Agenda packet — Modesto City Council, October 24, 2023 (part 3 of 5)

DISCUSSION:

In addition to MFD’s roll-up doors, there are approximately 100 roll-up doors throughout the City that require on-call maintenance and services. The roll-up doors are used on a daily basis and must be in working condition to ensure that Fire apparatus, Modesto Police vehicles, Fleet vehicles and other City vehicles can exit timely and safely. Due the current doors averaging 47 years of age, the department is facing an increase in repairs. At times, the age of the doors also requires custom parts specified to the door, as original parts are no longer available.

City staff is currently working on a Facility Condition Assessment which will allow the City to plan for the deferred maintenance priorities needed to address maintenance services and avoid these unexpected maintenance services needed. This will benefit the department and prevent the department from opening emergency purchase orders with unexpected costs.

In order to meet these goals, we will need to increase the agreement by $66,000 to revise the total amount not to exceed from $170,000 to $236,000.

FISCAL IMPACT:

Historical annual spending for maintenance and repair services on West Coast Door and Gate Agreement #171148:

Fiscal Year Annual Amount
2020-21 $26,027
2021-22 $33,700
2022-23 $30,082
2023-24 $43,295
With historical spending and recent increased costs and services, staff recommends adding $66,000 to the agreement, for a revised amount not to exceed $236,000. This increase to the amount of the agreement will be covered through existing Fire Department General Fund discretionary budget in FY 2023-24
COMMITTEE RECOMMENDATION:

This amendment was presented to the Finance Committee on September 25, 2023 and was recommended to forward to Council for approval.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving a First Amendment increasing the Agreement amount with West Coast Door and Gate, for the On-call Commercial Roll-up Door Maintenance and Repair Services by $66,000 from $170,000 to a revised total amount of $236,000 and utilizing the Year 5 extension option, revising the Term of the Agreement from December 2, 2023 to December 2, 2024 and authorizing the City Manager, or his designee, to execute the Amendment. #10..
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City Council, October 24, 2023
1 st Amendment to Agreement with West Coast Door and Gate

Page 3 of 3 ends

Approved by:

Kevin Wise, Interim Fire Chief
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. First Amendment – West Coast Door and Gate

3. Original Signed Agreement (with all Exhibits)
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1 Meeting Date/Dept/Contact/Item # 2023-xxx

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-XX

RESOLUTION APPROVING A FIRST AMENDMENT INCREASING THE

AGREEMENT AMOUNT WITH WEST COAST DOOR AND GATE, FOR THE

ON-CALL COMMERCIAL ROLL-UP DOOR MAINTENANCE AND REPAIR
SERVICES BY $66,000 FROM $170,000 TO A REVISED TOTAL AMOUNT OF $236,000 AND UTILIZING THE YEAR 5 EXTENSION OPTION, REVISING THE TERM OF THE AGREEMENT FROM DECEMBER 2, 2023 TO
DECEMBER 2, 2024 AND AUTHORIZING THE CITY MANAGER, OR HIS

DESIGNEE, TO EXECUTE THE AMENDMENT
WHEREAS, the City of Modesto Fire Department requests an amendment to the current agreement with West Coast Door and Gate in order to increase funds for on-call commercial roll-up door maintenance and services; and
WHEREAS, on December 3, 2019, by Resolution 2019-535, Council approved a two-year agreement with three one-year extension options with West Coast Door and Gate for an annual estimated cost of $34,000 and a total amount not to exceed $170,000 over five years; and
WHEREAS, at the time, this was to maintain and service the approximately 60 commercial roll-up doors at 15 fire stations located throughout the City of Modesto and City of Oakdale / Oakdale Fire Protection District; and WHEREAS, since then, we have entered into a contract for services agreement with the Salida Fire Protection District, which added an additional six doors which are located at their facilities; and
WHEREAS, in addition, due to recent increased call volume, there has been an increase in wear and tear of the doors; therefore, as a result, and with recent inflation in mind, the department has depleted its current funds for the remainder of the current agreement year, which expires December 2, 2023; and
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2 Meeting Date/Dept/Contact/Item # 2023-xxx
WHEREAS, in addition to MFD’s roll-up doors, there are approximately 100 rollup doors throughout the City that require on-call maintenance and services which are used on a daily basis and must be in working condition to ensure that Fire apparatus, Modesto Police vehicles, Fleet vehicles and other City vehicles can exit timely and safely; and
WHEREAS, due the current doors averaging 47 years of age, the department is facing an increase in repairs and, at times, the age of the doors also requires custom parts specified to the door, as original parts are no longer available; and WHEREAS, City staff is currently working on a Facility Condition Assessment which will allow the City to plan for the deferred maintenance priorities needed to address maintenance services and avoid these unexpected maintenance services needed, which will benefit the department and prevent the department from opening emergency purchase orders with unexpected costs; and
WHEREAS, in order to meet these goals, we will need to increase the agreement by $66,000 to revise the total amount not to exceed from $170,000 to $236,000 which will be covered through the existing Fire Department General Fund discretionary budget in FY 2023-24.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves a First Amendment increasing the Agreement amount with West Coast Door and Gate, for the On-call Commercial Roll-up Door Maintenance and Repair Services by $66,000 from $170,000 to a revised total amount of $236,000 and utilizing the Year 5 extension option, revising the Term of the Agreement from December 2, 2023 to December 2, 2024.
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3 Meeting Date/Dept/Contact/Item # 2023-xxx
BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to execute the Amendment, in a form approved by the City Attorney.

The foregoing resolution was introduced in a regular meeting of the Council of the City of Modesto held on the 24th day of October 2023, by Councilmember ________, who moved its adoption, which motion being duly seconded by Councilmember ______, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _____________________________
DIANE NAYARES-PEREZ, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _______________________________________
JOSE M. SANCHEZ, City Attorney
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FIRST AMENDMENT TO AGREEMENT

WITH WEST COAST DOOR AND GATE FOR ON-CALL COMMERCIAL ROLL-UP

DOOR MAINTENANCE AND REPAIR SERVICE
This First Amendment to the Agreement for On-Call Commercial Roll-Up Door Maintenance and Repair Services (“Amendment”) is entered into between the CITY OF MODESTO, a municipal corporation of the State of California (hereinafter the “CITY”) and West Coast Door and Gate, a California sole proprietor (hereinafter “CONTRACTOR”) entered into by the parties on the ___________ day of __________________, 2023.

RECITALS
This Amendment is made with regard to the following recitals:

WHEREAS, CITY and CONTRACTOR previously entered into an Agreement for On-Call Commercial Roll-Up Door Maintenance and Repair Services on the 3rd day of December 2019 (the “Original Agreement”), and
WHEREAS, CITY and CONTRACTOR desire to amend the Original Agreement to increase the compensation paid for services by $66,000 for a revised total amount not to exceed $236,000, and
WHEREAS, CITY and CONTRACTOR desire to execute the Year 5 extension option and extending the Original Agreement through December 2, 2024.

NOW, THEREFORE, in consideration of this Amendment, and the mutual promises, covenants, and stipulations contained in the Original Agreement and this Amendment, the Parties agree as follows:

1. The first sentence of SCOPE OF WORK, Section 1, paragraph 5, of the Original Agreement shall be amended in its entirety to read as follows: “CONTRACTOR shall #10..
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furnish the service defined for the following contracted rates, for a total amount not to exceed $236,000.”

2. The Parties hereby mutually agree to extend the Term of the Agreement through Year 5, as specified in Section 3 of the Original Agreement.

3. Except as modified and amended by this Amendment, all other provisions of the Original Agreement, shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this Amendment to Agreement for On-Call Commercial Roll-Up Door Maintenance and Repair Services by its City Manager and attestation by its City Clerk under authority of Resolution No. __________, adopted by the City Council of the City of Modesto on the ________ day of ___________, 2023, and West Coast Door and Gate has caused this Agreement to be duly executed as of the Effective Date. #10..
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MODESTO CITY COUNCIL
RESOLUTION NO. 2019-535

RESOLUTION APPROVING THE AWARD OF BID AND AGREEMENT FOR

ON-CALL COMMERCIAL ROLL-UP DOOR MAINTENANCE AND REPAIR

SERVICES TO WEST COAST DOOR AND GATE, CERES, CA, FOR A TWO

YEAR AGREEMENT WITH THREE ONE-YEAR EXTENSION OPTIONS, FOR AN ANNUAL ESTIMATED COST OF S34,000 AND A TOTAL AMOUNT NOT TO EXCEED $170,000 OVER FIVE YEARS AND AUTHORIZING THE

PURCHASING MANAGER, OR HER DESINGEE, TO EXECUTE THE

AGREEMENT
WHEREAS, the Modesto Fire Department requires maintenance and repair service for approximately 60 commercial roll-up doors at 15 Fire Stations located throughout Modesto and Oakdale; and
WHEREAS, there are approximately 100 roll-up doors throughout the City that require maintenance and repair services; and
WHEREAS, the current agreement with Barton Overhead Door Inc, Modesto CA, will reach the end of the agreement tenn on January 31, 2021; and WHEREAS, Barton Overhead Door Inc, has reached their amount agreed of $85,000; and
WHEREAS, on July 29, 2019 the Purchasing Division issued RFB 1819-41 for the procurement of maintenance and repair services for on-call commercial roll-up doors for the Modesto Fire Department on the City’s website; prospective bidders were notified online of the bid opportunity and 15 vendors downloaded the RFB; and WHEREAS, on September 17, 2019 bids were formally opened in the City Clerk’s Office and two vendors responded; and
12/03/2019/Finance'CKJine'
Item 7 1 2019-535
EXHIBIT A #10..
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WHEREAS, Modesto Municipal Code Section 8.3-203 generally requires all purchases, which meet or exceed $50,000 for material, equipment or contractual services to follow formal bid procedures; and
WHEREAS, the award of RFB 1819-41 for On-Call Commercial Roll-Up Door Maintenance and Repair Services conforms to the Modesto Municipal code because the City complied with the formal bid procedures and West Coast Door and Gate was the lowest responsive and responsible bidder.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the award of bid and agreement for On-Call Commercial Roll-Up Door Maintenance and Repair Services to West Coast Door and Gate, Ceres CA for a two-year agreement with three one-year extension options, for an annual estimated cost of $34,000 and a total amount not to exceed $170,000 over five years.

BE IT FURTHER RESOLVED, that the Purchasing Manager, or her designee, is hereby authorized to execute the agreement.
12/03/2019/Finance/CKline/ltem 7 2 2019-535
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The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 3
rd day of December, 2019, by Councilmember Kenoyer,
who moved its adoption, which motion being duly seconded by Councilmember Grewal, was upon roll call carried and the resolution adopted by the following vote:

Councilmembers: Grewal, Kenoyer, Madrigal, Ridenour,
Zoslocki, Mayor Brandvold
AYES:

NOES: Councilmembers: None
ABSENT: Councilmembers: Ah You
ATTEST:

STEPHANIE LOPEZ, City Cl
(SEAL)
APPROVED AS TO FORM:
'i
By:

ADAM U. LINDGREN,Cky Attorney
12/03/20i9/Finance/CK]ine.
'
Item 7 3 2019-535
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EXHIBIT B #10..
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1 CITY OF MODESTO
REQUEST FOR BID AND SPECIFICATIONS NO. 1819-41
FOR

ON-CALL ROLL-UP DOOR MAINTENANCE & REPAIR SERVICES

THE PAYMENT OF PREVAILING WAGE IS REQUIRED
BID OPENING: May 21, 2019 at 11:00 A.M.

CITY OF MODESTO CONTACT: Trina Alvarez, Buyer
E-MAIL ADDRESS: [email protected]
PHONE: (209) 341-2908

EXHIBIT C
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2 CITY OF MODESTO
REQUEST FOR BID AND SPECIFICATIONS NO. 1819-41

TABLE OF CONTENTS
Page
. Notice to Bidders ................................................................................................................ 3 . City Contacts ...................................................................................................................... 4 . Calendar of Events.............................................................................................................. 4 . Offer and Acceptance ......................................................................................................... 4 . FORMS
. Bid Acknowledgement (Signature Form)........................................................................ 5 . Pricing Schedule (Signature Form)............................................................................... 6-8 . Exceptions, Clarifications, Amendments ........................................................................... 9 . References......................................................................................................................... 10 . Financial Interest Disclosure Form (Signature Form).............................................. 11-13 . Support of Local Vendors ................................................................................................ 14 . Company History Statement ............................................................................................ 15 . Warranty Statement .......................................................................................................... 15

TECHNICAL SPECIFICATIONS AND REQUIREMENTS
. Scope of Work .................................................................................................................. 16 . Prevailing Wages .............................................................................................................. 17 . Insurance ........................................................................................................................... 17 . Required Licenses............................................................................................................. 18 . Support of Local Vendors ................................................................................................ 19

GENERAL TERMS AND CONDITIONS
. Bid Submittal .................................................................................................................... 20 . Acceptance/Rejection of Irregular Bids ........................................................................... 20 . Complete Bid Document .................................................................................................. 20 . Compliance / Non-Compliance ................................................................................... 20-21 . Pricing Format .................................................................................................................. 21 . Pricing Schedule ............................................................................................................... 21 . Award of Bid .................................................................................................................... 21 . Term of Contract .............................................................................................................. 22 . Quantities .......................................................................................................................... 22 . Funding ............................................................................................................................. 22 . Termination of Services ................................................................................................... 22 . Payment ............................................................................................................................ 25 Attachment A .................................................................................................................... 26 Sample Annual Agreement .........................................................................................27-35 #10..
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3 NOTICE TO BIDDERS
NOTICE IS HEREBY GIVEN that the City of Modesto, County of Stanislaus, State of California, will receive at the City Clerk’s office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 sealed bids for the furnishing of on-call roll-up door maintenance & repair services for the City of Modesto, Purchasing Division.

All equipment, materials, and supplies shall be furnished F.O.B. City of Modesto. Bids can be downloaded from the City’s Purchasing website at http://www.modestogov.com/257/Contracting-Bid-Opportunities; such bids shall include all necessary specifications.

Each bid shall be sealed and filed with the City Clerk’s office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 no later than May 21, 2019 at 11:00 A.M., at which time bids will be opened, read and recorded. All bids shall be available for review following City Council award approval at the Purchasing Division, 1010 Tenth Street, 5th Floor, Suite 5300, Modesto, CA 95354.

Bidders are hereby notified that pursuant to Section 1770 et seq. of the Labor Code of the State of California, the Director of Industrial Relations of the State of California has ascertained the general prevailing rate of hourly wages and rates for legal holidays and overtime work in the locality where this work is to be performed, for each craft or type of worker or mechanic needed to execute the contract which will be awarded to the successful bidder.

It shall be mandatory upon the Contractor to whom the contract is awarded, and upon any subcontractor under him/her, to pay not less than the said specified rates to all laborers and mechanics employed by them in the execution of the contract.

Bids will be received only at the address shown above, and prior to the time indicated. Any bid received at or after said time and/or date, or at a place other than the stated address cannot be considered and will be returned to the bidder unopened.

All bids, whether delivered by an employee of the bidder, U.S. Postal Service, courier or package delivery service must be received and time stamped at the stated address prior to the time designated. The City Clerk’s time stamp shall be considered the official timepiece for the purpose of establishing the actual receipt of bids.

The City of Modesto assumes no responsibility for delay in the delivery of the bid.

On the outside of both the bid envelope and courier envelope, the bidder shall indicate the following:

NAME AND ADDRESS OF BIDDER
SPECIFICATION NUMBER 1819-41

ON-CALL ROLL-UP DOOR MAINTENANCE & REPAIR SERVICE
BID OPENING DATE: MAY 21, 2019 AT 11:00 A.M.

MAIL TO: CITY CLERK COURIER TO: CITY CLERK

CITY OF MODESTO CITY OF MODESTO
P.O. BOX 642 1010 10TH STREET, SUITE 6600
MODESTO, CA 95353 MODESTO, CA 95354
The City reserves the right to reject any or all bids or to waive any informalities or minor irregularities in a bid.

No bidder may withdraw his/her bid for a period of ninety (90) days after the date set for the opening thereof. #10..
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4 CITY CONTACTS
All questions regarding these specifications, terms, and conditions shall be submitted in writing to Trina Alvarez, Assistant Buyer, via email at: [email protected].

