HomeMy WebLinkAbout22-Public Services
CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ADI&\ G \ N A L
Dept: Public Services
Subject: Resolution of the Mayor and
Common Council of the City of San
Bernardino authorizing the execution of an
Amendment to the Agreernent and an
increase to Purchase Order Number
302330 by an additional $20,000 to Zumar
Industries, Incorporated for the purchase of
additional traffic signs located throughout
the City of San Bernardino.
From: Ken Fischer, Director
Date: April 14, 2009
Meeting Date: April 20, 2009
Synopsis of Previous Council Action:
August 4, 2008 - Resolution No. 2008-317 - Mayor and Common Council of the City of
San Bernardino authorizing the execution of an agreement and purchase order in the
amount of $120,000 between the City of San Bernardino and Zumar Industries, Inc.
Recommended Motion:
Adopt Resolution.
p:~
Signature
Contact person: Ken Fischer, Director
Supporting data attached:
Staff Report, Resolution,
Amendment NO.1 to the Vendor Service
Agreement and Attachment "1 and 2"
FUNDING REQUIREMENTS:
Phone:
Ward:
5140
All
Source:
$ 20,000
FY 08-09 CIP Account No.
135-378-5504-7362
Residential Street Repairs
Amount:
Council Notes:
/ds-o
Finance:
2 OC-' (,') - <f c)
Agenda Item No. ~ 2.
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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 Amendment to the Agreement and an increase to Purchase Order
Number 302330 by an additional $20,000 to Zumar Industries, Incorporated for the
purchase of additional traffic signs located throughout the City of San Bernardino.
Background:
On August 4, 2008, the Mayor and Common Council authorized the execution of an
agreement and issuance of a purchase order in the amount of $120,000 to Zumar
Industries Incorporated for the purchase of traffic signs. The contract term was for one
year with the ability to renew up to four years, per Resolution 2008-317 and SB# 1-06
(See Attachment "1").
Since the approval of this agreement, staff has identified a number of old signs that
have been vandalized by graffiti that cannot be repaired. These older signs do not have
anti-graffiti sheeting so it is very difficult to remove the graffiti without damaging the
signs. Staff has almost exhausted the current purchase order and is requesting an
additional $20,000 in order to continue purchasing and replacing signs for the remainder
of the fiscal year.
Staff has identified $20,000 in our CIP SS-I Street Repairs Various Locations account.
Staff recommends using these funds to purchase additional street signs. Zumar
Industries, Incorporated has been responsive to our sign requirements. Staff
recommends that the City Manager be authorized to increase Purchase Order Number
302330 by an additional $20,000.
The sign system is a critical link for the control of vehicular traffic and enforcing of all
traffic laws. The sign system is made up of Regulatory signs, Warning signs, and Guide
signs. The Sign Maintenance Program is essential to keep the traffic sign system in
working order.
Financial Impact:
Funds for this purchase are available in FY 08-09 CIP SS-I Street Repairs Various
Locations Account Number 135-378-5504-7362 (Residential Street Repairs) in the
amount of $20,000.
Recommendation:
Adopt Resolution.
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RESOLUTION NO.
((Q)[PY
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AMENDMENT TO
THE AGREEMENT AND AN INCREASE TO PURCHASE ORDER NUMBER 302330
BY AN ADDITIONAL $20,000 TO ZUMAR INDUSTRIES, INCORPORATED FOR
THE PURCHASE OF ADDITIONAL TRAFFIC SIGNS LOCATED THROUGHOUT
THE CITY OF SAN BERNARDINO.
WHEREAS, the current Purchase Order of $120,000 needs to be increased by
$20,000 for a total Purchase Order amount of $140,000; and
WHEREAS, the term of this Agreement shall be from April 20, 2009 through
June 30, 2009, with two (2) one-year extensions at the City's option.
BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AS FOLLOWS:
SECTION 1. The City Manager of the City of San Bernardino is hereby
authorized to execute on behalf of said City an Amendment to the Agreement between
the City of San Bernardino and Zumar Industries, Incorporated, a copy of which is
attached hereto, marked Exhibit "A 1" and incorporated herein by reference as fully as
though set forth at length.
SECTION 2, That pursuant to this determination the Director of Finance or her
designee is hereby authorized to increase Purchase Order Number 302330 by
$20,000 to Zumar Industries, Incorporated for a total amount not to exceed $140,000.
