Loading...
HomeMy WebLinkAbout10 - Sewer Rodder TruckCITY OF F NEWPORT REACH City Council Staff Report November 12, 2014 Agenda Item No. 10 TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: Mike Pisani, Acting Municipal Operations Department Director — (949) 644 -3055, mpisani @newportbeachca.gov PREPARED BY: Maurice Turner PHONE: (949) 644 -3057 TITLE: Agreement to Purchase a Sewer Rodder Truck ABSTRACT: Specialized vehicles are critical to the ability of the Municipal Operations Department to continue to deliver certain services. A rodder truck is used by the Wastewater Division primarily to clear blockages from sewer lines. Proposals for this CNG- powered rodder truck were secured based on a recent NJPA Cooperative Purchasing Agreement. This truck will replace a 1998 unit that has exceeded its normal service life and requires a large amount of maintenance and repair. RECOMMENDATION: Approve the agreement with Haaker Equipment Company of La Verne, CA for the purchase of one CNG - powered 2015 Vactor Ramjet Jet Rodder truck for a total cost of $383,329.41. FUNDING REQUIREMENTS: There are adequate funds in Municipal Operations Department equipment maintenance budget for this purchase. In addition, a $30,000 in Local Government Match Program grant funds from Mobile Source Air Pollution Reduction Review Committee (MSRC) will be applied to the purchase. DISCUSSION: The Municipal Operations Department operates a fleet of specialized vehicles. Among those vehicles are three vacuum and rodder trucks operated by the Wastewater Division to clear blockages from sewer lines, wet wells, and pump stations. Removing these blockages reduces the likelihood of service interruptions due to line breaks and stoppages, as well as sewage overflows which can enter storm drains and the bay. The Fiscal Year 2014 -15 Budget includes funding to replace unit 5517, a 1998 GMC/Vactor rodder truck, which has exceeded its expected service life. As required by AQMD Rule 1193, the new truck will be powered by compressed natural gas (CNG). The information on the current rodder truck is as follows: 10 -1 UNIT # YEAR IMILEAGE HOURS ISTATUS o Be Sent to 5517 1998 99,558 11,858 uction Upon Delivery of New Unit The City Vehicle /Equipment Guidelines (Council Policy F -9) states that vactors /sewer rodders should normally be replaced after 10 years. As a member of National Joint Powers Alliance (NJPA), the City is able to leverage national contracts for products, equipment, and service. The NJPA is a public agency that serves as a cooperative for over 50,000 member agencies nationwide. In February, the NJPA opened a consolidated Request for Proposals (RFP) for several types of specialized vehicles, including rodder trucks. The RFP resulted in Vector brand sewer cleaning equipment being selected, and the proposal by Vector's local distributor, Haaker Equipment, meets the specifications of the City. As a member of NJPA the City is able to take advantage of a 3% discount on the $365,912.00 cost of the equipment; consequently, including tax, the total cost for the truck is $383,329.41. In addition, the City will receive an additional $30,000 in Local Government Match Program grant funds for the purchase of the CNG- powered unit. The City was successful is using similar grant funds from MSRC for the purchase of four CNG refuse trucks in 2009. Consequently, staff is seeking approval of an agreement to purchase one CNG - powered rodder truck at a total cost of $383,329.41, including tax. ENVIRONMENTAL REVIEW: Staff recommends the City Council find this action is not subject to the California Environmental Quality Act ( "CEQA ") pursuant to Sections 15060(c)(2) (the activity will not result in a direct or reasonably foreseeable indirect physical change in the environment) and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no potential for resulting in physical change to the environment, directly or indirectly. NOTICING: The agenda item has been noticed according to the Brown Act (72 hours in advance of the meeting at which the City Council considers the item). ATTACHMENTS: Description Attachment A - Purchase Agreement 10 -2 ATTACHMENT A PURCHASE AGREEMENT FOR ONE (1) CNG VACTOR RAMJET JET RODDER FROM HAAKER EQUIPMENT COMPANY This Purchase Agreement ( "Agreement ") is entered into as of this day of November, 2014 ( "Effective Date "), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ( "City "), and HAAKER EQUIPMENT COMPANY, a California corporation ( "Vendor"), whose principal place of business is 2070 North White Avenue, La Verne, California 91750. RECITALS A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. City requires One (1) CNG (Compressed Natural Gas) Vactor Ramjet Jet Rodder ( "Equipment ") pursuant to the NJPA Cooperative Purchasing Agreement — Contract #022014 -FSC, as set forth in Exhibit A, which is attached and incorporated herein by this reference. C. Vendor has