City of Anaheim
CPO/Anaheim Public Utilities
Aluminum Bottled Drinking Water: Anaheim Premium Page 1 of 26 MA #106-499070
CONTRACT NUMBER MA# 106-499070
BETWEEN
CITY OF ANAHEIM
AND
CHAMELEON BEVERAGE COMPANY, INC.
FOR
ALUMINUM BOTTLED DRINKING WATER: ANAHEIM PREMIUM
This Contract Number MA# 106-499070 for Aluminum Bottled Drinking Water: Anaheim Premium, (hereinafter referred to as “Contract”) is made and entered into as of the date fully executed by and between the City of Anaheim, 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 City of Anaheim, (hereinafter referred to as “City”), with a place of business at 200 S. Anaheim Blvd, Suite 620, Anaheim, CA 92805 and Chameleon Beverage Company, Inc., a California corporation (hereinafter referred to as “Contractor”), with a place of business at 6444 E. 26th St., Commerce, CA 90040, with City and Contractor sometimes individually referred to as “Party”, or collectively referred to as “Parties.”
ATTACHMENTS
This Contract is comprised of this document and the following Attachments, which are attached hereto and incorporated by reference into this Contract:
Attachment A – Scope of Work
Attachment B – Pricing, Payment, and Compensation
RECITALS
WHEREAS, City’s Central Purchasing Office, on behalf of the Anaheim Public Utilities Department (“APU”), pursuant to its authorization, issued a Request for Proposal ( “RFP”) # 9868 for Aluminum Bottled Drinking Water: Anaheim Premium on November 5, 2025; and WHEREAS, Contractor responded to the RFP for Aluminum Bottled Drinking Water: Anaheim Premium and represented that its proposed services shall meet or exceed the requirements of the RFP; and WHEREAS, City desires to enter into a MA# 106- 499070 for Aluminum Bottled Drinking Water: Anaheim Premium with the Contractor as further set forth in this Contract and subsequent attachments, effective on the last date executed by City (“Effective Date”) for a term of one (1) year, with an option to renew for four (4) additional one-year periods; and WHEREAS, Contractor agrees to provide Aluminum Bottled Drinking Water: Anaheim Premium based on the Scope of Work, attached hereto as Attachment A; and WHEREAS, City agrees to pay Contractor for Aluminum Bottled Drinking Water: Anaheim Premium based on the schedule of fe es set forth in Pricing, Payment, and Compensation, attached hereto as Attachment B, in an amount not-to-exceed one hundred sixty-two thousand three hundred sixty-two
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Aluminum Bottled Drinking Water: Anaheim Premium Page 2 of 26 MA #106-499070
dollars and 88/100 cents ($162,362.88) for the initial one -year term, with annual renewal increases in accordance with the applicable consumer price index (“CPI”) and applicable sales tax.
NOW, THEREFORE, the Parties mutually agree as follows:
ARTICLES
I. General Terms and Conditions:
A. Governing Law and Venue: This Contract has been negotiated and executed in the S tate of California and shall be governed by and construed under the laws of the State of California. In the event of any legal action to enforce or interpret this Contract, the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California, and the Parties hereto agree to and do hereby submit to the jurisdiction of such court, notwithstanding Code of Civil Procedure section 394. Furthermore, the parties specifically agree to waive any and all rights to request that an action be transferred for adjudication to another County.
B. Entire Contract: This Contract contains the entire agreement between the Parties with respect to the 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 Contracts by any City employee or agent, including but not limited to inst allers of software, shall not be valid or binding on City unless accepted in writing by City’s Purchasing Agent or designee.
C. Amendments: No alteration or variation of the terms of this Contract shall be valid unless made in writing and signed by the P arties; no oral understanding or agreement not incorporated herein shall be binding on either of the Parties; and no exceptions, alternatives, substitutes or revisions are valid or binding on City unless authorized by City in writing.
D. Taxes: Unless otherwise provided herein or by law, price quoted does not include California state sales or use tax. Out -of-state Contractors shall indicate California Board of Equalization permit number and sales permit number on invoices, if California sales tax is added and collectable. If no permit numbers are shown, sales tax will be deducted from payment.
E. Service Delivery: Timely delivery of the Aluminum Bottled Drinking Water: Anaheim Premium is of the essence in this Contract. City reserves the right to refuse any commodities and services and to cancel all or any part of the commodities and services that do not conform to the prescribed scope of work or agreed- upon service standards. Acceptance of any portion of the services performed shall not bind City to accept future services nor deprive it of the right to require corrections or additional servic es at Contractor’s expense. Any modifications to the frequency, quantity, or scope of services shall only be made through a written agreement with City. Service delivery shall not be deemed complete until all s ervices have been satisfactorily performed and accepted in writing by City.
F. Acceptance Payment: Unless otherwise agreed to in writing by City , 1) acceptance shall not be deemed complete unless a manifest is received by City ’s designated Representative (“City Representative”) and until all the services have actually been received, to the satisfaction of City, and 2) payment shall be made in arrears after satisfactory acceptance.
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Aluminum Bottled Drinking Water: Anaheim Premium Page 3 of 26 MA #106-499070
G. Warranty: Contractor expressly warrants that the services covered by this Contract are: performed in a professional and competent manner, free from defects or deficiencies; suitable for their intended purpose and conform to industry standards; and compliant with all applicable laws, codes, and regulations. Acceptance of service performance shall constitute an agreement upon Contractor’s part to indemnify, defend, and hold City and its indemnities, as identified in Article "Z," harmless from liability, loss, damage, and expense, including reasonable counsel fees, incurred or sustained by City due to the failure of the services to conform to such warranties, faulty work performance, negligent or unlawful acts, or non-compliance with applicable state or federal codes, ordinances, orders, or statutes, including but not limited to the Occupational Safety and Health Act (OSHA) and the California Industrial Safety Act. Such remedies shall be in addition to any other remedies provided by law.
H. Patent/Copyright Materials/Proprietary Infringement: Unless otherwise expressly provided in this Contract, and to the extent applicable, Contractor shall be solely responsible for clearing the right to use any patented or copyrighted materials in the performance of this Contract. Contractor warrants that any software as modified through services provided hereunder will not infringe upon or violate any patent, proprietary right, or trade secret right of any third party. Contractor agrees that, in accordance with the more specific requirement contained in Ar ticle “Z” below, it shall indemnify, defend and hold City and City Indemnitees harmless from any and all such claims and be responsible for payment of all costs, damages, penalties and expenses related to or arising from such claim(s), including, costs and expenses but not including attorney’s fees.
I. Assignment: The terms, covenants, and conditions contained herein shall apply to and bind the heirs, successors, executors, administrators and assigns of the P arties. Furthermore, neither the performance of this Contract nor any portion thereof may be assigned by Contractor without the express written consent of City. Any attempt by Contractor to assign the performance or any portion thereof of this Contract without the express written consent of City shall be invalid and shall constitute a breach of this Contract.