SECTION 3. The Purchase Order shall reference this Resolution Number and
shall read, "Zumar Industries, Inc. for traffic sign materials. Agreement not to exceed
$140,000" and shall incorporate the terms and conditions of the agreement.
SECTION 4. The authorization to execute the above referenced Purchase
Order increase and Agreement is rescinded if it is not executed by both parties within
sixty (60) days of the passage of this resolution.
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RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AMENDMENT TO
THE AGREEMENT AND AN INCREASE TO PURCHASE ORDER NUMBER 302330
BY AN ADDITIONAL $20,000 TO ZUMAR INDUSTRIES, INCORPORATED FOR
3 THE PURCHASE OF ADDITIONAL TRAFFIC SIGNS LOCATED THROUGHOUT
THE CITY OF SAN BERNARDINO.
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I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the
Mayor and Common Council of the City of San Bernardino at a
7 meeting thereof, held on the
day of
, 2009, by the
8 following vote, to wit:
9 Council Members: AYES NAYS ABSTAIN ABSENT
10
ESTRADA
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12 BAXTER
13 BRINKER
14 SHORETT
15 KELLEY
16 JOHNSON
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MCCAMMACK
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Approved as to Form:
Rachel G. Clark, City Clerk
The foregoing resolution is hereby approved this
,2009.
day of
Patrick J. Morris, Mayor
City of San Bernardino
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AMENDMENT NO.1 TO VENDOR SERVICE AGREEME!\'T
This Agreement is entered into this 20th day of April 2009, by and between
Zumar Industries, Incorporated ("VEl'o.'DOR") and the City of San Bernardino
("CITY" or "San Bernardino").
RECIT ALS
A. On August 4, 2008, the Mayor and Common Council authorized the execution of an
Agreement and issuance ofa purchase order in the amount of5120,000 to Zumar
Industries, Incorporated for the purchase of traffic signs ("Agreement"), a copy of
which is attached hereto as Attachment "2" and incorporated by this reference.
B. The CITY and VENDOR now desire to alter the Agreement to increase the amount
of the Agreement by 520,000 for a total not to exceed S140,000.
AGREEMENT
In consideration of the mutual promises contained in the Vendor Services Agreement,
the parties agree as follows:
1. Section 2 (a) of the Agreement is amended by striking S120,000 and adding
the term $140,000.
2. Section 3 of the Agreement is amended by adding to the first sentence thereof
the following: with (2) two one-year extensions at the City's option exercised in
writing prior to the date of expiration of the term. Option year one, if exercised,
shall be effective July 1,2009 through June 30, 2010. Option year two, if
exercised, shall be effective July 1,2010 through June 30, 2011.
3. All other provisions of the written contract are reaffirmed as originally stated.
III
Exhibit "AI"
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AMENDMENT NO.1 TO VENDOR SERVICE AGREEMEl\"T
ZUMAR Il\"DUSTRIES, INCORPOR<\. TED
I0i WITJ\ESS THEREOF, the parties hereto have executed the Agreement on the day
and date first above written.
Dated:
,2009
Dated:
,2009
ATTEST:
Rachel Clark, City Clerk
Approved as to form:
James F. Penman, City Attorney
By:
Exhibit "AI"
Zumar Industries, Incorporated
By:
CITY OF SAN BERc'\~ARDINO
By: Charles E. McNeely, City Manager
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AMENDMENT NO.1 TO VENDOR SERVICE AGREBiE:'\T
This Agreement is entered into this 20th day of April 2009, by and between
Zumar Industries, Incorporated ("VEl','DOR"') and the City of San Bemardino
("CITY" or "San Bemardino").
RECITALS
A. On August 4.2008, the Mayor and Common Council authorized the execution of an
Agreement and issuance of a purchase order in the amount of S 120.000 to Zumar
Industries. Incorporated for the purchase of traffic si~'11s ('"Agreement"), a copy of
which is attached hereto as Attachment "2" and incorporated by this reference.
B. The CITY and VE~1)OR now desire to alter the Agreement to increase the amount
of the Agreement by S20.000 for a total not to exceed S 140.000.
AGREEMENT
In consideration of the mutual promises contained in the Vendor Services Agreement.
the parties agree as follows:
1. Section 2 (a) of the Agreement is amended by striking SI20,OOO and adding
the term SI40,OOO.
