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1994-047-Execute An Agreement For Purchase Of One New 1994 Truck Mounted Catch Basin And Sewer CleanerRESOLUTION 1994 -47 RESOLUTION OF THE TOWN OF LOS GATOS TO AUTHORIZE TOWN MANAGER TO EXECUTE AN AGREEMENT FOR PURCHASE OF ONE (1) NEW 1994 TRUCK MOUNTED CATCH BASIN AND SEWER CLEANER WHEREAS, on January 3, 1994 Council adopted resolution to reject all bids received for this purchase, and directed staff to negotiate purchase of a Truck Mounted Catch Basin & Sewer Cleaner with distributors for Vac -con, Vactor, and /or Mission Valley Ford and return to Council with recommendation for approval, and WHEREAS, a Request for Proposal was established asking for a response by February 25, 1994, and WHEREAS, after reviewing proposals, staff determined that Municipal Maintenance Equipment, distributing the Vac -con product was the lowest responsible bidder. THEREFORE, BE IT RESOLVED, by the Town Council of the Town of Los Gatos to authorize Town Manager to execute an agreement with Municipal Maintenance Equipment for purchase of one (1) new 1994 Truck Mounted Catch Basin & Sewer Cleaner, net bid $158,509.34. PASSED AND ADOPTED at a regular meeting of the Town Council of the Town of Los Gatos, California, held on the 21st day of March, 1994 by the following vote. COUNCIL MEMBERS: AYES: Joanne Benjamin, Steven Blanton, Linda Lubeck, Patrick O'Laughlin Mayor Randy Attaway NAYS: None ABSENT: None ABSTAIN: None SIGNED: 04000, THE TOW LOS GATOS LOS GATOS, CALIFO A ATTEST: t� CLERK OF THE TOW t F LOS GATOS LOS GATOS, CALIFORNIA 46z: q4 H �-- AGREEMENT TO PROVIDE ONE (1) TRUCK MOUNTED CATCH BASIN & SEWER CLEANER TO THE TOWN OF LOS GATOS THIS AGREEMENT is made and entered into in the Town of Los Gatos, County of Santa Clara, State of California, by and between the TOWN OF LOS GATOS, a municipal corporation [hereinafter Town], and Municipal Maintenance Equipment [hereinafter Contractor], as of the 22nd day March, 1994. RECITALS (A) Quotations were sought by the Town for the purchase described in this Agreement, and Contractor was found to be the lowest responsible supplier for this purchase. (B) Contractor represents that it is a qualified and competent supplier of the items to be purchased under this Agreement. IT IS AGREED AS FOLLOWS: 1. Supplies and Terms. Contractor hereby agrees to deliver to Town at 41 Miles Ave., Los Gatos, Ca. the items and materials described in Exhibit A hereto. The terms and conditions are as follows: a. Price. Town shall pay Contractor the amounts defined in Exhibit A, F.O.B., and which include sales tax and delivery charges. Payment shall be net 30 days from delivery. b. Delivery. The delivery of the items and materials shall be no later than 120 to 150 days after receipt of purchase order. Delivery shall be made between 8:00 a.m. and 3:30 p.m. on weekdays that are not Town holidays. The delivery of the Truck Mounted Catch Basin & Sewer Cleaner to the Town shall be made when requested by the Town upon 3 calendar days' written or telephone notice. C. Term. The term of this Agreement is from the date above written to August 22, 1994. 2. Time of the Essence. Prompt delivery of the items and materials is essential to this Agreement. 3. Equal Emplovment Opportunity. Contractor warrants that it is an Equal Opportunity Employer and shall comply with applicable regulations regarding equal employment opportunity. Contractor shall not discriminate in the employment of any person because of race, color, national origin, ancestry, mental or physical disability, medical condition, marital status, sex, age, or sexual preference, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment and Housing Act. ATTACHMENT 2 4. Notices. All notices to be given with respect to this Agreement shall be addressed as follows: To Town: Town of Los Gatos P.O. Box 949 Los Gatos, CA 95021 To Contractor: Municipal Maintenance Equipment 2360 Harvard St. Sacramento, Ca. 95815 5. Waivers. Waiver of a breach or default under this Agreement shall not constitute a continuing waiver or a waiver of a subsequent breach of the same or any other provision of the Agreement. 6. Modifications. No modification, waiver, termination, or amendment to this Agreement is effective unless made in writing signed by the Town and the Contractor. 7. Severability. If any term of this Agreement is held invalid by a court of competent jurisdiction, the remainder of this Agreement shall remain in effect. 