J. Non-Discrimination: In the performance of this Contract, Contractor agrees that it will comply with the requirements of Section 1735 of the California Labor Code and not engage nor permit any subcontractors to engage in discrimination in employment of persons because of the race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, or sex of such persons. Contractor acknowledges that a violation of this provision shall subject Contractor to penalties pursuant to Section 1741 of the California Labor Code.
K. Termination: In addition to any other remedies or rights it may have by law, City has the right to immediately terminate this Contract without penalty for cause or after 30 days’ written notice without cause, unless otherwise specified. Cause shall be defined as any material breach of contract, any misrepresentation or fraud on the part of Contractor. Exercise by City of its right to terminate Contract shall relieve City of all further obligation.
L. Consent to Breach Not Waiver: No term or provision of this Contract shall be deemed waived, and no breach excused, unless such waiver or consent shall be in writing and signed by the P arty claimed to have waived or consented. 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.
M. Independent Contractor: Contractor shall be considered an independent contractor and neither Contractor, its employees, nor anyone working under Contractor shall be considered an agent or an
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employee of City. Neither Contractor, its employees nor anyone working under Contractor shall qualify for workers’ compensation or other fringe benefits of any kind through City.
N. Performance Warranty: Contractor shall warrant all work under this Contract, taking necessary steps and precautions to perform the work to City ’s satisfaction. Contractor shall be responsible for the professional quality, technical assurance, timely completion , and coordination of all documentation and other commodities/services furnished by Contractor under this Contract.
Contractor shall perform all work diligently, carefully, and in a good and workmanlike manner; shall furnish all necessary labor, supervision, machinery, equipment, materials, and supplies, shall at its sole expense obtain and mainta in all permits and licenses, required by public authorities, including those of City required in its governmental capacity, in connection with performance of the work. If permitted to subcontract, Contractor shall be fully responsible for all work performed by subcontractors.
O. Bonding and Insurance Requirements: Some procurements may require bonding and/or insurance. Specific requirements will be stated in the applicable bid documents. In the event bonding is required, bonds shall be submitted in a form acceptable to City (samples will be included in the documents). Checks or letters of credit will not be accepted in lieu of bonding. When services are provided to the City, the City’s standard insurance requirements (shown below) shall apply, unless otherwise indicated in the bid specifications or an approved exception request is granted by the Risk Manager for the City.
Comprehensive General Liability Insurance , in an amount no less than $2,000,000 per occurrence/$4,000,000 Aggregate. This coverage is primary over any coverage maintained by the City.
Comprehensive Automobile Liability Coverage, in an amount no less than $2,000,000 per occurrence combined single limit (CSL). This coverage is primary over any coverage maintained by the City.
Workers’ Compensation Insurance as required by State statutes and Employer Liability Coverage in an amount no less than $1,000,000. A Waiver of Subrogation is required for Workers’ Compensation coverage.
Coverage Minimum Limits
Commercial General Liability $2,000,000 occurrence
$4,000,000 aggregate
Automobile Liability including
coverage for owned, non-owned and
hired vehicles
$2,000,000 combine single limit per
occurrence
Workers’ Compensation Statutory
Employers’ Liability Insurance $1,000,000 per occurrence
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Aluminum Bottled Drinking Water: Anaheim Premium Page 5 of 26 MA #106-499070
Contractor is responsible for the satisfaction of any applicable deductible or self-insured retention (“SIR”), which if exceed $10,000, must be disclosed and approved by the City’s Risk Manager prior to the inception of this Agreement.
Excess/Umbrella insurance can be used to satisfy the minimum insurance requirements subject to the review and approval of the City’s Risk Manager.
Contractor agrees that required insurance shall not be voluntarily cancelled or limited in scope by Contractor until after thirty (30) days prior written notice has been given to the City Clerk, City of Anaheim, 200 S. Anaheim Blvd., Anaheim, CA 92805. This does not apply to cancellation for non- payment of premium, which requires notice of not less than ten (10) days.
Each insurance policy required by this Agreement, except Workers’ Compensation, shall contain the following clauses or shall otherwise provide for the following conditions:
“It is agreed that any insurance maintained by Contractor pursuant to this Agreement shall be primary to, and not contribute with, any insurance or self -insurance maintained by the City of Anaheim.”
“The City of Anaheim is included as additional insured with respect to the scope of work , operations, and/or activities of the Named Insured, performed under this Agreement with the City of Anaheim.”
Insurance certificates should state:
City of Anaheim
Attn: Purchasing Division
200 S. Anaheim Blvd. Suite 620
Anaheim, CA 92805
Insurance certificates should be emailed to [email protected]
Any insurance required under this Agreement must be written by an insurance company admitted to do business in California.
The City’s Risk Manager is authorized to approve Contractor generated exceptions, to the above requirements as set forth herein in the event Contractor generated amendment or exception request as to a reduction in coverage or amendment to policy or coverage form is in the City’s best interest.
P. Changes: Contractor shall make no changes in the work or perform any additional work without City’s specific written approval.
Q. Change of Ownership/Name, Litigation Status, Conflicts with City Interests: Contractor agrees that if there is a change or transfer in ownership of Contractor’s business prior to completion of this Contract, and City agrees to an assignment of Contract, the new owners shall be required under the terms of sale or other instruments of transfer to assume Contractor’s duties and obligations contained in this Contract and complete them to the satisfaction of City.
City reserves the right to immediately terminate Contract in the event City determines that the assignee is not qualified or is otherwise unacceptable to City for the provision of services under Contract.
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In addition, Contractor has the duty to notify City in writing of any change in Contractor ’s status with respect to name changes that do not require an assignment of Contract . Contractor is also obligated to notify City in writing if Contractor becomes a party to any litigation against City, or a party to litigation that may reasonably affect Contractor’s performance under Contract, as well as any potential conflicts of interest between Contractor and City that may arise prior to or during the period of Contract performance. While Contractor will be required to provide this information without prompting from City any time there is a change in Contractor’s name, conflict of interest or litigation status, Contractor must also provide an update to City of its status in these areas whenever requested by City.
Contractor shall exercise reasonable care and diligence to prevent any actions or conditions that could result in a conflict with City interests. In addition to Contractor, this obligation shall apply to Contractor’s employees, agents, and subcontractors associated with the provision of goods and services provided under this Contract. Contractor’s efforts shall include, but not be limited to establishing rules and procedures preventing its employees, agents, and subcontractors from providing or offering gifts, entertainment, payments, loans or other considerations which could be deemed to influence or appear to influence City staff or elected officers in the performance of their duties.
R. Force Majeure: Contractor shall not be assessed with liquidated damages or unsatisfactory performance penalties during any delay beyond the time named for the performance of this Contract caused by any act of God, war, civil disorder, employment strike or other cause b eyond its reasonable control, provided Contractor gives written notice of the cause of the delay to City within 36 hours of the start of the delay and Contractor avails himself of any available remedies.
S. Confidentiality: Contractor 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 Contract. All such records and information shall be considered confidential and kept confidential by Contractor and Contractor’s staff, agents and employees.
T. Compliance with Laws: Contractor represents and warrants that services to be provided under this Contract shall fully comply, at Contractor’s expense, with all standards, laws, statutes, restrictions, ordinances, requirements, and regulations (collectively “laws”), including, but not limited to those issued by City in its governmental capacity and all other laws applicable to the services at the time services are provided to and accepted by City . Contractor acknowledges that City is relying on Contractor to ensure such compliance, and pursuant to the requirements of Article “Z” below, Contractor agrees that it shall defend, indemnify and hold City and City Indemnitees harmless from all liability, damages, costs and expenses arising from or related to a violation of such laws.
U. Freight: Prior to City’s express acceptance of delivery of products , Contractor assumes full responsibility for all transportation, transportation scheduling, packing, handling, insurance, and other services associated with delivery of all products deemed necessary under Contract.
V. Severability: If any term, covenant, condition or provision of this Contract is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby.
W. Attorney Fees: In any action or proceeding to enforce or interpret any provision of this Contract,
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each Party shall bear their own attorney’s fees, costs and expenses.
X. Interpretation: This Contract has been negotiated at arm’s length and between persons sophisticated and knowledgeable in the matters dealt with in this Contract. In addition, each Party had been represented by experienced and knowledgeable independent legal counsel of their own choosing or has knowingly declined to seek such counsel despite being encouraged and given the opportunity to do so. Each P arty further acknowledges that they have not been influenced to any extent whatsoever in executing this Con tract by any other party hereto or by any person representing them, or both. Accordingly, any rule or law (including California Civil Code section 1654) or legal decision that would require interpretation of any ambiguities in this Contract against the Party that has drafted it is not applicable and is waived. The provisions of this Contract shall be interpreted in a reasonable manner to affect the purpose of the Parties and this Contract.
Y. Employee Eligibility Verification: Contractor warrants that it fully complies with all Federal and State statutes and regulations regarding the employment of aliens and others and that all its employees performing work under this Contract meet the citizenship or alien status requirement set forth in Federal statutes and regulations. Contractor shall obtain from all employees performing work hereunder, all verification and other documentation of employment eligibility status required by Federal or State statutes and regulations including, but not limited to, the Immigration Reform and Control Act of 1986, 8 U.S.C. §1324 et seq., as they currently exist and as they may be hereafter amended. Contractor shall retain all such documentation for all covered employees for the period prescribed by the law. Contractor shall indemnify, defend with counsel approved in writing by City, and hold harmless, City, its agents, officers, and employees from employer sanctions and any other liability which may be assessed against Contractor or City or both in connection with any alleged violation of any Federal or State statutes or regulations pertaining to the eligibility for employment of any persons performing work under this Contract.
Z. Hold Harmless and Indemnification: Contractor agrees to indemnify, defend and hold harmless the City (including its officers and employees) from and against any and all claims of any kind or nature presented against the City arising out of Contractor’s (including Contractor’s employees, representatives, products, and subcontractors) performance under any purchase order or agreement, excepting only such claims, costs, or liability which may arise out of the sole negligence of the City.
The obligations set f orth in this indemnification provision (i) shall be in effect without regard to whether the City, Contractor, or any other person or entity maintains or fails to maintain insurance coverage or a self-insurance program, for any such Claim(s); and (ii) shall survive the termination of this Contract.
AA. Audits/Inspections: Contractor agrees to permit City’s authorized representative (including auditors from a private auditing firm hired by City ) access during normal working hours to all books, accounts, records, reports, files, financial records, supporting documentation, including payroll and accounts payable/receivable records, and other papers or property of Contractor for the purpose of auditing or inspecting any aspect of performance under this Contract. The inspection and/or audit will be confined to those matters connected with the performance of Contract including, but not limited to, the costs of administering Contract . City will provide reasonable notice of such an audit or inspection. City reserves the right to audit and verify Contractor’s records before final payment is made.
Contractor agrees to maintain such records for possible audit for a minimum of three (3) years after final payment, unless a longer period of records retention is stipulated under this Contract or by
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law. Contractor agrees to allow interviews of any employees or others who might reasonably have information related to such records. Further, Contractor agrees to include a similar right to City to audit records and interview staff of any subcontractor related to performance of this Contract.
Should Contractor cease to exist as a legal entity, Contractor’s records pertaining to this Contract shall be forwarded to City’s Project Manager (as defined below).
BB. Contingency of Funds: Contractor acknowledges that funding or portions of funding for this Contract may be contingent upon budget approval for each fiscal year covered by this Contract. If such approval, funding or appropriations are not forthcoming, or are otherwise limited, City may immediately terminate or modify this Contract without penalty.
CC. California Public Records Act: Contractor and City agree and acknowledge that all information and documents related to the award and performance of this Contract may be subject to disclosure pursuant to the California Public Records Act, California Government Code s ection 7920.000 et seq. Contractor shall not respond to any California Public Records Act request directed at City; all responses shall be handled by City.
Additional Terms and Conditions:
1. Scope of Contract: This Contract specifies contractual terms and conditions by which City will procure Aluminum Bottled Drinking Water: Anaheim Premium from Contractor as further detailed in the Scope of Work, identified and incorporated herein by this reference as “Attachment A”.
2. Term of Contract: This Contract shall commence on the E ffective Date and remain in effect for an initial term of one (1) year, with an option to renew fo r up to four (4) additional one -year (1- year) periods, unless earlier terminated by City pursuant to the termination provisions of this Contract.
3. Adjustments – Scope of Work: No adjustments made to the Scope of Work will be authorized without prior written approval of the Purchasing Agent or designee.
4. Americans with Disabilities Act (ADA): Section 504 of the Rehabilitation Act of 1973 as amended; Title VI and VII of the Civil Rights Act of 1964 as amended; Americans with Disabilities Act, 42 USC 12101; California Code of Regulations, Title 2, Title 22: California Government Code, Sections 11135, et seq; and other federal and state laws and executive orders prohibit discrimination. All programs, activities, employment opportunities, and services must be made available to all persons, including persons with disabilities.
5. Authorization Warranty: Contractor represents and warrants that the person executing this Contract on behalf of and for Contractor is an authorized agent who has actual authority to bind the Contractor to each and every term, condition and obligation of this Contract and that all requirements of the Contractor have been fulfilled to provide such actual authority.
6. Bills and Liens: Contractor shall pay promptly all indebtedness for labor, materials and equipment used in performance of the work. Contractor shall not permit any lien or charge to attach to the work or the premises, but if any does so attach, Contractor shall promptly pr ocure its release and, in accordance with the requirements of Article “Z” 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.
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7. Breach of Contract: The failure of Contractor to comply with any of the provisions, covenants or conditions of this Contract shall be a material breach of this Contract. In such event City may, and in addition to any other remedies available at law, in equity, or otherwise specified in this Contract:
a. Terminate Contract immediately, pursuant to Article K herein; and
b. Afford Contractor written notice of the breach and ten (10) calendar days or such shorter time that may be specified in this Contract within which to cure the breach; and
c. Discontinue payment to the Contactor for and during the period in which Contractor is in breach; and
d. Offset against any monies billed by Contractor but unpaid by City those monies disallowed pursuant to the above.
8. Changes in Specifications: No changes shall be made in the specifications unless authorized by City. City shall have the right to make reasonable changes at any time, if not cost is associated with those changes, including drawings that are a part thereof or made a part thereof by reason of the changes.
9. Civil Rights: Contractor attests that services provided shall be in accordance with the provisions of Title VI and Title VII of the Civil Rights Act of 1964, as amended, Section 504 of the Rehabilitation Act of 1973, as amended; the Age Discrimination Act of 1975 as amended; Title II of the Americans with Disabilities Act of 1990, and other applicable State and federal laws and regulations prohibiting discrimination on the basis of race, color, national origin, ethnic group identification, age, religion, marital status, sex or disability.
10. Conflict of Interest – Contractor’s Personnel: Contractor shall exercise reasonable care and diligence to prevent any actions or conditions that could result in a conflict with the best interests of City. This obligation shall apply to Contractor; Contractor’s employees, agents, and subcontractors associated with accomplishing work and services hereunder. Contractor’s efforts shall include, but not be limited to establishing precautions to prevent its employees, agents, and subcontractors from providing or offering gifts, entertainment, payments, loans or other considerations which could be deemed to influence or appear to influence City staff or elected officers from acting in the best interests of City.
11. Conflict of Interest – City Personnel: City Council policy prohibits its employees from engaging in activities involving a conflict of interest. Contractor shall not, during the period of this Contract, employ any City employee for any purpose.
12. Contractor’s Project Manager and Key Personnel: Contractor shall appoint a Project Manager to direct Contractor’s efforts in fulfilling Contractor’s obligations under this Contract. This Project Manager shall be subject to approval by City and shall not be changed without the written consent of City’s Project Manager, which consent shall not be unreasonably withheld.
Contractor’s Project Manager shall be assigned to this project for the duration of Contract and shall diligently pursue all work and services to meet the project timelines.
13. Contractor’s Records: Contractor shall keep true and accurate accounts, records, books and data which shall correctly reflect the business transacted by Contractor in accordance with generally
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accepted accounting principles. These records shall be stored for a period of three (3) years after final payment is received from City.
14. Contractor Work Hours and Safety Standards: Contractor shall ensure compliance with all safety and hourly requirements for employees in accordance with federal, state, and City ’s safety regulations and laws.
15. Conditions Affecting Work: Contractor shall be responsible for taking all steps reasonably necessary to ascertain the nature and location of the work to be performed under this Contract and to know the general conditions which can affect the work or the cost thereof. Any failure by Contractor to do so will not relieve Contractor from responsibility for successfully performing the work without additional cost to City. City assumes no responsibility for any understanding or representations concerning the nature, location(s) or general conditions made by any of its officers or agents prior to the execution of this Contract, unless such understanding or representations by City are expressly stated in Contract.
16. Data – Title To: All materials, documents, data or information obtained from City data files or any City medium furnished to Contractor in the performance of this Contract will at all times remain the property of City. Such data or information may not be used or copied for direct or indirect use by Contractor after completion or termination of this Contract without the express written consent of City. All materials, documents, data or information, including copies, must be returned to City at the end of this Contract.
17. Default – Re-Procurement Costs: In case of Contract breach by Contractor, resulting in termination by City, City may procure the commodities and services from other sources. If the cost for those commodities and services is higher than under the terms of the existing Contract, Contractor will be responsible for paying City the difference between Contract cost and the price paid, and City may deduct this cost from any unpaid balance due Contractor . The price paid by City shall be the prevailing market price at the time such purchase is made. This is in addition to any other remedies available under this Contract and under law.
18. Defective Materials: Any materials not conforming to the requirements of Attachment A – Scope of Work shall be considered defective. All such materials, whether in place or not, shall be immediately removed from the site of the work. Any defective materials delivered or used shall be removed by City and all costs of removal and replacement shall be deducted from any amounts due or to become due to Contractor. No rejected materials, the defects of which have been subsequently corrected, shall be used.
19. Disputes – Contract: The Parties shall deal in good faith and attempt to resolve potential disputes informally. If the dispute concerning a question of fact arising under the terms of this Contract is not disposed of in a reasonable period of time by Contractor’s Project Manager and City’s Project Manager, as specified in paragraph 26 “Notices” (below), such matter shall be brought t o the attention of City’s Purchasing Agent by way of the following process:
a. Contractor shall submit to the Purchasing Agent a written demand for a final decision regarding the disposition of any dispute between the Parties arising under, related to, or involving this Contract, unless City, on its own initiative, has already rendered such a final decision.
b. Contractor’s written demand shall be fully supported by factual information, and, if such demand involves a cost adjustment to Contract, Contractor shall include with the
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demand a written statement signed by a senior official indicating that the demand is made in good faith, that the supporting data are accurate and complete, and that the amount requested accurately reflects Contract adjustment for which Contractor believes City is liable.
c. In the event a dispute in which the welfare of City residents is at stake and/or immediate procurement action is required to prevent serious economic or other hardship to the City, the Project Manager or designee may issue a written directive regarding performance of the Work or may procure substitute goods or services as deemed necessary. Any such action shall be without prejudice to the final resolution of the dispute. Contractor shall comply with such directive pending final resolution.
Pending the final resolution of any dispute arising under, related to, or involving this Contract, Contractor agrees to diligently proceed with the performance of this Contract, including the delivery of commodities and/or provision of services. Contractor ’s failure to diligently proceed shall be considered a material breach of this Contract.
Any final decision of City shall be expressly identified as such, shall be in writing, and shall be signed by City’s Purchasing Agent or his designee. If City fails to render a decision within 90 days after receipt of Contractor’s demand, it shall be deemed a final decision adverse to Contractor ’s contentions. Nothing in this section shall be construed as affecting City’s right to terminate Contract for cause or termination for convenience as stated in Article K herein.
20. Drug-Free Workplace: Contractor hereby certifies compliance with Government Code s ections 8355-8357 and City’s drug-free workplace Administrative Regulation ( “AR”) 217 to ensure compliance with the Drug Free Workplace Act of 1988 (collectively, the “ Drug-Free Regulations”). City, its employees, and agents, are subject to the provisions of the Drug -Free Regulations since City is a recipient of state and federal grant monies at the present time, and may be in the future. It is City’s policy to provide a drug free workplace for all employees and agents.
The manufacture, distribution, dispensation, possession, or use of a controlled substance on City property or time is expressly prohibited. In furtherance of the Drug -Free Regulations, Contractor will:
a. Review and comply with the procedures set forth in AR 217.
b. Publish a statement notifying employees that unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations, as required by Government Code s ection 8355(a)(1).
c. Establish a drug-free awareness program as required by Government Code section 8355(a)(2) to inform employees about all of the following:
i. The dangers of drug abuse in the workplace; and
ii. The organization’s policy of maintaining a drug-free workplace; and iii. Any available counseling, rehabilitation and employee assistance programs; and iv. Penalties that may be imposed upon employees for drug abuse violations. d. Provide as required by Government Code section 8355(a)(3) that every employee who works under this Contract:
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i. Will receive a copy of the company’s drug-free policy statement; and ii. Will agree to abide by the terms of the company’s statement as a condition of employment under this Contract.
e. Failure to comply with these requirements may result in suspension of payments under Contract or termination of Contract or both, and Contractor may be ineligible for award of any future City contracts if City determines that any of the following has occurred:
i. Contractor has made false certification, or
ii. Contractor violates the certification by failing to carry out the requirements as noted above.
21. Emergency/Declared Disaster Requirements: In the event of an emergency or if City of Anaheim is declared a disaster area by city, county, state or federal government, Contract may be subjected to unusual usage. Contractor shall service City during such an emergency or declared disaster under the same terms and conditions that apply during non-emergency/disaster conditions.
The pricing quoted by Contractor shall apply to serving City ’s needs regardless of the circumstances. If Contractor is unable to supply the goods/services under the terms of Contract, then Contractor shall provide proof of suc h disruption and a copy of the invoice for the goods/services from Contractor’s supplier(s). Additional profit margin as a result of supplying goods/services during an emergency or a declared disaster shall not be permitted. In the event of an emergency o r declared disaster, emergency purchase order numbers will be assigned. All applicable invoices from Contractor shall show both the emergency purchase order number and Contract number.
22. Errors and Omissions : All reports, files and other documents prepared and submitted by Contractor shall be complete and shall be carefully checked by the professional(s) identified by Contractor as P roject Manager and key personnel attached hereto, prior to submission to City.
Contractor agrees that City review is discretionary, and Contractor shall not assume that City will discover errors and/or omissions. If City discovers any errors or omissions prior to approving Contractor’s reports, files and other written documents, the reports, files or documents will be returned to Contractor for correction. Should City or others discover errors or omissions in the reports, files or other written documents submitted by Contractor after City approval thereof, City approval of Contractor’s reports, files or documents shall not be used as a defense by Contractor in any action between City and Contractor, and the reports, files or documents will be returned to Contractor for correction.
23. Equal Employment Opportunity: Contractor shall comply with U.S. Executive Order 11246 entitled, “Equal Employment Opportunity” as amended by Executive Order 11375 and as supplemented in Department of Labor regulations (41 CFR, Part 60) and applicable state of California regulations as may now ex ist or be amended in the future. Contractor shall not discriminate against any employee or applicant for employment on the basis of race, color, national origin, ancestry, religion, sex, marital status, political affiliation or physical or mental condition.
Regarding handicapped persons, Contractor will not discriminate against any employee or applicant for employment because of physical or mental handicap in regard to any position for which the employee or applicant for employment is qualified. Contractor agrees to provide equal opportunity to handicapped persons in employment or in advancement in employment or otherwise treat qualified handicapped individuals without discrimination based upon their physical or mental
City of Anaheim
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Aluminum Bottled Drinking Water: Anaheim Premium Page 13 of 26 MA #106-499070
handicaps in all employment practices such as the following: employment, upgrading, promotions, transfers, recruitments, advertising, layoffs, terminations, rate of pay or other forms of compensation, and selection for training, including apprenticeship. Contractor agrees to comply with the provisions of Sections 503 and 504 of the Rehabilitation Act of 1973, as amended, pertaining to prohibition of discrimination against qualified handicapped persons in all programs and/or activities as detailed in regulations signed by the Secretary of the Department of Health and Human Services effective June 3, 1977, and found in the Federal Register, Volume 42, No. 68 dated May 4, 1977, as may now exist or be amended in the future.
Regarding Americans with disabilities, Contractor agrees to comply with applicable provisions of Title 1 of the Americans with Disabilities Act enacted in 1990 as may now exist or be amended in the future.
24. Headings: The various headings and numbers herein, the grouping of provisions of this Contract into separate clauses and paragraphs, and the organization hereof are for the purpose of convenience only and shall not limit or otherwise affect the meaning hereof.
25. News/Information Release: Contractor agrees that it will not issue any news releases in connection with either the award of this Contract or any subsequent amendment of or effort under this Contract without first obtaining review and written approval of said news releases from City through City’s Project Manager.
26. Notices: Any and all notices, requests, demands, and other communications contemplated, called for, permitted, or required to be given hereunder shall be in writing with a copy provided to the Assigned Buyer, except through the course of the Parties’ Project Managers’ routine exchange of information and cooperation during the terms of the work and services. Any written communications shall be deemed to have been duly given upon actual in- person delivery, if delivery is by direct hand, or upon delivery on the actual day of receipt or no greater than four (4) calendar days after being mailed by US certified or registered mail, return receipt requested, postage prepaid, whichever occurs first. The date of mailing shall count as the first day. All communications shall be addressed to the appropriate P arty at the address stated herein or such other address as the Parties hereto may designate by written notice from time to time in the manner aforesaid.
Contractor: CHAMELEON BEVERAGE COMPANY INC
Attn: Aaron Campbell
6444 E. 26th St.
Commerce, CA 90040
Telephone: (702) 372-0819
Email: [email protected]
Contract Administrator: ANAHEIM PUBLIC UTILITIES
Attn: Allison Lee
201 S. Anaheim Blvd.
Anaheim, CA 92805
Telephone: (714) 765-4961
Email: [email protected]
City of Anaheim
CPO/Anaheim Public Utilities
Aluminum Bottled Drinking Water: Anaheim Premium Page 14 of 26 MA #106-499070
City of Anaheim
CPO/Anaheim Public Utilities
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Purchasing: CITY OF ANAHEIM
200 S. Anaheim Blvd.
Suite 620
Anaheim, CA 92805
Telephone: (714) 765-5207
Email: [email protected]
With a Copy to: CITY CLERK
City of Anaheim
200 S. Anaheim Blvd., 2nd Floor
Anaheim, CA 92805
27. Order Dates: Orders may be placed during the term of the Contract even if service and/or delivery may not be made until after the term of the Contract. Contractor must clearly identify the order date on all invoices to City and the order date must precede the expiration date of the Contract.
28. Ownership of Documents:
City has permanent ownership of all directly connected and derivative materials produced under this Contract by the Contractor. All documents, reports and other incidental or derivative work or materials furnished hereunder shall become and remain the sole property of the City and may be used by City as it may require without additional cost to City .
None of the documents, reports and other incidental or derivative work or furnished materials shall be used by the Contractor without the express written consent of City.
29. Permits and Licenses: Contractor shall be required to obtain any and all approvals, permits and/or licenses which may be required in connection with the permitted operation as set out herein. No permit approval or consent given hereunder by City in its governmental capacity shall affect or limit Contractor’s obligations hereunder, nor shall any approvals or consents given by City as a party to this Contract, be deemed approval as to compliance or conformance with applicable governmental codes, laws, ordinances, rules, or regulations.
30. Precedence: Contract documents consist of this Contract and its exhibits and attachments. In the event of a conflict between or among Contract documents, the order of precedence shall be the provisions of the main body of this Contract, i.e., those provisions set forth in the recitals and articles of this Contract, and then the exhibits and attachments.
31. Labor Law: By executing this Contract, Contractor certifies that it is aware of the requirements of California Labor Code sections 1720 et seq ., and 1770 et seq ., as well as California Code of Regulations, Title 8, section 16000 et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects.
To the extent applicable:
a. Prevailing Wage Laws (Labor Code § 1773): Pursuant to the provisions of Section 1773 et seq., of the California Labor Code, Contractor shall comply with the general prevailing rates of per diem wages and the general prevailing rates for holiday and overtime wages in this locality for each craft, classification, or type of worker needed to execute Contract. The rates are available from the Director of the Department of Industrial
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Relations at the following website:
http://www.dir.ca.gov/dlsr/DPreWageDetermination.htm.
Contractor shall post a copy of such wage rates at the job site and shall pay the adopted prevailing wage rates. Contractor shall comply with the provisions of Sections 1775 and 1813 of the Labor Code.
b. Labor Code Requirements: Contractor and all subcontractors shall comply with all applicable requirements of the Labor Code throughout the performance of Contract, including but not limited to the following:
c. Labor Code Notice: Contractor and all subcontractors must comply with the requirements of Labor Code s ection 1771.1(a), pertaining to registration of contractors pursuant to Section 1725.5. Bids cannot be accepted from unregistered contractors except as provided in Section 1771.1. This Project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. After award of the Contract, Contractor and each subcontractor shall furnish electronic payroll records directly to the Labor Commissioner in the manner specified in Labor Code Section 1771.4.
d. Threshold Requirements for Prevailing Wages: Except for public works projects of one thousand dollars ($1,000) or less, not less than the general prevailing rate of per diem wages for work of a similar character in the locality in which the public work is performed, and not less than the general prevailing rate of per diem wages for holiday and overtime work fixed as provided in this chapter, shall be paid to all workers employed on public works. e. Wage Rates: Contractor shall post a copy of the wage rates at the job site and shall pay the adopted prevailing wage rates as a minimum. Pursuant to the provisions of Section 1773 of the Labor Code of the State of California, the City Council has obtained the general prevailing rate of per diem wages and the general prevailing rate for holiday and overtime work in this locality for each craft, classification, or type of workman needed to execute this Contract from the Director of the Departmen t of Industrial Relations. These rates are on file with the City Clerk . Copies may be obtained at cost at the City Clerk’s Office or visit the website of the Department of Industrial Relations, Prevailing Wage Unit at www.dir.ca.gov/DLSR/PWD. The Contractor shall comply with the provisions of Sections 1774, 1775, 1776 and 1813 of the Labor Code.
f. Apprenticeship Requirements: Contractor shall comply with Section 230.1(A), California Code of Regulations as required by the Department of Industrial Relations, Division of Apprenticeship Standards by submitting DAS Form to the Joint Apprenticeship Committee of the craft or trade in the area of the site. g. Registration of Contractor: All contractors and subcontractors must comply with the requirements of Labor Code s ection 1771.1(a), pertaining to registration of contractors pursuant to Section 1725.5. Bids cannot be accepted from unregistered contractors except as provided in Section 1771.1, to the extent this Project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. After award of the contract, Contractor and each s ubcontractor shall furnish electronic payroll records directly to the Labor Commissioner in the manner specified in Labor Code section 1771.4.
Prevailing Wage and DIR Requirement: Awarding agencies are not required to submit the notice of contract award through DIR’s PWC -100 system on projects that fall within
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the small project exemption. The small project exemption applies for all public works projects that do not exceed:
• $25,000 for new construction, alteration, installation, demolition or repair • $15,000 for maintenance
If the project meets or exceeds these amounts, C ity and the Contractor are required to register the project with the California Department of Industrial Relations. h. Payroll Records: Contractor and any subcontractor(s) shall comply with the requirements of Labor Code section 1776. Such compliance includes the obligation to furnish the records specified in Section 1776 directly to the Labor Commissioner in an electronic format, or other format as specified by the Commissioner, in the manner provided by Labor Code section 1771.4.
The requirements of Lab Code § 1776 provide, in summary:
1. Contractor and any subcontractor(s) performing any portion of the work under this Contract shall keep an accurate record, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by Contractor or any s ubcontractor(s) in connection with the work.
2. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following:
1. The information contained in the payroll record is true and correct.
2. The employer has complied with the requirements of Labor Code sections 1771, 1811, and 1815 for any work performed by his or her employees in connection with the Contract.
3. The payroll records shall be certified and shall be available for inspection at the principal office of Contractor on the basis set forth in Labor Code Section 1776.
4. Contractor shall inform C ity of the location of the payroll records, including the street address, city and county, and shall, within five (5) working days, provide a notice of any change of location and address of the records.
5. Pursuant to Labor Code Section 1776, Contractor and any s ubcontractor(s) shall have ten (10) days in which to provide a certified copy of the payroll records subsequent to receipt of a written notice requesting the records described herein.
In the event that Contractor or any subcontractor fails to comply within the ten (10) day period, he or she shall, as a penalty to City, forfeit one hundred dollars ($100), or a higher amount as provided by Section 1776, for each calendar day, or portion thereof, for eac h worker to whom the noncompliance pertains, until strict compliance is effectuated. Contractor acknowledges that, without limitation as to other remedies of enforcement available to City, upon the request of the Division of Apprenticeship Standards or the Division of Labor Standards Enforcement of the California Department of Industrial Relations, such penalties shall be withheld from progress payments than due Contractor. Contractor is not subject to a penalty assessment pursuant to this section due to the failure of a subcontractor to comply with this section.
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Aluminum Bottled Drinking Water: Anaheim Premium Page 18 of 26 MA #106-499070
6. Contractor and any subcontractor(s) shall comply with the provisions of Labor Code sections 1771 et seq. and shall pay workers employed on the Contract not less than the general prevailing rates of per diem wages and holiday and overtime wages as determined by the Director of Industrial Relations. Contractor shall post a copy of these wage rates at the job site for each craft, classification, or type of worker needed in the performance of this Contract, as well as any additional job site notices required by Labor Code section 1771.4(b). Copies of these rates are on file at the principal office of C ity’s Representative, or may be obtained from the State Office, Department of Industrial Relations (“ DIR”) or from the DIR’s website at www.dir.ca.gov. If the Contract is federally funded, Contractor and any subcontractor(s) shall not pay less than the higher of these rates or the rates determined by the United States Department of Labor.
i. Work Hour Penalty: Eight (8) hours of labor constitute a legal day's work, and forty (40) hours constitute a legal week's work. Pursuant to Section 1813 of the Labor Code of the State of California, the Contractor shall forfeit to the City Twenty Five Dollars ($25) for each worker employed in the execution of this Contract by the Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than the legal day's or week's work, except that work performed by employees of said Contractor and subcontractors in excess of the legal limit shall be permitted without the foregoing penalty upon the payment of compensation to the workers for all hours worked in excess of eight (8) hours per day of not less than 1- 1/2 times the basic rate of pay.
j. Wage Rate Penalty: Contractor and any subcontractor(s) shall comply with the provisions of Labor Code section 1775. Contractor and any subcontractor(s) shall be subject to a penalty in an amount up to $200, or a higher amount as provided by Section 1775, for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rates for any work done by Contractor or subcontractor(s) under Contract. k. Apprentices: Contractor acknowledges and agrees that, if this Contract involves a dollar amount greater than or a number of working days greater than that specified in Labor Code section 1777.5, this Contract is governed by the provisions of Labor Code section 1777.5.