All contacts during the bid process shall be through the Purchasing Division. Attempts by the bidder to contact department representatives may result in disqualification of the bidder from the bid process.

CALENDAR OF EVENTS
Event Date
Bid Issued April 23, 2019
Written Questions Due April 30, 2019
Addendum Issued (if required) May 7, 2019
Response Due BEFORE 11:00 A.M. on Tuesday, May 21, 2019 Bid Award Date July 2019
Note: Award date is approximate.

Note: Deliver or mail bids to the referenced address, only, as indicated in the Notice to Bidders.

It is the responsibility of each bidder to be familiar with all of the specifications, terms and conditions and the site condition (if applicable). The bidder agrees and acknowledges all RFB/Q specifications, terms, and conditions and indicates the ability to perform by submission of a bid.

By the submission of a bid, the bidder certifies that if awarded a contract they will make no claim against the City based upon ignorance of conditions or misunderstanding of the specifications.

OFFER AND ACCEPTANCE:

Seller represents his/her acceptance to provide products and/or services as follows: City's offer to purchase products and/or services is expressly conditioned upon Seller's assent to the terms and conditions set forth in City purchase order documents, specifications, supporting data, and these articles. Seller agrees that Seller's Order Acknowledgement terms and conditions received prior to, during, or after order placement by City are hereby rejected. City purchase orders signed by the City's Purchasing Manager or his designated agent and issued to Seller constitutes written notification to Seller of City's rejection of any and all of Seller Order Acknowledgements, counter offers and change to the City's terms and conditions. #10..
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5 REQUEST FOR BID AND SPECIFICATIONS NO. 1819-41

ON-CALL ROLL-UP DOOR MAINTENANCE & REPAIR SERVICES

BID ACKNOWLEDGEMENT
The City is soliciting bids from qualified Bidders to furnish its requirements per the specifications, terms and conditions contained in the above referenced bid number.

This Bid Acknowledgement must be completed, signed by a responsible officer or employee, dated and submitted with the bid response. Obligations assumed by such signature must be fulfilled.

1. Preparation of Bids: (a) All prices and notations must be printed in ink or typewritten. No erasures permitted. Errors may be crossed out and corrections printed in ink or typewritten adjacent and must be initialed in ink by person signing the bid. (b) Quote price as specified in bid. No alterations or changes of any kind shall be permitted to the Bid Form. Responses that do not comply shall be subject to rejection in total.

2. Failure to Submit Bid: If you are not submitting a bid but want to remain on the mailing list and receive future bids, complete, sign and return this Bid Acknowledgement and state the reason you are not pricing.

3. Taxes and Freight Charges: (a) Unless otherwise required and specified in the RFB, the prices quoted herein do not include Sales, Use or other taxes. (b) No charge for delivery, drayage, express, parcel post packing, cartage, insurance, license fees, permits, costs of bonds, or for any other purpose, except taxes legally payable by City, will be paid by the City unless expressly included and itemized in the bid. (c) Amount paid for transportation of property to the City is exempt from Federal Transportation Tax. An exemption certificate is not required where the shipping paper shows the consignee as one (1) of the Agencies; as such papers may be accepted by the carrier as proof of the exempt character of the shipment. (d) Articles sold to the Agencies are exempt from certain Federal excise taxes. The Agencies will furnish an exemption certificate.

4. Award: (a) Unless otherwise specified by the bidder or the RFB gives notice of an all-or-none award, the City may accept any item or group of items of any bid. (b) Bids are subject to acceptance at any time within thirty (30) days of opening, unless otherwise specified in the RFB. (c) A valid, written purchase order mailed, or otherwise furnished, to the successful bidder within the time for acceptance specified results in a binding contract without further action by either party. The contract shall be interpreted, construed and given effect in all respects according to the laws of the State of California.

5. Patent Indemnity: Bidders who do business with the City shall hold the City, its officers, agents and employees, harmless from liability of any nature or kind, including cost and expenses, for infringement or use of any patent, copyright or other proprietary right, secret process, patented or un-patented invention, article or appliance furnished or used in connection with the contract or purchase order.

6. Samples: Samples of items, when required, shall be furnished free of expense to the City and if not destroyed by test may upon request (made when the sample is furnished), be returned at the bidder’s expense.

7. Rights and Remedies of Agencies for Default: (a) In the event any item furnished by the bidder in the performance of the contract or purchase order should fail to conform to the specifications therefore or to the sample submitted by the bidder with its bid, the City may reject the same, and it shall thereupon become the duty of the bidder to reclaim and remove the same forthwith, without expense to the City, and immediately to replace all such rejected items with others conforming to such specifications or samples; provided that should the bidder fail, neglect or refuse so to do the City shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items and to deduct from any moneys due or that may there after come due to vendor the difference between the prices named in the contract or purchase order and the actual cost thereof to the City. In the event that the bidder fails to make prompt delivery as specified for any item, the same conditions as to the rights of the City to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. (b) Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the bidder. (c) The rights and remedies of the Agencies provided above shall not be exclusive and are in addition to any other rights and remedies provided by law or under the contract.

8. Discounts: (a) Terms of less than ten (10) days for cash discount will be considered as net. (b) In connection with any discount offered, time will be computed from date of complete, satisfactory delivery of the supplies, equipment or services specified in the RFB, or from date correct invoices are received by the City at the billing address specified, if the latter date is later than the date of delivery. Payment is deemed to be made, for the purpose of earning the discount, on the date of mailing the City’s check.

9. California Government Code Section 4552: In submitting a bid to a public purchasing body, the bidder offers and agrees that if the bid is accepted, it will assign to the purchasing body all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2, commencing with Section 16700, of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, materials, or services by the bidder for sale to the purchasing body pursuant to the bid. Such assignment shall be made and become effective at the time the purchasing body tenders final payment to the bidder.

10. No Guarantee or Warranty: The City makes no guarantee or warranty as to the condition, completeness or safety of any material or equipment that may be traded in on this order.

11. Two “Inked” Signed Original Bid Document Requested: Failure to furnish at least one “inked” signed original bid document may result in disqualification.

THE undersigned acknowledges receipt of the referenced RFB and/or Addenda and offers and agrees to furnish the articles and/or services specified on behalf of the bidder indicated below, in accordance with the specifications, terms and conditions of this RFB and Bid Acknowledgement, for the pricing indicated on the Pricing Schedule.

Firm:

Address:

City/State/Zip:

Signature/Title/Date:
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6 REQUEST FOR BID AND SPECIFICATIONS NO. 1819-41

ON-CALL ROLL-UP DOOR MAINTENANCE & REPAIR SERVICES
PRICING SCHEDULE – PAYMENT OF PREVAILING WAGES IS REQUIRED All labor, materials, tools, equipment, vehicles, fuel and insurance necessary to perform the required work shall be included in bid pricing.

Description
Payment of Prevailing Wages Required
Hourly Labor Rate
On-Call Roll-Up Door Maintenance & Repair Service Hourly Rate During Business Hours Monday through Friday
Business Hours From 7:00 AM To 5:00 PM $ /HOUR
On-Call Roll-Up Door Maintenance & Repair Service Hourly Rate After Hours (Including Weekends Friday after 5:00 PM - Monday 7:00 AM) After Hours From 5:00 PM To 7:00 AM $ /HOUR
On-Call Roll-Up Door Maintenance & Repair Service Rate Overtime $ /HOUR
On-Call Roll-Up Door Maintenance & Repair Service Hourly Rate (All Holidays)
$ /HOUR
Equipment Parts & Components Costs Mark-up
_____________________%
Minimum Flat Fee for Roll-Up Door Maintenance and Services As Needed
$ /HOUR
EQUIPMENT PARTS AND COMPONENT COSTS:

All parts and components furnished shall be at the Contractor’s landed cost less any earned discounts, plus not to exceed a ten-percent (10%) mark-up, plus sales tax. When called for by the City, the Contractor shall furnish a copy of the manufacturer’s invoice in order to verify the proper price charged to the City.

The stated pricing is subject to ______ percent (______%) cash discount if invoice is paid within ______ days after acceptance of service.

Response Time after Receipt of Request for Service: _______________________________________ City Business/Delivery License No. ________________ Expiration Date: ___________ Dept. Industrial Relations (DIR) No. _______________ Expiration Date: ___________ Contractor’s State License Board No. _______________ Expiration Date: ___________ California C-61/D-28 License No. ___ Expiration Date: _____ #10..
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7 Contractor must possess a valid California C-61/D-28 or other appropriate Contractor’s license at the time of proposal submission, pursuant to California Public contract Code Section 3300 and Business and Professions code Section 7028.15. The respondent must be licensed as a contract in accordance with the provisions of California Business and Professions Code Chapter 9, Article 5 Licensing 7065-7077. The successful contractor must maintain the license throughout the duration of the contract.

Does bidder accept the City’s Epay Payment Program? Please check one: Yes ____ No ____ Information regarding the program is provided in Section: Payment #10..
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8 REQUEST FOR BID AND SPECIFICATIONS NO. 1819-41

ON-CALL ROLL-UP DOOR MAINTENANCE & REPAIR SERVICES

PRICING SCHEDULE
CALIFORNIA LABOR CODE SECTION 1771.1 (a)
1771.1. (a) A contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, as defined in this chapter, unless currently registered and qualified to perform public work pursuant to Section 1725.5. It is not a violation of this section for an unregistered contractor to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public Contract Code, provided the contractor is registered to perform public work pursuant to Section 1725.5 at the time the contract is awarded.

Workers must be paid no less than the prevailing wage rate as published by the DIR, and Contractor shall maintain certified payroll. For additional information regarding Prevailing Wages, please contact the DIR at www.dir.ca.gov, or call the DIR, Labor Research and Statistics Unit, Prevailing Wage Unit at (415)-703-4774 THE undersigned acknowledges receipt of the referenced RFB and/or Addenda and offers and agrees to furnish the articles and/or services specified on behalf of the bidder indicated below, in accordance with the specifications, terms and conditions of this RFB and Bid Acknowledgement, for the pricing indicated on the Pricing Schedule.

Company Name (Bidder):

By (Person Submitting Bid): (Print)
By (Person Submitting Bid): (Signature)
Title of Person Submitting Bid:

Business Address
(City/State/Zip):

E-Mail Address:

Telephone Number:

Fax Number:

Date:
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9 REQUEST FOR BID AND SPECIFICATIONS NO. 1819-41

ON-CALL ROLL-UP DOOR MAINTENANCE & REPAIR SERVICES

EXCEPTIONS, CLARIFICATIONS, AMENDMENTS
Exceptions, Clarifications, Amendments
List requests for bid clarifications and exceptions below, if any, sign and submit with your bid response.

Item
No.

Reference To: Description
Page No. Paragraph No.

Company Name (Bidder):
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10 REQUEST FOR BID AND SPECIFICATIONS NO. 1819-41

ON-CALL ROLL-UP DOOR MAINTENANCE & REPAIR SERVICES

REFERENCES
All Bidders must provide a list of three (3) current of former clients in the area provided below, identifying prior experience with the same type of services requested by the City under Scope of Work.

References shall have similar volume and requirements to those outlined in these specifications, terms and conditions. Bidders failing to provide references shall be deemed unacceptable.

The City may contact some or all of the references provided in order to determine the bidders’ performance record on work and equipment similar to that described in this bid. The City reserves the right to contact references other than those provided in the response and to use the information gained from them in the award process.

Company Name:

Address:

City, State, Zip Code:

Contact Person:

Email Address:

Telephone Number:

Type of Business:

Date of Service:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code:

Contact Person:

Email Address:

Telephone Number:

Type of Business:

Date of Service:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business:

Date of Service:

Annual Contract Value $
Company Name (Bidder):
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11 REQUEST FOR BID AND SPECIFICATIONS NO. 1819-41

ON-CALL ROLL-UP DOOR MAINTENANCE & REPAIR SERVICES

FINANCIAL INTEREST DISCLOSURE

REQUIRED DISCLOSURE BEGINNING THE COUNCIL MEETING
OF JANUARY 7, 2003
The ordinance requiring financial interest disclosure by all parties having a direct or indirect interest of $2,000 or more (except for certain publicly traded companies) will be effective at the Council meeting of January 7, 2003. This means that any Council action on a contract, agreement or development right must be accompanied by a FINANCIAL INTEREST DISCLOSURE FORM listing by name all parties that have a material financial interest in the agreement, contract or development right.

PLEASE NOTE, any Council action that requires a FINANCIAL INTEREST DISCLOSURE cannot be considered by the City Council until the required reporting is made. That means that Agenda Items without the DISCLOSURE will be removed from the Council Agenda.

FinDisclosure12-19
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12 FINANCIAL INTEREST DISCLOSURE FORM
All persons included within the meaning of either of the following tests have a material financial interest in an agreement, or application for development rights, submitted for approval or disapproval by the City Council, and shall be identified by the applicant, by name.

Tests of Materiality:

1. Whether it is foreseeable to a reasonable person that the value of their interest in property available for use by an applicant, or their interest in the applicant itself, may increase or decrease by an amount greater than $2,000.00 as a direct or indirect result of Council action on the applicant’s agreement or application for development rights.

2. Whether it is foreseeable to a reasonable person that the person’s gross income from the applicant may increase or decrease by a sum greater than $2,000.00 as a direct or indirect result of Council action on the agreement or application for development rights.

The applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.

By signing this document I agree to the information contained within.

COMPANY NAME: ____________________________________________________

__________________________________
APPLICANT’S NAME (SIGNATURE):

__________________________________
APPLICANT’S NAME/TITLE (PRINT):
__________________________________
Applicable Names: DATE:
(See attached list)
Questions concerning the application of either test to particular facts should be resolved in advance of Council action by agreement with the department head recommending approval of its agreement/application.

DIRECTOR
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13 COMPANY NAME: __________________________________________ NAMES
Signature / Print:

Signature / Print:

Signature / Print:
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14 REQUEST FOR BID AND SPECIFICATIONS NO. 1819-41

ON-CALL ROLL-UP DOOR MAINTENANCE & REPAIR SERVICES

SUPPORT OF LOCAL VENDORS

REQUEST FOR DECLARATION
of

LOCAL BUSINESS
Should the bidder that submits the lowest responsive bid or quote and would otherwise normally qualify to receive the bid pursuant to Sections 8-3.203 and 8-3.204 of the Modesto Municipal Code (MMC) not be a local business as defined herein, the lowest bid or quote submitted by a local business that is within five percent (5%) of the lowest bid or quote, whether or not that bidder is the second lowest bidder, may be deemed to be the lowest bidder if the local bidder agrees to reduce its bid to match the bid or quote of the lowest bidder in writing within five (5) business days after notification by City Purchasing staff, provided that said local bidder is deemed to be a responsible bidder as determined by the Purchasing Manager.

To qualify as a local bidder, the bidder must have a physical business location within the City of Modesto and a current City of Modesto business license.

I declare I am a local business per the above criteria

SUPPORT OF LOCAL VENDORS

DECLARATION OF ELIGIBILITY
Company Name:

Street Address:

Telephone Number:

Business License Number:

Under penalty of perjury, The Undersigned declares that the foregoing information is true and correct:

Print/Type Name:

Title:

Signature:

Date:
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15 REQUEST FOR BID AND SPECIFICATIONS NO. 1819-41

ON-CALL ROLL-UP DOOR MAINTENANCE & REPAIR SERVICES
The Bidder’s responses for the following shall be prepared on company letterhead and provided with the bid submittal.

1. COMPANY HISTORY STATEMENT
Your company shall have been in business for a minimum of three (3) continuous years (immediately prior to the time of the RFB submittal date) providing the types of services requested herein.

2. WARRANTY STATEMENT
Bidder shall attach to their bid proposal a written statement detailing workmanship warranty, term and conditions as defined in the RFB.