2. Section 3 of the Agreement is amended by adding to the first sentence thereof
the following: with (2) two one-year extensions at the City's option exercised in
writing prior to the date of expiration of the teml. Option year one, if exercised,
shall be effective July I, 2009 through June 30, 20 I O. Option year two, if
exercised. shall be effective July 1. 2010 through June 30, 2011.
3. All other provisions of the written contract are reaffinned as originally stated.
.i//
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AMENDMENT NO.1 TO VENDOR SERVICE AGREEMEl\'T
ZUMAR INDUSTRIES, INCORPORATED
4 IN WITNESS THEREOF. the parties hereto have executed the Agreement on the day
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and date first above written.
Dated:
,2009
Dated:
,2009
ATTEST:
Rachel Clark, City Clerk
Approved as to form:
James F. Penman, City Attorney
Zumar Industries, Incorporated
By:
CITY OF SANBE~1\;ARDINO
By: Charles E. McNeely, City Manager
ATTACHt~ENT "1"
Page:" of.
City of San Bernardino
TECHNICAL SPECIFICATIONS
BID SPECIFICATION NO. SB #1-06
TRAFFIC SIGNS
NOTICE: "SPECIAL INSTRUCTIONS TO THE BIDDER"
Requirements:
Bidder shall complete right-hand column indicating brief reasoning for
exceptions to requirements when Dot acceptable. State "Acceptable" if
requirements are agreeable as set forth in left-hand column and the cost of
each item.
Description:
~
The City of San Bernardino Public Services Department is taking bids for ~
Mariufactured traffic signs and sign faces. The contract term will be a one "'"
Year contract with the ability to renew up to four years.
FAILURE TO COMPLETE RIGHT HAND COLUMN WILL INV ALIDA TE BID
CATEGORY 1
.
ACCEPTABLE I ASSPEClflEO
I. SCOPE
A. All sheeting's must be match components for each
sign made.
B. Delivery charges are included with every sign order
and should be reflected in each line item bid.
e. All signs and sign faces ordered will have 1160
premium graffiti overlay.
D. All pricing is guaranteed for one year from date of
award of contract.
E. Supplier will supply Public Services Department with
signs and supplies during the ensuing fiscal year(s)
and have them available to the Department within
(I 0) working days.
F. The price quote shall be for the fiscal year 2006-
2007.
.-, I'
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":'/':"-/i f'i <' j)
,_._' 1- .
ZUMAR INDUSTRIES. INC
9719 SANTA FE SPRINGS RD.
SANTA FE SPRINGS CA 90S7(:
Bid Spec. # F-Ol-"
G. All quotes shall be on form provided furnished by
Public Services Department.
H. All signs must have date and manufacture screen
printed in right hand corner in ',4" inch letters.
I. Default: The City of San Bernardino by written
notice of default to the contractor, may terminate the
whole or any part of this contract in anyone of the
following circumstances: A. If the contractor fails to
rllake delivery of the supplies or signs specified in
this contract. B. If contractor mils to perform any of
the provisions of this contract, and fails to remedy the
situation within a period of ten (10) days after receipt
ofnoticc.
J. In the event the City"ofSan Bernardino terminates
this contract in who Ie or part, the City may procure
supplies or services similar to those terminated, and
contractor shall be liable to the City for and excess
cost for such similar supplies. signs, or services.
K. All aluminum blanks shall be 5052H38 alloy.
Materials Soecifications
Discriotion - Sheetin~
1. Diamond Grade type 9 Florescent colors 1,000 Sq. Ft.
2. Diamond Grade type 9 standard colors 3,OOOSq. Ft.
3. High Intensity Grade type 4 prismatic 3,000 Sq. Ft.
4. Engineer grade type [ 3,000 Sq. FL
S /lil','-i /i:NJ.....' /~..-T/tS,~~6r{l /,"C'-::~"Y
Aluminim Blanks 5052H38 Alov ~,~~;,,;~~~T.
I. Aluminum .\25 3,000 Sq. Ft.
2. Aluminum 0.804,500 Sq. ft.
3. Aluminum 0.63 2,000 Sq. Ft.
4. Extruded Blade 6" X 24" 600 Ln.. Ft.
5. Extruded Blade 6" X 30 .. 600 Ln. Ft
:;~L.!rV~J\R i~Jf.)iJSTRiES, ~r'SJ=':
8719 SNHA FE SPRINGS RD.
'~y~--:-~ i-;::: SPF~:\r"'~s c:" qnA7()
Page. of.
;/5 S/lfC/H:; i)
Unit Price
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T oral Price
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11')0 Cit.'