carefully reviewed and evaluated the specifications set forth by the City for the Equipment and has committed to deliver the Equipment required for the price specified in this Agreement within Two Hundred Forty (240) calendar days commencing upon execution of this Agreement. D. City has solicited and received a proposal from Vendor's agent, has evaluated the expertise of Vendor, and desires to submit an order for the Equipment under the terms and conditions set forth in this Agreement. NOW, THEREFORE, in consideration of the mutual representations, warranties and covenants, and other terms and conditions as set forth herein, Vendor and City (each a "Party' and together the "Parties ") agree as follows: 1. TERM The Term of this Agreement shall commence on the Effective Date and shall terminate on August 1, 2015 unless terminated earlier as set forth herein. 2. COMPENSATION City shall pay the purchase price as more fully described in the Pricing Proposal attached hereto as Exhibit A and incorporated herein by reference. The purchase price for Equipment, including all sales taxes, shall not exceed Three Hundred Eighty Three Thousand Three Hundred Twenty -Nine Dollars and 41/100 ($383,329.41) ( "Purchase Price "). 10 -3 3. ADMINISTRATION This Agreement will be administered by the City's Municipal Operations Department. The Deputy Municipal Operations Director, or designee, shall be the Purchase Administrator and shall have the authority to act for City under this Agreement. The Purchase Administrator or designee shall represent City in all matters pertaining to the services to be rendered pursuant to this Agreement. 4. DELIVERY 4.1 Delivery to City of the Equipment shall be made within two hundred forty (240) calendar days from the execution of the Agreement. 4.2 Delivery shall be made to the City's Yard at 592 Superior Avenue, Newport Beach, CA 92663, or such other location as may be designated by City in writing. Time of delivery is of the essence in this Agreement. City reserves the right to refuse the Equipment, or part thereof, and to cancel all or any part of the Equipment not conforming to applicable specifications, samples or descriptions. City shall receive a pro -rata refund for the Equipment, or part thereof, cancelled under this Agreement, within thirty (30) calendar days of City's cancellation. Acceptance of any part of the order for Equipment shall not bind City to accept future shipments nor deprive City of the right to return Equipment already accepted at Vendor's expense. Over shipments and under shipments of Equipment shall be only as agreed to in writing by City. Delivery shall not be deemed to be complete until all Equipment have actually been received and accepted in writing by the City. 4.3 Vendor shall submit all requests for extensions of time for delivery in writing to the City Purchase Administrator not later than ten (10) calendar days after the start of the condition that purportedly causes a delay. The Purchase Administrator shall review all such requests and may, at his /her sole discretion, grant reasonable time extensions for unforeseeable delays that are beyond Vendor's control. 5. ACCEPTANCE /PAYMENT Unless otherwise agreed to in writing by City, acceptance of the Equipment shall not be deemed complete unless in writing and until all the Equipment, including each part thereof, has actually been received, inspected and tested to the satisfaction of City. Once acceptance of the Equipment is complete, City shall pay Vendor within thirty (30) calendar days thereafter. 6. NOTICES 6.1 All notices, demands, requests or approvals to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first -class mail, addressed as hereinafter provided. Haaker Equipment Company Page 2 10 -4 6.2 All notices, demands, requests or approvals from Vendor to City shall be addressed to City at: Attn: Municipal Operations Director Municipal Operations Department City of Newport Beach 100 Civic Center Drive PO Box 1768 Newport Beach, CA 92658 Phone: 949 - 644 -3059 Fax: 949 - 650 -0747 Email: mpisani(a)newportbeachca.gov 6.3 All notices, demands, requests or approvals from City to Vendor shall be addressed to Vendor at: Attention: Matt Muinch Haaker Equipment Company 2070 North White Avenue La Verne. California 91750 7. ENTIRE AGREEMENT This Agreement contains the entire Agreement between the Parties with respect to all matters herein, and there are no restrictions, promises, warranties, or undertakings other than those set forth herein or referred to herein. No exceptions, alternatives, substitutes or revisions are valid or binding on City unless authorized by City in writing. Electronic acceptance of any additional terms, conditions or supplemental agreements by any City employee or agent, shall not be valid or binding on City unless accepted in writing by the Purchase Administrator. The terms of this Agreement shall supersede any inconsistencies between this Agreement and the Exhibits hereto. 