Upon expiration of the applicable warranty period, all such liability shall terminate except for fraud or such gross mistakes as amount to fraud, latent defects, or specific failure to comply with the terms or any resultant order. .
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16 REQUEST FOR BID AND SPECIFICATIONS NO. 1819-41

ON-CALL ROLL-UP DOOR MAINTENANCE & REPAIR SERVICES

TECHNICAL SPECIFICATIONS AND REQUIREMENTS

1.1 SCOPE OF WORK:

The City of Modesto Fire Department is inviting bids for roll-up bay door repair and maintenance services for all fire department locations and other roll-up door repair and maintenance services citywide on an as needed basis. The successful bidder shall provide repair and maintenance services including all personnel, labor, supervision, materials, tools, safety equipment and the equipment required to maintain and repair roll-up door systems within the City of Modesto’s various locations provided in Attachment A. Continuing and reliable operation is essential for the 24-hour operation of our facilities. It is essential that prompt, thorough service is provided at these locations.

The intent of this agreement is to provide any maintenance repairs and replacements for any equipment required for proper operation of the system(s) under contract which may include but not limited to:
 Doors
 Hit or damaged doors
 Doors out of the tracks
 Door spring failures
 Weather stripping
 Rollers
 Springs
 Hinges
 Rails
 Safety Systems
 Tracks
 Electronic Eyes
 Loss of electrical power for door hoist
 Sensors
 Bent door tracks
 Door wheels binding in tracks or guides
 Crimping or buckling of door panels
Additional services other than those listed may be requested by the City of Modesto during the contract term.

Additional services added to the contract are to be provided at the same time and material prices offered in the bid.

Services not detailed in this scope, are not to be performed unless they are requested and authorized by the City of Modesto. Additional work is to be billed at the hourly rate provided in the bid.

All offerors providing services will have the competency, relevant experience, knowledge, and reliability which qualify the individual(s) to successfully provide the required supplies and services requested in this RFB.

MINIMUM QUALIFICATION:
 Contractor must be skilled and regularly engaged in the general class or type of work called for under the contract. The successful contractor must also have no less than five (5) years of experience in providing roll-up bay door repair and maintenance services. #10..
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17  Contractor must possess a valid California C-61/D-28 or other appropriate Contractor’s license at the time of proposal submission, pursuant to California Public contract Code Section 3300 and Business and Professions code Section 7028.15. The respondent must be licensed as a contractor in accordance with the provisions of California Business and Professions Code Chapter 9, Article 5 Licensing 7065-7077.

The successful contractor must maintain the license throughout the duration of this contract.  Pursuant to SB854, and labor Code Section 1725.5 contractor must be registered with the Department of Industrial Relations (DIR).

1.2 PREVAILING WAGES:

Pursuant to Section 1770 et seq. of the Labor Code of the State of California, the Director of Industrial Relations of the State of California has ascertained the general prevailing rate of hourly wages and rates for legal holidays and overtime work in the locality where this work is to be performed, for each craft or type of worker or mechanic needed to execute the contract which will be awarded to the successful bidder.

The payment of prevailing wages is required for maintenance under this contract and all provisions of Section

7.04 of the General Provisions contained within the City standards shall apply.

1.3 INSURANCE:

The CONTRACTOR shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the CITY as may be required by the City Clerk of the CITY. The policies or certificates thereof shall provide that, thirty (30) days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY by registered mail, return receipt requested, for all of the following stated insurance policies.

A. Workers' Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000.

B. General Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations.

C. Automobile Liability – insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. This insurance shall cover any automobile for bodily injury and property damage.

If at any time any of said policies shall be unsatisfactory to the CITY, as to form or substance or if a company issuing such policy shall be unsatisfactory to the CITY, the CONTRACTOR shall promptly obtain a new policy, submit the same to Risk Manager for approval and submit a certificate thereof as hereinabove provided.

Upon failure of the CONTRACTOR to furnish, deliver or maintain such insurance and certificates as above provided, this Agreement, at the election of the CITY, may be forthwith declared suspended, or terminated.

Failure of the CONTRACTOR to obtain and/or maintain any required insurance shall not relieve the CONTRACTOR from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the CONTRACTOR concerning indemnification. The CITY, it agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation.

The Workers' Compensation insurer shall agree to waive all rights of subrogation against the CITY, its agents, officers, employees, and volunteers for losses arising from work performed by CONTRACTOR for the CITY.
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18 The CONTRACTOR's insurance policy(ies) shall include a provision that the coverage is primary as respects the CITY; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the Risk Manager.

For any claims related to this project, the CONTRACTOR’s insurance coverage shall be primary insurance as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it.

CONTRACTOR shall either require any subcontractor to procure and to maintain during the term of the subcontract all insurance in the amounts specified above, or shall insure the activities of subcontractors in the policy specified above. The limits of liability required may vary, depending on the type of permit or contract.

1.4 REQUIRED LICENSES:

Prior to beginning any work or delivering any equipment or material to be furnished under this specification and bid, the bidder shall secure the appropriate Business/Delivery license from the City of Modesto.

Business/Delivery license information may be obtained by calling (209) 577-5389.

If the bidder is furnishing any labor or service including installation or maintenance, the bidder shall possess the appropriate California Contractor's license(s) at the time the bid is submitted. A contract shall not be awarded to a bidder that does not possess the appropriate Contractor's license(s). The appropriate Contractor's license(s) is that specified in this request, or if not specified, that which is otherwise required by law, and qualifies the Contractor to do business in the State of California.

Contractor must possess a valid California C-61/D-28 or other appropriate Contractor’s license at the time of proposal submission, pursuant to California Public contract Code Section 3300 and Business and Professions code Section 7028.15. The respondent must be licensed as a contractor in accordance with the provisions of California Business and Professions Code Chapter 9, Article 5 Licensing 7065-7077. The successful contractor must maintain the license throughout the duration of this contract.

Pursuant to SB854, and labor Code Section 1725.5 contractor must be registered with the Department of Industrial Relations (DIR).

1.5 CONTRACTOR’S RESPONSIBILITY FOR WORK:

Until the formal acceptance of the work by the Technical Liaison, the Contractor shall be responsible for and have care, custody, and control of the work and of the parts, materials and equipment to be used therein, delivered to the work site. The Contractor shall bear full risk of loss, injury or damage to any part of the work and parts, material or equipment by action of the elements, or from any other cause, whether arising from the execution or non-execution of the work. The Contractor shall rebuild, repair, restore and make whole, all loss or damage to any portion of the work, parts or materials, before final acceptance by the City.

Suspension of work for any cause whatsoever shall not relieve the Contractor of their responsibility for the work or parts and materials as specified on the work request. The Contractor shall be responsible for and remedy all defects arising from faulty, improper or inferior workmanship.

The Contractor shall be responsible for any damage their activities cause to adjacent public or private property.

The Contractor shall take all measures necessary to protect the surrounding area from debris or other damage resultant from the project activities.

1.6 CHARACTER OF WORKERS:

If any person employed by the Contractor fails or refuses to carry out the direction of the Technical Liaison, or appears to be incompetent or acts in a disorderly or improper manner, that person shall be discharged #10..
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19 immediately from the job on the request of the Technical Liaison or Purchasing Manager, and such person shall not again work on any City job.

1.7 LABOR FORCE AND SUPERVISION:

The Contractor shall provide sufficient labor at all times to carry out the work properly and shall ensure that competent workers who are skilled in the type of work required are employed. The Contractor shall ensure that supervision is provided at all times while any work under this contract is being performed. If, in the judgment of the City, any person is incompetent or disorderly, Contractor shall promptly remove such person from the work for the duration of the contract.

1.8 DELAY BY THE CITY:

Any act or omission of any kind by the City of Modesto, its officers, agents or employees, which causes the Contractor delay in the completion of the work shall be grounds for extension of time on the part of the Contractor to complete the work, but shall give the Contractor no damages for such delay.

1.9 ADDITIONAL AND EMERGENCY PROTECTION:

Whenever, in the opinion of the Technical Liaison, the Contractor has not taken sufficient precautions for the safety of the public, or property and structures adjacent to the work site, the Technical Liaison may provide suitable protection with or without first notifying the Contractor. The cost and expense of such protection provided by the City shall be borne by the Contractor. The City shall deduct the cost of such protection from any monies due or to become due to the Contractor.

1.10 BARRICADES:

The Contractor shall provide and place barricades and/or safety ribbon as necessary to restrict access to the work areas. The Contractor shall be responsible for maintaining access control of the work areas from the time construction starts until the time the work site is returned to its pre-project condition, including paving and cleanup.

1.11 CLEANUP:

Prior to requesting a final inspection, the Contractor shall carefully clean up and remove all surplus materials and/or debris of any type resulting from the Contractor’s work from the work site, and shall dispose of all of the materials and debris in a proper manner. The work site shall be left clean and neat. All plant piping used to transport material from the work area shall be flushed at the completion of the work.

1.12 DISPOSAL OF MATERIALS:

The Contractor shall certify that any materials and debris removed from the site shall be disposed of in accordance with applicable Federal, State and Local laws, regulations or ordinances. If requested by the City, Contractor shall furnish proof of disposal.

1.13 SUPPORT OF LOCAL VENDORS:

Should the bidder that submits the lowest responsive bid or quote and would otherwise normally qualify to receive the bid pursuant to Sections 8-3.203 and 8-3.204 of the Modesto Municipal Code (MMC) not be a local business as defined herein, the lowest bid or quote submitted by a local business that is within five percent (5%) of the lowest bid or quote, whether or not that bidder is the second lowest bidder, may be deemed to be the lowest bidder if the local bidder agrees to reduce its bid to match the bid or quote of the lowest bidder in writing within five (5) business days after notification by City Purchasing staff, provided that said local bidder is deemed to be a responsible bidder as determined by the Purchasing Manager.

To qualify as a local bidder, the bidder must have a physical business location within the City of Modesto and a current City of Modesto business license.
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20 REQUEST FOR BID AND SPECIFICATIONS NO. 1819-41

ON-CALL ROLL-UP DOOR MAINTENANCE & REPAIR SERVICES

GENERAL TERMS AND CONDITIONS

2.1 BID SUBMITTAL:

Bidders should submit at least one “inked” (preferably blue ink) signed original bid document, plus two (2) copies of the signed original bid document. The original bid documents shall be clearly marked.

Photocopies do not constitute an original bid.

FAILURE TO FURNISH AT LEAST ONE “INKED” SIGNED ORIGINAL BID DOCUMENT MAY RESULT IN DISQUALIFICATION.

It is the responsibility of the bidders to identify information in their bid responses that they consider to be confidential under the California Public Records Act. To the extent that the City agrees with that designation, such information will be held in confidence whenever possible. All other information will be considered public.

All costs associated with the preparation of this bid shall be borne by the bidder.

All exceptions taken to these specifications shall be specifically and clearly identified on Exceptions, Clarifications and Amendments form. Failure to comply with this provision is grounds for bid rejection.

Exceptions taken shall not affect the overall performance and quality of equipment, materials and/or services required by the City. The Purchasing Manager or his designated agent shall make the final decision regarding the acceptability of equipment, materials and/or services with exceptions.

2.1.1 ACCEPTANCE/REJECTION OF IRREGULAR BIDS:

A contract shall be awarded to the bidder whose bid most closely satisfies the needs of the City and is deemed the most advantageous to the City. The City reserves the right to reject any or all bids or to waive any informalities or minor irregularities in a bid.

2.1.2 COMPLETE BID DOCUMENT:

The following forms constitute the makeup of a complete bid document:
 Bid Acknowledgement (Signature Form)
 Pricing Schedule (Signature Form)
 Exceptions, Clarifications, Amendments
 References
 Financial Interest Disclosure Form (Signature Form)
 Support of Local Vendors (if applicable)
 Company History Statement
 Warranty Statement
Failure to furnish any of these forms may result in disqualification.

2.2 COMPLIANCE:

Bidders are required to sign the “Pricing Schedule, Financial Interest Disclosure Form and Bid Acknowledgement Form” of this bid document, thereby acknowledging they are in full compliance with all requirements of Bid No. 1819-41, and any addendum to such bid. #10..
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21 Failure to comply may result in disqualification.

Bidder should furnish at least one “inked” signed original bid documents, plus two (2) copies of the signed original bid.

FAILURE TO FURNISH AT LEAST ONE “INKED” SIGNED ORIGINAL BID DOCUMENT MAY RESULT IN DISQUALIFICATION.

The bidder guarantees that the offered equipment, material or services meet all safety requirements applicable in accordance with Cal-OSHA regulations and any other rule or regulation required by the City of Modesto.

2.3 NON-COMPLIANCE:

If you cannot comply with a specification requirement, note as an addendum on the Exceptions, Clarifications, Amendments form, your exception, and your recommendation. The Purchasing Manager will evaluate your recommendation. If after evaluation it is determined that the bidder is not in compliance with the specification, the bid may be rejected.

2.4 PREVAILING WAGES:

The payment of prevailing wages is required for maintenance under this contract and all provisions of Section

7.04 of the General Provisions contained within the City standards shall apply.

2.5 PRICING FORMAT:

All labor, equipment and insurance necessary to perform the required work shall be included in bid pricing.

Unless otherwise stated, the bidder agrees that, in the event of a price decline, the benefit of such lower pricing shall be extended to the City.

The City of Modesto shall not pay mileage charges or travel time from the Contractor’s place of business to the job site, or from site to site, or for the Contractor’s travel time to pick up materials.

2.6 PRICING SCHEDULE:

Bidders shall use the pricing schedule provided in this document to present bid pricing. No other form or format shall be accepted.

2.7 AWARD OF BID:

This is an “all or none” bid award.

Award shall be based on providing the lowest responsive and responsible bid meeting the RFB specifications.

Contracts may be awarded to more than one company in order to provide for backup, or in case the “primary” contractor is unable to meet the City’s needs. The secondary company could be awarded a specific job only if the primary contractor is unable to perform the service, or if the primary contractor is unable to complete the specific job within the time frame required by the City, and finally, if the primary contractor is unable to maintain acceptable quality standards required by the City.

The City reserves the right to decline to award a contract if it is determined that the proposed pricing is not competitively priced based on similar contracts with public agencies within the State of California.

The City reserves the right to select that bid, which best suits the City’s needs. Regardless of City staff’s recommendation, the City Council reserves the right to award a contract to the bidder that best suits the City’s needs as determined by the City Council whether or not said award is consistent with City staff’s recommendation for award.
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22 2.8 TERM OF CONTRACT:

The term of the contract shall be for a period of two (2) years with three (3) one-year extension options at the sole discretion of City, for a total of five (5) years.

A. Pricing shall remain firm for the first two (2) years of any contract, which may be awarded pursuant to this RFB.

B. Price increases for subsequent contract years three, four, and five, shall not exceed the Consumer Price Index (CPI) for West Urban Area in any one contract year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by Contractor(s) in writing, sixty (60) days prior to the annual anniversary date of the contract to be effective for the subsequent year.

2.9 CONTRACT AGREEMENT:

The successful Bidder shall be required to enter into an agreement with the City to furnish services outlined in this bid, and as such, a sample agreement is provided for review. If the bidder requests modifications to the agreement the bidder shall list those modifications on page 8, Exceptions, Clarifications, and Amendments.

2.10 QUANTITIES:

The successful bidder shall be required to provide whatever quantities may be required during the contract term.

No minimum or maximum is guaranteed or implied.

2.11 FUNDING:

All annual extensions are based upon continuous funding for that purpose by the City Council. Failure to fund any annual extension shall result in an immediate termination of the agreement without redress.

2.12 INSPECTION AND ACCEPTANCE:

Whenever the product or service provided by the supplier has been delivered to the Modesto, California, delivery point, the designated agent shall make the final inspection and acceptance.

If upon initial inspection the product or service is found to be defective in its construction or deficient in any of the requirements of this specification, the supplier shall remedy or remove said product in an acceptable manner at the supplier's expense. No compensation shall be allowed for such correction of product, labor, or transportation of product.

2.13 TERMINATION OF SERVICES:

The City reserves the right to discontinue services with the provider upon failure to meet contractual expectations and/or obligations, as recommended by the site supervisor or his/her agent.

The City reserves the right to review the service providers’ performance at any time with or without the knowledge or consent of the provider.

Cancellation of services shall be determined by the collaborative efforts of the Purchasing Manager, or his designee, and using department after reviewing the incident(s) of failure to perform. Either party may terminate the contract in its unilateral discretion for any or no reason by providing at least sixty (60) days written notice to the other of its desire to terminate.

2.14 OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES:

If mutually agreeable to all parties, the issuance of any resultant contract/purchase order referencing these specifications and modified by mutual agreement between all parties may be extended to other government or publicly funded agencies. It shall be understood that all terms and conditions as specified herein shall apply. #10..
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23 2.15 NON-DISCRIMINATION:

A. During the performance of this contract, Contractor and its subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), or sexual orientation. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. Contractor and subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination. Contractor and subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full.

B. Contractor and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.

C. Contractor shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the contract.

D. Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the City upon reasonable notice at any time during the normal business hours, but in no case less than twenty-four (24) hours’ notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or City shall require to ascertain compliance with this clause.

2.16 NON-DISCRIMINATION OF THE HANDICAPPED:

CERTIFICATION OF BIDDER REGARDING NON-DISCRIMINATION OF THE HANDICAPPED By executing this agreement, the bidder hereby certifies that he/she is in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation, and will continue to do so for at least the duration of the agreement and any extensions thereof.

2.17 DRUG FREE WORKPLACE:

Bidder/Contractor certifies that he/she is in compliance with Sections 8350 - 8355 of Chapter 5.5 of the Government Code, Drug Free Workplace Act. Every person or organization awarded a contract/purchase order or grant for the procurement of any property or service from any state agency (city) shall certify to the contracting or granting agency that it will provide a drug free workplace.

2.18 PROTEST AND APPEAL PROCEDURES:

Potential offers, Bidders, contractors and subcontractors wishing to protest or appeal the procurement or contracting process or a decision to award by the City of Modesto, must follow the procedures provided in the City of Modesto Purchasing Manual, Section I, Procedure 5. Protest procedures are in place that allow for a protest during the bid/bid process and must be filed no later than three (3) days after the bid/bid opening. A protest to an announced decision to award a contract may also be filed no later than ten (10) working days after the Intent to Award letter date. Protests or appeals, which are not submitted in accordance with the above #10..
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24 procedures, will not be reviewed. A copy of the procedures may be obtained by contacting the City of Modesto Purchasing Office at (209) 577-5405.

2.19 INDEMNITY:

The vendor shall hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of Vendor, or its agents, officers, employees, or volunteers relating to or during the performance of its obligations under this Agreement. Vendor’s obligation to defend, indemnify, and hold the City, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this Agreement for Vendor to procure and maintain a policy of insurance. In the indemnity clause contained herein Vendor agrees to defend, indemnify and hold City harmless from the negligence of its employees, among other risks. With reference to the foregoing, the parties agree that all risk of loss, including but not limited to damages, property losses and defense of third party suits, arising out of or relating to the operation of City owned vehicles by Vendor’s employees is apportioned to Vendor in accordance with the provisions contained in Indemnity.

2.20 ASSIGNMENT OF RIGHTS:

CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the purchase of goods, services, or materials pursuant to this contract or any subcontract. The assignment made by CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY tenders final payment to CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).

2.21 CITY PROCESS/PROCEDURE APPROVALS:

CITY approval of any process or procedure shall not relieve the bidder of his/her responsibility to furnish the required items and service meeting all specifications contained herein.

2.22 BIDDER/SELLER REPRESENTATION:

The bidder/seller represents that:

A. He/She has had an opportunity to examine and has examined any and all of the documents, including specifications, any resultant purchase order and supporting data, and that he/she has, from the information contained in such documents, specifications, and data, fully acquainted him/her with all conditions relevant to the work.

B. He/She has made all reasonable investigations essential to a full understanding of the difficulties, which may be encountered in performing the work.

C. He/She will complete the work for the compensation stated above.

D. He/She assumes full and complete responsibility for all conditions relevant to the work and all risks in connection therewith.

E. In addition thereto, the bidder/seller represents that he/she is fully qualified to do the work in accordance with the terms of any Purchase Order issued within the time specified in it. #10..
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25 F. Anything mentioned in the specifications and not in the Purchase Order, or mentioned in the Purchase Order and not mentioned in the specifications, shall be of like effect as if shown or mentioned in both.

In case of difference between the specifications and the Purchase Order, the Purchase Order shall govern.

2.23 FAILURE TO PERFORM SATISFACTORY:

It is agreed and understood that if the CONTRACTOR fails to perform the work as specified herein, CITY's representative may (1) consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors, (2) have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or (3) recommend termination of contract between said CONTRACTOR and the City of Modesto. Those discrepancies and deficiencies in the work that remains uncorrected after the date set for correction may be the necessary justification for a billing adjustment in the month following the occurrence. Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the work not corrected or completed.

2.24 CONTRACTOR'S RESPONSIBILITY FOR DAMAGES:

If CONTRACTOR damages any property belonging to the CITY or private property by the Contractor or his employees or agents, the Contractor will be required to make repairs immediately. The CITY may either retain from the money due to CONTRACTOR an amount sufficient to repair the damage or require CONTRACTOR to repair the damage to the satisfaction of the CITY at CONTRACTOR's expense.

2.25 LABOR FORCE AND SUPERVISION:

CONTRACTOR shall provide sufficient labor at all times to carry out the project properly and shall ensure that fully experienced competent licensed workers who are skilled in the type of work required are employed.

CONTRACTOR shall ensure that supervision is provided at all times while any work under this contract is being performed. If, in the judgment of the CITY, any person is incompetent or disorderly, CONTRACTOR shall promptly remove such person from the work for the duration of the contract.

2.26 PAYMENT:

Paper Payment Method:

All invoices shall be paid in full within thirty (30) days after completion and acceptance of the service by the City, and receipt of a properly prepared invoice in duplicate, subject to cash discounts allowed and stated in this bid document.

Electronic Payment Method:

The City of Modesto provides an Epay Program which involves payment of invoices by a secure Visa account number assigned to the supplier after award of bid or contract. Notification of payments and required invoice information are issued to the supplier’s designed Accounts Receivable contact by email remittance advice at time of payment.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
During the bid evaluation process preference may be shown to bidders that agree to accept Epay for payment of invoices. Please indicate on the Pricing Schedule whether or not your company will accept the City’s Epay Program.
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26 Attachment A
Roll-up Doors Vary in Size per Location
Department # of
Doors
Location/Address
Fire Department 6 Station 1 – 610 11th Street, Modesto, 95354 Fire Department 4 Station 2 – 420 Chicago Ave, Modesto 95351 Fire Department 4 Station 3 – 635 El Vista Ave, Modesto, 95354 Fire Department 4 Station 4 – 1505 Blue Gum Ave, Modesto, 95351 Fire Department 8 Station 5 – 200 W. Briggsmore Ave, Modesto, 95350 Fire Department 4 Station 6 – 2700 Standiford Ave, Modesto, 95350 Fire Department 2 Station 7 – 180 Mable Ave, Modesto, 95355 Fire Department 4 Station 8 – 737 Airport Way, Modesto, 95354 Fire Department 2 Station 9 – 4025 Fara Buindo Dr, Modesto, 95355 Fire Department 2 Station 10 – 148 Imperial Ave, Modesto, 95358 Fire Department 3 Station 11 – 4225 Carver Rd, Modesto, 95356 Police Department 4 Police Dept. - 600 10th St, Modesto, 95354 Police Department 2 Range/Training Center – 3000 West Main, Crows Landing, 95313
Parks, Recreation & Neighborhoods 13 Modesto Centre Plaza – 1000 L St, Modesto, 95354 Parks, Recreation & Neighborhoods 2 Dryden Golf Course – 920 Sunset Ave, Modesto, 95351 Parks, Recreation & Neighborhoods 2 Creekside Golf Couse – 701 Lincoln, Modesto, 95354 Public Works Department 13 Corp Yard – 501 N. Jefferson St, Modesto, 95354 Public Works Department 13 Airport – 700 Tioga Drive, Modesto, 95354 Utilities Department 2 Compost Facility – 7001 Jennings Rd, Modesto, 95358 Utilities Department 3 Water Tank 6 – 1201 S. Carpenter Rd, Modesto, Utilities Department 2 Storage Facility – 128 Laurel Street, Modesto, Utilities Department 5 Future Facility – 4240 Litt Rd, Modesto, Parks, Recreation & Neighborhoods 1 Maddux –, Modesto, 95354 #10..
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27 AGREEMENT
This Agreement, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2019, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and (enter contractor name), hereinafter called CONTRACTOR, W I T N E S S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. __________ authorizing the award of proposal and contract for the furnishing of (enter service to be performed) to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and
WHEREAS, the CONTRACTOR provided a responsive and responsible submittal to (enter bid number and title) that best meets CITY needs, and
WHEREAS, CONTRACTOR shall provide services to CITY as defined in the “Scope-of-Work”, attached hereto as Exhibit “B” and made a part hereof, and NOW, THEREFORE, the parties hereto mutually agree as follows:

1. THE WORK.
a. CONTRACTOR shall furnish (enter services to be performed) and insurance necessary to furnish (enter service to be performed), in strict accordance with the conditions of the complete Contract.
b. CONTRACTOR shall do and perform the service in a professional and businesslike manner under the direction of and to the satisfaction of the CITY. c. CONTRACTOR shall perform its duties under this Agreement in accordance with the standard(s) of care prevailing in its industry.
d. CONTRACTOR shall maintain proper insurance with the CITY for the duration of the contract.
e. CONTRACTOR shall maintain a CITY business license for the duration of the contract.
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28 f. CONTRACTOR shall furnish the services defined for the following contracted rates, not to exceed $(enter annual contract dollar amount) annually:

Base Rate shall be defined as the rate of pay, which shall be paid by CONTRACTOR.

2. CITY CONTACT:

City Contact:
(enter city representative name and title) Ph: (Enter phone number) Changes of a contractual or business nature shall be effected only by written change to the contract, issued by the City of Modesto, Purchasing Division.

3. TERM OF CONTRACT:

The term of the contract shall be for a period of (enter duration of contract) years.

Year 1: xxxx, 2019 through xxxx, 2020
Year 2: xxxx, 2020 through xxxx, 2021
Year 3: xxxx, 2021 through xxxx, 2022
Year 4: xxxx, 2022 through xxxx, 2023
Year 5: xxxx, 2023 through xxxx, 2024

4. LIABILITY INSURANCE:

CONTRACTOR shall provide at its own expense and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to CITY as may be required by the Risk Manager. The policies or certificates thereof shall provide that, thirty (30) days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of CITY by registered mail, return receipt requested, for all of the following stated insurance policies.
(a) Workers' Compensation - In compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000 #10..
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29 (b) General Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. This insurance shall indicate on the certificate of insurance the following coverages and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent consultants and subcontractors; products and completed operations as applicable.
(c) Automobile Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. This insurance shall cover any automobile for bodily injury and property damage.

If at any time any of said policies shall be unsatisfactory to CITY, as to form or substance, or if a company issuing such policy shall be unsatisfactory to CITY, CONTRACTOR shall promptly obtain a new policy, submit the same to Risk Manager of CITY for approval and submit a certificate thereof as herein above provided. Upon failure of CONTRACTOR to furnish, deliver or maintain such insurance and certificates as above provided, this Agreement, at the election of CITY, may be forthwith declared suspended, or terminated.

Failure of CONTRACTOR to obtain and/or maintain any required insurance shall not relieve CONTRACTOR from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of CONTRACTOR concerning indemnification. CITY, and its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance polices required herein, except Workers’ Compensation, Professional Liability and Financial Institution’s Fidelity. The Workers’ Compensation insurer shall agree to waive all rights of subrogation against CITY, its agents, officers, employees, and volunteers for losses arising from work performed by CONTRACTOR for CITY.

CONTRACTOR’S insurance policy(ies) shall include a provision that the coverage is primary as respects CITY; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best’s rating of A:VII or with approval of the Risk Manager of CITY. The #10..
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30 CONTRACTOR must deliver certificates evidencing existence of the insurance to the City prior to the time contract is signed.

CONTRACTOR agrees to provide CITY with a separate endorsement evidencing proof of City’s additional insured status required herein (both general and automobile liability) as well as a separate endorsement for the Workers’ Compensation insurer’s waiver of all subrogation rights as stated above. Every endorsement shall identify the policy number.

CONTRACTOR shall provide CITY with separate an endorsement evidencing proof of the CITY’s additional insured status as to the general liability insurance policy. In addition, CONTRACTOR shall provide CITY with a Workers Compensation subrogation waiver by way of a separate endorsement. All endorsements referenced above must include the applicable policy number.

For any claims related to this project, the CONTRACTOR’S insurance coverage shall be primary insurance as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or selfinsurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the CONTRACTOR’S insurance and shall not contribute with it.

CONTRACTOR further agrees that the amount of insurance required may from time to time be adjusted by CITY’s Risk Manager and CONTRACTOR agrees to file a new insurance certificate with CITY’s City Clerk evidencing the new amounts after a thirty (30) day written notice from CITY’s Risk Manager.

5. PAYMENT:

CONTRACTOR shall invoice CITY weekly. All invoices shall be paid in full within thirty (30) days after completion and acceptance of the service by the City, and receipt of a properly prepared invoice in duplicate, subject to cash discounts allowed and stated in this proposal document.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
CONTRACTOR shall establish a separate billing account number for each CITY department and/or division. #10..
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31 At a minimum invoices shall state the following:
 City department/division name and address
 Billing period
 Service hours worked day and week
 Unit price, extended price, sales tax and total

6. INDEMNITY:

The CONTRACTOR shall hold the CITY, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONTRACTOR, or its agents, officers, employees, or volunteers relating to or during the performance of its obligations under this Agreement.

CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this Agreement for CONTRACTOR to procure and maintain a policy of insurance.

In the indemnity clause contained herein CONTRACTOR agrees to defend, indemnify and hold CITY harmless from the negligence of its employees, among other risks. With reference to the foregoing, the parties agree that all risk of loss, including but not limited to damages, property losses and defense of third party suits, arising out of or relating to the operation of CITY owned vehicles by CONTRACTOR’s employees is apportioned to CONTRACTOR in accordance with the provisions contained in Indemnity 6.

7. ARBITRATION:

Any dispute or claim arising or related to this Agreement, its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively, (except as approved below) resolved by final binding arbitration before the American Arbitration Association (AAA), utilizing its Commercial Arbitration Rules. One Arbitrator shall be selected using AAA procedures. The Arbitrator shall use all reasonable efforts to minimize discovery and to complete the arbitration proceedings as expeditiously as possible. The Arbitrator shall #10..
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32 render a written decision within thirty (30) calendar days of the hearing. The Arbitrator will not award attorney’s fees, or punitive, incidental, consequential, treble or other multiple or exemplary damages, and the parties hereby agree to waive and not seek such damages. Either party may seek judicial relief to compel the other party to comply with the provisions of this Section, or injunctive or other equitable relief to protect its intellectual property rights, provided (unless prohibited by applicable law) that the remainder of the dispute or claim is submitted to arbitration.

The arbitration shall be held in Modesto California; both parties give their irrevocable consent to jurisdiction of courts of or in the State of California, as well as processes of the AAA in California. Awards shall be final, binding and non-appealable (except on the minimal grounds required under the Federal Arbitration Act or other applicable law). All awards may be filed with one or more courts, state, federal or foreign having jurisdiction over the party against whom such award is rendered or its property, as a basis of judgment and of the issuance of execution for its collection.

8. GOVERNING LAW:

This Agreement shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, U.S.A., without giving effect to its conflicts of laws provisions or principles.

9. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced as soon as possible after receipt of the Notice to Proceed for this contract. The Notice to Proceed shall not be issued until the contract administrator receives and has on file:

Proofs of insurance (approved by Risk Management);
Executed Agreement;
a. Resolution No. ____________ attached hereto as Exhibit “A” and made a part hereof; b. Scope-of-Work, attached hereto as Exhibit “B” and made a part hereof;

10. TERMINATION OF SERVICES:
a. The CITY reserves the right to discontinue service with the CONTRACTOR upon failure to meet contractual expectations and/or obligations, as recommended by the Purchasing Manager, or his designee, in #10..
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33 conjunction with the using departments. The CITY reserves the right to review the service CONTRACTOR’s performance at any time with or without the knowledge or consent of the CONTRACTOR.

Cancellation of services shall be determined by the collaborative efforts of the Purchasing Manager, or his or her designee, and using departments, after reviewing the incident(s) of failure to perform. b. Either party may terminate the contract in its unilateral discretion for any or no reason by providing at least ninety (90) days written notice to the other of its desire to terminate.