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Bid Spec. # F_Ol.u
Page 11 of1'
6. Extruded Blade 6" X 36" 600 Ln. Fe
;.,,3
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7. Extruded Blade 6" X 42" 600 Lq. Ft.
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IJ3it. DO .
8. Extruded Blade 6" X 48" 600 Lq. Ft.
~ 'J
,j.?
/5t.v..'Ll .
Please fill in all rie:bl hand columns and S;;:;ll bid sheet. Mail to:
City of San Bernardino
AITN: RandyKueule
234 S. Mountain View Avenue
San Bernardino, CA 92408
\0~C: j S~'16CJ'? vc)
Signed
Please have bids in by Au ust 10. 2006 by 3:00 p.m.
'? /1/: .7 <l.0_,,;U
! I Dale (.J /
(Name & Title f Person Prepared the Bill)
- -).:;~~ /, /
./ __,..-/. '---- Date 8/"0/ oC;
(O"-11er of Business or Designee)
Signed
ZUMAR INDUSTRIES, INC
g719 SANTA. FE SPRINGS RD
'-;!l!-~:r-, r=(:" >::'PP~f..lr~c r-~ 0."'/"';'7'1
_. '_ .' . ''-' ,_- _ :..Jt":- -,
Bid Spec. # F.OI.'.
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RESOLUTION NO. 2008-317
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 $120,000 TO ZUMAR
INDUSTRIES, INC., FOR THE PURCHASE OF TRAFFIC SIGNS FOR REPAIR,
REMOVAL, AND REPLACEMENT OF DAMAGED, FADED AND VANDALIZED
SIGNS, AND NEW INSTAllATION OF SIGNS lOCATED THROUGHOUT THE
CITY OF SAN BERNARDINO.
WHEREAS, In 2007 the City entered into a contract with Zumar Industries, Inc.
based on its submittal of the lowest quote for the purchase of traffic signs for repair,
removal, and replacement of damaged, faded and vandalized signs, and new
installation of signs; and
WHEREAS, Zumar Industries, Inc. has offered to enter into a new contract
under the same terms and conditions, including pricing; and
WHEREAS, Staff recommends entering into a new contract for the fiscal year
2008/2009 with all the terms and conditions of the 2007/2008 contract
BE IT RESOLVED BY THE MAYOR AND COMMON COUNCil OF THE CITY
OF SAN BERNARDINO AS FOllOWS:
SECTION 1. The City Manager of the City of San Bernardino is hereby
authorized to execute on behalf of said City a Vendor Service Agreement between the
City of San Bernardino and Zumar Industries, Inc. a copy of which is attached hereto,
marked Exhibit "AU and incorporated herein by reference as fully as though set forth at
length.
SECTION 2. This purchase is exempt from the formal contract procedures of
Section 3.040.010 of the Municipal Code, pursuant to Section 304.010. B.3 of said
Code. "Purchases approved by the Mayor and Common Council."
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2008-317
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 $120,000 TO ZUMAR
INDUSTRIES, INC., FOR THE PURCHASE OF TRAFFIC SIGNS FOR REPAIR,
REMOVAL, AND REPLACEMENT OF DAMAGED, FADED AND VANDALIZED
SIGNS, AND NEW INSTALLATION OF SIGNS LOCATED THROUGHOUT THE
CITY OF SAN BERNARDINO.
SECTION 3. That pursuant to this determination the Director of Finance or
hislher designee is hereby authorized to issue a purchase order to Zumar Industries,
Inc. in the amount of $120,000. The Purchase Order shall reference this Resolution
No. 2008-
and shall read, "Zumar Industries, Inc. for traffic sign materials.
Agreement not to exceed $120,000" and shall incorporate the terms and conditions of
the agreement.
SECTION 4. The authorization to execute the above referenced Agreement is
rescinded if it is not issued within sixty (60) days of the passage of this resolution.
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2008-317
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 $120,000 TO ZUMAR
INDUSTRIES, INC., FOR THE PURCHASE OF TRAFFIC SIGNS FOR REPAIR,
REMOVAL, AND REPLACEMENT OF DAMAGED, FADED AND VANDALIZED
SIGNS, AND NEW INSTALLATION OF SIGNS LOCATED THROUGHOUT THE
CITY OF SAN BERNARDINO.