8. WARRANTY 8.1 Vendor expressly warrants that the Equipment covered by this Agreement is: 1) free of liens or encumbrances; 2) of merchantable quality and good for the ordinary purposes for which it is used; and 3) fit for the particular purpose for which it is intended. Acceptance of this Agreement shall constitute an agreement upon Vendor's part to indemnify, defend and hold City and its indemnities as identified in Section 13 below, and as more fully described in Section 13, harmless from liability, loss, damage and expense, including reasonable counsel fees, incurred or sustained by City by reason of the failure of the Equipment to conform to such warranties, faulty work performance, negligent or unlawful acts, and non - compliance with any applicable state or federal codes, ordinances, orders, or statutes, including the Occupational Safety and Haaker Equipment Company Page 3 10 -5 Health Act (OSHA) and the California Industrial Safety Act. Such remedies shall be in addition to any other remedies provided by law. 8.2 Vendor and manufacturer's warranties and certifications are attached hereto as Exhibit B, and incorporated in full by this reference. The Warranty Period shall commence on the date the Equipment is accepted by the City. All warranty repair work shall be conducted by a Vendor - certified dealer /agent in the Southern California region. 8.3 As of the Effective Date of this Agreement the Vendor - certified dealer/ agent for purposes of all repairs and warranty work is: Haaker Equipment Company, 2070 North White Avenue, La Verne, CA 91750. 8.4 In the event that Vendor designates a different certified dealer /agent for the Southern California region, Vendor shall provide City with written notice of such change within ten (10) days of the change. 9. ASSIGNMENT OR SUBCONTRACTING The terms, covenants, and conditions contained herein shall apply to and bind the heirs, successors, executors, administrators and assigns of the Parties. Furthermore, neither the performance of this Agreement nor any portion thereof may be assigned or subcontracted by Vendor without the express written consent of City. Any attempt by Vendor to assign or subcontract the performance or any portion thereof of this Agreement without the express written consent of City shall be invalid and shall constitute a breach of this Agreement. 10. TERMINATION 10.1 In the event that either Party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that Party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) calendar days after receipt of written notice of default specifying the nature of such default and the steps necessary to cure such default, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting Party fails to give adequate assurance of due performance within two (2) calendar days after receipt of written notice of default, or thereafter fails to diligently take steps to cure the default, the non - defaulting Party may terminate the Agreement forthwith by giving to the defaulting Party written notice thereof. City shall be refunded all money for Equipment not delivered and accepted by City at time of termination within thirty (30) calendar days. Cause for default shall further be defined as any breach of this Agreement, any misrepresentation or fraud on the part of the Vendor and /or filing of any petition in U.S. Bankruptcy Court or entering of Bankruptcy by Vendor. 10.2 Notwithstanding the above provisions, City shall have the right, at its sole discretion without cause, of terminating this Agreement at any time by giving seven (7) calendar days prior written notice to Vendor. In the event of termination under this Section, City shall pay Vendor for services satisfactorily performed and costs incurred Haaker Equipment Company Page 4 10 -6 up to the effective date of termination for which Vendor has not been previously paid. City shall be refunded all money for Equipment not delivered and accepted by City at time of termination within thirty (30) calendar days. On the effective date of termination, Vendor shall deliver to City all equipment, reports, documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 11. CONSENT TO BREACH NOT WAIVER No term or provision of this Agreement shall be deemed waived and no breach excused, unless such waiver or consent shall be in writing and signed by the Party claimed to have waived or consented to such breach. Any consent by any Party to, or waiver of, a breach by the other, whether express or implied, shall not constitute consent to, waiver of, or excuse for any other different or subsequent breach. 12. REMEDIES NOT EXCLUSIVE The remedies for breach set forth in this Agreement are cumulative as to one (1) another and as to any other provided by law, rather than exclusive; and the expression of certain remedies in this Agreement does not preclude resort by either Party to any other remedies provided by law. 13. INDEMNIFICATION 13.1 To the fullest extent permitted by law, Vendor shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers, and employees (collectively, the "Indemnified Parties ") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims "), which may arise from or in any manner relate (directly or indirectly) to any breach of the terms and conditions of this Agreement, any work performed or services provided under this Agreement including, without limitation, defects in workmanship or materials (including the negligent and /or willful acts, errors and /or omissions of Vendor, its principals, officers, agents, employees, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them). 13.2 Notwithstanding the foregoing, nothing herein shall be construed to require Vendor to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorneys' fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Vendor. Haaker Equipment Company Page 5 10 -7 14. CHARGES AND LIENS Vendor shall pay promptly all indebtedness for labor, materials and equipment used in performance of the work. Vendor shall not permit any lien or charge to attach to the Equipment, but if any does so attach, Vendor shall promptly procure its release and, in accordance with the requirements of Section 15 above, indemnify, defend, and hold City harmless and be responsible for payment of all costs, damages, penalties and expenses related to or arising from or related thereto. 15. INSURANCE Without limiting Vendors indemnification of City, and prior to commencement of work, Vendor shall obtain, provide and maintain at its own expense during the term of this Agreement or for other periods as specified in this Agreement, policies of insurance of the type, amounts, terms and conditions described in the Insurance Requirements attached hereto as Exhibit C, and incorporated herein by reference. 16. CHANGE OF OWNERSHIP Vendor agrees that if there is a change or transfer in ownership of Vendors business prior to completion of this Agreement, the new owners shall be required under terms of sale or other transfer to assume Vendor's duties and obligations contained in this Agreement and complete them to the satisfaction of City. 17. FORCE MAJEURE Vendor shall not be assessed with liquidated damages or unsatisfactory performance penalties during any delay beyond the time named for the performance of this Agreement caused by any act of God, war, civil disorder, employment strike or other cause beyond its reasonable control, provided that Vendor gives written notice of the cause of the delay to City within forty -eight (48) hours of the start of the delay and Vendor avails itself of any available remedies. 18. CONFIDENTIALITY Vendor agrees to maintain the confidentiality of all City and City - related records and information pursuant to all statutory laws relating to privacy and confidentiality that currently exist or exist at any time during the term of this Agreement. All such records and information shall be considered confidential and kept confidential by Vendor and Vendor's staff, agents, employees and subcontractors. 19. FREIGHT (F.O.B. DESTINATION) The Total Compensation includes shipment and delivery of Equipment to designated City location. Vendor assumes full responsibility for all transportation, transportation scheduling, packing, handling, insurance, and other services associated with delivery of all products deemed necessary under this Agreement. Haaker Equipment Company Page 6 il3] 20. TERMS AND CONDITIONS Vendor acknowledges that it has read and agrees to all terms and conditions included in this Agreement. 21. SIGNATORIES AUTHORITY Each person executing this Agreement expressly warrants that he or she is authorized to do so on behalf of the entity for which he or she is executing this Agreement. The City and Vendor represent and warrant that this Agreement is executed voluntarily, with full knowledge of its significance. 22. STANDARD PROVISIONS 22.1 Recitals. City and Vendor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference. 22.2 Compliance with all Laws. Vendor shall at its own cost and expense comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. 22.3 Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the Parties hereto, and all preliminary negotiations and Agreements of whatsoever kind or nature are merged herein. No verbal contract or implied covenant shall be held to vary the provisions herein. 22.4 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Exhibits attached hereto, the terms of this Agreement shall govern. 22.5 Amendments. This Agreement may be modified or amended only by a written document executed by both Vendor and City and approved as to form by the City Attorney. 22.6 Controlling Law and Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. The California Commercial Code shall be the controlling law for the terms of this Agreement. 22.7 Equal Opportunity Employment. Vendor represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, age or any other impermissible basis under law. 22.8 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or Haaker Equipment Company Page 7 10 -9 against either Party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 22.9 Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 22.10 No Attorneys' Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing Party shall not be entitled to attorneys' fees. 22.11 Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. [SIGNATURES ON NEXT PAGE] Haaker Equipment Company Page 8 10 -10 IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: 10 % 1 q By: Aaron C. Harp w.Mioh3Uti City Attorney ATTEST: By: Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation and charter city Date: Rush N. Hill, II Mayor CONTRACTOR: Haaker Equipment Company, a California corporation By: Randy E. Blackman President Date: By: Robin Haaker Secretary [END OF SIGNATURES] Attachments: Exhibit A: Specifications and Pricing Proposal for a CNG Vactor Ramjet Jet Rodder Exhibit B: Warranty Exhibit C: Insurance Requirements Haaker Equipment Company Page 9 10 -11 EXHIBIT A CITY OF NEWPORT BEACH SPECIFICATIONS AND PRICING PROPOSAL FOR CNG VACTOR RAMJET JET RODDER Haaker Equipment Company Page 10 10 -12 2070 North White Avenue, La Verne, California 91750 (909) 598 -2706 - FAX (909) 598 -1427 - haaker.com AWARDE C NfkA- September 17, 2014 NEWPORT BEACH, CITY OF ATTN: Mr. Mike Lynch 592 Superior Avenue Newport Beach CA 92658 In accordance with your request, we are pleased to submit the following proposal for your consideration and approval based on the N..JPA Cooperative Purchasing Agreement - Contract #!022014 -FSC ONE (1) CNG VACTOR RAMJET JET RODDER 1500 Gallon Capacity, 80 GPNV2500 PSI Vactor Water Pump, Mounted on a 2015 Peterbilt 320 Cabover Chassis with Cummins ISL -G 320 HP Engine and Allison 3500 RDS Transmission. Unit is equipped with the following standard and optional equipment: Standard Eouioment ✓ • 24" Manway in Water Tank ✓ Mud Flaps ✓ 2 -1/2" x 25' Fill Hose ✓ Rear Bumper ✓ • 2" Gate Valve Drain ✓ 80 GPM @ 2500 PSI Water System ✓ Mounting Charge ✓ Vactor Hydraulic Driven Water Pump ✓ 304 Stainless Steel Tank w/BafFles ✓ 3" Y- Strainer at Water Pump inlet ✓ • Manual Hose Wind Guide ✓ Hydraulic Oil Sight Gauge ✓ 15 Deg. Penetrator Nozzle w /Carbide Inserts ✓ • Electronic Back -Up Alarm ✓ • 30 Deg. Sanitary Nozzle w /Carbide Inserts ✓ Hose Reel Manual Hyd. Extend/Retract ✓ • Flexible Hose Guide ✓ Hose Footage Counter - Mechanical ✓ t" Nozzle Pipe ✓ Circuit Breakers ✓ • Hydrant Wrench ✓ 3" Drain Valve at Water Pump ✓ Handgun Assy. w /I/2" x 35' Hose w /Quick ✓ • Non -Skid Material on top of Water Tank Disconnects ✓ 1" x 10' Leader Hose ✓ • Water Pressure Gauge ✓ Un- Shrouded ✓ Tool tray, Aluminum, Driver Side ✓ Vactor Manual, Partial Manual and USB ✓ • Tool tray, Aluminum, Passenger Side Version ✓ Access Ladder to Top of Tank ✓ NEMA 4 Lighting System 10 -13 Optional Equipment Included 650 Gallon Street Flusher • Long Handle Tool Storage 1" x 600' Piranha Sewer Hose, 2500 PSI Toolbox, Driver Side Chassis Frame, 36w x 18h x 18d • Toolbox, Driver Side Subframe in lieu of Tool Tray, 78w x 20h x 20d Pintle Hitch Assembly, 20,000 LBS Hydraulic Extending 15 ", Rotating Hose Reel (1" x 600') Capacity Expanded Metal Tool Basket at Rear Low Water Alarm W/Light Module Paint, Dupont Imron Elite - Sanded Primer Base 3" Y- Strainer w/25' Fill Hose Accumulator for Rodder Pump Multi-Flow Water System w/3 Additional Nozzles • I" Water Relief Valve for Vactor Water Pump • Handgun Couplers, Front and Rear Additional Hose Footage Counter, Rear of Hose Reel NJPA Unit Price: .................................... 3% NJPA Discount: ............................... Subtotal :.................. ............................... Sales Tax @ 8. 0% ... ............................... �Pzmirw sm. Automatic Hose Level Wind Guide Handgun Hose Reel w /Spri ng Retract Hydraulic Tank Shutoff Valves Rodder Pump Drain Valves Nozzle Storage Rack Tachometer (Chassis) Hand Light wBumper Plug Strobe Light, LED, Rear, Federal Signal, Amber Worklight, Operators Station Worklight, Hose Reel Manhole Rear Beacon Limb Guard LED Lights, Clearance, Stop, Tail & Turn Tow Hooks, Front Tow Hooks, Rear Camera System, Front and Rear Safety Cone Storage Rack Door Stripe Material, Reflective Tape Vactor Manual, Partial Manual and USB Version . $ 365,912.00 ($ 10,977.36) $ 354,934.64 $ 28,394.77 THE PROPERTY HEREIN IS GUARANTEED BY MANUFACTURER'S WARRANTY ONLY AND SELLER MAKES NO WARRANTY EXPRESSED OR IMPLIED, OF MERCHANTABILITY OR OTHERWISE, OR OF FITNESS FOR ANY PARTICULAR PURPOSE, THAT EXTENDS BEYOND THE ABOVE DESCRIPTION OF THE EQUIPMENT. NOTE: Price is good for 180 Days. Cost increases due to the addition of Government mandated safety or environmental devices incurred after the date of this proposal, will be charged to you at our cost. Proof of such costs, if any, will be documented. TAXES: SALES TAX applicable at time of delivery will be shown on our invoice. FEDERAL EXCISE TAXES, if applicable, will require payment unless a properly executed Exemption Certificate is submitted. DELIVERY: 180 -240 Days TERMS: We appreciate the opportunity to present this proposal and look forward to being of further and continued service. HAAKER EQUIPMENT COMPANY ACCEPTED BY: BY: /ffaff lffailrr4 DATE: Matt Muinch Sales Representative MM/rp 10 -14 i _PT' ;T-.rk r Haaker Equipment Company Page 11 10 -15 LIMITED WARRANTY Limiled Wananlv. Each machine manufactured by VACTOR/GUZZLER MANUFACTURING (or, "the Company) is warranted against defects in material and workmanship for a period of 12 months, provided the machine is used in a normal and reasonable manner and in accordance with all operating instructions In addition, certain machines and components of certain machines have extended warranties as set forth below. If sold to an end user, the applicable warranty period commences from the date of delivery to the end user. If used for rental purposes, the applicable warranty period commences from the date the machine is first made available for rental by the Company or its representative This limited warranty may be enforced by any subsequent transferee during the warranty period. This limited warranty is the sole and exclusive warranty given by the Company. STANDARD EXTENDED WARRANTIES (Total Warranty Duration) 2100 Series, HXX. Series and Jeffers 10 years against metal water tank leakage due to corrosion. Nonmetallic water tanks are covered for 5 years against any factory defect in material or workmanship 2100 Series and HXX only 5 years against leakage of debris tank, centrifugal compressor or housing due to rust- through. 2100 Series and Jetters 2 years - Vector Rodder Pump on all unit serial numbers starting with Exclusive Remedv. Should any warranted product fail during the warranty period, the Company will cause to be repaired or replaced, as the Company may elect, any part or parts of such machine that the Company's examination discloses to be defective in material or factory workmanship. Repairs or replacements are to be made at the selling Vactor /Guzzler distributor's location or at other locations approved by the Company In lieu of repair or replacement, the Company may elect, at its sole discretion, to refund the purchase price of any product deemed defective. The foregoing remedies shall be the sole and exclusive remedies of any party making a valid warranty claim. This Limited Warranty shall not apply to (and the Company shall not be respons ble for): 1 Major components or trade accessories that have a separate warranty from their original manufacturer, such as, but not limited to, trucks, engines, hydraulic pumps and motors, tires and batteries. 2. Normal adjustments and maintenance services 3 Normal wear parts such as, but not limited lo, oils, fluids, vacuum hose, light bulbs, fuses and gaskets. 4 Failures resulting from the machine being operated in a manner or for a purpose not recommended by the Company. 5 Repairs, modifications or alterations without the express written consent of the Company, which in the Company's sole judgment, have adversely affected the machine's stability, operation or reliability as originally designed and manufactured. 6 Items subject to misuse, negligence, accident or improper maintenance. 'NOTE' The use in the product of any part other than parts approved by the Company may invalidate this warranty. The Company reserves the right to determine, in its sole discretion, if the use of non - approved parts operates to invalidate the warranty. Nothing contained in this warranty shall make the Company liable for loss, injury, or damage or any kind to any person or entity resulting from any defect or failure in the machine THIS WARRANTY SHALL BE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ALL OF WHICH ARE DISCLAIMED This warranty is in lieu of all other obligations or liabilities, contractual and otherwise. on the part of the Company For the avoidance of doubt, the Company shall not be liable for any indirect, special, incidental or consequential damages, including, but not limited to, loss of use or lost profits. The Company makes no representation (hat the machine has the capacity to perform any functions other than as contained in the Companys written literature, catalogs or specifica(ions accompanying delivery of the machine No person or affiliated company representative is authorized to alter the terms of this warranty, to give any other warranties or to assume any other liability on behalf of the Company in connection with the sale, servicing or repair of any machine manufactured by the Company. Any legal action based hereon must be commenced within eighteen (18) months of the event or facts giving nse to such action. The Company reserves the right to make design changes or improvements in its products without imposing any obligation upon itself to change or improve previously manufactured products _. P VACTOR /GUZZLER MANUFACTURING �g C 1 �qp�q �tg- R 1621 S Illinois Street VA Streator, IL 61364 •.."