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Home My WebLink AboutORANGE, COUNTY OF - HEALTH CARE AGENCY - 2008INSURANCE NCT REQUIItEO WORK MAY PROCEED N-2008-144 CLERK Of COUNCIL DATE: lo-3t-off U '. ~.,a~~~ (1~ AGK[~,1+:~IENT'1'O PROVIDE VEHICLE EUUIN~titF.fYT INS'PALL.aTION T~r~ ~/~~" REP:~IR~~VA~IAINTEVA;VCE I~filS :AGRh:Lh1FiV"I', made and rntreed inro this ~{l1_ day' of ~C-1b ~~ . ?1)68 6_c and bch~re^ the City of Santa Ana. a charter city and municipal corporation organir_cd ;urd existing under the Constitution and laws of the State of Caliibrnia (hereinafter °Cit}'"} and die Or:u~gr County Health Care Agency ('O.C. Flealth ('arc). RECITALS A. l~he U.C. Health Carr Agency desires to retain the City to install specialized rmrr~rnc}~ vehicle ryuipment and to provide vehicle maintenance and repairs. Ii. ('ity rcpnnsrnts that City is able and wiWng to provide such services to O.C. Health Carr. C. Lt undertaking the prrl~rnurnce of this Agreement, City represents lh.tt it is knowledgeable in its field ~md that any sen~ices performed by City under this Agreement will hr pertinmed incompliance with such standards <rs may reasonably be expected from a professional erhicle equipment installation company. NOW 'I'IIEREFORE, inconsideration of the mutual and resprcti~~e promises, and subject to the leans ;end conditions hereinafter set forth, the parties agroe as follows: SCOI'F. OF SERVICES Cin-shall install crhicle equipment services on an as needed basis, asset ti~r[h in Exhibit :A to this Agreement. 2. C'O;~IPENSA'170iV a. O.C. Ilcalth Care agrees to pay, and City agrees to arerpt as total payment for its services, the rates and charges identified in Exhibit A. b. Payment by O.C. Health Care shall br made within thirty (3U) days following receipt of proper imvicr evidencing work performed, subject to O.C. Health Care accounting procedures. pa}-mint need not br Horde for work which fails to meet the standards of pertimn;utce set forth in the Recitals which may reasonably he expected by O.C. Health Carr. 3. l ERAI This Agreement shall conunencr on the dote first written above and terminate o^ .lunc 3U, ?111 U. unless terminated earlier in accordance with Section 10, brloty. The trnn of this A~rrrment may be extended upon a writing esrcuted by the Executive Director of finance and M;ucn~emetrt and the Cit_v AtR~rney [or the City and __ _ __ on behalf ol~ C).C. IIralth Care. 4. 1NDGPENDENC CONTRAC'1'UR City shall, during the entire lean of this Agreement, be construed to hr an independent amll-actor and not an employee of the O.C. Health Care. 'phis Agrcerncnt is no[ intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship. or to allow the O.C. }tealth Care to exercise discretion or control over the professional manner in ~~hich City performs the services which are the subject matter of this Agreement; however, the services to he provided by City shall he provided in a manner consistent with al] applicable standards and regulations governing such services. City shall pay all salaries and wages, employer's social security taxes, unemployment insurnnce and similar taxes relating ro employees and shall be responsible for all applicable withholding taxes. 6. INllE:~TVIFICA't'ION Cit) agrees to sad shall indemnify and hold harmless the O. C. Health Care from liability f~?r personal injury, restitution or equitable relief arising out of claims t~?r personal injury, inchuling health, and claims for property damage, which may arise from the direct operations of the City or its contractors acting on i(s behalf which relates to the services described in section I of this Agreentrut. CONFLICT' OF INTEREST CLAUSE 77~c parties each ciwenant that they presently have no interests and shall not have interests; direct or indirect, which would contlict in any mamter with performance of services specified under this,~grrcutenl. 8. NOTICE Any notice, tender, demand, delivery, or other communication pursuzmt to this \grcrment shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certitled mail, postage prepaid, or sent by tclefacsimile ur other telegraphic communication in the matuter provided in this Section, to the following persons: fo City: Clerk of the Ciry Council City of Santa Ana ~0 C'iyic Center Plaza (tit-30) P.O. [3ox 1988 Santa Ana, CA 9702-1988 tclctitcsimile (714) 647-69% \4'ith courtesy copies to: Finance and Management Services Agency I Icet Services City of Santa :~na 20 Civic Center Plaza (M-ll ) P.O. [3ox 1988 Santa Ana, California 92702 teletacsiruile (71~}) G47-3359 and Cite Attume~~ City of Santa :Ana 20 Civic ('l'ntl'1' Plaza (M-29) P.O. 13nx 1988 Sang .~na, California 92702 tclrF`<csimile (71~) (i-17-615 To O.C. I-[ealth Care Agency: Pa~FLCJ~~asirJCs S/l ~ S`~GArnvRE 3T. SANTH AAA , Csl 92r/d/ party may change its address by giving notice in writing to the orrer party. I~heruatter, an. communication shall be addressed and transmitted to the new address. If sent by mail. anv communication shall be effective or deemed to Gave been given three {3) days after it has been ~cpositcd in the l~nited States mail, duly registered ur certified, with postage prepaid, :md addre.csed us set forth above. !f sent by telefacsimile, communication shall be affective or ~Iecmed to have been given twenty-four (24) hours utter tho time set forth on the transmission rcpurt issued by the transmitting facsimile machine, addressed as set forth above. Fur purposes of calculating these time frames, weekends, federal, state, County or City holida_cs shall I,~e cscluded. 7. GXCLL~~S1V1"PY AND Ah1ENDMENT 1~his :agreement represents the complete and exclusive statement between the Cite and O.C. l Irtlth Care. and supersedes any and all other agreements, oral or written, behcecn the parties. In the went of a amtlicl between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail Phis Agreement may nut he modified except by written instrument signed by the City and by an authorized representalivc of the O.C. I Irtlth ('.trc. ~fhe parties agree that any terms or conditions of any purchase order or ether instrumeu that are inconsistent with, or in addition to, the terms and conditions hereof; shall not bind or obligate City nor O.C'. Health Care. Loch party to this .Agreement acknowledges that nit representations, inducements, promises or agreements, orally or otherwise, havo been made by utv party, or unqune acting on behalfuf any party, which are not embodied herein. tll. 'I'ER~tINAT[ON ~L'hia Agrccmcnt nuty br terminated 6y either party upon thirty (i0) days ~tiritten notice of tcmtination. ht such event, City shall be entitled to receive and the O.C. I Icalth Care shall pny Cite axnpensntiun for all services performed by City prior to receipt of such notice uftenninatiun. I t. .Il'RISllI("PION - ~'L;NIiE This Agrccmcnt has been executed and delivered in the State of Cxfifurnia and the validity. interpretation, performance, and enforcement of any of the clauses of this Agroement shall he determined :urd governed by the laws of the State of California. Butte parties further agree that Orurge County, California, shall be the venue for any action or proceeeling that may be brought ur ;trisc out ot; in connection with or by reason of this Agreement. 1?. hiISCELLANGOUS 1'ROVhSIONS a. Lath undersigned represents zmd warrants that its signature hereinbeluw has the power, authority and right to bind their respective parties to each of the terms of this Agrccmcnt, and shall indenutify City fully, including reasonable costs and attorney's fees, fiu any injuries ur damages to Cin in the e~cnt that such authority or power is not, in fact, held by the signatory or is withdrtwn h. All Pehibits referenced herein and attached hereto shall be incorporated as iFtiilh set fi~nh in the body of this Agreement. f1~ WfCNT:SS WHL'REOF, the parties hereto have executed this Agreement the date and year first above written. :A~I~CES'f_ CITY OF SANT:1 ANA ~ ~. P.-1T[t1C'I:1 E. HEALY Clerk ofthe Council DAVID N. REr City Manager \PPRitVED AS "f0 FORtiI: JC)SP'P[I fib` FLLTCHER Ci[y Attomcy l 13} . C@cL~ ''n2PPQ _ -- Lat aSheedy..-\sst.~.yty ~~ttorncy RF?CUb1MF: VDft[) POR ;APPROVAL: O.C. HEALTH CARE AGENCY FFANCISCO C~TPIERREZ I~1A'E LEI GARCIA Finance & Nhnagetnertt Services Agency T ING NX12 I, HCA s TAX D# N/A FIU~NCISCO GUI'1 LRR1:Z NAIv9G: L&//-t+ Ga/~ur7 Finance & M:magement Services Agency TITLE: pU~2Gt/q$/NL> M~~? t FFe-q Tax ID# N ~~ EXHII3[T A SCOPE OF SERVICES VEIIICLE EQUIPMENT INSTALLA7lON, REPAIR AND MAINTENANCE the Cite of Sa<na Ana's Fleet Services Division will provide equipment installation, repair and maintenance for U.C_ Health Care Agency (OCHCA) vehicles. Services to be provided by City Fleet Services include: Provide prolessiuna] equipment installation, repairs and general maintenance for OCf IG1 vehicles at request of OCHCA project manager. City will provide a detailed quote for approval prior to commencement of work. :111 equipment will he installed according to b4anufachtres' recommendations. htstallation and service work will carry aninety-day warranty for labor. Any equipment supplied by OCHCA will be covered by Manufacture's warrantt~; labor to replace defective equipment will be billed at City's hourly rate. Maintenance and repair services will be billed at $65.00 per hour, plus p<u~ts and materials. Work shall hi pertbnned at Santa Ana Corporation Yard/1'leet Services Division ?15 S. Center St., Santa:lna, C'A 92703 OCHCA shall be responsible for delivery and pick-up of vehicle at Santa Ana Corporation Yard. C'ih Project Manager -"Irrry Price, Fleet Manager 714-647-3348 t)('HC:~ Project Manage~~.~o"r~ ~s/~ru ~~~y~ /J.S'_ 6863 (n' ne) (contact number) couNrY OF ORANGE VENDOR INFORPI.ATION: PHONE: TERMS: - F.G.B: DESTINATION VENDOR: X00852 CITY CF SANTA ANA ATTN: FLEET SERVICES 1000 E SANTA ANA BLVC STE 200 SANTA ANA CA 92701-3900 BILLING SEE LAST PAGE SHIP T0: 190 HCA/ANIMAL CARE SERVICES 561 CITY DRIVE SOUTH ORANGE CA 92868 DELIVER BY: 11/01/08 LEGEND CODE: V1 FILE FOLDER NUMBER: 599915 BILLIIIG INSTRUCTIONS: r~ 1- IEVCII-~ C. UN"Y OY' C N._ ANC e .O C'e3 I_ UL ~ECA^ -L.: NC e1'-i RF 4e AE INCI'H"e'.] HEf OW. LSV GLt MI6^_ ut iY OUPLIGTP EI F T2NCc0 'CO PI_E ORDEN WUMHF:R M]p ITELNI2E8 Q:;FNTITIES 9ESCR_2^_IDN OE P`_f$CHl1.A DI SE, UNIP AND :Af"' COST. -. VENDUk GODS, ORDER NUMBS P. A':D P3IC'_ xrgPeMl($l' NUMBER I-F ]L 23I CAGLEI ='L;3'f AfP=PA GN ALL :NVO-C4:3, SHIPPING PAPERS, PACIQIGE3 5 INQUI RI&S. i. C]~.SH DIS CDUNT3, IF OF_°E P£E, WIL[. 