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RESOLUTION (ID # 4417) DOC ID: 4417 B
CITY OF SAN BERNARDINO — REQUEST FOR COUNCIL ACTION
Agreement/Contract Amendment
From: Chris Alanis M/CC Meeting Date: 05/16/2016
Prepared by: Linda Dortch, (909) 384-
5140
Dept: Public Works Ward(s): All
Subject:
Resolution of the Mayor and Common Council of the City of San Bernardino Authorizing
the Execution of a First Amendment to the Vendor Purchase Agreement with Vulcan
Materials Company for Purchase of Asphalt Materials for Street Repairs. (#4417)
Current Business Registration Certificate: Yes
Financial Impact:
Account Budgeted Amount: $91,600.00
Account No.126-400-0088-5111
Account Description: Materials & Supplies
Please note this balance does not indicate available funding. It does not include non-
encumbered reoccurring expenses or expenses incurred, but not yet processed.
Motion: Adopt the Resolution.
Synopsis of Previous Council Action:
6/17/13 - Resolution 2013-190 - The Mayor and Common Council of the City of San
Bernardino authorized the execution of a Vendor Purchase Agreement and issuance of
an Annual Purchase Order in the amount of $91,600 with two one-year extensions at
the City's option to Vulcan Materials Company for the purchase of asphalt materials for
street repairs.
Background:
The Public Works Department, Operations & Maintenance Division, is responsible for
maintaining the streets of the City. Maintenance includes pothole repair and skin
patching. Skin patches are used to fill depressions in the street with asphalt. On a daily
basis, staff utilizes approximately 4-6 tons of asphalt material for street repair.
On June 17, 2013, the Mayor and Common Council authorized a Vendor Purchase
Agreement for the purchase of asphalt materials for street repair to Vulcan Materials
Company per RFQ F-14-02.
The original Vendor Purchase Agreement provided for a one year contract with two one-
year extensions at the City's option. Due to the competitive prices offered by Vulcan
Materials Company, staff is requesting that the Mayor and Common Council authorize
the execution of a First Amendment to the Vendor Purchase Agreement with Vulcan
Updated: 5/9/2016 by Georgeann "Gigi" Hanna B I Packet Pg.413
5.K
4417
Materials Company for purchase of asphalt materials for street repairs amending the
Agreement to include a third City option to extend the term to June 30, 2017.
City Attorney Review:
Supporting Documents:
Reso (DOC)
agrmt. 4417 (PDF)
Exhibit "A" (PDF)
Reso 2013-190 (PDF)
Updated: 5/9/2016 by Georgeann "Gigi" Hanna B Packet Pg.414
I RESOLUTION NO.
2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF A FIRST
3 AMENDMENT TO THE VENDOR PURCHASE AGREEMENT WITH VULCAN
4 MATERIALS COMPANY FOR PURCHASE OF ASPHALT MATERIALS FOR
STREET REPAIRS.
5
BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE
6 CITY OF SAN BERNARDINO AS FOLLOWS:
7 SECTION 1. That the City Manager is hereby authorized and directed to execute a
8
First Amendment to the Vendor Purchase Agreement with Vulcan Materials Company for
9 A
Purchase of Asphalt Materials for Street Repairs attached hereto as Exhibit "A" and a;
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11 incorporated herein by this reference as though set forth in full.
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12 SECTION 2. That the above authorization is rescinded and shall be void and of no a
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13 further effect if the agreement is not fully executed by all parties and returned to the Office of O
14 the City Clerk within sixty (60) days from the passage of this resolution. a
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I RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF A FIRST
2 AMENDMENT TO THE VENDOR PURCHASE AGREEMENT WITH VULCAN
MATERIALS COMPANY FOR PURCHASE OF ASPHALT MATERIALS FOR
3 STREET REPAIRS.
4
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 meeting
7
thereof, held on the day of , 2016,by the following vote, to wit:
8
9 Council Members: AYES NAYS ABSTAIN ABSENT
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10 MARQUEZ
11 BARRIOS a
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VALDIVIA o
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14 SHORETT °-
... 15 NICKEL w
16 RICHARD
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17 MULVIHILL
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20 Georgeann Hanna, City Clerk
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21 The foregoing resolution is hereby approved this day of 52016.
