terms to add three (3) single year renewal options.
D. The CITY and VENDOR now desire to amend the Agreement terms to include a
Contract Purchase Order amount of $1,000,000 with three single year renewal
options for a total not-to-exceed purchase price of $1,000,000 for the purchase of
LNG.
AGREEMENT
In consideration ofthe mutual promises contained in the Vendor Services
Agreement, the parties agree as follows:
1. Paragraph 1 and 2 of the Agreement dated February 4, 2008, attached here to
as Attachment 1, is amended to incorporate the terms and conditions of
Amendment 2 and incorporated herein by this reference.
2. The total Agreement price shall be for $1,000,000 beginning in FY08/09.
3. The term of this agreement shall be from July 1, 2008 through June 30, 2009,
with three (3) one-year extensions at the City's option. Option year one, if
exercised, shall be effective July 1, 2009 through June 30, 2010. Option year
1
2
3
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
AMENDMENT NO.2 TO THE VENDOR SERVICE AGREEMENT
APPLIED LNG TECHNOLOGIES
two, if exercised, shall be effective July I, 2010 through June 30, 2011.
Option year three, if exercised, shall be effective July 1, 2011 through June 30,
2012.
4. The other provisions of the written contract are reaffirmed as originally stated.
IN WITNESS THEREOF, the parties hereto have executed the Agreement on the day
and date first above written.
Dated:
,2008
APPLIED LNG TECHNOLOGIES
By:
Dated;
,2008
CITY OF SAN BERNARDINO
By: Fred Wilson, City Manager
ATTEST:
Rachel Clark, City Clerk
Approved as to form:
James F. Penman
City Attorney
1
2
3 2008, by and between Applied LNG Technologies ("VENDOR") and the City of San
4 Bernardino ("CITY" or "San Bernardino").
5 WITNESSETH:
6
7
8
9
10
11
12
13
14
15
16
17 VENDOR to provide LNG fuel.
18 2. COMPENSATION AND EXPENSES.
19 a. For the services delineated above, the CITY, upon presentation of an invoice, shall pay the
20
21
22
23
24
25
26
27
28
Attachment 1
2008-134
VENDOR SERVICE AGREEMENT
This Vendor Service Agreement is entered into this 4th day ofFebruary
WHEREAS, the City of San Bernardino did not solicit and accept quotes from vendors
for the purchase of LNG fuel since minor technical issues still need to be resolved before bid
specifications can be established.
NOW, THEREFORE, the parties hereto agree as follows:
1.
SCOPE OF SERVICES.
For the remuneration stipulated, San. Bernardino hereby engages the services of
VENDOR up to the amount of $99,900 for the purchase of LNG fuel.
b. No other expenditures made by VENDOR shall be reimbursed by CITY.
3. TERM.
The term of this Agreement shall be for a period of one year.
This Agreement may be terminated at any time by thirty (30) days' written notice by
either party. The terms of this Agreement shall remain in force unless mutually amended. The
duration of this Agreement may be extended with the written consent of both parties.
01131108
1 4. INDEMNITY.
2
3
4
5
6
7
8
9
10
11
12 claim, action, loss, or damage which results from their. respective obligations under the
13
14
15
16 5. INSURANCE.
17
18
19
20
21
22
23
24
25
26 /1/
27
28
2008-134
CITY agrees to indemnify and hold harmless VENDOR. its officers, agents and
volunteers from any and all claims, actions, or losses, damages and/or liability resulting from
CITY's negligent acts or omissions arising from the CITY's performance of its obligations
under the Agreement.
VENDOR agrees to indemnify and hold harmless the CITY, its officers, agents, and
volunteers from any and all claim, actions, or losses, damages and/or liability resulting from
VENDOR's negligent acts or omissions arising from the VENDOR's performance of its
obligations under the agreement.
In the event the CITY and/or the VENDOR is found to be comparatively at fault for any
Agreement, the CITY and/or VENDOR shall indemnify the other to the extent of this
comparative fault.
While not restricting or limiting the forgoing, 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 qTY of any change or
termination in the policy.
01131108
2008-134
6. NON-DISCRIMINATION.
VENDOR warrants that it possesses or shall obtain, and maintain a business registration
certificate pursuant to Chapter 5 of the Municipal Code, and any other licenses, permits,
qualifications, insurance and approval of whatever nature that are legally required of VENDOR
to practice its business or profession.
,;r
28
01/31108
8
9
10
11
12
13
If
15
16
17
18
19
20
21
22
23
If
25
26
27
28
2008-134
1
9. NOTICES.
Any notices to be given pursuant to this Agreement shall be deposited with the United
2
3 States Postal Service, postage prepaid and addressed as follows:
4
5
6
7
TO THE CITY:
City of San Bernardino
Ken Fischer, Director
300 North "D" Street
San Bernardino, CA 92418
Telephone: (909) 384-5140
TO THE VENDOR:
Applied LNG Technologies
300 I Knox St.
Dallas, TX 75205
Telephone: (214) 697-0391
Attn: Kevin W. Markey
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 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 en~umbrance 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
01131108
1
2
3 12. VENUE.
4
6
6
7
8
9
10 13. GOVERNING LAW.
11
12
13
14
15
16 IS. HEADINGS.
17
18
19 provisions.
20 16. ENTIRE AGREEMENT; MODIFICATION.
21
22
23
24
25 executed by all parties to this Agreement.
26 /II
?:1 III
28
L:UVO-J...lq
of VENDOR's obligation to perform all other obligations to be performed liy VENDOR
hereunder for the term of this Agreement.
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.
This Agreement shall be govemed 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.
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
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. -nus Agreement may be modified pr amended only by a written instrument
01131108
1
2
3
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
LVVO-J..J"t
VENDOR SERVICE AGREEMENT
APPLIEDLNGTECHNOLOG~
IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day
and date set forth below.
Dated: 3 -/d ,2008
Dated...::f-..( I, ~ , 2008
Approved as to Form:
.~
01131108
By:
Its: