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HomeMy WebLinkAbout05.N- Public Works 5.N RESOLUTION (ID # 4435) DOC ID: 4435 D CITY OF SAN BERNARDINO — REQUEST FOR COUNCIL ACTION Purchase Order From: Chris Alanis M/CC Meeting Date: 06/06/2016 Prepared by: Adrienne Loa, Dept: Public Works Ward(s): All Subject: Resolution of the Mayor and Common Council of the City of San Bernardino Authorizing the Execution of an Amendment to the Vendor Service Agreement Between Applied Lng Technologies Inc. and the City of San Bernardino (#4435) Current Business Registration Certificate: Yes Financial Impact: Account Budgeted Amount: $52,000. Account No. 635-400-0100*5172 Account Description: Equipment Maintenance Account Budgeted Amount: $974,762 Account No. 635-400-0100*5113 Account Description: Motor Fuel & Lubicants Balance as of: Balance after approval of this item: <<Insert Amount>> 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: 02/06/08 Resolution 2008-48 was approved authorizing an increase to purchase order by & from $24,900 to 75,000 03/06/08 Resolution 2008-308 was approved authorizing the Amendment No. 2 to the Vendor Service Agreement exercised first renewal option 10/15/12 Resolution 2012-253 was approved authorizing the City Manager to execute the agreement between the City of San Bernardino and Applied LNG Technologies, Inc. For the purchase of LNG fuel and to perform Maintenance and Repairs to the Alternative fuel Island. Which Applied LNG Technologies was awarded RFQ F13-08. 05/13/13 Resolution 2013-79 Amending the agreement by increasing the annual amount to $1,026,762. Background: Updated: 5/31/2016 by Georgeann "Gigi" Hanna D Packet Pg.472 5.N 4435 Since 2008, The City has awarded Applied LNG Technologies the bid for fuel and maintenance. During that time, Applied LNG Technologies service has been outstanding. And, during the bankruptcy process, they continued service and were one of the first vendors to remove the C.O.D. requirement. The Fleet Division is requesting to extend the terms and conditions of Purchase Order 2016-00000179 with Applied LNG Technologies for one year based on pending decisions and in agreement with the City's Plan of Adjustment. The proposed extension will run July 2016 through June 2017. City Attorney Review: Supporting Documents: APPLIED LNG RESO FY 2016-2017 (DOCX) Agrmt 4435 (PDF) Amendment One 2013-079 (PDF) APPLIED LNG TECHNOLOGIES RESO 2012-253 (PDF) Applied LNG VSA Amendt 2008-308 (PDF) Applied LNG VSA 2008-308 (PDF) Applied LNG Reso 2008-308 (PDF) Applied LNG Tec VSA 2008-48 (PDF) Applied LNG tech Reso 2008-48 (PDF) Updated: 5/31/2016 by Georgeann "Gigi" Hanna D Packet Pg.473 rrrrr...... 5.N.a RESOLUTION NO. 1 2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AMENDMENT TO 3 THE VENDOR SERVICE AGREEMENT BETWEEN APPLIED LNG TECHNOLOGIES INC.AND THE CITY OF SAN BERNARDINO 4 _ BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE F 5 CITY OF SAN BERNARDINO AS FOLLOWS: d 6 w Section 1. The City Manager is hereby authorized and directed to execute a Second 7 U C 8 Amendment to the Vendor Services Agreement between the City of San Bernardino and 0 9 Applied LNG Technologies Inc.,attached hereto as Exhibit"A" and incorporated herein by 0 U 10 the reference. i 0 Z 11 Section 2. The Director of Finance, or his designee is hereby authorized to extend the 12 annual purchase order for Applied LNG Technologies Inc. for the term of July 1,2016 a 13 a Ln through June 30, 2017. 14 15 N 16 N 17 1 8 /// N LU 19 Z 20 w 21 a 22 23 v 24 /// a 25 26 27 28 1 Packet Pg.474 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF 1 SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AMENDMENT TO 2 THE VENDOR SERVICE AGREEMENT BETWEEN APPLIED LNG TECHNOLOGIES INC. AND THE CITY OF SAN BERNARDINO 3 4 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor 5 and Common Council of the City of San Bernardino at a meeting 6 x w 7 thereof, held on the day of , 2016,by the following vote, to wit: c N 8 Council Members: AYES NAYS ABSTAIN ABSENT o 9 MARQUEZ 10 BARRIOS t� 11 12 VALDIVIA a CL Q 13 SHORETT a Cl) 14 NICKEL 15 RICHARD N 16 MULVIHILL N 17 U- 0 18 co Georgeann Hanna, City Clerk 0:19 ca z 20 The foregoing resolution is hereby approved this day of , 2016. °w 21 a Q 22 R. Carey Davis, Mayor 0) 23 City of San Bernardino E U 24 Approved as to form: 25 Gary D. Saenz, City Attorney 26 By: 27 28 2 Packet Pg.475 4 s 5.N.b 1 AMENDMENT NUMBER TWO TO THE VENDOR SERVICES AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND APPLIED LNG TECHNOLOGIES, INC. FOR LIQUEFIED NATURAL GAS This Amendment Number Two (the "Second 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"); c 2 AND, w X W Applied LNG Technologies, Inc., (the "VENDOR") (individually CITY or VENDOR may be referred to as a "PARTY" and collectively CITY and VENDOR may be referred (n to as the"PARTIES"). , 0 0 WITNESSETH : u d WHEREAS, on October 15, 2012, the Mayor and Common Council adopted Resolution 2012-253 authorizing the City Manager to execute a contract between the CITY and VENDOR for Liquefied Natural Gas (the"Agreement"); and, WHEREAS, on May 6, 2013, the Mayor and Common Council adopted Resolution Q 2032-79 authorizing the City Manager to execute Amendment Number One (the "First M Amendment") to the Agreement and to increase the purchase order for the Agreement to an amount not to exceed ONE MILLION TWENTY SIX THOUSAND SEVEN HUNDRED SIXTY TWO DOLLARS AND THIRTY EIGHT CENTS ($1,026,762.38); and, WHEREAS, CITY and VENDOR desire to further amend the Agreement for desire to �, E amend their rights, duties, and liabilities in connection with their performance thereunder; and, a a� NOW, THEREFORE, for and in consideration of the mutual covenants and conditions E contained herein, the PARTIES hereby agree as follows: w Q 1. Section 3 term shall be amended to read as follows: "3. TERM. This Agreement will be effective on October 1, 2012 through June 30, 2013 with four (4) one-year extensions at the City's option. Option year one, if exercised, shall be effective July 1, 2013 through June 30, 2014. Option year two, if exercised, shall be effective July 1, 2014 through June 30, 2015. Option year three, if exercised, shall be effective July 1, 2015 through June 30, 2016. Option year four, if exercised, shall be AMENDMENT NUMBER TWO TO THE VENDOR SERVICES AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND APPLIED LNG TECHNOLOGIES,INC.FOR LNG Page t of 3 Packet Pg. 476 S.N.b effective July 1, 2016 through June 30, 2017. Actual option pricing shall be negotiated with VENDOR prior to exercising any given option year. This Agreement may be terminated at any time, for any reason, or no reason, 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." 2. The remaining terms of the Agreement remain in full force and effect. (Signature Page Follows] c 0 .N _ Q w X w U _ N d 0 0 _ s U d h Z J M Q .Q Q Ln M d' LO M It w E L a CD E s w w a AMENDMENT NUMBER TWO TO THE VENDOR SERVICES AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND APPLIED LNG TECHNOLOGIES,INC. FOR LNG Page 2 of 3 Packet Pg.477 r 5N.b AMENDMENT NUMBER TWO TO THE VENDOR SERVICES AGREEMENT w BETWEEN THE CITY OF SAN BERNARDINO AND APPLIED LNG TECHNOLOGIES,INC.FOR LIQUEFIED NATURAL GAS IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day and date set forth below. Dated: , 2016 VENDOR: Applied LNG Technologies, Inc. a N By: X W Its: N d _O O Dated , 2016 CITY OF SAN BERNARDINO = s v m H Z By: J Mark Scott, City Manager •Q Q. APPROVED AS TO FORM: Ln Gary D. Saenz, City Attorney LO M By: L a E r AMENDMENT NUMBER TWO TO THE VENDOR SERVICES AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND APPLIED LNG TECHNOLOGIES,INC.FOR LNG Page 3 of 3 Packet Pg.478 5.N.c 1 RESOLUTION NO.-ni 3-79 2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE 3 CITY OF SAN BERNARDINO RATIFYING THE EXECTUTION OF AMENDMENT 4 NO. I TO THE VENDOR SERVICE AGREEMENT WITH APPLIED LNG TECHNOLOGIES, INC. 5 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE _ 6 CITY OF SAN BERNARDINO AS FOLLOWS: N c 7 SECTION 1. That the City Manager's execution of Amendment No. 1 to Vendor w 8 Service Agreement with Applied LNG Technologies, Inc., attached hereto as Exhibit "A" and N 9 d lo incorporated herein by this reference, is hereby ratified. ° 0 c 11 SECTION 2. The Director of Finance is hereby authorized to increase the Annual 12 Purchase Order to Applied LNG Technologies, Inc.,to an amount not to exceed $1,026,742.38. J 13 m 14 Q LO 15 M 11 16 0> ti o 17 M r N 18 O 19 20 c 21 Q 22 n/ E 23 v w 24 Q /// 25 26 1/ 27 28 1 Packet Pg.479 2013-79 1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO RATIFYING THE EXECTUTION OF AMENDMENT 2 NO. 1 TO THE VENDOR SERVICE AGREEMENT WITH APPLIED LNG TECHNOLOGIES,INC. 3 4 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and 5 6 Common Council of the City of San Bernardino at a joint regulameeting thereof, held on o N _ 7 the 6th day of May _, 2013, by the following vote, to wit: k W s Council Members: AYES NAYS ABSTAIN ABSENT c N 9 MARQUEZ x _o 10 c 11 JENKINS X a 12 VALDIVIA x z 13 SHORETT x .Q a 14 KELLEY % ,i; 15 JOHNSON _—x_ 16 ti MCCAMMACK x c 17 CV) 0 N 18 d Georg n Hanna, ity Clerk L�o C 19 T 2013. 20 The foregoing Resolution is hereby approved this day of May E Q 21 - E a 22 rick . Morris, Mayor City of San Bernardino E 23 Approved as to B 24 form: Q 25 27 rmes enman 2sey 2 Packet Pg.480 2013-79 1 AMENDMENT NO. 1 TO VENDOR SERVICE AGREEMENT 2 THIS AMENDMENT NO. I TO VENDOR SERVICE AGREEMENT is made and entere 3 into this 22"d day of April, 2013 ("Effective Date") by and between the CITY O 4 SAN BERNARDINO, a charter city ("CITY") and APPLIED LNG TECHNOLOGIES, INC., 5 corporation ("VENDOR"). 6 NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS: _ 2 7 1. This Amendment No. 1 amends only those terms contained herein; such terms nc d x 8 covered by this amendment shall remain in full force and effect as set forth in said Vendor Servic w U c 9 Agreement dated October 15, 2012. y 2 10 2. Section 2 of the Agreement is hereby amended to read as follows: o 0 c 11 "2. COMPENSATION AND EXPENSES. U a� 12 a. For the services delineated above, the CITY, upon presentation of an invoice, shall pz z 13 VENDOR up to the amount of$1,026,762.38 for Liquefied Natural Gas and repair of Compresse 14 Natural Gas pumps. Q 15 b. No other expenditures made by VENDOR shall be reimbursed by CITY." M 16 // am ti 17 // M 0 18 // N d c 19 c W 20 // E 21 // E a 22 // c a� 23 t U R 24 // 25 26 // 27 28 F:\GOBRECH'1AResos�APPLIED LNG TECHNOLOGIES Amendment hlo. I wpd.wpd EXHIBIT"A" Packet.Pg.481 2013-79 1 AMENDMENT NO. 1 TO VENDOR SERVICE AGREEMENT 2 3 IN WITNESS THEREOF, the parties hereto have executed this Amendment No. 1 to 4 Professional Services Agreement on the day and date first above written. 5 Date: 32013 APPLIED LNG TECHNOLOGIES, 6 INC. o N 7 By: d X 8 w E 9 Date: , 2013 CITY OF SAN BERNARDINO 10 00 c 11 By. n J. Parker 12 ity Manager z J 13 Approved as to form: 14 Q 15 16 es F. Penman ti 0 17 ity Attorney 0 N 18 = 0 19 c a� E 20 = 21 E Q r 22 m E 23 = w w 24 a 25 26 27 28 F:\GOBRECHT\Resos\APPLIED LNG TECHNOLOGIES Amendment No. Iwpd.wpd Packet;Pg.482 2013-79 1 AMENDMENT NO. I TO VENDOR SERVICE AGREEMENT 2 THIS AMENDMENT NO. 1 TO VENDOR SERVICE AGREEMENT is made and enterer 3 into this 22"d day of April, 2013 ("Effective Date") by and between the CITY Ol 4 SAN BERNARDINO, a charter city ("CITY") and APPLIED LNG TECHNOLOGIES, INC., 5 corporation ("VENDOR"). 6 NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS: 0 7 1. This Amendment No. 1 amends only those terms contained herein; such terms no w 8 covered by this amendment shall remain in full force and effect as set forth in said Vendor Servic x U c 9 Agreement dated October 15, 2012. v, d 10 2. Section 2 of the Agreement is hereby amended to read as follows: o 0 c 11 642. COMPENSATION AND EXPENSES. a� 12 a. For the services delineated above,the CITY,upon presentation of an invoice, shall pa z J 13 VENDOR up to the amount of$1,026,762.38 for Liquefied Natural Gas and repair of Compresse .Q 14 Natural Gas pumps. Q- 15 b. No other expenditures made by VENDOR shall be reimbursed by CITY." M It 16 0 17 // M r 0 // d 18 C O 19 c 20 21 // E 22 // _ d E 23 w 24 // ¢ 25 26 27 28 F:\GOBRECHT\ResosWPPLIED LNG TECHNOLOGIES Amendment No. Iwpd.wpd EXHIBIT"A" Packet Pg.483 2013-79 1 AMENDMENT NO. 1 TO VENDOR SERVICE AGREEMENT 2 3 IN WITNESS THEREOF, the parties hereto have executed this Amendment No. 1 to 4 Professional Services Agreement on the day and date first above written. 5 Date: 1 t , 2013 APPLIED LNG TECHNOLOGIES, 6 INC o 7 By: d Cew► µotcfogl« x w 8 �KSsctt .( a c 9 Date: , 2013 CITY OF SAN BERNARDINO 10 c c 11 By: n J. Parker F 12 ity Manager z 13 Approved as to 2 m form: 0. 14 Q LO 15 � M 16 s F. Penman c 17 0 N 18 d C 0 19 E 20 CD 21 a 22 m E 23 w r 24 a 25 26 27 28 F:\GOBRECHT\Resos\APPLIED LNG TECHNOLOGIES Amendment loo. Iwpd.wpd Packet Pg.484 5.N.d (moo, 1 KE,SOLUTION NO. 2012-253 2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT 3 AND ISSUANCE OF AN ANNUAL PURCHASE ORDER WITH THREE SINGLE °- N 4 YEAR RENEWAL OPTIONS TO APPLIED LNG TECHNOLOGIES, INC., FOR LIQUEFIED NATURAL GAS TO BE UTILIZED BY THE PUBLIC WORKS X 5 DEPARTMENT FLEET DIVISION. c 6 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: o 7 0 8 SECTION 1. That the City Manager of the City of San Bernardino is hereby a� 9 authorized to execute on behalf of said City an Agreement between the City of San z J 10 Bernardino and Applied LNG Technologies, Inc., a copy of which is attached hereto, marked 11 a Exhibit"A" and incorporated herein by reference as fully as though set forth at length. Q 12 LO SECTION 2. That Applied LNG Technologies, Inc. provides Liquefied Natural Gas 13 -S 14 and was the lowest responsive bidder to RFQ F-13-08. Pursuant to this determination, the N . N 15 Purchasing Manager is hereby authorized to issue an Annual Purchase Order,to Applied LNG o O 16 Technologies, Inc., in an amount not to exceed $1,000,000 beginning in Fiscal Year w a_ 17 2012/2013. � w 18 SECTION 3. The Purchase Order shall reference this Resolution Number and shall 19 Z 20 read, "Applied LNG Technologies, Inc., for Liquefied Natural Gas, P.O. not to exceed w 21 $1,000,000", and shall incorporate the terms and conditions of the Agreement. z 22 J 23 24 w HI 25 26 w a 27 28 Packet Pg.485 5.N.d 2012-253 1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT 2 AND ISSUANCE OF AN ANNUAL PURCHASE ORDER WITH THREE SINGLE YEAR RENEWAL OPTIONS TO APPLIED LNG TECHNOLOGIES, INC., FOR 3 LIQUEFIED NATURAL GAS TO BE UTILIZED BY THE PUBLIC WORKS 2 DEPARTMENT FLEET DIVISION. 4 X W 5 d SECTION 4. The authorization to execute the above-referenced Agreement is 6 d 7 rescinded if it is not executed within ninety(90) days of the passage of this resolution. c c 8 (D E- 9 /// 0 J 10 IJl .Q 12 Ln 13 -- N 14 /// 1 15 0 16 /// Cn w 17 W 18 0 19 0z 20 w 21 /// Z J 22 23 J /// a 24 w 25 s /// U 26 Y a 27 28 Packet,Pg.486 5.N.d 2012-253 0 1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT 2 AND ISSUANCE OF AN ANNUAL PURCHASE ORDER WITH THREE SINGLE YEAR RENEWAL OPTIONS TO APPLIED LNG TECHNOLOGIES FOR = 3 LIQUEFIED NATURAL GAS TO BE UTILIZED BY THE PUBLIC WORKS DEPARTMENT FLEET DIVISION. 4 X W 5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and d c 6 Common Council of the City of San Bernardino at a _9 oint regulameeting thereof, held on m 7 0 the 15th day of October , 2012, by the following vote,to wit: c 8 Council Members: AYES NAYS ABSTAIN ABSENT 9 10 MARQUEZ x m 11 JENKINS x Q Q 12 VALDIVIA x M 13 SHORETT x _ M LO 14 KELLEY x N 15 N JOHNSON x p 16 w 17 MCCAMMACK x N w_ 18 0 Geor Han ity Clerk 19 ria z The foregoing resolution is hereby approved this 1 lday of October , v 20 2012, W 21 z J 22 Patri c J. Morris,-mayor 0 Vily-df San Bernardino 23 Approved as to Form: a 24 a 25 O�ies F. Penman, City Attorney E U 26 w Q 2Q7 28 Packet Pg. 487 5.N.d 2012-253 1 VENDOR SERVICE AGREEMENT 2 This Vendor Service Agreement is entered into this 15th day of October c 3 2012,by and between Applied LNG Technologies,Inc. ("VENDOR") and the City of San 2 c 4 d Bernardino("CITY"or"San Bernardino"). x w 5 WITNESSETH: S 6 d WHEREAS,the Mayor and Common Council has determined that it is advantageous o r- 8 and in the best interest of the CITY to contract for Liquefied Natural Gas and a) 9 WHEREAS, the City of San Bernardino did solicit and accept quotes from available z J 10 vendors for Liquefied Natural Gas and VENDOR was the lowest qualified bidder. .Q 11 NOW,THEREFORE,the parties hereto agree as follows: Q 12 1. SCOPE OF SERVICES. 13 14 For the remuneration stipulated, San Bernardino hereby engages the services of N N 15 VENDOR to provide those products and services as set forth in this purchase agreement and N O 16 identified in VENDOR's response to the September 19, 2012 Request for Quotes ("RFQ") F- w W 17 13-08, which response is attached hereto and incorporated herein as though fully set forth as w 18 O 0 Exhibit IA, Exhibit 113, and Exhibit 1C. In the event there is a conflict between VENDOR's -j 19 oz 20 response to the RFQ and this Agreement,this Vendor Services Agreement shall govern. w 21 2, COMPENSATION AND EXPENSES. z J 22 a. For the services delineated above, the CITY, upon presentation of an invoice, shall w 23 pay the VENDOR up to the amount of$1,000,000.00 for Liquefied Natural Gas. Q 24 b. No other expenditures made by VENDOR shall be reimbursed by CITY. CD 25 E U 26 Y w a 27 28 Exhibit"A" 1 Packet Pg.488 2012-253 1 3. TERM. 2 This Agreement will be effective on October 1, 2012 through June 30, 2013 with three 3 (3) one-year extensions at the City's option. Option year one, if exercised, shall be effective °_ N C 4 July 1, 2013 through June 30, 2014. Option year two, if exercised, shall be effective July 1, w 5 2014 through June 30, 2015. Option year three, if exercised, shall be effective July 1, 2015 6 N through June 30, 2016. Actual option year pricing shall be negotiated with VENDOR prior to 0 7 0 c 8 exercising any given option year. U a� 9 This Agreement may be terminated at any time, for any reason, or no reason, by thirty c9 z J 10 (30) days' written notice by either party. The terms of this Agreement shall remain in force Q 11 unless mutually amended. The duration of this Agreement may be extended with the written ¢ 12 Ln consent of both parties. t 13 14 4. INDEMNITY. N fV 15 CITY agrees to indemnify and hold harmless VENDOR,its officers, agents and o 16 volunteers from any and all claims, actions, or losses, damages and/or liability resulting from N W o: 17 CITY's negligent acts or omissions arising from the CITY's performance of its obligations w 18 0 under the Agreement. j 19 z VENDOR agrees to indemnify and hold harmless the CITY, its officers, agents, and = 20 Uj w Z1 volunteers from any and all claim, actions, or losses, damages and/or liability resulting from 0 z J 22 VENDOR's negligent acts or omissions arising from the VENDOR's performance of its w J 23 obligations under the Agreement. a 24 a In the event the CITY and/or the VENDOR is found to be comparatively at fault for m 25 E 26 any claim, action, loss, or damage which results from their respective obligations under the w 4 27 28 Exhibit"A" 2 Packet Pg.489 5.N.d 2012-253 1 Agreement, the CITY and/or VENDOR shall indemnify the other to the extent of this 2 comparative fault. c 3 5. INSURANCE. °- .y C 4 w While not restricting or limiting the forgoing, during the term of this Agreement, x W 5 VENDOR shall maintain in effect policies of comprehensive public, general and automobile c 6 d liability insurance, in the amount of $1,000,000.00 combined single limit, and statutory c 7 0 c 8 worker's compensation coverage, and shall file copies of said policies with the CITY's Risk m 9 Manager prior to undertaking any work under this Agreement. CITY shall be set forth as an z J 10 additional named insured in each policy of insurance provided hereunder. The Certificate of .Q 11 Insurance furnished to the CITY shall require the insurer to notify CITY of any change or Q 12 LO termination in the policy. 13 14 6. NON-DISCRIMINATION. N N 15 In the performance of this Agreement and in the hiring and recruitment of employees, N O 16 VENDOR shall not engage in, nor permit its officers, employees or agents to engage in, W 17 discrimination in employment of persons because of their race,religion, color,national origin, W 18 0 0 ancestry, age, mental or physical disability, medical conditions, marital status, sexual gender -i 19 °z 20 or sexual orientation, or any other status protected by law, except as permitted pursuant to w 21 Section 12940 of the California Government Code. z J 22 7. INDEPENDENT CONTRACTOR. W_ 23 J VENDOR shall perform work tasks provided by this Agreement,but for all intents and a- 24 w purposes VENDOR shall be an independent contractor and not an agent or employee of the 25 E CITY. VENDOR shall secure, at its expense, and be responsible for any and all payment of 0 26 r a 27 Income Tax, Social Security, State Disability Insurance Compensation, Unemployment 28 Exhibit"A" 3 Packet Pg.490 2012-253 1 Compensation, and other payroll deductions for VENDOR and its officers, agents, and 2 employees, and all business license, if any are required, in connection with the services to be 3 performed hereunder. 2 N C 4 8. BUSINESS REGISTRATION CERTIFICATE AND OTHER w 5 REQUIREMENTS. 6 N v VENDOR warrants that it possesses or shall obtain, and maintain a business o 7 0 c 8 registration certificate pursuant to Chapter 5 of the Municipal Code, and any other licenses, m h 9 permits, qualifications, insurance and approval of whatever nature that are legally required of z J 10 VENDOR to practice its business or profession.. 2 CL 11 9. NOTICES. Q 12 LO Any notices to be given pursuant to this Agreement shall be deposited with the United 13 14 States Postal Service,postage prepaid and addressed as follows: N N 15 TO THE CITY: Public Works Director N 300 North"D"Street 0 16 San Bernardino, CA 92418 W 17 Telephone: (909) 384-5140 N w_ 18 TO THE VENDOR: Applied LNG Technologies, Inc. 0 31111 Agoura Road Suite 208 -j 19 Westlake Village, CA. 91361 z 20 Telephone: (808)450-3650 w Contact: Cem Hacioglu 21 10. ATTORNEYS' FEES z J 22 In the event that litigation is brought by any party in connection with this Agreement, w J 23 the prevailing party shall be entitled to recover from the opposing party all costs and a 24 a expenses,including reasonable attorneys' fees, incurred by the prevailing party in the exercise 25 E 26 of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions w Q 27 or provisions hereof. The costs, salary and expenses of the City Attorney and members of his 28 Exhibit"A" 4 Packet Pg.491 2012-253 1 office in enforcing this Agreement on behalf of the CITY shall be considered "attorneys' 2 fees"for the purposes of this paragraph. 3 11. ASSIGNMENT. °- .N c 4 VENDOR shall not voluntarily or by operation of law assign, transfer, sublet or x w 5 Li encumber all or any part of the VENDOR's interest in this Agreement without CITY's prior S 6 v 7 written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void c 0 c 8 and shall constitute a breach of this Agreement and cause for the termination of this m 9 Agreement. Regardless of CITY's consent, no subletting or assignment shall release z J 10 VENDOR of VENDOR's obligation to perform all other obligations to be performed by Q 11 VENDOR hereunder for the term of this Agreement. Q 12 LO 12. VENUE. Nr 13 14 The parties hereto agree that all actions or proceedings arising in connection with this N N 15 Agreement shall be tried and litigated either in the State courts located in the County of San N O 16 Bernardino, State of California or the U.S. District Court for the Central District of California, w w 17 Riverside Division. The aforementioned choice of venue is intended by the parties to be the w 18 0 0 mandatory and not permissive in nature. -j 19 z 20 13. GOVERNING LAW. w U 21 This Agreement shall be governed by the laws of the State of California. 0 J 22 14. SUCCESSORS AND ASSIGNS. w 23 This Agreement shall be binding on and inure to the benefit of the parties to this a. 24 w Agreement and their respective heirs, representatives, successors, and assigns. 25 s 26 w a 27 28 Exhibit"A" 5 Packet Pg.492 5.N.d 2012-253 1 15. HEADINGS. 2 The subject headings of the sections of this Agreement are included for the purposes 3 of convenience only and shall not affect the construction or the interpretation of any of its ° .y e � 4 provisions. w 5 J 16. ENTIRE AGREEMENT;MODIFICATION. S 6 d This Agreement constitutcs the enfire agreement and the understanding between the c 7 0 c 8 parties, and supercedes any prior agreements and understandings relating to the subject m 9 manner of this Agreement. This Agreement may be modified or amended only by a written z J 10 instrument executed by all parties to this Agreement. m .Q 11 111 a 12 13 14 N N 15 111 N 16 Cn w 17 w 18 0 J 19 zz X 20 W 21 z J 22 w 23 a. 24 a 1 25 E s 1 26 w a 27 1 28 Exhibit"A" 6 1 Packet Pg.493 I 201.2-253 1 VENDOR SERVICE AGREEMENT APPLIED LNG TECHNOLOGIES,INC. 2 3 IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day o .N C 4 and date set forth below. x w 5 d Dated: ,2012 VENDOR, c 6 y d 7 By o 0 c $ Its: m 9 Dated , 2012 CITY OF SAN BERNARDINO z J 10 By: 11 Andrea Travis-Miller,Acting City Manager a Q 12 13 Approved as to Form: Ln v M 14 N N r 15 By: N Jan Penman, City Attorney 0 16 w a: 17 w 18 o J 19 zz 20 w w 21 z J 22 w J 23 a. a 24 25 s U 26 Y Q 27 28 Exhibit"A" 7 Packet Pg.494 2008-308 El�q 1 AMENDMENT NO. 2 TO THE VENDOR SERVICE AGREEMENT APPLIED LNG TECHNOLOGIES 2 This Agreement is entered into this 4th day of August 2008, by and between 3 Applied LNG Technologies ("VENDOR") and the City of San Bernardino 4 ("CITY"or"San Bernardino"). 5 RECITALS c 6 A. On February 4, 2008, Applied LItiTG Technologies and the City of San Bernardino m 7 entered into a Vendor Services Agreement ("Agreement") for the purchase of w 8 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. o 9 B. On April 7`h, 2008, Applied LNG Technologies and the City of San Bernardino 10 amended the Agreement to increase the amount of the Agreement by$50,000. 11 C. On April 21St, 2008 Applied LNG Technologies and the City of San Bernardino z 12 amended the Agreement to increase the amount of the Agreement by$100,100 for d .Q 13 a total not-to-exceed purchase price of $250,000 for LNG fuel, and amend the C 14 Agreement terms to add three(3) single year renewal options. LO D. The CITY and VENDOR now desire to amend the Agreement terms to include a 15 00 Contract Purchase Order amount of $1,000,000 with three single year renewal M 16 options for a total not-to-exceed purchase price of$1,000,000 for the purchase of N 17 LNG. c a� i8 a 19 AGREEMENT 20 In consideration of the mutual promises contained in the Vendor Services J Agreement, the parties agree as follows: 21 1. Paragraph 1 and 2 of the Agreement dated February 4, 2008, attached here to C 22 as Attachment 1, is amended to incorporate the terms and conditions of 1 � 23 Amendment 2 and incorporated herein by this reference. U t4 1 24 2. The total Agreement price shall be for$1,000,000 beginning in FY08/09. Q 25 3. The term of this agreement shall be from July 1, 2008 through June 30, 2009, 26 with three (3) one-year extensions at the City's option. Option year one, if 27 exercised, shall be effective July 1,2009 through June 30, 2010. Option year 28 EXHIBIT "A„ Packet Pg.495 2008-308 1 AMENDMENT NO. 2 TO THE VENDOR SERVICE AGREEMENT APPLIED LNG TECHNOLOGIES 2 3 two, if exercised, shall be effective July 1, 2010 through June 30, 2011. 4 Option year three, if exercised, shall be effective July 1, 2011 through June 30, 5 2012. E 4. The other provisions of the written contract are reaffirmed as originally stated. 6 X 7 IN WITNESS THEREOF, the parties hereto have executed the Agreement on the day _ 8 and date first above written. 0 9 f o Dated: ^ , 12008 APPLIED LNG TECHNOLOGIES s 10 c� 11 By: 12 °1 CL 13 a LO 14 Dated• 2� �, 2008 CITY OF SAN BERNARDINO M 15 0° M 16 00 By: Fred Wilson, City M+ ager N 17 d E 18 ATTEST: a Q 19 > 21 Rachel Clark, City Clerk a CL 22 a 23 E Approved as to form: 24 a 25 James F. Penman City Attorney 26 27 By: 28 Packet Pg.496 /-1tLd1..11111C1 ll 1 2008-308 1 VENDOR SERVICE AGREEMENT 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 WHEREAS, the Mayor and Common Council has determined that it is advantageous 7 8 and in the best interest of the CITY to purchase LNG fuel in order to continue to fuel its new w 9 LNG station; and N d 10 WHEREAS, the City of San Bernardino did not solicit and accept quotes from vendors o 11 for the purchase of LNG fuel since minor technical issues still need to be resolved before bid F U 12 specifications can be established. z 13 0 NOW, THEREFORE, the parties hereto agree as follows: 'Q 14 a 1. SCOPE OF SERVICES. Ln; 15 For the remuneration stipulated, San Bernardino hereby engages the services of 16 o M co 17 VENDOR to provide LNG fuel. o 0 N 18 2. COMPENSATION AND EXPENSES. Q !n 19 a. For the services delineated above, the CITY, upon presentation of an invoice, shall pay the 20 VENDOR up to the amount of$99,900 for the purchase of LNG fuel. a 21 a b. No other expenditures made by VENDOR shall be reimbursed by CITY. w 22 3. TERM. 23 The term of this Agreement shall be for a period of one year. Q 24 . 25 This Agreement may be terminated at any time by thirty (30) days' written notice by 1 26 either party. The terms of this Agreement shall remain in force unless mutually amended. The 27 duration of this Agreement may be extended with the written consent of both parties. 28 01/31/08 Fpacket Pg.497 a.vv 2008-308 1 4. INDEMNITY. 2 CITY agrees to indemnify and hold harmless VENDOR, its officers,agents and 3 volunteers from any and all claims, actions, or losses, damages and/or liability resulting frorr 4 CITY's negligent acts or omissions arising from the CITY's performance of its obligation., 5 under the Agreement. 6 0 VENDOR agrees to indemnify and hold harmless the CITY, its officers, agents, anc '0 7 volunteers from any and all claim, actions, or losses, damages and/or liability resulting frorr x 8 _ 9 VENDOR's negligent acts or omissions arising from the VENDOR's performance of it! d 10 obligations under the agreement. o t 11 In the event the CITY and/or the VENDOR is found to be comparatively at fault for any c� 12 claim, action, loss, or damage which results from their' respective obligations under the 13 Agreement, the CITY and/or VENDOR shall indemnify the other to the extent of this a 14 a comparative fault. M 15 16 S. INSURANCE. 00 0 M 17 While not restricting or limiting the forgoing, during the term of this Agreement, CCOD N 18 VENDOR shall maintain in effect policies of comprehensive public, general and automobile 19 liability insurance, in the amount of $1,000,000.00 combined single limit, and statutory z 20 worker's compensation coverage, and shall file copies of said policies with the CITY's Risk .Q LD CL 21 a Manager prior to undertaking any work under this Agreement. CITY shall be set forth as an 22 E n additional named insured in each policy of insurance provided hereunder. The Certificate of 23 Y 24 Insurance furnished to the CITY shall require the insurer to notify CITY of any change or Q 25 termination in the policy. i 26 27 28 o�r�iios Packet Pg.498 2008-308 1 6. NON-DISCRIMINATION. 2 In the performance of this Agreement and in the hiring and recruitment of employees, 3 VENDOR shall not engage in, nor permit its officers, employees or agents to engage in, 4 discrimination in employment of persons because of their race, religion, color, national origin, 5 ancestry, age, mental or physical disability, medical conditions, marital status, sexual gender or 0 = sexual orientation, or any other status protected by law, except as permitted pursuant to Section 7 12940 of the California Government Code. w 8 C 9 7. INDEPENDENT CONTRACTOR. 10 VENDOR shall perform work tasks provided by this Agreement, but for all intents and o c 11 purposes VENDOR shall be an independent contractor and not an agent or employee of the to 12 CITY. VENDOR shall secure, at its expense, and be responsible for any and all payment of 13 Income Tax, Social Security, State Disability Insurance Compensation, Unemployment a 14 a Compensation, and other payroll deductions for VENDOR and its officers, agents, and ,t; 15 ItT is employees, and all business licenses, if any are required, in connection with the services to be � 0 Cl? 17 performed hereunder. o 0 N 18 8. BUSINESS REGISTRATION CERTIFICATE AND OTHER REQUIREMENTS. N 19 VENDOR warrants that it possesses or shall obtain, and maintain a business registration z 20 � certificate pursuant to Chapter 5 of the Municipal Code, and any other licenses, permits, Q 21 a a qualifications, insurance and approval of whatever nature that are legally required of VENDOR 22 E to practice its business or profession. 23 24 2 26 /U 27 28 01131/08 Packet Pg.499 2008-308 1 9. NOTICES. 2 Any notices to be given pursuant to this Agreement shall be deposited with the United 3 States Postal Service, postage prepaid and addressed as follows: 4 TO THE CITY: City of San Bernardino 5 Ken Fischer, Director 300 North"D" Street S San Bernardino, CA 92418 0 Telephone: (909) 384-5140 7 TO THE VENDOR: Applied LNG Technologies w 8 3001 Knox St. 9 Dallas, TX 75205 Telephone: (214) 697-0391 0 lU Attn: Kevin W. Markey o c U 11 10. ATTORNEYS' FEES. 12 In the event that litigation is brought by any party in connection with this Agreement, 13 the prevailing P art shall be entitled to recover from the opposing party all costs and expenses, CL 14 a NIAW including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of M 15 7t 16 its rights or remedies hereunder or the enforcement of any of the terms, conditions or co 0 M 17 provisions hereof. The costs, salary and expenses of the City Attorney and members of his o N 18 o#fce in enforcing this Agreement on behalf of the CITY shall be considered as "attorneys' c� 19 fees" for the purposes of this paragraph. z 20 11. ASSIGNMENT. Q CL 21 a VENDOR shall not voluntarily or by operation of law assign, transfer, sublet or 22 E encumber all or any part of the VENDOR's interest in this Agreement without CITY's prior 23 written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void Q 24 25 and shall constitute a breach of this Agreement and cause for the tennination of this 26 Agreement. Regardless of CITY's consent, no subletting or assignment shall release VENDOR 27 28 oit31ica II Packet Pg. 500 wa y 2008-308 1 of VENDOR's obligation to perform all other obligations to be performed by VENDOR 2 hereunder for the term of this Agreement. 3 12. VENUE. 4 The parties hereto agree that all actions or proceedings arising in connection with this 5 Agreement shall be tried and litigated either in the State courts located in the County of San C c V Bernardino, State of California or the U.S. District Court for the Central District of California, .2 7 Riverside Division. The aforementioned choice of venue is intended by the parties to be w 8 9 mandatory and not permissive in nature. 2 10 13. GOVERNING LAW. o 11 This Agreement shall be governed by the laws of-the State of California. F 12 14. SUCCESSORS AND ASSIGNS. � 13 This Agreement shall be binding on and inure to the benefit of the parties to this 'Q a 14 a Agreement and their respective heirs,representatives, successors,and assigns. Ln 15 M 16 15. HEADINGS. co 0 M 17 The subject headings of the sections of this Agreement are included for the purposes of c 0 N 18 convenience only and shall not affect the construction or the interpretation of any of its N 19 provisions. z 20 16. ENTIRE AGREEMENT; MODIFICATION. d a 21 a This Agreement constitutes the entire agreement and the understanding between the 22 E parties, and supercedes any prior agreements and understandings relating to the subject manner �a 24 of this Agreement. This Agreement may be modified or amended only by a written instrument a 25 executed by all parties to this Agreement. 26 27 Ill 28 01/31/08 Packet Pg.501 2008-308 1 VENDOR SERVICE AGREEMENT APPLIED LNG TECHNOLOGIES 2 IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day 3 and date set forth below. 4 5 Dated: 3 ' LL, 2008 VENDO 6 By a 7 Its: .2 2 r X 8 / w Dated /LI'NO Li By: a� 10 Fred i , City Manager o _ 11 ,� 12 Approved as to Form: z J 13 CL 14 By: Q es F. Penman, City Attorney M 15 16 °° 0 M co 17 0 p N 18 19 20 .Q Q 21 Q 22 U 23 24 25 26 27 28 01/31/08 Packet Pg. 502 S.N.g RESOLUTION NO. 2008-308 1 2 RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 2 TO THE VENDOR SERVICE AGREEMENT WITH THREE (3) 3 ONE-YEAR EXTENSIONS AT THE CITY'S OPTION WITH APPLIED LNG TECHNOLOGIES PURSUANT TO SECTION 3.04.010 B-3 OF THE MUNICIPAL 4 CODE FOR THE PURCHASE OF LNG FUEL. 5 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY 6 OF SAN BERNARDINO AS FOLLOWS: o N 7 WHEREAS, the Fleet Division is requesting a Contract Purchase Order in the 2 X W 8 amount of$1,000,000 in order to fuel the LNG station for FY 08/09; N 9 SECTION 1. The City Manager of the City of San Bernardino is hereby , O 10 authorized to execute on behalf of said City an Amendment No. 2 to the Vendor 11 Service Agreement between the City of San Bernardino and Applied LNG 0 12 z 13 Technologies, a copy of which is attached hereto, marked Exhibit "A" and incorporated Q 14 herein by reference as fully as though set forth at length. a 15 SECTION 2. The Mayor and Common Council hereby authorize the Director of co 16 Finance or his/her designee to issue a Contract Purchase Order in the amount of M co 17 $1,000,000 for LNG fuel supply beginning in FY 08/09. N N O 18 SECTION 3. This purchase is exempt from the formal contract procedures of W 19 Z 20 Section 3.04.010 of the Municipal Code, pursuant to Section 3.04.010. B.3 of said 21 Code "Purchases approved by the Mayor and Common Council". C 22 SECTION 4. The Purchase Order shall reference this Resolution No. 2008- 5 s 23 308 and shall read, "Applied LNG Technologies for the purchase of LNG fuel" and Y w a 24 shall incorporate the terms and conditions of the Agreement. 