11. COMPLIANCE WITH ALL LAWS:

CONTRACTOR hereby agrees that CONTRACTOR and its subcontractors, if any, in the performance of the work described, designated and shown upon the plans herein referred to, will comply with all federal, state, county and municipal laws, rules and regulations which may be applicable to the work herein contracted for, whether now in existence or hereafter adopted.

12. CONTRACT DOCUMENTS:

The complete contract between the parties hereto consists of this agreement, and all exhibits, and the following documents which are incorporated herein by this reference:
a. Resolution No. _____________;
b. Scope-of-Work;
c. Insurance Certificates,
d. City of Modesto Standard Specifications and General Provisions.

These documents include important legal requirements, procedures and restrictions and should be reviewed by CONTRACTOR. They are available for review during normal business hours in the Department of Finance, Purchasing Division). All documents specified above are intended to operate so that any work called for in any one and not mentioned in the other, or vice versa, is to be executed the same as if mentioned in all said documents.

13. NOTICES:

Any notice, payment or instrument required or permitted by this Contract to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following #10..
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34 deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows:

CONTRACTOR: Contact Name (or designee)
Company Name
Company Address
City, State, zip
Company Phone #
Contact email
CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

14. SIGNATOR(IES) FOR CONTRACTOR:

The undersigned signator(ies) for CONTRACTOR warrant(s) and represent(s) that he/she/they is/are legally competent to execute the contract and has/have full authority to execute this contract.

15. ASSIGNMENT:

Neither this agreement nor any portion thereof shall be subcontracted or assigned without the written consent of the CITY in each and every instance.

16. MISCELLANEOUS:

Time is of the essence in every provision of this contract.

IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attested by its City Clerk under authority of Resolution No. #10..
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35 _________, adopted by the Council of the City of Modesto on the _____________-day of _____________________, 2019 and _____________________has caused this Agreement to be duly executed.

CITY OF MODESTO,
Company Name
A municipal corporation
By:__________________________ By:_________________________________ JOSEPH P. LOPEZ (Signature)
CITY Manager
By:_________________________________
(Name & Title)
ATTEST: Date:_______________________________
By:______________________ By:_________________________________ STEPHANIE LOPEZ (Signature)
CITY Clerk
_________________________________
(SEAL) (Name & Title)

Date:_______________________________
APPROVED AS TO FORM:

By:_________________________________
ADAM U. LINDGREN
City Attorney
By:_____________________________
CHRISTINA D. ALGER
Human Resources Manager (Risk)
Signature Requirements
Corporation:

1.Signature of two (2) officers
or

2.Signature of one (1) officer plus the
corporate seal.

Partnership: Signature of one partner
Sole Proprietorship: Signature of proprietor
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

October 24, 2023
Date: October 4, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Brandon Gillespie, Chief of Police
SUBJECT: Psychological services and pre-employment psychological screening services for the Modesto Police and Fire Departments
CONTACT: Jessica Smart, Police Administrator, [email protected], 209-572-9500 DESCRIPTION:

Consider an Agreement with Dr. Jocelyn E. Roland, Modesto, CA for Psychological Services and Pre-Employment Psychological Screenings, for a total amount not to exceed $930,000 over eight-years. (Funding Source: General Fund)
STRATEGIC PLAN ELEMENT:

The recommended action supports the City’s 2020-2025 Strategic Plan for Governance and Service Delivery by building community trust in City government through transparent and efficient service delivery.

BACKGROUND:

The Modesto Police Department has an ongoing need for psychological services and preemployment psychological screenings to improve the long-term health and wellness of our Peace Officers. Peace Officers are required to be emotionally and mentally evaluated by a psychologist who is licensed by the California Board of Psychology and who has a minimum of five years of experience in the diagnosis and treatment of emotional and mental disorders.

Since 1980, the City of Modesto has provided counseling and psychological services to Modesto Police Department (MPD) sworn personnel. In the mid 2000’s the previous provider, Dr. Phil Trompetter, partnered with Dr. Jocelyn Roland for a final contract before his retirement.

On June 2, 2015, by Resolution No 2015-179, Council approved an agreement with Dr. Jocelyn E. Roland, Ph.D. ABPP, for counseling and psychological services, for a five-year contract with three one-year extension options. This agreement expires December 31, 2023.

Jocelyn Roland, PhD. ABPP, is a California licensed psychologist who specializes in providing services in the specialty area of law enforcement, public safety, and forensics. She is BoardCertified in Police and Public Safety Psychology through the American Board of Professional Psychology (ABPP), the highest credential for a psychologist indicating competence in a #11..
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Council Meeting, October 24, 2023
Psychological services and pre-employment psychological screening services for the Modesto Police and Fire Departments

Page 2 of 4 ends

specialty field. She is also the only psychologist providing all the above services in the Modesto geographic area who is Board-Certified. The closest psychologists with experience in police and public safety psychology counseling and psychotherapy are in Fresno, Sacramento, and the Bay Area. It should be noted that there is only one Board Certified psychologist in the Bay Area who conducts pre-employment evaluations but provides no counseling services, and the other two psychologists who are Board Certified provide counseling and consultation, but no preemployment psychological evaluations.

Under the current contract, Dr. Roland provides counseling/therapy to all full-time regular and reserve sworn officers of the MPD, at no cost to the covered employees. Additionally, this contract provides mental health consultation for the Modesto Police Critical Incident Team (CIT) and SWAT activations in the field, as well as participates and assists in regular training with the teams. Dr. Roland also provides support, consultation, and training to the Modesto Critical Incident Stress Management Team (CISM). Consultation and training on a variety of issues within the scope of the consultant’s expertise are offered at the request of Police Administration or Police supervisors, as needed. The City has paid Dr. Roland $58,000 annually for the term of the existing contract for these services. The existing contract allows for both parties to meet on or about January 15th of each year to review the number of employees covered under the contract. Should the number of covered employees increase by ten or more, the fee for servicing the contract will increase by $150 per additional employee. Conversely, should the number of employees decrease by ten or more, the fee will decrease by $150 per employee.

Dr. Roland also provides pre-employment psychological screenings for all regular and reserve police officer candidates, firefighter recruits, as well as Animal Control candidates to determine emotional and mental stability according to Government Code Section 1031 and the California Commission on Peace Officer Standards and Training (POST) Regulation 1955. The focus on the evaluation is to assess applicants and screen out unsuitable candidates with “emotional or mental conditions that might adversely affect the exercise of powers of a peace officer” (Government Code 1031(f)). Dr. Roland meets the requirements of POST Commission Regulation 1955 (b) for Continuing Professional Education.

DISCUSSION:

The City will pay Dr. Roland $64,000 annually for the above-described services, not to exceed $512,000 for the term of the agreement. The parties will meet on or about January 15th of each year to review the number of employees covered under the contract.

This contract will also provide pre-employment psychological screenings for all regular and reserve police officer candidates, firefighter recruits, as well as Animal Control candidates to determine emotional and mental stability. There should be approximately 85 pre-employment screenings for the Police Department annually. Pre-employment psychological screenings will also be provided to fire fighter candidates. There should be approximately 25 pre-employment screenings for the Fire Department candidates. The total for all pre-employment screenings annually is $52,250, not to exceed $418,000 per the term of the agreement.

The term of the new contract is for five years with three one-year extension options for a total of eight years, not to exceed $930,000. The contract will commence on January 1, 2024. #11..
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Page 3 of 4 ends

Modesto Municipal Code Section 8-3.203 generally requires all purchases which meet or exceed $50,000 for material, equipment, or contractual services to be formally bid. However, there are exceptions to the rule set forth in the Modesto Municipal exception, MMC Section 8-

3.204(a). In accordance with Modesto Municipal Code Sec. 8-3.204(a), Exceptions to Formal Bidding Requirements, the Agreement is for Professional services and therefore, exempt from the bidding requirement. The approval for the psychological services and pre-employment psychological screenings to Dr. Roland conforms to Modesto Municipal Code 8-3.204, subsection (a) as she is providing Professional service for psychological services and preemployment psychological screenings.

FISCAL IMPACT:

The Police and Fire Department each budget for psychological services and pre-employment psychological screenings annually. Funds are budgeted in the current Fiscal Year 2023/2024 General Fund Operating Budget for both the Police and Fire Departments. With additional allocations added from Measure H funds, more Pre-Employment Psychological screenings will be needed for the hiring of those allocations.
8-Year History of Annual Expenditures:

Fiscal Year
Pre-Employment
Screenings
Counseling
Services Total
15/16 $24,295 $58,000 $82,295
16/17 $27,000 $58,000 $85,000
17/18 $20,700 $58,000 $78,700
18/19 $7,650 $58,000 $65,650
19/20 $14,400 $58,000 $72,400
20/21 $12,005 $53,167 $65,172
21/22 $14,225 $58,000 $72,225
22/23 $18,050 $53,167 $71,217
Total $138,325 $454,334 $592,659
Anticipated Agreement Annual Expenditures:

Counseling Services Pre-employment Screening Total
MPD: 0100-19420-53300 $64,000 $40,375
MFD: 0100-18210-53300 $11,875
Total $64,000 $52,250 $116,250
8-Year Total $930,000
COMMITTEE RECOMMENDATION:

This was approved by the Safety & Communities Committee on September 18, 2023, and was recommended to forward to Council for approval.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving an Agreement with Dr. Jocelyn E. Roland, Modesto, CA for Psychological Services and Pre-Employment Psychological Screenings, for a five-year Agreement with three one-year extension options, for an annual estimated amount of $116,250, and a total amount not to exceed $930,000 over eight years; and authorizing the City Manager, or his designee, to execute the Agreement.
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Council Meeting, October 24, 2023
Psychological services and pre-employment psychological screening services for the Modesto Police and Fire Departments

Page 4 of 4 ends

Approved by:

Brandon Gillespie, Chief of Police
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Dr. Roland Agreement

3. Signed Bid Waiver
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MODESTO CITY COUNCIL
RESOLUTION NO. 2023-XX
RESOLUTION APPROVING AN AGREEMENT WITH DR. JOCELYN E.

ROLAND, MODESTO, CA FOR PSYCHOLOGICAL SERVICES AND PREEMPLOYMENT PSYCHOLOGICAL SCREENINGS, FOR A FIVE-YEAR

AGREEMENT WITH THREE ONE-YEAR EXTENSION OPTIONS, FOR AN ANNUAL ESTIMATED AMOUNT OF $116,250, AND A TOTAL AMOUNT NOT TO EXCEED $930,000 OVER EIGHT YEARS; AND AUTHORIZING THE CITY

MANAGER, OR HIS DESIGNEE, TO EXECUTE THE AGREEMENT
WHEREAS, the Modesto Police Department has an ongoing need for psychological services and pre-employment psychological screenings to improve the long-term health and wellness of our Peace officers, and WHERAS, since 1980, the City of Modesto has provided counseling and psychological services to Modesto Police Department sworn personnel, and WHERAS, on June 2, 2015, by Resolution No 2015-179, City Council approved an agreement with Dr. Jocelyn E. Roland, PhD. ABPP, for counseling and psychological services, for a five-year contract with three one-year extension options. This agreement expires December 31, 2023, and
WHEREAS, Jocelyn Roland, PhD, ABBP, is a California licensed psychologist who specializes in providing services in the specialty area of law enforcement, public safety, and forensics. She is Board-Certified in Police and Public Safety Psychology through the American Boad of Professional Psychology (ABPP), the highest credential for a psychologist indicating competence in a specialty field, and WHEREAS, the City will pay Dr. Roland $64,000 annually for the abovedescribed services, not to exceed $512,000 for the term of the agreement. The parties will meet on or about January 15th of each year to review the number of employees covered under the contract, and
#11..
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WHEREAS, this contract will also provide pre-employment psychological screenings for all regular and reserve police officer candidates, firefighter recruits, as well as Animal Control candidates to determine emotional and metal stability, and WHEREAS, the total for all pre-employment screenings annually is $52,250, not to exceed $418,000 per the term of the agreement, and
WHEREAS, the term of the new contract is for five years with three one-year extension options for a total of eight years, not to exceed $930,000. The contract will commence on January 1, 2024, and
WHEREAS, Modesto Municipal Code Section 8-3.203 generally requires all purchases which meet or exceed $50,000 for material, equipment, or contractual services to formally bid, and
WHEREAS, in accordance with Modesto Municipal Code Section 8-3.204 (a), exemptions to formal bidding requirements, the agreement is for professional services and therefore, exempt from the bidding requirement.

NOW, THEREFORE BE IT RESOLVED by the Council of the City of Modesto that it approves the agreement with Dr. Jocelyn E. Roland, Ph.D., ABPP, for psychological services and pre-employment psychological screenings, for a five-year agreement with three one-year extension options, for an annual estimated amount of $116,250, and a total amount not to exceed $930,000 over eight years.

BE IT FURTHER RESOLVED that the City Manager, or his designee, are authorized to execute the Agreement, in a form approved by the City Attorney.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 24th day of October, 2023, by_______________, who #11..
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moved its adoption, which motion being duly seconded by __________________ was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: ______________________________

DIANE NAYARES-PEREZ,
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _________________________
JOSE M. SANCHEZ, City Attorney
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1 STANDARD AGREEMENT

FOR CONSULTANT SERVICES
THIS AGREEMENT, made and entered into in the City of Modesto, State of California, this day of January 1, 2024, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "City", and Jocelyn E. Roland, PhD. ABPP, Psychologist, hereinafter referred to as "Consultant".

This Agreement is made with regard to the following recitals:

A. The City has determined that an agreement should be prepared for the City to provide counseling/therapy to all full-time regular and reserve sworn Police Officers of the City’s Police Department, at no cost to the covered employee and the City also desires to provide pre-employment psychological screenings for all regular and reservce Police Officer applicants, Fire Fighter applicants, as well as Animal Control Officer applicants, to determine the emotional and mental stability of potential employees; B. Consultant represents that it is qualified, willing and able to provide the services to provide psychological counseling/therapy and pre-employment psychological screensing; and C. The Consultant has specialized skills, knowledge and training relating to law enforcement, public safety, forensics, counseling, and psychotherapy and is Board Certified in Police and Public Safety Psychology.

NOW, THEREFORE, in consideration of this agreement, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:

1. SCOPE OF SERVICES.

Consultant shall undertake and complete the scope of work as set forth and described in the documents attached hereto and referred to as Exhibit "A” or “Project.”

2. TERM OF AGREEMENT.

The term of this Agreement shall be for five (5) years with three (3) one-year extension options at the sole discretioin of the CITY, for a total of eight (8) years. #11..
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2 Year 1 – January 1, 2024 through December 31, 2024;
Year 2 – January 1, 2025 through December 31, 2025;
Year 3 – January 1,2026 through December 31, 2026;
Year 4 - January 1, 2027 through December 31, 2027;
Year 5 - January 1, 2028 through December 31, 2028;
Year 6 - January 1, 2029 through December 31, 2029;
Year 7 - January 1, 2030 through December 31, 2030;
Year 8 - January 1, 2031 through December 31, 2031
This Agreement is effective as of the date first written above and will continue in effect until City's acceptance of and payment for all services authorized by City and performed by Consultant, unless terminated earlier in accordance with the provisions of the termination clause in this Agreement.

3. COMPENSATION.

Consultant agrees to accept a sum not to exceed $64,000 per year, and $512,000 for the term of the Agreement as full remuneration for performing all services and furnishing all staffing and materials for Modesto in accordance with Exhibit "A,” except for pre-employment psychological screening. Those preemployement screenings shall be paid separately, per evaluation, when an evaluation is requested, at a rate of $475.00 per screening, not to exceed $52,250 per year and $418,000 for the term of the Agreement. City will pay Consultant $475.00 per pre-employment screening that are not canceled within two (2) business days of the scheduled appointment and “no-shows” for appoinments will be billed at the regular rate. The total compensation of this Agreement for the term of eight years shall not exceed $930,000.

The Compensation shall be paid pursuant in the manner and at the times set forth below:

Consultant will bill the City in monthly increments for one-twelfth (1/12th) of the annual flat rate sum, commencing on or about January 1, 2024. The City will reimburse Consultant within thirty (30) days from the billing date.
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3 City will pay Consultant $475.00 for each pre-employment psychological screening. The parties will meet on or about January 15th of each year to discuss if there will be an adjustment due to increased costs of doing business for the screenings. Any adjustment shall be reflected in an amendment executed pursuant to paragraph nine of this Agreement.

On or about January 15th of each renewing year, the Consultant will contact the City’s Police Department to determine the number of employees currently covered under this Agreement. Should the number of employees increase by ten (10) or more, the fee for servicing this Agreement will increase by one hundred fifty dollars ($150.00) for each additional person. Similarly, if the number of employees decreases by ten (10) or more, the fee for servicing this Agreement will decrease by one hundred fifty dollars ($150.00) per person.

Presently, 372 employees, (211 full time sworn, and 22 part-time reserves) are covered under this Agreement as verified by the City.

4. OBLIGATIONS OF CONSULTANT.

Throughout the term of this Agreement, Consultant shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business. Consultant warrants that it has all of the necessary professional capabilities and experience, as well as all tools, instrumentalities, facilities and other resources necessary to provide the City with the services contemplated by this Agreement. Consultant further warrants that it will follow the best current, generally accepted and professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding this project.

5. PERFORMANCE BY KEY EMPLOYEE.

Consultant has represented to City that Jocelyn E. Roland, PhD. ABPP, will be the person primarily responsible for the performance of the services referred to in this Agreement. City has entered into this Agreement in reliance on that representation by Consultant. Consultant therefore agrees that one hundred percent (100%) or more of the time to be devoted to the project that is the subject of this Agreement will be that of the above-named person.
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4 6. OWNERSHIP OF DOCUMENTS/TITLE TO DATA.

Ownership of Documents
All reports, drawings, designs, graphics, working papers and other incidental work or materials furnished hereunder shall become and remain the property of the City, and may be used by City as it may require without any additional cost to City. No reports shall be used by the Consultant for purposes other than this contract without the express prior written consent of City.

Title to Data
If, as a part of the agreement, Consultant is required to produce data such as, but not limited to, drawings, plans, specifications, calculations, models, flow diagrams, visual aids and other related materials, the originals of all such data generated under this agreement will be delivered to City upon the completion or termination of services under the contract. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for the City and are not necessarily suitable for any future or other use.

All materials, documents, data or information obtained from the City data files or any City medium furnished to Consultant in the performance of this Agreement will at all times remain the property of the City. Such data or information may not be used or copied for direct or indirect use by Consultant after termination of this Agreement without written consent of the City.

7. NEWS AND INFORMATION RELEASE.

Consultant agrees that it will not issue any news releases in connection with either the award of this Agreement, or any subsequent amendment of or efforts under this Agreement, without first obtaining review and approval of said news releases from the City Manager.

8. CONFLICT OF INTEREST.

Consultant warrants that it presently has no interest and shall not acquire any interest, direct or indirect, which would create a “conflict of interest”, as that term is defined in the Political Reform Act (Gov. Code § 81000 et seq), for the Consultant in the performance of this Agreement. Consultant warrants that, in performance #11..
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5 of this Agreement, Consultant shall not employ any person having any such interest. Consultant understands that, if this Agreement is made in violation of Government Code § 1090 et seq., the entire Agreement is void and Consultant will not be entitled to any compensation for services performed. Consultant agrees to file a Statement of Economic Interests with the City Clerk at the start and end of this contract if so required at the option of City.

9. AMENDMENTS.

This Agreement, including the Exhibits attached hereto, may be amended only by a writing signed by both Parties. City will not be responsible to pay any charges Consultant may incur in performing services not identified in Exhibit ‘A’ unless first authorized by the City in writing

10. INDEPENDENT CONTRACTOR.

All acts of Consultant, its agents, officers, and employees and all others acting on behalf of Consultant relating to the performance of this Agreement, shall be performed as independent contractors and not as agents, officers, or employees of City. Except as City may specify in writing, Consultant has no authority to bind or incur any obligation on behalf of City. Consultant has no authority or responsibility to exercise any rights or power vested in the City. It is understood by both Consultant and City that this Agreement shall not under any circumstances be construed or considered to create an employer-employee relationship or a joint venture. Consultant, its agents, officers and employees are and, at all times during the terms of this Agreement, shall represent and conduct themselves as independent contractors and not as employees of City.

Consultant shall determine and control the method, details and means of performing the work and services to be provided by Consultant under this Agreement. Consultant shall be responsible to City only for the requirements and results specified in this Agreement, and, except as expressly provided in this Agreement, shall not be subjected to City's control with respect to the physical action or activities of the Consultant in fulfillment of this Agreement. Consultant is permitted to provide services to others during the same period service is provided to City under this Agreement. If necessary, Consultant has the responsibility #11..
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6 for employing other persons or firms to assist Consultant in fulfilling the terms and obligations under this Agreement.

If in the performance of this Agreement any third persons are employed by Consultant, such persons shall be entirely and exclusively under the direction, supervision, and control of Consultant. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by the Consultant.

It is understood and agreed that as an independent contractor and not an employee of City neither the Consultant or Consultant's assigned personnel shall have any entitlement as a City employee, right to act on behalf of the City in any capacity whatsoever as an agent, or to bind the City to any obligation whatsoever. It is further understood and agreed that Consultant must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Consultant's personnel.

11. ASSIGNMENT.

Neither this Agreement nor any portion thereof shall be subcontracted or assigned, other than noted in Exhibit ‘A,’ without the express prior written consent of the City in each and every instance.

12. PATENT/COPYRIGHT MATERIALS.

Unless otherwise expressly provided in the contract, Consultant shall be solely responsible for obtaining the right to use any patented or copyrighted materials in the performance of this Agreement. Consultant shall furnish a warranty of such right to use to City at the request of City.

13. NOTICES.

Notice required by this Agreement shall be given in writing and shall be deemed given and effective upon delivery provided that such are delivered in accordance with the provisions of this Section.

Notices shall be delivered either by: (a) personal delivery; (b) overnight courier service which obtains confirmation of delivery; or (c) certified pail, return receipt requested, if delivery is confirmed by a return receipt; or (d) by electronic transmission subject to reasonable proof that the notice was both transmitted and #11..
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7 received. Each such notice shall be sent to the parties at the address respectively set forth below or to such other address as a party may designate by written notice given in accordance with the provisions of this Section:

FOR CONSULTANT: Name: Jocelyn E. Roland, PhD. ABPP, Psychologist Address: 2937 Veneman Ave, Ste B-125
Modesto, CA 95356
Phone: ( 209 ) 521-8400
FOR CITY: Name: City of Modesto
Address: 600 Tenth Street
Modesto, CA 95354
Attention: Aurelia Harris, Public Safety Business Analyst Phone: (209) 342-9185

14. INSURANCE REQUIREMENTS.

The Consultant shall provide at its own expense and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the City as may be required by the Risk Manager of the City. The policies or certificates thereof shall provide that, thirty (30) days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the City by certified mail, return receipt requested, for all of the following stated insurance policies.

In the event the certificates of insurance required hereunder do not provide for notice of cancellation to the certificate holder and/or additional insureds, the Consultant shall provide, and shall require its subcontractors to provide, as an express condition precedent to payment hereunder, an endorsement from their insurers providing that the additional insureds identified herein shall be provided 30 days notice of the cancellation on the policies of insurance required hereunder (10 days notice if the policies are cancelled for nonpayment of premium). In addition, the named insured on all such policies shall provide to the additional insureds identified herein any notices of cancellation of said insurance policies within 5 business days of receipt of such notice. The Consultant shall, as a further express condition precedent to payment for work performed, #11..
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8 affirm under penalty of perjury that the required insurance on the project remains in place and said insurance has not been cancelled.
(a) Worker's Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000. (b) General Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. This insurance shall indicate on the certificate of insurance the following coverages and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent consultants and subcontractors; products and completed operations as applicable.
(c) Automobile Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. This insurance shall cover any automobile for bodily injury and property damage.
(d) Professional Liability insurance with a minimum limit of $1,000,000 per claim and policy aggregate. If coverage is on a claims made basis it shall be maintained for at least three (3) years following completion of the work.

If at any time any of said policies shall be unsatisfactory to the City, as to form or substance, or if a company issuing such policy shall be unsatisfactory to the City, the Consultant shall promptly obtain a new policy, submit the same to the Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the Consultant to furnish, deliver or maintain such insurance and certificates as above provided, this Agreement, at the election of the City, may be forthwith declared suspended or terminated. Failure of the Consultant to obtain and/or maintain any required insurance shall not relieve the Consultant from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the Consultant concerning indemnification. The City, its #11..
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9 agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation and Professional Liability. The Workers' Compensation insurer shall agree to waive all rights of subrogation against the City, its agents, officers, employees, and volunteers for losses arising from work performed by Consultant for the City. The Consultant's insurance policy(ies) shall include a provision that the coverage is primary as respects the City; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the Risk Manager. The Consultant must deliver certificates evidencing existence of the insurance listed above to the City prior to the time the contract is signed.

CONSULTANT shall provide CITY with separate endorsements evidencing proof of the CITY’s additional insured status as to both the general liability and automobile liability insurance policies. In addition, CONSULTANT shall provide CITY with a Workers Compensation subrogation waiver by way of a separate endorsement. All endorsements referenced above must include the applicable policy number.

For any claims related to this project, the CONSULTANT’S insurance coverage shall be primary insurance as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the CONSULTANT’S insurance and shall not contribute with it.

15. TERMINATION OF AGREEMENT.

Termination for Default
In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the non-performance.

Within 10 days after receipt of notification, the breaching party shall correct any non-performance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in the notice. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause. #11..
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10 Termination by City for Convenience
City may cancel this Agreement at any time, with or without cause, upon written notification to Consultant.

Post-Termination Procedure
Upon receipt of a written notice of termination, the Consultant shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subconsultants and agents are notified of such termination and act as specified in the notice of termination; b. Terminate all orders and Subcontractors except as necessary to complete any portion of the Work that is not terminated;
c. If directed in writing by the City to do so, assign all right, title and interest in subcontracts and materials in progress to City, in which case the City will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such subconsultants, but in no event shall recovery by any Consultant or subconsultant include lost profits for portions of the Work not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the City all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the Consultant in performing the Work whether completed or in process;
e. Settle outstanding liabilities and claims, subject to the approval of City; f. Complete performance of such part of the Project as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the City for the protection and preservation of the Project and/or property related to the Project;
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11 h. If City so requests, and at City's cost, Consultant shall provide sufficient oral or written status reports to make City reasonably aware of the status of Consultant's work on the project.
i. The Consultant understands and agrees that City may, in City's sole discretion, refuse to pay Consultant for that portion of Consultant's services which were performed by Consultant on the project prior to the termination date and which remain unacceptable and/or not useful to City as of the termination date.

City will pay Consultant for work actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the Consultant after termination for convenience shall be limited to amounts due and owing under the Agreement at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the Work such as subconsultant agreements or contracts for materials; b. The Agreement price allocable to the portion of the Work properly performed or goods supplied to the work site by the Consultant as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the Consultant.

16. INDEMNITY.

The Consultant shall hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of Consultant, or its agents, officers, employees, or volunteers relating to or during the performance of its obligations under this Agreement. #11..
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12 Consultant's obligation to defend, indemnify, and hold the City, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this Agreement for Consultant to procure and maintain a policy of insurance.

In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

17. DISPUTE RESOLUTION.

Venue for all claims, controversies, or disputes arising out of, or relating to the formation of this Agreement, or the breach, termination execution, enforcement, interpretation, or validity of this Agreement, including the determination of the scope or applicability of this contract provision shall be in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California.

18. ATTORNEYS’ FEES.

If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

19. ENTIRE AGREEMENT.

This Agreement and its exhibits contain the entire understanding between Consultant and City. All previous proposals, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement.

20. PARTIAL INVALIDITY.
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13 If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

21. WAIVER.

The waiver by any party to this Agreement of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.

22. AUDIT.

The City's duly authorized representative shall have access at all reasonable times to all reports, contract records, contract documents, contract files, and personnel necessary to audit and verify Consultant's charges to City under this Agreement.

Consultant agrees to retain reports, records, documents, and files related to charges under this Agreement for a period of four (4) years following the date of final payment for Consultant services. City's representative shall have the right to reproduce any of the aforesaid documents.

23. GOVERNING LAW.

This Agreement shall be governed according to the laws of the State of California.

24. HEADINGS NOT CONTROLLING.

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this Agreement.

25. COMPLIANCE WITH LAWS.

Consultant shall insure compliance with all safety and hourly requirements for employees, in accordance with federal, state, and county safety and health regulations and laws. Consultant shall fully comply with all applicable federal, state, and local laws, ordinances, regulations and permits.

26. CITY BUSINESS LICENSE.

Consultant will have a City of Modesto business license. #11..
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14 IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attestation by its City Clerk under authority of Resolution No. 2023- , adopted by the Council of the City of Modesto on the day of , 202X, and Dr. Jocelyn E. Roland has caused this agreement to be duly executed. #11..
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15 EXHIBIT A
SCOPE OF WORK – DR ROLAND

1. Dr Roland agrees to provide counseling/therapy to all full-time, regular and reserve sworn Police Officers of the City’s Police Department, at no cost to the covered employee. Free Counseling services will be provided to the dependents of all full-time, regular and reserve sworn Police Officers of the City’s Police Department, for a maximum of three (3) sessions of counseling/therapy. The dependents may be referred to another suitable provider at the conclusion of the three (3) sessions and in that event, any cost incurred for further counseling/therapy services would be the employee’s responsibility. This agreement does not apply to employees currently disabled or unable to work their regularly assigned duties nor does it cover non-sworn employees. It does not cover mental health services outside of the Consultant (i.e., medication prescription, inpatient substance abuse treatment, etc.); however, Consultant will assist the employee or dependent in securing the needed services.

2. Dr. Roland is available twenty-four (24) hours a day for Critical Incident Team (CIT)/SWAT callouts as a psychology field consultant for consultation and advice regarding hostage/barricade events.

3. Dr Roland is available twenty-four (24) hours a day for crisis debriefing of critical incidents upon the request of the Watch Commander or higher-ranking command personnel. Debriefings are available to all sworn staff and Police Reserves.

4. Dr. Roland will provide consultation to Investigative Services and Administration as requested. Dr Roland is available to provide training day presentations, schedule permitting.

5. Dr. Roland will provide pre-employment psychological screenings for all regular and reserve Police Officer applicants, Fire Fighter applicants, and as well as Animal Control Officer applicants to determine emotional and mental stability according to Government Code Section 1031 and the California Commission on Peace Officer Standards and Training (POST) Regulation 1955. The consultant shall meet the requirements of POST Commission Regulation 1955(b) for Continuing Professional Education.
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

October 24, 2023
Date: October 3, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Brandon Gillespie, Chief of Police
SUBJECT: First Amendment to Hangar Lease and Fuel Agreement and Purchase Order for Aircraft Maintenance Services
CONTACT: Kalani Souza, Lieutenant, [email protected], 209-572-9500 DESCRIPTION:

Consider approving the First Amendment to the Agreement with Modesto Jet Center for Aircraft Hangar Lease and Fuel Services to a revised Agreement total amount not to exceed $945,862 and approving a Purchase Order with Mather Aviation, LLC, Modesto, CA, for Aircraft Maintenance Services for a total amount not to exceed $90,228. (Funding Source:

General Fund)
STRATEGIC PLAN ELEMENT:

BACKGROUND:

On February 28, 2023, by Resolution No. 2023-87, Council approved the purchase of a Gipps Aero GA8 for use by the Modesto Police Department (MPD). The Gipps Aero GA8, now known as Sky 1, was delivered to the MPD on March 31, 2023. With only 250 units built and sold worldwide, the Gipps Aero GA8 is a commonly used surveillance platform for law enforcement by providing a level of service to the overall success of crime fighting efforts, enhancing officer and public safety, and reducing the incidence of crime.