8. Entire Agreement. This Agreement sets forth the entire understanding between the parties. Contractor shall supply equipment per Town's request for Proposal dated February 25, 1994 referenced in Exhibit A. IN WITNESS WHEREOF, the Town and the Contractor have executed this Agreement on the date above written. TOWN OF LOS GATOS By TOWN MANAGER APPROVED AS TO FORM: ATTEST: Town Clerk TOWN ATTORNEY 2 #. Insurance. Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Contractor, its agents, representatives, employees or subcontractors. The cost of such insurance shall be borne by the Contractor. a. Minimum Scope of Insurance. Coverage shall be at least as broad as: i. Insurance Services Office form number GL 0002 (Ed. 1/73) covering Comprehensive General Liability and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Services Office Commercial General Liability coverage ('occurrence" form CG 0001). ii. Insurance Services Office form number CA 0001 (Ed 1/78) covering Automobile Liability, code 1 "any auto" and endorsement CA 0025. iii. Workers' Compensation insurance as required by the Labor Code of the State of California and Employers Liability insurance. b. Minimum Limits of Insurance. Contractor shall maintain limits no less than: General Liability: $1,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project /location or the general aggregate limit shall be twice the required occurrence limit. ii. Automobile Liability: $1,000,000 combined single limit per accident for bodily injury and property damage. iii. Workers' Compensation and Employers Liability: Workers' compensation limits as required by the Labor Code of the State of California and Employers Liability limits of $1,000,000 per accident. C. Deductibles and Self- insured Retentions. Any deductibles or self- insured retentions must be declared to and approved by the Town. At the option of the Town, either: the insurer shall reduce or eliminate such deductibles or self- insured retentions as respects the Town, its officers, officials, employees and volunteers; or the Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. d. Other Insurance Provisions. The policies are to contain, or be endorsed to contain, the following provisions: i. General Liability and Automobile Liability Coverages (A) The Town, its officers, officials, employees and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the Contractor, products and completed operations of the Contractor, or vehicles owned, leased, hired or borrowed by the Contractor. The coverage shall contain no special limitations on the scope of protection afforded to the Town, its officers, officials, employees or volunteers. (B) The Contractor's insurance coverage shall be primary insurance as respects the Town, its officers, officials, employees and volunteers. Any insurance or self - insurance maintained by the Town, its officers, officials, employees or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. (C) Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the Town, its officers, officials, employees or volunteers. (D) The Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. ii. Workers' Compensation and Employers Liability coverage The insurer shall agree to waive all rights of subrogation against the Agency, its officers, officials, employees and volunteers for losses arising from work performed by the contractor for the Town. All Coverages Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, cancelled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the Town. 11 e. Acceptability of Insurers Insurance is to be placed with insurers with a Best's rating of no less than A: VII. f. Verification of Coverage Upon execution of this agreement, Contractor shall furnish the Town with certificates of insurance and with original endorsements effecting coverage required by this clause. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificates and endorsements are to be on forms provided by the Town. Where by statute, the Town's workers' compensation- related forms cannot be used, equivalent forms approved by the Insurance Commissioner are to be substituted. All certificates and endorsements are to be received and approved by the Town before work commences. The Town reserves the right to require complete, certified copies of all required insurance policies, at any time. N: \PFM \SWRCLNR.CON 5