...••..- .•..•` 12- 13-2012 10 -16 EXHIBIT C 1. INSURANCE REQUIREMENTS — VENDORS 1.1 Provision of Insurance. Without limiting Vendors indemnification of City, and prior to commencement of work, Vendor shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. Contractor agrees to provide insurance in accordance with requirements set forth here. If Contractor uses existing coverage to comply and that coverage does not meet these requirements, Contractor agrees to amend, supplement or endorse the existing coverage. 1.2 Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 1.3 Coverage Requirements. 1.3.1 Workers' Compensation Insurance. Vendor shall maintain Workers' Compensation Insurance, statutory limits, and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each accident for bodily injury by accident and each employee for bodily injury by disease in accordance with the laws of the State of California, Section 3700 of the Labor Code. 1.3.1.1 Vendor shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers. 1.3.2 General Liability Insurance. Vendor shall maintain commercial general liability insurance, and if necessary umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate. The policy shall cover liability arising from premises, operations, products - completed operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract) with no endorsement or modification limiting the scope of coverage for liability assumed under a contract. 1.3.3 Automobile Liability Insurance. Vendor shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Vendor arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an Haaker Equipment Company Page C -1 10 -17 amount not less than one million dollars ($1,000,000) combined single limit each accident. 1.4 Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: 1.4.1 Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Vendor or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Vendor hereby waives its own right of recovery against City, and shall require similar written express waivers from each of its subcontractors. 1.4.2 Additional Insured Status. All liability policies including general liability, excess liability, pollution liability, and automobile liability, but not including professional liability, shall provide or be endorsed to provide that City and its officers, officials, employees, and agents shall be included as insureds under such policies. 1.4.3 Primary and Non Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or self- insurance maintained by City. 1.4.4 Notice of Cancellation. All policies shall provide City with thirty (30) days notice of cancellation (except for nonpayment for which ten (10) days notice is required) or nonrenewal of coverage for each required coverage. 1.5 Additional Agreements Between the Parties. The Parties hereby agree to the following: 1.5.1 Evidence of Insurance. Vendor shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this contract. City reserves the right to require complete, certified copies of all required insurance policies, at any time. 1.5.2 City's Right to Revise Requirements. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Vendor sixty (60) days advance written notice of such change. If such change results in substantial additional cost to the Vendor, the City and Vendor may renegotiate Contractor's compensation. 1.5.3 Enforcement of Contract Provisions. Vendor acknowledges and agrees that any actual or alleged failure on the part of the City to inform Vendor of non - compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. Haaker Equipment Company Page C -2 fim. 1.5.4 Requirements not Limitinq. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any Party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. 1.5.5 Self- insured Retentions. Any self- insured retentions must be declared to and approved by City. City reserves the right to require that self - insured retentions be eliminated, lowered, or replaced by a deductible. Self - insurance will not be considered to comply with these requirements unless approved by City. 1.5.6 City Remedies for Non Compliance If Vendor or any subVendor fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this agreement, or to suspend Vendor's right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Vendor or reimbursed by Vendor upon demand. 1.5.7 Timely Notice of Claims. Vendor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Vendor's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. 1.5.8 Vendor's Insurance. Vendor shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. Haaker Equipment Company Page C -3 10 -19