Hangar Lease and Fuel Agreement:

Since March 31, 2023, the MPD Air Support Unit has been operating out of the Modesto CityCounty Airport and leasing hangar space through Modesto Jet Center, located at 825 Airport Way in Modesto. The Modesto Jet Center is the only Fixed Base Operator (FBO) at the Modesto Airport that provides fueling service, including immediate fueling upon landing, transport of the aircraft to the service center and 24/7 service availability. The MPD has negotiated a reduced cost for the full-service purchase and delivery of Aviation Gas (100 Low Lead or 100LL) at cost to Modesto Jet Center plus $1.00. #12..
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City Council, October 24, 2023
First Amendment to Hangar Lease and Fuel Agreement and Purchase Order for Aircraft Maintenance Services

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Aircraft Maintenance Purchase Order:

Aircraft maintenance is a highly regulated field requiring both scheduled and preventive servicing, inspection, testing, repair and overhaul or modification activities by certified maintenance technicians. Aircraft maintenance is necessary to keep the aircraft in a state of airworthiness, for the safety of the crew and everyone in the service area. There are generally three types of required maintenance: line maintenance which covers pre-flight checks, daily check of fluids, scheduled minor repairs and modifications and troubleshooting. Heavy maintenance is performed less often, but requires a much more thorough breakdown, repair, or replacement of aircraft components and requires a large, well-equipped facility. Shop maintenance focuses on repair or overhaul of specific parts and often requires specialist services.

As the Gipps Aero GA8 was previously owned by the Attorney General’s Office in the State of Pennsylvania, there were many systems (radio, avionics, mapping, etc.) that needed to be reprogramed or altered to enable functionality with MPD systems, as well as to comply with Federal Aviation Administration (FAA) regulations.

DISCUSSION:

Hangar Lease and Fuel Agreement:

With the purchase and delivery of Sky 1 in March 2023, the MPD entered into a month-to-month agreement with Modesto Jet Center (MJC) for hanger space. Staff looked at both Modesto CityCounty Airport owned hangar space and hangar space at Modesto Jet Center. There were only two City-owned hangars available, both were small T-hangars with no office or electricity available. The MPD Air Support Unit requires electricity and high-speed internet for a police radio station and computers. There is currently a waiting list for City-owned hangar space that would meet MPD’s needs.

The agreement with Modesto Jet Center also provides for a negotiated fuel price in which MJC extends to MPD a discounted fuel price that is represented as the posted retail price plus $1.00.

The fuel expenses to-date under this agreement have been instrumental in providing a baseline to gauge future fuel needs for Sky 1 operations. Based on this information and industry guidance provided by Modesto Jet Center, it is estimated that the Air Support Unit will burn an estimated 1,560 hours of fuel annually based on the 30 hours per week flight time that is being utilized. Aircraft such as the Gipps Aero GA8 burn fuel at a rate of 17 gallons per hour. In addition, aircraft require a specialized type of gasoline called Aviation Gas or 100 Low Lead (100LL). Based on the estimated hours being flown each year (1,560) and the fuel burn per hour, it is estimated that the MPD will need 26,520 gallons of 100LL annually.

The First Amendment to the Agreement will establish an agreed upon not to exceed amount of $135,000 for the services of hangar space and $810,862 for fuel. Additionally, the prior Agreement did not include a term, the First Amendment will establish a four-year term, ending October 31, 2027.

Self-fueling is an option at the Modesto City-County Airport; however, the pump requires the use of a credit card to activate the pump, therefore no agreement with terms and spending limits could be put into place. Additionally, while the cost per gallon is $0.91 less than the fuel service provided at Modesto Jet Center, there would be additional costs related to fuel burn to taxi to the pump, additional hours on the engine as well as extended down time when landing for fuel #12..
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City Council, October 24, 2023
First Amendment to Hangar Lease and Fuel Agreement and Purchase Order for Aircraft Maintenance Services

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during a patrol shift. These costs would negate or exceed the $0.91 per gallon savings in base fuel cost.

There are fueling options at the Oakdale municipal airfield which would be the next closest airfield. While the cost is comparable per gallon, the fuel pump requires a credit card to be used for payment as that is what activates the pump. In addition, there would be costs associated with flying to Oakdale for fuel – the time to fly there and back along with taxi time on the tarmac would add an hour for each fill up, which occurs twice per shift which is also extended down time during a patrol shift. That equals two hours per shift and there are four shifts each week. At eight additional hours of flight time/fuel burn per week, fueling at Oakdale’s airport would add approximately $810 in cost per week. This would also increase the hours on the engine and therefore require the aircraft to undergo progressive maintenance at the pre-determined intervals earlier than if fuel were brought to the aircraft in the hangar at the Modesto Jet Center, which will further increase costs associated with the aircraft.

Modesto Municipal Code (MMC) Section 8-203 generally requires all purchases, which meet or exceed $50,000 for material, equipment, or contractual services to follow formal bid procedures.

However, exceptions to the formal bidding process are granted in MMC 8-3.204(d) “Where the Purchasing Manager, in her discretion, determines that a process other than the formal bid procedure set forth in Section 8-3.203 will result in procurement for the City at the lowest possible cost commensurate with the desired quality. With comparing other rental and fuel costs with neighboring airports, it would be more costly for the City to have to fly to other locations for hangar space or fuel due to the increase in flight hours on the engine and the higher fuel burn rate for the additional flight time.

Aircraft Maintenance Purchase Order:

As noted earlier, the 2012 Gipps Aero GA8 is a unique aircraft with only 250 units built and sold throughout the world. This uniqueness also extends to the maintenance schedule for this aircraft which requires inspections in 50-hour increments within 200 hours of flight time, this is called a progressive maintenance plan. Each inspection varies in length and thoroughness:
 50-hour check = 6-man hours
 100-hour check = 12-man hours
 150-hour check = 6-man hours
 200-hour check = 24-man hours
To-date, the MPD has spent $47,286 on aircraft maintenance services.

Parts are also required for regular aircraft maintenance services. To determine an estimate, the MPD looked at a similar aircraft average from the California Highway Patrol (CHP) and applied a percentage reduction based on flight hours. Based on this review and the past few months of actual parts needs for the aircraft, the known parts include tires, spark plugs, plug wires, hoses, etc.

The Gipps Aero GA8 is a unique aircraft platform and Mather is the only service provider with trained personnel that have experience working on this aircraft in Northern California. There are at least two other aircraft maintenance service providers at the Modesto City-County Airport; however, none have serviced a Gipps Aero GA8. The CHP also operates with the Gipps Aero GA8 platform and has contracted with Mather Aviation, LLC for their maintenance needs for the #12..
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City Council, October 24, 2023
First Amendment to Hangar Lease and Fuel Agreement and Purchase Order for Aircraft Maintenance Services

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last three years. They conducted a formal bid process in 2020 and Mather Aviation, LLC was the only bidder. Both Mather Aviation, LLC service facilities (Modesto and Sacramento) are under the same ownership and have the same service fees, as such, it would not make financial sense to fly the aircraft to Sacramento for servicing as then MPD would be paying for the service plus the cost of fuel and additional maintenance on the plane for flight hours on the engine. The MPD is seeking a fixed amount purchase order with Mather Aviation, LLC during the period in which MPD staff will work with the Purchasing Division to conduct a formal bid process for aircraft maintenance services.

Modesto Municipal Code (MMC) Section 8-3.203 generally requires all purchases in excess of fifty thousand dollars ($50,000) for material, equipment, or contractual services to follow formal bid procedures. However, exceptions to the formal bidding process are granted in MMC 8-

3.204(d) “Where the Purchasing Manager, in his or her discretion, determines that a process other than the formal bid procedure set forth in Section 8-203 will result in procurement for the City at the lowest possible cost commensurate with the desired quality.” Here, Mather Aviation is the only provider for maintenance of the Gipps Aero GA8 aircraft and provides services onsite at the Modesto City-County Airport and is therefore the most logical and cost-effective choice for aircraft maintenance services for the time period needed to conduct a formal bid process. Therefore, staff recommends a one-time Purchase Order with Mather Aviation for aircraft maintenance services be exempt from the formal bidding procedures in accordance with Modesto Municipal Code 8-3.204(d).

FISCAL IMPACT:

The anticipated cost of $945,862 for the hangar and fuel expenditures and the $90,228 for the aircraft maintenance purchase order will be absorbed within the current Modesto Police Department General Fund Operating budget in the Air Support Unit Cost Center (19322) in Account No. 52300 and 53100.

Hangar Lease and Fuel Agreement:

HANGAR EXPENDITURES
ANNUAL TOTAL ($2,500/mo. x 12 mos.) $ 30,000
Expenses incurred to-date* $ 15,000*
4-YEAR TERM TOTAL (inclusive of expenses incurred to-date) $135,000

FUEL EXPENDITURES
BASE FUEL USE EST. (26,520 gal/yr. x $6.60/gal (today’s price)) 10% contingency
$175,032
$ 17,503
ANNUAL TOTAL $192,535
Expenses incurred to-date* $ 40,722*
4-YEAR TERM TOTAL $810,862
Aircraft Maintenance Agreement:
200-hour Progressive Maintenance Plan x 7 per yr.

Estimated Parts
$ 50,295
$ 21,887
25% contingency** $18,046
PURCHASE ORDER TOTAL $90,228
Expenses incurred to-date* $ 47,286
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City Council, October 24, 2023
First Amendment to Hangar Lease and Fuel Agreement and Purchase Order for Aircraft Maintenance Services

Page 5 of 5 ends

Vendor Total for like services* $137,514*
* Includes expenses incurred since the delivery of the aircraft:

Expense Type Expenses incurred as of 10/4/2023
Hangar Lease $15,000
Fuel $40,722 (includes Sept fuel est. of $4,500)
Aircraft Maintenance $47,286
** A 25% contingency is needed as an airplane is a complicated transportation platform with various specialized electronic and mechanical components like the engine, radios, navigation, camera, computers, etc. It is impossible to predict when or which component will fail and when. Since the delivery of the aircraft, MPD has experienced a monitor requiring repairs and also the specialized camera needed servicing and Mather used their specialized equipment to lift the aircraft so needed components could be installed.

COMMITTEE RECOMMENDATION:

Due to the urgent nature of the action needed, as noted above, this item was not presented to the Safety and Communities Committee.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the First Amendment to the Agreement with Modesto Jet Center for Aircraft Hangar Lease and Fuel Services to a revised Agreement total amount not to exceed $945,862 and extending the Term of the Agreement from twelve months to four years, ending October 31, 2027; and authorizing the City Manager, or his designee, to execute the Amendment.

Resolution approving a Purchase Order with Mather Aviation, LLC, Modesto, CA, for Aircraft Maintenance Services for a total amount not to exceed $90,228; and authorizing the Purchasing Manager, or her designee, to issue the Purchase Order.

Approved by:

Brandon Gillespie, Chief of Police
Joseph P. Lopez, City Manager
Attachments:

1. Resolutions (2)

2. First Amendment to the Agreement with Modesto Jet Center

3. Signed Agreement with Modesto Jet Center
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MODESTO CITY COUNCIL
RESOLUTION NO. 2023-XX

RESOLUTION APPROVING THE FIRST AMENDMENT TO THE

AGREEMENT WITH MODESTO JET CENTER FOR AIRCRAFT HANGAR

LEASE AND FUEL SERVICES TO A REVISED AGREEMENT TOTAL
AMOUNT NOT TO EXCEED $945,862 AND EXTENDING THE TERM OF THE

AGREEMENT FROM TWELVE MONTHS TO FOUR YEARS, ENDING
OCTOBER 31, 2027; AND AUTHORIZING THE CITY MANAGER, OR HIS

DESIGNEE, TO EXECUTE THE AGREEMENT
WHEREAS, with the purchase of SKY1, a Gipps Aero GA8 aircraft in March of 2023, the Modesto Police Department (MPD) entered into a month-to-month agreement with Modesto Jet Center (MJC) for hangar space, and
WHERAS, the agreement with MJC also provides for a negotiated fuel price in which MJC extends to the MPD a discounted fuel price that is represented as the posted retail price plus $1.00, and
WHEREAS, the First Amendment to the Agreement will establish an agreed upon not to exceed amount of $135,000 for the services of hangar space and $810,862 for fuel, and
WHEREAS, additionally, the prior agreement did not include a term, the First Amendment will establish a four-year term, and
WHERAS, while there are other fueling options available nearby, they require flight time and/or taxiing time which creates additional costs for the aircraft in both fuel and hours on the engine resulting in an increase in maintenance needs, and WHEREAS, Modesto Municipal Code (MMC) Section 8-203 generally requires all purchases, which meet or exceed $50,000 for material, equipment, or contractual services to follow formal bid procedures. However, exceptions to the formal bidding process are granted in MMC 8-3.204(d) “Where the Purchasing Manager, in her #12..
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discretion, determines that a process other than the formal bid procedure set forth in Section 8-3.203 will result in procurement for the City at the lowest possible cost commensurate with the desired quality, and
WHEREAS, with comparing other rental and fuel costs with neighboring airports, it would be more costly for the City to have to fly to other locations for hangar space and fuel due to the increase in flight hours on the engine and the higher fuel burn rate for the additional flight time.

NOW, THEREFORE BE IT RESOLVED by the Council of the City of Modesto that it herby approves the First Amendment to the agreement with Modesto Jet Center for aircraft hangar lease and fuel services to a revised agreement total amount not to exceed $945,8620 and extends the term of the agreement from twelve months to four years, ending October 31, 2027.

BE IT FURTHER RESOLVED the City Manager, or his designee, is authorized to execute the agreement, in a form approved by the City Attorney.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 24th day of October, 2023, by_______________, who moved its adoption, which motion being duly seconded by __________________ was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: ______________________________

DIANE NAYARES-PEREZ,
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City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _________________________
JOSE M. SANCHEZ, City Attorney
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MODESTO CITY COUNCIL
RESOLUTION NO. 2023-XX

RESOLUTION APPROVING A PURCHASE ORDER WITH MATHER

AVIATION, LLC, MODESTO, CA FOR AIRCRAFT MAINTENANCE
SERVICES FOR TOTAL AMOUNT NOT TO EXCEED $90,228; AND

AUTHORIZING THE PURCHASING MANAGER, OR HER DESIGNEE, TO

ISSUE THE PURCHASE ORDER
WHEREAS, on February 28, 2023, by Resolution No. 2023-87, Council approved the purchase of a Gipps Aero GA8, now known as SKY1, for use by the Modesto Police Department (MPD), and
WHERAS, aircraft maintenance is necessary to keep the aircraft in a state of airworthiness, for the safety of the crew and everyone in the service area, and WHERAS, aircraft maintenance is a highly regulated field requiring both scheduled and preventive servicing, inspection, testing, repair and overhaul or modification by certified maintenance technicians, and
WHEREAS, the Gipps Aero GA8 is not a common aircraft platform and Mather is the only service provider with trained personnel that have experience working on this aircraft in Northern California, and
WHEREAS, Modesto Municipal Code (MMC) Section 8-203 generally requires all purchases, which meet or exceed $50,000 for material, equipment, or contractual services to follow formal bid procedures. However, exceptions to the formal bidding process are granted in MMC 8-3.204(d) “Where the Purchasing Manager, in his or her discretion, determines that a process other than the formal bid procedure set forth in Section 8-203 will result in procurement for the City at the lowest possible cost commensurate with the desired quality,” and
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WHEREAS, Mather Aviation is the only provider for maintenance of the Gipps Aero GA8 aircraft and provides services on-site at the Modesto City-County Airport and is therefore the most logical and cost-effective choice for aircraft maintenance services for the time period needed to conduct a formal bid process.

NOW, THEREFORE BE IT RESOLVED by the Council of the City of Modesto that it herby approves a Purchase Order with Mather Aviation, LLC, Modesto, CA for aircraft maintenance services for a total amount not to exceed $90,228.

BE IT FURTHER RESOLVED the Purchasing Manager, or her designee, is authorized to issue the purchase order.

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: ______________________________

DIANE NAYARES-PEREZ,
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _________________________
JOSE M. SANCHEZ, City Attorney
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1 FIRST AMENDMENT TO AGREEMENT

HANGAR LEASE AND FUEL SERVICES FOR MODESTO POLICE DEPARTMENT This First Amendment (“Amendment”) is made to the Agreement entered into between the CITY OF MODESTO, a municipal corporation of the State of California (hereinafter the “CITY”) and MODESTO JET CENTER, (hereinafter “CONTRACTOR”) entered into by the parties on 20th day of March 2023, (the “Agreement”), hereinafter referred to as “Original Agreement.”