25 111 26 27 28 Packet Pg.503 2008-308 5.N.g 1 RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE 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 SECTION 5. The authorization to execute the above referenced Purchase 5 Order and agreement is rescinded if not issued within sixty (60) days of the passage of 6 0 this resolution. N 7 X W 8 C 9 0 10 11 c� 12 13 14 a M 15 111 o 16 M HI 0 17 0 0 N O 18 19 20 .Q CL a 22 E 23 y 24 25 26 27 28 I Packet Pg. 504 I 2008-308 5N.g 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 1 HEREBY CERTIFY that the foregoing Resolution was duly adopted by the 5 Mayor and Common Council of the City of San Bernardino at a Joint regular 6 meeting thereof, held on the 4th day of August 2008, by the N c 7 x following vote, to wit: w 8 9 Council Members: AYES NAYS ABSTAIN ABSENT 0 10 ESTRADA x c 11 BAXTER x x J 12 BRINKER -a d 13 DERRY x a 14 a Near, KELLEY x 15 x JOHNSON ° 16 ° X 00 MCCAMMACK 00 17 ° N O 18 19 Rachel G. Clark, City Clerk "a 20 21 The foregoing resolution is hereby approved this day o a August 2008. 22 "J.23 �yor ino a 24 25 ja oved as to form: 26 es F. Penman 27 Attorney 28 Packet Pg.505 2008-48 or 1 VENDOR SERVICE AGREEMENT 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: o N 6 c WHEREAS,the Mayor and Common Council has determined that it is advantageous x 7 W and in the best interest of the CITY to purchase LNG fuel in order to continue to fuel its new C 8 N d 9 LNG station; and o r- 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 z 12 specifications can be established. .Q CL 13 NOW,THEREFORE, the parties hereto agree as follows: Q 14 a 1. SCOPE OF SERVICES. co 15 16 For the remuneration stipulated, San' Bernardino hereby engages the services of o 0 N 17 VENDOR to provide LNG fuel. Q rn U 18 2. COMPENSATION AND EXPENSES. 19 a. For the services delineated above, the CITY,upon presentation of an invoice,shall pay the z a� 20 VENDOR up to the amount of$99,900 for the purchase of LNG fuel. Q Q 21 b. No other expenditures made by VENDOR shall be reimbursed by CITY. 22 3. TERM. 23 Y a 24 The term of this Agreement shall be for a period of one year. 25 This Agreement may be terminated at any time by thirty (30) days' written notice by 26 either party. The terms of this Agreement shall remain in force unless mutually amended. The 27 duration of this Agreement may be extended with the written consent of both parties. 28 01/31/08 EXHD31T"A" Packet Pg. 506 2008-48 1 4. INDEMNITY. 2 CITY agrees to indemnify and hold harmless VENDOR, its officers, agents and 3 volunteers from any and all claims, actions, or losses, damages and/or liability resulting from 4 CITY's negligent acts or omissions arising from the CITY's performance of its obligations 5 under the Agreement. o_ N 6 = VENDOR agrees to indemnify and hold harmless the CITY, its officers, agents, and X 7 W p volunteers from any and all claim, actions, or losses, damages and/or liability resulting from 8 N d 9 VENDOR's negligent acts or omissions arising from the VENDOR's performance of its .o 0 10 obligations under the agreement. 11 In the event the CITY and/or the VENDOR is found to be comparatively at fault for any z J 12 claim, action, loss, or damage which results from their respective obligations under the 2 CL 13 Agreement, the CITY and/or VENDOR shall indemnify the other to the extent of this a LO 14 comparative fault. 15 co 5. INSURANCE. 00 16 a 0 N While hile not restricting or limiting the forgoing, during the term of this Agreement, < 18 VENDOR shall maintain in effect policies of comprehensive public, general and automobile c� 19 liability insurance, in the amount of $1,000,000.00 combined single limit, and statutory d 20 worker's compensation coverage, and shall file copies of said policies with the CITY's Risk .Q a 21 Manager prior to undertaking any work under this Agreement. CITY shall be set forth as an d 22 E additional named insured in each policy of insurance provided hereunder. The Certificate of u 23 a Insurance furnished to the CITY shall require the insurer to notify CITY of any change or 25 termination in the policy. 26 ® 27 Zs 01/31/08 Packet Pg. 507 2008-48 ` 1 6. NON-DISCRIMINATION. 2 In the performance of this Agreement and in the hiring and recruitment of employees, 3 VENDOR shall not engage in, nor permit its officers, employees or agents to engage in, 4 discrimination in employment of persons because of their race, religion, color, national origin, 5 ancestry, age, mental or physical disability, medical conditions, marital status, sexual gender or o y 6 sexual orientation, or any other status protected by law,except as permitted pursuant to Section x 7 W 12940 of the California Government Code. _ 8 N 9 7. INDEPENDENT CONTRACTOR. 0 0 r- 10 VENDOR shall perform work tasks provided by this Agreement, but for all intents and U a� 11 purposes VENDOR shall be an independent contractor and not an agent or employee of the z J 12 CITY. VENDOR shall secure, at its expense, and be responsible for any and all payment of CL C. •••. 13 Income Tax, Social Security, State Disability Insurance Compensation, Unemployment 13 < Income Ln 14 Compensation, and other payroll deductions for VENDOR and its officers, agents, and co 15 It 16 employees, and all business licenses, if any are required, in connection with the services to be Cb 0 N 17 performed hereunder. 18 8. BUSINESS REGISTRATION CERTIFICATE AND OTHER REQUIREMENTS. c� 19 VENDOR warrants that it possesses or shall obtain, and maintain a business registration a� 20 certificate pursuant to Chapter 5 of the Municipal Code, and any other licenses, permits, Q Q 21 qualifications, insurance and approval of whatever nature that are legally required of VENDOR 22 s to practice its business or profession. o 23 a 24 111 2 26 27 28 01/31/0B Packet Pg. 508 2008-48 1 9. NOTICES. 2 Any notices to be given pursuant to this Agreement shall be deposited with the United 3 States Postal Service,postage prepaid and addressed as follows: 4 TO THE CITY: City of San Bernardino 5 Ken Fischer,Director 300 North"D" Street o 6 San Bernardino, CA 92418 Telephone: (909)384-5140 x 7 W TO THE VENDOR: Applied LNG Technologies = 8 3001 Knox St. d Dallas, TX 75205 0 9 Telephone: (214) 697-0391 0 14 Attn: Kevin W.Markey U a� 11 10. ATTORNEYS' FEES. z J 12 In the event that litigation is brought by any party in connection with this Agreement, 2 CL 0. 