It shall be the responsibility of the Contractor to ensure compliance with this Article and with Labor Code section 1777.5 for all apprenticeable occupations.
Pursuant to Labor Code section 1777.5 if that Section applies to this Contract as indicated above, Contractor and any subcontractors under him employing workers in any apprenticeable craft or trade in performing any work under this Contract shall apply to the applicable joint app renticeship committee for a certificate approving the Contractor or subcontractor under the applicable apprenticeship standards and fixing the ratio of apprentices to journeymen employed in performing the work.
Pursuant to Labor Code section 1777.5 if that Section applies to this Contract as indicated above, the Contractor and any subcontractor under him may be required to make contributions to the apprenticeship program.
Contractor and all subcontractors under him shall comply with Labor Code s ection 1777.6 which Section forbids certain discriminatory practices in the employment of apprentices.
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32. Sub-Contracting: No performance of this Contract or any portion thereof may be subcontracted by the Contractor without the express written consent of City. Any attempt by Contractor to subcontract any performance of this Contract without the express written consent of C ity shall be invalid and shall constitute a breach of this Contract.
In the event that the Contractor is authorized by C ity to subcontract, this Contract shall take precedence over the terms of the Contract between Contractor and subcontractor and shall incorporate by reference the terms of this Contract. City shall look to Contractor for performance and indemnification and not deal directly with any subcontractor. All work performed by a subcontractor must meet the approval of the City of Anaheim.
33. Substitutions: Contractor is required to meet all specifications and requirements contained herein.
No substitutions will be accepted without prior City written approval.
34. Termination Orderly: After receipt of a termination notice from City, Contractor may submit to City a termination claim, if applicable. Such claim shall be submitted promptly, but in no event later than 60 days from the effective date of the termination, unless one or more extensions in writing are granted by City upon written request of Contractor. Upon termination City agrees to pay Contractor for all services performed prior to termination which meet the requirements of the Contract, provided, however, that such compensation combined with previously paid compensation shall not exceed the total compensation set forth in the Contract. Upon termination or other expiration of this Contract, each party shall promptly return to the other party all papers, materials, and other properties of the other held by each for purposes of performance of the Contract.
35. Usage: No guarantee is given by City to Contractor regarding usage of this Contract. Usage figures, if provided, are approximations. Contractor agrees to supply services and/or commodities requested, as needed by City of Anaheim, at rates/prices listed in Contract , regardless of quantity requested.
36. Waivers - Contract: The failure of City in any one or more instances to insist upon strict performance of any of the terms of this Contract or to exercise any option contained herein shall not be construed as a waiver or relinquishment to any extent of the right to assert or rely upon any such terms or option on any future occasion.
CONTRACT SIGNATURE PAGE TO FOLLOW
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CONTRACT SIGNATURE PAGE
IN WITNESS WHEREOF, the Parties hereto have executed this Contract on the date following their respective signatures.
DATE OF EXECUTION:
CITY OF ANAHEIM
a California municipal corporation
By:
ED SEGURA, PURCHASING AGENT
DATE OF EXECUTION:
CHAMELEON BEVERAGE COMPANY, INC.
a California corporation
By:
Title:
Printed Name:
DATE OF EXECUTION:
CHAMELEON BEVERAGE COMPANY, INC.
a California corporation
By:
Title:
Printed Name:
ATTEST:
By:
THERESA BASS, CITY CLERK
APPROVED AS TO FORM:
ROBERT FABELA, CITY ATTORNEY
By:
Title: Deputy City Attorney
Printed Name: Gloria V. Ramirez
(158011)
* If the contracting party is a corporation, the signature of an individual holding one of the following offices is required: Chairman of the Board, President, Vice President, Secretary, Assistant Secretary, Chief Financial Officer, or Assistant Treasurer. A corporate signature may also be accepted when accompanied by a corporate resolution demonstrating the legal authority of the signer to execute the agreement on behalf of the corporation.
City of Anaheim
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Aluminum Bottled Drinking Water: Anaheim Premium Page 21 of 26 MA #106-499070
ATTACHMENT A
SCOPE OF WORK
I. General Requirements
a. Contractor shall furnish all labor, materials, equipment, supplies, and supervision necessary to produce, package, and deliver aluminum bottled water with City’s logo, in accordance with this Scope of Work.
b. All products, materials, and processes shall comply with all applicable Federal, State, and local laws, codes, and regulations, including all relevant FDA and California Department of Public Health bottled water requirements.
c. All products must be new, clean, free of defects, and produced under sanitary manufacturing conditions
d. Contractor shall maintain appropriate permits, licenses, and certifications to produce and distribute bottled water within California.
II. Specifications
a. Water Source and Quality
i. Source:
• Water shall be drawn from a Southern California water source, with preference for a deep- protected Orange County aquifer.
ii. Processing:
• Water shall be filtered through reverse osmosis and subjected to appropriate purification and mineral balancing to ensure safety and consistent taste.
iii. Quality Assurance:
• Water quality must meet or exceed all FDA and California bottled water standards. • A State of California Certified Public Health Microbiologist shall monitor and document testing results.
• Contractor shall provide, upon request, certificates of analysis, quality assurance reports, and third-party lab testing results for each production batch.
b. Container, Bottle & Cap
i. Bottle Material:
• Bottles shall be construction of food-grade aluminum, compliant with FDA packaging standards and BPA-free.
ii. Bottle Capacity:
• 16 fluid ounces (473 mL) per bottle.
iii. Cap:
• Aluminum, flat, screw-on type, suitable for beverage use. • Caps must provide a tamper-evident seal and prevent leakage during shipping and storage.
iv. Finish and Appearance:
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• Bottle finish shall be smooth, free from dents, scratches, or visible defects. • Bottle color shall be silver or natural aluminum unless otherwise approved by City.
c. Labeling Requirements
i. Artwork and Design:
• City will provide final label artwork to Contractor following Contract award. • Label artwork shall include up to four colors.
• Contractor shall prepare an artwork proof showing the proposed branding placement on the aluminum bottle.
• City will review and approve the proof prior to any lithographic process (e.g., lithograph press) or production.
• No substitutions or alternative label designs shall be used unless authorized in writing by City (e.g., during an emergency or disaster event)
ii. Label Material and Placement:
• Logo must undergo a lithographic process and be aligned vertically and horizontally with consistent placement.