22
23 R. Carey Davis, Mayor
24 City of San Bernardino
25 Approved as to form:
26 Gary D. Saenz, City Attorney
27 By:
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AMENDMENT NUMBER ONE TO THE VENDOR PURCHASE AGREEMENT
BETWEEN THE CITY OF SAN BERNARDINO AND
VULCAN MATERIALS COMPANY FOR
PURCHASE OF ASPHALT MATERIALS FOR STREET REPAIRS
This Amendment Number One (the "First Amendment") is entered into this day of
,2016, BY AND BETWEEN:
The City of San Bernardino, a Charter City organized under the laws of the State of
California,with an address of 300 N. "D" Street, San Bernardino, California(the"CITY");
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Vulcan Materials Company (the "VENDOR") (individually CITY or VENDOR may be w
referred to as a "PARTY" and collectively CITY and VENDOR may be referred to as the
"PARTIES").
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WITNESSETH : a
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WHEREAS, on June 17, 2013 pursuant to Resolution 2013-190 the CITY and VENDOR entered p
into that certain Agreement titled Vendor Purchase Agreement Between the City of San Bernardino .�
and Vulcan Materials Company for Purchase of Asphalt Materials for Street Repairs (the r
"Agreement); and, X
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WHEREAS, CITY and VENDOR desire to further amend the Agreement for Purchase of Asphalt
Materials for Street Repairs and desire to amend their rights, duties, and liabilities in connection with
their performance thereunder.
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NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained E
herein,the PARTIES hereby agree as follows:
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1. That Section 3. Term; Termination of the Agreement shall be amended to read as follows:
"3. Term;Termination
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The term of this agreement shall be from July 1, 2013 through June 30, 2014, with three (3)
one-year extensions at the City's option. Option year one, if exercised, shall be effective July
1, 2014 through June 30, 2015. Option year two, if exercised, shall be effective July 1, 2015
through June 30, 2016. Option year three, if exercised, shall be effective July 1, 2016 through
R June 30, 2017.
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 amended by written
AMENDMENT NUMBER ONE TO THE VENDOR PURCHASE AGREEMENT BETWEEN THE CITY
OF SAN BERNARDINO AND VULCAN MATERIALS COMPANY FOR PURCHASE OF ASPHALT
MATERIALS FOR STREET REPAIRS
Page 1 of 3
Packet Pg.417
agreement of the parties executed on or before the date of expiration of current term of the
NOW agreement
2. All other terms and conditions of the Agreement shall remain in full force and effect.
[Signature Page Follows]
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AMENDMENT NUMBER ONE TO THE VENDOR PURCHASE AGREEMENT BETWEEN THE CITY
OF SAN BERNARDINO AND VULCAN MATERIALS COMPANY FOR PURCHASE OF ASPHALT
MATERIALS FOR STREET REPAIRS
Page 2 of 3
Packet Pg. 418
AMENDMENT NUMBER ONE TO THE VENDOR PURCHASE AGREEMENT
BETWEEN THE CITY OF SAN BERNARDINO AND
VULCAN MATERIALS COMPANY FOR
PURCHASE OF ASPHALT MATERIALS FOR STREET REPAIRS
IN WITNESS THEREOF,the parties hereto have executed this Agreement on the day and date set
forth below.
Dated: , 2016 VULCAN MATERIALS COMPANY
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Dated: ,2016 CITY OF SAN BERNARDINO ,o
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By:
Mark Scott, City Manager w
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APPROVED AS TO FORM:
Gary D. Saenz,City Attorney
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® BERNAMENDMENT NUMBER ONE TO THE VENDOR PURCHASE AGREEMENT BETWEEN THE CITY
ARDINO AND VULCAN MATERIALS COMPANY FOR PURCHASE OF ASPHALT
OF SAN
MATERIALS FOR STREET REPAIRS
Page 3 of 3
Packet Pg. 419
2013-190
® VENDOR PURCHASE AGREEMENT
This VENDOR Purchase Agreement is entered into this 17th day of June, 2013, by
and between Vulcan Materials Company ("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 acquire asphalt materials for street repair and;
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WHEREAS, The City of San Bernardino did solicit and accept quotes from available a'
vendors for such asphalt materials for street repair; and
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WHEREAS, VENDOR is the lowest bidder to provide said materials to City; and c
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NOW,THEREFORE,the parties hereto agree as follows: a
1. SCOPE OF SERVICES.
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For the remuneration stipulated, San Bernardino hereby engages the services of r.