2l 'fP33:C Y,']TFIN TIME I_1-0-CATION AEU 411LL 3F TAEEN ON TIIE TOTIL, AMUUN9 IINC CUUINC-'fPX) L?iLESa OTFS~RW LS? STA"ED. . AU:H08ILEJ 3RELG9T CRAP_GFS MIS T_ ~1~P~PA.fU A1U AUUF.U CO -NVOICE. IFCL:;EE p+00F OF PAYMENT FOR EREI GHT. CHARGES OV3 525. ~ :0U ARF REQUI!ZJ CO I]CL]93 'i CI~H TFX P.4Y i:3 I.U NUMBER ON A'.L Ib'VO1CE5 SV:3N.I TTEC FOR PAYMENP. TY.IS WI:.L ENSURE COMPS iANCE WITH IRS REQUIREMENTS M'B _XPN.U II'Y_ GA`_NENT PRUCSnING. CUT OF' 3'[ATE VENWRB MU9'C =CCLIDE CP.L IFORNIA SAiEE TAX PERMIP N11]1BE R_ T43 VENJGH ACYVOWLED6E5 '[~InT ylE Hhti HRIL` PNJ AGREED PO N.:. TERMS RCp CON') I'tI0N9 INC:.UDINF THOSE PRI]TED ON TFE ATTACHED ;EIiM3 AND C0.\"DITIONS RA6E. T:i2 CN1.Y TEPNS ^NJ COND:TInN3 '"HA^ W].I. HF: APFLICAEGE TO TCE I6TERPRe IhT1CN CF CHIE CONTRACT ARF. THOSE I35'JED 8Y :HE COUNTY OF GRACGE. THE 'JENDOR IS REQUIRE) TO P30V_CE A CO`AFLETE2. HS U3 INP.'IJRLAL SAFETI' DATA SHEETI FOR PAEAHDO'J9 SU93TPNCES AS REQUIRED EY LH30R CODE SECTION 5390, GENERAL _NDCS TRIAL SAFEPY ORDER SECS:GN SI94 ACD CALL POIM L\ PUNINIS'RA:ION CODF 'PIPLE P. y5D5 SF13ET FOR EACI1 S2C CI EI EIJ YTEN. 59ALL 3E 5GCT TO PLACES OF SH3?MENC. THIS PURCHASE ORDER (PC) IS ISSUED PER CITY OF SANTA ANA'S AGREEMENT WHICH IS HEREBY ATTACHED. EQUIPMENT INSTALLATION, REPAIR AND GENERAL MAINTENANCE TO BE PROVIDED AND SHAL'_ INCLUDE A NINETY (90) DAY WARRANTY ON LABOR. LABOR RATE: $65.00 AN HOUR. HCA IS RESPONSIBLE FOR PROVIDING ALL EQUIPMENT AND FOR THE DELIVERY AND PICK-UP OF VEHICLES. PAYMENT TERMS: NET 30 CAYS UPON RECEIPT OF AN APPROVED INVOICE. VENDGR SHALL REFERENCE PO NO. PC 042 P0900599915 ON ALL INVOICE(S) AND SHALL MAIL IT TO: HCA PURCHASING ATTN: LARA SETO 511 N. SYCAMORE ST. SP>NTA ANA, CA 92?O1 VENDCI2 CONTACT: TERRY PRICF. TELEPHONE: (?14) 647-3398 F,MAII: TPRICE@SANTA-ANA.ORG PROGRAM CONTACT: LOREN GIBEL ORDER T~ AOTH OR_LEU GI GFA-URE: ADDRESS QUESTION(S) REGARDING THIS PURCHASE DOCUMENT TO THE PURCHASING CONTACT: LARA Date: 09/22/08 CENTRALIZED PURCHASE ORDER ORDER NUMBER: PC 092 P0900599915 MODIFICATION NUMBER: 00 VENDOR Page: 1 COUNTY OF ORANGE Date: 09/22/08 CENTRALIZED PURCHASE ORDER VENDOR: X00852 ORDER NUMBER: PC 092 P0900599915 CITY CF SANTA ANA MODIFICATION NUMBER: 00 TELEPHONE: (719) 935-6863 EMAIL: LGIBEL@OCHCA.COM MALCOLM CHOO (719) B39-7776 PURCHASING CONTACT: LARA SETO TELEPHONE: (719) 834-2188 FAX: (719) fi34-2657 EMAIL: LSETC@OCHCA.COM COUNTY REFERENCE ONLY: RX89059 CR LN COMMODITY CODE AC LN QOANTITY UNIT UNIT COST COMMODITY LN AMOUNT CO1 96100 Oi 1.00 LOT 2,800.0000 2,800.00 MISCELL?',NEGUS PROi~'E SSIONAL SERVICES INSTALLATION, REPAIRS AND GENERAL MAINTENANCE COMMODITY AMOUNT: 2, BOO.OD FREIGHT AMOUNT: 0.00 SALES TAX CODE: TAX AMOUNT: 0.00 ORDER TOTAL: 2, BO O.OD _________________________ AC LN FUNC AGCY ORGN ACTV OBJ/SUB B/S ACCT R/CAT JOB NO. ACCT LINE AMOONT G1 '00 092 412 H.C 09 1900 H9028B00 2,800.00 BILL TO 179 HCA/PURCHASING 511 NORTH SYCAMORE SANTA ANA, CA 92701-9637 VENDOR Page: z