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I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the
Mayor and Common Council of the City of San Bernardino at a ioint reeular
meeting thereof, held on the 4 th
9 following vote, to wit:
10 Council Members:
11 ESTRADA
AYES
x
12
13
14
15
16
BAXTER
x
BRINKER
x
DERRY
KELLEY
x
17 JOHNSON
18 MCCAMMACK
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x
The foregoing resolution is
August , 2008.
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25 Approved as to Form:
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day of
August
, 2008, by the
NAYS
ABSTAIN ABSENT
x
x
q~ ./,J. ~
Rachel G. Clark, City Clerk .
hereby approved this
to 77"
day of
FPON
(WED>OCT 1 :2008 11: 41 /ST. 11: 40/No. 7500000780 P -
2008-317
ATTACHMENT "2"
l
VENDORSER~CEAGREEMENT
This Vendor Service Agreement is entered into this 411 day of August, 2008, by and
between Zumar Industries, 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 directional signs, additional
traffic signs for repair, removal, and replacement of damaged, faded and vandalized signs, and
new installation of signs; and
WHEREAS, Zumar Industries, Inc. Has offered to enter into a new contract under the
same terms and conditions, including pricing, at contained on Attachment "I" attached hereto
and made a part hereof.
NOW, THEREFORE, the parties hereto agree as follows:
1. SCOPE OF SER~CES.
For the remuneration stipulated, San Bernardino hereby engages the services of
VENDOR to provide those products and services for sign materials for the maintenance of the
City's sign system pursuant to bid specifications SB# 1-06 attached hereto as Attachment 1.
2. COMPENSATION AND EXPENSES.
a. For the services delineated above, the CITY, upon presentation of an invoice, shall
pay the VENDOR up to the amount of $120.000 for providing sign materials as
provided herein.
No other expenditures made by VENDOR shall be reimbursed by CITY.
3. TERM; TERMINATION.
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F:\wn.50N\PubticScrv-Zumar 7.31.08. o.pd
FROM
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(WED)OCT 12008 11:41/ST.l1:40/Ho_ ,'="...............'~..... - -.>
2008-317
The term of this Agreement shall be for a period of one year from August 4,
2008 to June 30, 2009__
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.
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 accomplishment of the work or performance of services
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
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FROM
(WED)OCT 1 :ZOU't:J 111;.....'>:>-.. ...-....,.~~.._----_.--
2008-317
Vendor relating to or in any way connected with the accomplishment of the
work or performance of services under this Agreement.
5. 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 lnsurance furnished to the CITY
shall require the insurer to notify CITY of any change or termination in the policy.
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, 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
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(WEO)OCT 12008 11:42/ST.l1:40/Ho.7500000780 P b
2008-317
)
for any and all payment of lncome Tax, Social Security, State Disability Insurance
Compensation, Unemployment Compensation, and other payroll deductions for
VENDOR and its officers, agents, and employees, and all business license, if any are
required, in connection with the services to be performed hereunder.
8. BUSINESS REGISTRATION CERTIFICATE AND OTHER REQUIREMENTS.
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.
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:
.' ~}\~ ~~ TO THE VENDOR:
0\ Zumar Industries
. ~ Inc.
1)1 9719 Santa Fe Sprinl!S Road
v J Santa Fe Springs, Ca 90670
Teleohone: (562) 941-4633
Contact: Eric Gustafson
Public Services Director
300 North "D" Street
San Bernardino, CA 92418
Telephone: (909) 384--5140
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
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F:\wnsON\PubticServ-Zumar 731.08wpd
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<W~)OCT 1 2008 11:42/ST. 11:40'"0. ,~uu~u~_~ - ~
2008-317
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.
5
F:\Wll.SON\PubticScrv.Zumar 7.31.08."""
FROM
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2008-317
)
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.
IN WITNESS THEREOF, the parties hereto have executed this Agreement
on the day and date set forth below.
Dated: Ac.u. Z7T*, 2008
By:
Its:
VENDOR.
~~
~O~
6
F:\WILSONlPublicS"",-ZJJmor 7.31.08."1"1
FROM
)
Dated (2~ 7 ,2008
Approved as to Form:
James F. Penman, City Attorney
By: k J.. If:.-..
{J
F:\WJl.SONlPubticScrv-Zumar 7.31.08. wpd
'l...t::.U~UI",;I . .,,0..........0 "._"'::'1':>'. ..._~...~. .~_v______
CITY OF SAN BERNARDINO
By:~ri UJl~~
Fred Wilson, City . ger
7
2008-317