13 the prevailing party shall be entitled to recover from the opposing party all costs and expenses, a Ln 14 including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of co 15 'i 16 its rights or remedies hereunder or the enforcement of any of the terms, conditions or co 0 N 17 provisions hereof. The costs, salary and expenses of the City Attorney and members of his N 8 office in enforcing this Agreement on behalf of the CITY shall be considered as "attorneys' z 19 fees"for the purposes of this paragraph. -' a� 20 11. ASSIGNMENT. n a 21 VENDOR shall not voluntarily or by operation of law assign, transfer, sublet or 22 E encumber all or any part of the VENDOR's interest in this Agreement without CITY's prior o 23 written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void 24 25 and shall constitute a breach of this Agreement and cause for the termination of this 26 Agreement. Regardless of CITY's consent,no subletting or assignment shall release VENDOR 27 28 01/31/08 Packet Pg. 509 2008-48 1 of VENDOR's obligation to perform all other obligations to be performed by VENDOR 2 hereunder for the term of this Agreement. 3 12. VENUE. 4 The parties hereto agree that all actions or proceedings arising in connection with this 5 Agreement shall be tried and litigated either in the State courts located in the County of San o .y 6 Bernardino, State of California or the U.S. District Court for the Central District of California, x 7 w Riverside Division. The aforementioned choice of venue is intended by the parties to be 2 8 y N 9 mandatory and not permissive in nature. o' 0 O G 10 13. GOVERNING LAW. 11 This Agreement shall be governed by the laws of the State of California. z J 12 14. SUCCESSORS AND ASSIGNS. cL 13 This Agreement shall be binding on and inure to the benefit of the parties to this Q LO co 14 ICT Agreement and their respective heirs, representatives, successors, and assigns. 15 co 16 15. HEADINGS. 00 0 N 17 The subject headings of the sections of this Agreement are included for the purposes of < V 18 convenience only and shall not affect the construction or the interpretation of any of its c� Z 19 provisions. d 20 16. ENTIRE AGREEMENT; MODIFICATION. a 21 This Agreement constitutes the entire agreement and the understanding between the 22 parties, and supersedes any prior agreements and understandings relating to the subject manner Q 24 of this Agreement. This Agreement may be modified or amended only by a written instrument 25 executed by all parties to this Agreement. 26 27 28 ov3[ros Packet Pg.510 2008-48 1 VENDOR SERVICE AGREEMENT APPLIED LNG TECHNOLOGIES 2 IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day 3 and date set forth below. 4 5 Dated: £ '2008 FEND o 6 N By: w 7 Its: W U C 8 Dated ` Lr , 2008 CITY O#SARDINO 9 0 By: c 10 Fred anager 11 z J 12 Approved as to Form: a d .Q CL 13 Q •r.r 14 By: es F. Penman, City Attorney co 15 It Cb 0 16 N Q 17 > U 18 (D a z 19 LD 20 Q a 21 22 U 23 n' R Q 24 25 2fi 27 28 01/31/08 Packet Pg. 511 1 RESOLUTION NO. 2008-48 2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT AND 3 INCREASE TO CONTRACT PURCHASE ORDER NUMBER 08-070 BY AN 4 ADDITIONAL $75,000 TO APPLIED LNG TECHNOLOGIES PURSUANT TO SECTION 3.04.010 B-3, OF THE MUNICIPAL CODE FOR THE PURCHASE OF LNG 5 FUEL. o y 6 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: w 7 8 WHEREAS, the current Contract Purchase Order of $24,900 needs to be N d s increased to $99,900 in order to fuel the LNG station. —°o 10 SECTION 1. The City Manager of the City of San Bernardino is hereby c� 11 authorized to execute on behalf of said City an Agreement between the City of Sar CD 12 of which is attached hereto .Q Bernardino and Applied LNG Technologies, a copy a 13 marked Exhibit "A" and incorporated herein by reference as fully as though set forth a M 14 15 length. co 16 SECTION 2. The Mayor and Common Council hereby authorize the Director o N 0 17 Finance or his/her designee to increase Contract Purchase Order No. 08-070 by al 18 additional $75,000 for a total of$99,900. 19 SECTION 3. This purchase is exempt from the formal contract procedures c z m 20 Section 3.04.010 of the Municipal Code, pursuant to Section 3.04.010. B.3 of sai� a 21 Code "Purchases approved by the Mayor and Common Council". E 22 SECTION 4. The Purchase Order shall reference this Resolution No. 2008-4E Y a 24 and shall read, "Applied LNG Technologies for the purchase of LNG fuel" and sha 25 incorporate the terms and conditions of the Agreement. 26 III 27 28 January 31,2008 Packet Pg. 512 I RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT ANO 2 INCREASE TO CONTRACT PURCHASE ORDER NUMBER 08-070 BY AN ADDITIONAL $75,000 TO APPLIED LNG TECHNOLOGIES PURSUANT TC 3 SECTION 3.04.010 B-3, OF THE MUNICIPAL CODE FOR THE PURCHASE OF LNC 4 FUEL. 5 SECTION 5. The authorization to execute the above referenced PurchasE o y 6 Order and agreement is rescinded if not issued within sixty (60) days of the passage o w 7 this resolution. N 8 !!! °' O 9 ° 111 � 10 !!/ Z 11 12 111 CL 13 111 a LO M 14 !!! y co IT 15 111 o 0 N 16 !!! N d 17 18 19 !!/ J 20 HI Q Q a 21 IJI Y 22 U ' ll! 23 111 a 24 111 25 26 Ill 27 !ll 28 January 31,2008 Packet Pg. 513 1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT AND 2 INCREASE TO CONTRACT PURCHASE ORDER NUMBER 08-070 BY AN ADDITIONAL $75,000 TO APPLIED LNG TECHNOLOGIES PURSUANT TO 3 SECTION 3.04.010 B-3, OF THE MUNICIPAL CODE FOR THE PURCHASE OF LNG 4 FUEL. 5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the o N 6 Mayor and Common Council of the City of San Bernardino at a joint regular a X W 7 meeting thereof, held on the 4th day of _ ebrLary _____, 2008, by the j 8 N following vote, to wit: o 9 Council Members: AYES NAYS ABSTAIN ABSENT U 10 ESTRADA x 11 J 12 BAXTER x 13 BRINKER x a LO M 14 DERRY x 00 15 KELLEY x o 0 0 16 JOHNSON x N 17 x MCCAMMACK U 19 Rachel G. Clark, City Clerk 20 - The foregoing resolution is hereby approved this ,( ! day o Q 21 February , 2008. c m 22 rri P +layor y of San Bernardino 24 A pa roved as to form: 25 1 26 J es F. Penman, City Attorney 27 28 January 31, 2008 Packet Pg. 514