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CITY COUNCIL AGENDA ITEM NO. 10
Meeting Date: April 22, 2003
Subject/Title: Authorize the City Manager to enter into an agreement with Bay Area Vending Company to provide vending machine services at City parks and facilities.
Submitted by: Craig D. Bronzan,
Director of Parks and Recreation
Approved by: John Stevenson, City Manager
AGREEMENT FOR VENDING SERVICES
THIS AGREEMENT is made and entered into this 22nd day of April 2003 by and between the CITY OF BRENTWOOD, a municipal corporation (hereinafter referred to as the “City”), and BAY AREA VENDING COMPANY, whose address is 2407 Pinehurst Court, Discovery Bay, CA 94514 and telephone number is (925) 516-1263 (hereinafter referred to as the “Vendor”).
A. Vendor is qualified to provide, and experienced in providing vending services and has offered his services for the purposes specified in this Agreement.
B. In the judgment of the City, it is necessary and advisable to employ the services of the Vendor for the purposes provided herein.
NOW THEREFORE, in consideration of mutual covenants, agreements and conditions contained herein, City and Vendor agree as follows:
1. Vendor’s Services. Vendor shall provide all work described in Exhibit “A” Proposal and Addendum attached hereto and incorporated herein by this reference.
2. Terms. Vendor shall begin work no later than 14 days after City Council approval of this agreement. Prior to beginning work, Vendor shall submit all necessary documents and permits to the City of Brentwood Parks and Recreation Department. Bay Area Vending Company will be required to obtain a City of Brentwood business license. The work as described Exhibit “A” shall be completed by April 2006. On the anniversary date of this signed contract, each year, the specific terms of this contract can be re-negotiated between the City and Vendor. For the Sunset Sports Complex site, however, operation of the batting cages and concession stands is for calendar year 2003 only. Concession and batting cages for the expansion/renovation of Sunset Sports Complex will go out to bid in 2004.
At a minimum, Vendor shall
provide services as follows:
If Vendor wishes to provide service for additional days or hours, Vendor shall provide a supplemental proposal to the City of Brentwood Parks and Recreation Department. Any other proposed change in hours shall be requested in writing by the Vendor for approval by the Director of Parks and Recreation.
a. With the exception of Sunset
Sports Complex, items may not be stored on-site. At Sunset Sports Complex,
items for the batting cages and snack bar may be stored at Bay Area Vending
Company’s own risk in the locked storage area.
3. Compensation. Vendor will compensate the City of Brentwood as follows:
a. 15% of the total volume
sold from drink machines
Monthly payment must be submitted to the City no later than fifteen (15) days into the following month of services (e.g., a statement sheets for the month of April must be in to the City by the 15th day of May). Monthly statements are to be broken down by location.
4. Changes. City may request, from time to time, changes in the scope of services to be provided by the Vendor. Any changes and related fees shall be mutually agreed upon between the City and Vendor and shall be subject of a written amendment to this Agreement.
5. Vendor’s Status. In performance of the obligations set forth in this Agreement, Vendor shall have the status of an independent contractor and Vendor shall not be considered to be an employee of the City for any purpose.
6. Termination at Convenience of City. The City may terminate this Agreement at any time by mailing a notice in writing to Vendor that the Agreement is terminated. Said Agreement shall then be deemed terminated and no further work shall be performed by Vendor. If the Agreement is so terminated, the Vendor shall only compensate the City for the percentage of days worked and in accordance with the compensation described in Section 3 herein at the time the notice of termination is received.
7. Non-Assignability. The Vendor shall not assign, sublet, or transfer this Agreement or any interest or obligation therein without the prior written consent of the City, and then only upon such terms and conditions as City may set forth in writing.
8. Indemnify and Hold Harmless. Vendor shall defend, indemnify, and hold harmless, the City and its’ officers and employees from and against all claims, losses, damage, injury, and liability for damages arising from errors, omissions, negligent or wrongful acts of the Vendor in the performance of his services under this Agreement, regardless of whether the City has reviewed and/or approved the work or services which has given rise to the claim, loss, damage, injury or liability for damages. This indemnification shall extend for a reasonable period of time after completion of the contract as well as during the period of actual performance of services under this Agreement. The City’s acceptance of the insurance certificates required under this Agreement does not relieve the Vendor from this obligation under this paragraph.
9. Insurance. During the term of this Agreement, Vendor shall maintain in full force and effect at his own cost and expense the following insurance coverages:
a. General Liability and Bodily Injury Insurance. A comprehensive, general liability insurance for not less than $1,000,000.00 combined limit for bodily injury and property damage and provide that the City, its officers, employees and agents are named additional insureds under the policy.
The policy shall state in writing either on the Certificate of Insurance or attached rider thereof that this insurance for work performed by Vendor, and that no other insurance effected by City or other named insured will be called on to cover a loss covered thereunder.
b. Certificate of Insurance. Vendor shall complete and file with the City prior to the City’s execution of this Agreement, and prior to engaging in any operation of activity set forth in this Agreement. Certificates of insurance evidencing the insurance coverage(s) set forth above and which shall provide in writing that no cancellation, major change in coverage, or expiration by the insurance company will be made during the term of this Agreement without thirty (30) days written notice to the City prior to the effective date of such cancellation or change in coverage.
c. Worker’s Compensation Insurance. Worker’s Compensation Insurance for all of the Vendor’s employees, all in strict compliance with State laws, and to protect the City from any and all claims thereunder.
10. Notices. All notices herein required shall be in writing and shall be sent by certified or registered mail, postage prepaid, addressed as follows:
TO CITY: City Clerk
TO VENDOR: E. G. “Bud”
11. Conformance of Applicable Laws. Vendor shall comply with all applicable Federal, State, and Municipal laws, rules and ordinances. No discrimination shall be made by Vendor in the employment of persons to work under this contract because of race, color, national origin, ancestry, sex or religion of such person. Prior to the City’s execution of this Agreement and prior to the Vendor’s engaging in any operation or activity set forth in this Agreement, Vendor shall keep the business license in full force and effect during the term of this Agreement. Vendor must also comply with all Contra Costa County Health Dept. requirements. A copy of the Contra Costa County Health Dept. shall be provided to the City prior to beginning service. Any improvements required by the Contra Costa County Health Dept. to obtain such license shall be made by the Vendor at the expense of the Vendor.
12. Waiver. In the event that either the City or the Vendor shall at any time or times waive any breach of this Agreement by the other, such waiver shall not constitute a waiver or any other or succeeding breach of this Agreement, whether of the same or of any other covenant, condition or obligation.
13. Attorney’s Fees. The prevailing party in any action brought to enforce or construe the terms of this Agreement may recover from the other party its reasonable costs and attorney’s fees expended in connection with such an action.
14. Scope of Agreement. This writing constitutes the entire Agreement between the parties relative to vending machine, snack bar, and batting cage services and modification is evidenced by a written amendment signed by both parties to this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the date and year first above written.
aren Diaz, CMC
Approved as to form:
Dennis Beougher, City Attorney
Exhibit A: Proposal and Supplemental Proposal by Bay Area Vending Company
City of Brentwood City Council
150 City Park Way
Brentwood, CA 94513
Fax (925) 516-5441