• Bottles with misaligned logos may be rejected at the Contractor's expense.
d. Artwork Proofs and Approval
• Contractor shall submit an electronic artwork proof (digital mockup) for City review and approval prior to production.
• The proof shall include:
- Lithographic dimensions and placement on the bottle.
- Scaled rendering showing City’s logo size and location. • City may request reasonable revisions to artwork size or placement prior to final approval. • Upon proof approval, Contractor shall produce final bottles in accordance with the approved artwork.
• Physical samples may be requested by City after proof approval to verify production quality and labeling accuracy.
e. Packaging and Shipping
i. Packing Materials:
• Bottles shall be packaged in a cardboard tray and shrink-wrapped in plastic for protection and stability during transport and storage.
ii. Case Capacity:
• Each case shall contain 24 bottles per case (16fl. oz. each). • Packaging shall be large enough to securely fit 24 bottles per case.
iii. Strength and Durability:
• Packaging must be sufficiently strong to hold 24 bottles per case and to be safely handled, stored, stacked and transported without damage or shifting. • Each pallet shall contain 1,728 bottles, packaged and secured for shipment. • Packaging configuration shall prevent movement of bottles, cases, or stacked cases during handling and transportation.
iv. Pallet Markings:
• Product description
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• Lot number
• Production date
• Total bottle count
f. Orders, Deliveries, and Returns
i. Orders:
• Contractor shall make deliveries within fourteen (14) calendar days of receiving a City-Issued Delivery Order (DO)
ii. Deliveries:
• Contractor shall load all items to ensure that each can be safely handled and transported from shipping point to final destination, including offloading and storage. Packing and packaging materials must be appropriate for the items.
• Contractor shall coordinate the delivery schedule with City’s Representative (“CR”) and promptly notify them of any schedule changes.
• Deliveries shall be made FOB Anaheim, CA, and offloaded to the following location unless otherwise directed by the City:
Public Utilities Warehouse
902 E. South Street
Anaheim, CA 92805
Delivery Hours: Monday-Friday, 7:30 a.m. to 2:30 p.m. Closed for lunch from 11:30 a.m. to 12:30 p.m. Contact: (714) 765-6819 - Call at least 24 hours prior to delivery.
• Bottled water shall be delivered in pallet loads of 1,728 bottles. • Each pallet shall be moved to the end of the truck using a pallet jack, as City will only offload pallets from the back of the truck. Failure to comply with this requirement may result in rejection of the load.
• FOB Anaheim, CA delivery costs shall be included in all unit prices; no exceptions will be permitted.
• Local Disaster/Emergency Event: In the event of an emergency, non-private label bottled water is acceptable. Contractor shall distribute the bottled water to key City facilities within 48 hours of request. Locations may include community centers, police and fire stations, warehouses, the Anaheim Convention Center, the stadium, and the Honda Center. Specific distribution locations will be provided by City at the time of order.
g. Rejections and Pickups
• City reserves the right to reject any items that fail to comply with specifications, are damaged, or exceed ordered quantities.
• Contractor shall pick up rejected or returned items within five (5) business days of notification and process a credit within ten (10) business days of receipt.
h. Warranty and Acceptance
• Contractor shall warrant that all bottled water and materials provided are free from defects in material and workmanship.
• Any defective, damaged, or nonconforming items shall be replaced or refunded at no cost to City. • Final acceptance will be made after inspection and approval by the CR.
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ATTACHMENT B
PRICING, PAYMENT AND COMPENSATION
1. Compensation: This is a fixed fee Contract between City and Contractor for Aluminum Bottled Drinking Water: Anaheim Premium as set forth in Attachment A, “Scope of Work”.
Contractor agrees to accept the specified compensation as set forth in this Contract as full payment for performing all services and furnishing all staffing and materials required, for any reasonably unforeseen difficulties which may arise or be encountered in the execution of the services until acceptance, for risks connected with the services, and for performance by Contractor of all its duties and obligations hereunder. Contractor shall only be compensated as set forth herein for equipment, supplies, and accessories provided in accordance with the Scope of Work . City shall have no obligation to pay any sum in excess of the fixed rates as specified herein unless authorized by amendment in accordance with Articles “C” (Amendment) and “P” (Changes), of the City’s General Terms and Conditions.
2. Pricing List: Fees quoted below shall be all inclusive of all labor, services, skills, supervision, delivery, mileage, fuel surcharge, travel time, materials, necessary tools, routine equipment and for any reasonably unforeseen difficulties which may arise or be encount ered in the execution of the services until acceptance, for risks connected with the services, and for performance by the Contractor of all its duties and obligations hereunder.
Item Description Unit of Measure Unit Price
1 Aluminum Bottled Drinking Water:
Anaheim Premium
Case (24/CS) $19.68
2 California Refund Value (CRV) for less
than 24oz
Each $0.05
3 Design/Label Set-Up Each $0.00
3. Pricing Structure: Pricing for the initial one-year base period shall remain fixed. Pricing for any renewal years shall be subject to negotiation; however, any increase shall not exceed the percentage change reflected in the most recently available Los Angeles–Long Beach–Anaheim, CA Consumer Price Index for All Urban Consumers (CPI -U) for non -labor categories. No price increase shall take effect unless approved in writing by City through a formal Contract amendment.
4. Maximum Contract Amount: The cumulative base contract amount for the initial term and all renewable periods shall not exceed eight hundred eleven thousand eight hundred fourteen dollars and 40/100 cents ( $811,814.40), calculated as five (5) times the initial annual payment of $162,362.88, plus any approved annual renewal increases in accordance with the applicable CPI and applicable sales tax.
5. Payment Terms – Payment in Arrears: Invoices are to be submitted in arrears to the user agency/department to the ship- to address, unless otherwise directed in this Contract. Contractor shall reference Contract number on invoice. Payment will be net 30 days after receipt of an invoice in a format acceptable to City of Anaheim and verified and approved by the agency/department and subject to routine processing requirements. The responsibility for providing an acceptable invoice rests with Contractor.
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Billing shall cover services and/or goods not previously invoiced. Contractor shall reimburse City of Anaheim for any monies paid to Contractor for goods or services not provided or when goods or services do not meet Contract requirements.
Payments made by City shall not preclude the right of City from thereafter disputing any items or services involved or billed under this Contract and shall not be construed as acceptance of any part of the goods or services.
6. Taxpayer ID Number: Contractor shall include its taxpayer ID number on all invoices submitted to City for payment to ensure compliance with IRS requirements and to expedite payment processing.
7. Payment – Invoicing Instructions: Contractor will provide an invoice on Contractor’s letterhead for goods delivered and/or services rendered. In the case of goods, Contractor will leave an invoice with each delivery. Each invoice will have a number and will include the following information:
a. Contractor’s name and address
b. Contractor’s remittance address, if different from 1 above c. Contractor’s Taxpayer ID Number
d. Name of City Agency/Department
e. Delivery/service address
f. Contract # 106-499070
g. Agency/Department’s Account Number
h. Date of order
i. Product/service description, quantity, and prices
j. Sales tax, if applicable
k. Freight/delivery charges, if applicable
l. Total