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VENDOR to provide those products and materials as set forth in RFQ F-14-02, a copy of
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which is on file in the Public Works Department and a copy of the Price Form is attached
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hereto as Attachment"1"and incorporated here by this reference. `"
2. COMPENSATION AND EXPENSES. E
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a. For the services delineated above, the CITY, upon presentation of an invoice, shall
pay the VENDOR up to the amount of$91,600 for the purchase of asphalt materials
for street repairs pursuant to RFQ F-14-02.
b. No other expenditures made by VENDOR shall be reimbursed by CITY.
I3. TERM; TERMINATION.
The term of this agreement shall be from July 1, 2013 through June 30, 2014, with two
(2) one-year extensions at the City's option. Option year one, if exercised, shall be effective
Exhibit"A"
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2013-190
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 by thirty (30) days' 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 current term of the
agreement,
4. INDEMNITY.
VENDOR agrees to and shall indemnify and hold the City, its elected officials, employees,
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agents or representatives, free and harmless from all claims, actions, damages and liabilities of
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any kind and nature arising from bodily injury, including death, or property damage, based or Q
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asserted upon any or alleged act or omission of VENDOR, its employees, agents, or a
subcontractors, relating to or in any way connected with the accomplishment of the work or x
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performance of service under this Agreement, unless the bodily injury or property damage was r
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actually caused by the sole negligence of the City, its elected officials, employees, agents or
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representatives. As part of the foregoing indemnity, VENDOR agrees to protect and defend at
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its own expense, including attorney's fees the City, its elected officials, employees, agents or W
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representatives from any and all legal actions based upon such actual or alleged acts or E
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omissions. VENDOR hereby waives any and all rights to any types of express or implied Q
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.
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
Exhibit"A"
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2013--190
liability insurance, in the amount of $1,000,000.00 combined single limit, and statutory
worker's compensation coverage, and shall file copies of said policies with the CITY's Risk
Manager prior to undertaking any work under this Agreement. CITY shall be set forth as an
additional named insured in each policy of insurance provided hereunder. The Certificate of
Insurance furnished to the CITY shall require the insurer to notify CITY at least 30 days prior
to any change in or termination of the policy.
b. NON-DISCRIMINATION.
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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,
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discrimination in employment of persons because of their race, religion, color, national origin, Q
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ancestry, age, mental or physical disability, medical conditions,marital status, sexual gender or a
sexual orientation, or any other status protected by law. x
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7. INDEPENDENT CONTRACTOR. ti
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
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CITY. VENDOR shall secure, at its expense, and be responsible for any and all payment of w
Income Tax, Social Security, State Disability Insurance Compensation, Unemployment E
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Compensation, and other payroll deductions for VENDOR and its officers, agents, and a
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,
Exhibit"A"
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2013-190
qualifications, insurance and approval of whatever nature that are legally required of VENDOR
to practice its business or profession.
9. NOTICES.
Any notices to be given pursuant to this Agreement shall be deposited with the United
States Postal Service,postage prepaid and addressed as follows:
TO THE CITY: Public Works Director
300 North"D" Street
San Bernardino, CA 92418
Telephone: (909) 384-5140
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TO THE VENDOR: Vulcan Materials Company
16013 East Foothill Blvd.
Irwindale,CA 91702 CL
Telephone: (951) 316-4069 a
Contact: Joelle Donaldson o
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10. ATTORNEYS' FEES.
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In the event that litigation is brought by any party in connection with this Agreement, w
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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 Q
its rights or remedies hereunder or the enforcement of any of the terms, conditions or x
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provisions hereof. Attorney's fees for the City Attorney and members of his office shall be
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calculated based on market rate for comparable services. o
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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
Exhibit "A"
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2013-190
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
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mandatory and not permissive in nature.
12. GOVERNING LAW.
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This Agreement shall be governed by the laws of the State of California. Q
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13. SUCCESSORS AND ASSIGNS. a
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. r.
14. HEADINGS.
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The subject headings of the sections of this Agreement are included for the purposes of
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convenience only and shall not affect the construction or the interpretation of any of its "'
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provisions. E
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15. SEVERABILITY. a
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.
Exhibit"A"
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2013. 190
® 16. ENTIRE AGREEMENT; MODIFICATION.
This Agreement constitutes the entire agreement and the understanding between the
parties, and supercedes any prior agreements and understandings relating to the subject manner
of this Agreement. This Agreement may be modified or amended only by a written instrument
executed by all parties to this Agreement.
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Exhibit"A"
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2013-190
VENDOR PURCHASE AGREEMENT
BETWEEN VULCAN MATERIALS COMPANY AND
THE CITY OF SAN BERNARDINO
IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day and
date set forth below.
Dated: �.� ,2013 VULCAN MATERIALS COMPANY
By:
Its:
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W'2013 CITY OF SAN BERNARDINO
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By: ::
Allen J arker, City Manager ,o
Approved as to Form: a
James F. Penman, City Attorney
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1 RESOLUTION NO. 2013-190
2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF A VENDOR
3 PURCHASE, AGREEMENT AND ISSUANCE OF AN ANNUAL PURCHASE ORDER
4 IN THE AMOUNT OF $91,600 WITH TWO (2) ONE-YEAR EXTENSIONS AT THE
CITY'S OPTION TO VULCAN MATERIALS COMPANY FOR THE PURCHASE OF
5 ASPHALT MATERIALS FOR STREET REPAIRS.
6 WHEREAS,Vulcan Materials Company submitted the lowest bid for the purchase of
7 asphalt materials for street repairs per RFQ F-14-02;
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BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE
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9 CITY OF SAN BERNARDINO AS FOLLOWS:
10 SECTION 1. The City Manager of the City of San Bernardino is hereby authorized to Q
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11 execute of behalf of said City a Vendor Purchase Agreement between the City of San o
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Bernardino and Vulcan Materials Company, a copy of which is attached hereto, marked as nom.
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14 Exhibit"A",and incorporated herein by this reference as fully as though set forth at length. w
15 SECTION 2. That pursuant to this determination the Director of Finance or his
16 designee is hereby authorized to issue an annual purchase order to Vulcan Materials Company e
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17 in the amount of$91,600 with two (2) one-year extensions at the City's option.
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SECTION 3. The Purchase Order shall reference this Resolution Number and shall
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read, "Vulcan Materials Company for the purchase of asphalt materials. Agreement not to
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1 exceed $91,600"and shall incorporate the terms and conditions of the agreement.
21
1 22 SECTION 4. The authorization to execute the above referenced Purchase Order and
23 Agreement is rescinded if it is not executed by both parties within sixty (60) days of the
24 passage of this resolution.
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5.K.d
2013-1.90
1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
2 SAN BERNARDINO AUTHORIZING THE EXECUTION OF A VENDOR
PURCHASE AGREEMENT AND ISSUANCE OF AN ANNUAL PURCHASE ORDER
3 IN THE AMOUNT OF $91,600 WITH TWO (2) ONE-YEAR EXTENSIONS AT THE
4 CITY'S OPTION TO VULCAN MATERIALS COMPANY FOR THE PURCHASE OF
ASPHALT MATERIALS FOR STREET REPAIRS.
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I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and
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7 Common Council of the City of San Bernardino at a mint- regular meeting
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8 thereof, held on the 17 th day of June ,2013,by the following vote,to wit:
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9 Council Members: AYES NAYS ABSTAIN ABSENT
10 MARQUEZ x _ a
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12 JENKINS x a
13 VALDIVIA x
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14 SHORETT x _ w
15 KELLEY x
16 JOHNSON °7
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20 Georgea i Hanna,Ci Clerk
21 The foregoing resolution is hereby approved thisCL*L day of June ,2013.
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23 �
'�Patr k J. Morris, ayor
24 1 y of San Bernardino
25 Approved as to form:
26 JAMES F. PENMAN,
City Attorney
27 By:
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