RECITALS
This First Amendment to the Agreement is made with reference to the following recitals:

A. An AGREEMENT, hereinafter referred to as AGREEMENT was entered into by and between CITY and CONTRACTOR on the 20th day of March 2023 for the services of hangar lease and fuel services.

B. CITY and CONTRACTOR desire to amend the AGREEMENT by establishing an agreed upon not to exceed amount of $135,000 for the services of hangar space $810,862 for fuel.

C. CITY and CONTRACTOR desire to further amend the AGREEMENT by establishing an agreed upon not to exceed amount of up to four years, ending October 31, 2027.

NOW, THEREFORE, the parties hereto mutually agree to the following:

1. The RENT section of the AGREEMENT shall be amended to include the following:
“Total amount not to exceed $135,000 over four years.”

2. The NEGOTIATED FUEL PRICE section of the AGREEMENT shall be amended to include the following:
“Total amount not to exceed $810,682 over four years.
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2 3. The TERM section of the AGREEMENT shall be amended to read “The term of this Agreement shall continue in effect month to month unless terminated under the terms of this agreement or October 31, 2027, whichever occurs first.”

4. Except as modified and amended by this FIRST AMENDMENT to the AGREEMENT, all other provisions of the Agreement shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this Amendment to Agreement for CONTRACTOR Services by its City Manager and attestation by its City Clerk under authority of Resolution No. ____________, adopted by the Council of the City of Modesto on the 24th day of October, 2023, and CONTRACTOR has caused this Agreement to be duly executed in duplicate as of the Effective Date.
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MODESTO JET CENTER
825 AIRPORT WAY
MODESTO, CA 95354
(209) 577-4654

Page 1 ends

HANGAR SPACE LEASE AGREEMENT
This agreement is entered into this ___20___day of ___ __ , 2023 by and between MODESTO JET CENTER herein-called MJC, and the MODESTO POLICE DEPARTMENT, herein called Sub Lessee.

The following terms and conditions shall govern the rental by Lessor of hangar and office space to Sub Lessee:

In consideration of the mutual covenants contained herein and for other good and valuable consideration the parties hereby agree as follows:

SUB LEASE OF THE HANGAR SPACE: MJC herby leases to the Sub lessee hanger space (the Hangar Space) located at Modesto Airport, Modesto, California (the "Airport") and described as one half of the building known as Hangar 4. This space shall be used for Aircraft Storage only. The hangar Space shall be used and occupied by Sub lessee solely for the storage of the following described Aircraft :
_______________ ____________ , Registration Nos._________________________ (the "Aircraft"), or any other similar aircraft owned or leased by Sub lessee (the "Substitute Aircraft"), provided Sub lessee has obtained the written consent of MJC to store the Substitute Aircraft in the Hangar Space. In the event Sub lessee is permitted to store a Substitute Aircraft in the Hangar Space, all provisions of this Agreement applicable to the Aircraft shall also be applicable to the Substitute Aircraft.

SUB LEASE OF THE OFFICE SPACE: MJC hereby leases to the Sub Lessee approximately 300 square feet of office space located on the ground floor within Hangar 4.

TERM: The term of this Agreement shall commence on the __________________, 2023 and shall continue in effect month to month unless terminated under the terms of this Agreement.

RENT: For the use of the Hangar Space, Sub lessee shall pay MJC at the address specified in Paragraph 20, the amount of $ 2,500.00 per month, payable in advance on or before the first day of each month.

The amount of rent is subject to change upon thirty (30) days written notice by MJC to the Sub lessee.

SECURITY DEPOSIT:

Reserved
NEGOTIATED FUEL PRICE: Under this agreement, MJC agrees to extend to the Sub Lessee a discounted fuel price that is represented as the posted retail price minus discount. Payment may be paid via credit card; pricing may vary if using other contracted aviation fuel programs.

SERVICES PROVIDED: MJC will provide the service of moving the Aircraft from the Hangar to the ramp area to the Hangar Space. It is expressly agreed that Sub lessee shall have no right to perform the above services unless Sub lessee receives written permission therefore from MJC. MJC will maintain the structural components of the Hangar, including doors and door mechanisms, and MJC will provide light, water, electricity, and normal building maintenance without additional cost to Sub lessee. In addition, at the request of Sub lessee, MJC shall provide other services that include (but are not limited to), aircraft fuel (AVGAS or JET A), oxygen, wash & detail services at an additional cost to the Sub lessee.

DocuSign Envelope ID: F482A70E-95AB-4345-A9C9-927266B78C16 2012 GippsAero GA8 N87AG
1st of April
March
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MODESTO JET CENTER
825 AIRPORT WAY
MODESTO, CA 95354
(209) 577-4654

Page 2 ends

INVOICE:

MJC shall submit an invoice to the Sub Lessee for hangar space and any other applicable fees, to the following address:

Company Name: City of Modesto - Police Department
Accounts Payable Contact Name: MPD Purchasing/Aurelia Harris Street Address 1: 600 10th Street
Street Address 2:

City, State & Zip: Modesto, CA 95354
Accounts Payable Phone: 209-572-9624
Accounts Payable Email Address: [email protected] Alternately, Sub Lessee may pay any outstanding fees by credit card.

USE OF PREMISES: Sub lessee shall use the Subleased Hangar Premises for the storage of aircraft or any part thereof and all services associated wherewith. Furthermore, the Sub Lessee agrees that office space included within this lease shall only be used for clerical work and not used as a workshop for mechanical purposes. Sub lessee shall not use the premises for any other purpose without the written authorization of MJC.

COMPLIANCE WITH MASTER LEASE: This Sublease is subject and subordinate to the terms and conditions of MJC's Master Lease with the City of Modesto and Stanislaus County for the subject premises. Sub lessee shall not do anything which in any manner violates the terms of the Master Lease or would cause MJC to be in default under the Master Lease. Sub lessee hereby expressly assumes and agrees to perform and comply with all the obligations required to be kept or performed by MJC under the provisions of the Master Lease to the extent that they are applicable to the Subleased Premises.

SUBLEASE/ASSIGNMENT: Sub lessee may not sublease and/or assign its interests in this sublease without the prior written approval of MJC. Sub lessee may assign this sublease to a corporation wholly owned by sub lessee but, in such event, Sub lessee shall not be released from performance of all covenants, obligations and conditions of this Sublease and shall remain personally liable therefore.

ALTERATIONS: Sub lessee shall not make any alterations or improvements to the subleased Premises.

RAMP and TIEDOWNS: Sub lessee shall not use ramp space adjacent to the Subleased Premises or tie down space ("Ramp Space") for the storage of vehicles or equipment. Vehicles or equipment parked in violation of this paragraph may be removed at Sub lessee's expense. The use, rental or leasing of tie downs is not a provision of this Sublease
LIMIT OF AGREEMENT: Nothing contained in this Sublease shall be construed to create privities of estate or of contract between Sub lessee and the original lesser. Neither MJC nor Sub lessee shall do or permit to be done any act or thing which will constitute breach or violation of the terms, covenants, conditions or provisions of the Master Lease. Sub lessee shall in no cause have any rights with respect to the Subleased Premises greater than MJC's rights under the underlying Master Lease, and MJC shall have DocuSign Envelope ID: F482A70E-95AB-4345-A9C9-927266B78C16 209-577-5383
--------------------------------
--------------
[email protected]
95353
--------------
--------------
------
--------------------------------
Accounts Payable
PO Box 642
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MODESTO JET CENTER
825 AIRPORT WAY
MODESTO, CA 95354
(209) 577-4654

Page 3 ends

no ability to Sub lessee for any matter whatsoever for which MJC does not have at least co-extensive rights as Lessee against the Lessor under the Master Lease.

INSURANCE: Sub lessee agrees to maintain, at its own expense, for the benefit of itself and MJC as coinsured's, insurance of such types and in such amounts as may be approved by MJC, insuring against liability for damage or loss to the Aircraft or other property, and against liability for personal injury or death, arising from acts or omissions of Sub lessee, its agents and employees. Such policy or policies shall contain a provision whereby Sub lessee's insurer waives any rights of subrogation against MJC its agents and employees. Each policy must name MJC and the Stanislaus County as additional insured and include a provision for thirty (30) days prior notification in the event the insurance is cancelled. A certificate of insurance must be provided to MJC prior to commencement of this agreement. Claims made coverage is not acceptable. MJC must be informed immediately if the general aggregate of insurance is exceeded and additional coverage must be purchased to meet the above requirements. Sub lessee shall furnish a certificate or certificates of insurance from an insurer admitted to do business in the State of California and acceptable to MJC verifying compliance with the insurance requirements set forth:

Aircraft and Airport Premises Liability Including Passengers and Persons: $2,000,000 Combined Single Limit of Bodily Injury and Property Damage for Each Occurrence.

Personal Automobile Liability coverage: In the minimum amounts of $100,000 per person and $300,000 each Accident Bodily Injury and $50,000 each Accident Property Damage and $35,000 Uninsured/Underinsured Motorists coverage, for each vehicle to be operated in association with this Lease. Coverage must include "On Airport" operations if the auto is to be used on the airport premises.

HOLD HARMLESS PROVISIONS: Except as expressly otherwise stated in this Agreement, Sub Lessee covenants and agrees, as further consideration for this Agreement that it shall indemnify, defend, release and hold harmless MJC, Master Lessor and each of their officers, directors, representatives, agents, customers, tenants, contractors, subcontractors, invitees, guests and employees (collectively the "MJC Indemnified Parties") from and against any and all claims, costs, damages, suits, fines, penalties, causes of action, judgments, loss of or damage to property of any kind whatsoever (including those arising from third parties), and/or injuries to or death of any person or persons (including employees of Sub Lessee), including all costs, reasonable attorneys' fees and expenses incidental thereto (hereinafter collectively referred to as, "Damages") incurred by or asserted against MJC or Master Lessor to the extent such loss arises from any breach, violation or non-performance by Sub Lessee or its officers, directors, agents, contractors, subcontractors, invitees, guests and employees of any covenant or condition of this Agreement or by any negligence or willful misconduct of those persons, excepting those Damages caused by the negligence or willful misconduct of MJC or any of the other MJC Indemnified Parties.

Except as expressly otherwise stated in this Agreement, MJC covenants and agrees, as further consideration for this Agreement that it shall indemnify, defend, release and hold harmless Sub Lessee its officers, employees, elected and appointed officials, agents, contractors, subcontractors, invitees, and guests (collectively the "Sub Lessee Indemnified Parties") from and against any and all claims, costs, damages, suits, fines, penalties, causes of action, judgments, loss of or damage to property of any kind whatsoever (including those arising from third parties), and/or injuries to or death of any person or persons (including employees of MJC), including all costs, reasonable attorneys' fees and expenses incidental thereto (hereinafter collectively referred to as, "Damages") incurred by or asserted against Sub Lessee to the extent such loss arises from any breach, violation or non-performance by MJC or its officers, directors, agents, contractors, subcontractors, invitees, guests and employees of any covenant or condition of this Agreement or by any negligence or willful misconduct of those persons, excepting those Damages caused by the negligence or willful misconduct of Sub Lessee or any of the other Sub Lessee DocuSign Envelope ID: F482A70E-95AB-4345-A9C9-927266B78C16 #12..
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MODESTO JET CENTER
825 AIRPORT WAY
MODESTO, CA 95354
(209) 577-4654

Page 4 ends

Indemnified Parties.

FAA SPECIAL PROVISIONS: Sub lessees expressly acknowledges and agrees to be bound by the FAA special provisions applicable to the Modesto Airport whether expressed in the Master Lease, this Sublease or elsewhere.

DEFAULT: Notwithstanding any other right or remedy provided herein, in the event Sub lessee fails or refuses to perform any term, condition or covenant contained in this Sublease or with respect to the Master Lease after having received three (3) days prior written notice of such default, MJC shall have all rights and remedies available under or pursuant to California Law to remove and evict Sublease from possession of the Subleased Premises and to otherwise hold Sub lessee liable and responsible for all losses, injuries, expenses including reasonable attorney's fees or other costs or damages which MJC may sustain or incur by reason of such default. MJC shall have the further right, but not the obligation, to cure any such default or advance funds to the Lessor under the Master Lease to prevent the forfeiture or termination of the Master Lease in which event Sub lessee shall pay MJC, immediately upon written demand, any such sums or expenses advanced by MJC on behalf of Sub lessee.

THIRTY (30) DAY TERMINATION: Either party to this Agreement shall have the right, with or without cause, to terminate this Agreement by giving thirty (30) days prior written notice to the other party.

GOVERNING LAW: This Agreement shall be construed in accordance with the laws of the State of California
RELATIONSHIP OF PARTIES: The relationship between MJC and Sub lessee shall always and only be that of MJC and Sub lessee. Sub lessee shall never at any time during the term of this Agreement become the agent of MJC and MJC shall not be responsible for the acts or omissions of Sub lessee or its agents.

REMEDIES CUMULATIVE: The rights and remedies with respect to any of the terms and conditions of this Agreement shall be cumulative and not exclusive and shall be in addition to all other rights and remedies.

NOTICES: Any notice given by one party to the other in connection with this Agreement shall be in writing and shall be sent by certified or registered mail, return receipt requested. Notices shall be deemed to have been received on the date of receipt as shown on the return receipt. No notice shall be required to be sent to any other address unless change of address has been provided in writing by either party.

WAIVER: The waiver by either party of any covenant or condition of this Agreement shall not thereafter preclude such party from demanding performance in accordance with the terms hereof.

SUCCESSORS BOUND: This Agreement shall be binding on and shall inure to the benefit of the heirs, legal representative, successors and assigns of the parties hereto.

ATTORNEY'S FEE: If any action or other proceeding arising out of this Sublease is commenced by either party to this sublease concerning Subleased Premises, then as between MJC and Sub lessee, the prevailing party shall be entitled to receive from the other party, in addition to any other relief that may be granted, the reasonable attorneys fees, costs, and expenses incurred in the action or other proceeding by the prevailing party.

DocuSign Envelope ID: F482A70E-95AB-4345-A9C9-927266B78C16 #12..
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MODESTO JET CENTER
825 AIRPORT WAY
MODESTO, CA 95354
(209) 577-4654

Page 5 ends

ENTIRE AGREEMENT: This Sublease Agreement and the attached exhibits, if any, contain the entire agreement of the parties hereto and no obligation other than that set forth herein will be recognized.

IN WITNESS THEREOF, the parties have executed this Agreement as of the day and year first above written.

MODESTO JET CENTER Sub Lesee: Modesto Police Department BY: BY:

TITLE: General Manager TITLE:

DATE: DATE:

DocuSign Envelope ID: F482A70E-95AB-4345-A9C9-927266B78C16 ATTEST:
(Seal)
BY: ____________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
3/24/2023
City Manager
3/24/2023
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

October 24, 2023
Date: October 2, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Bill Sandhu, Director of Public Works
SUBJECT: Purchase Agreement for Slurry Alum
CONTACT: John Sphar, Streets Manager, [email protected], 209-342-2235 DESCRIPTION:

Consider approving the Award of Bid and Agreement for Slurry Alum to Thatcher Company of California, Inc., Sacramento CA for a total amount not to exceed $300,000 over five years. (Funding Source: Surface Transportation Fund)
STRATEGIC PLAN ELEMENT:

This recommended action supports the City’s Strategic Plan Area of Focus: “Quality of Life”:
engage partners across the community to ensure the safety, resilience, and attractiveness of Modesto; Goal D: ensure safe, efficient, and reliable infrastructure through proactive community investment, maintenance and sustainability efforts; Strategy 1: create and implement a comprehensive street and road maintenance plan.

BACKGROUND:

The City of Modesto Public Works Department, Streets Division’s main function is to serve in a preventative maintenance capacity. This is mostly accomplished through the City’s Slurry Seal program. Slurry sealing is used as the primary means of asphalt preservation. Slurry sealing also completely covers any crack sealing or patching done as prep work in the designated Slurry area, preventing more serious pavement failure from occurring. Slurry Alum is an essential additive that makes up the Slurry emulsion along with Slurry Oil and Slurry Rock.

In FY 2022-23, the Streets Division added a second slurry truck with an anticipated production increase of 1.5 times. Additionally, there has been a market increase for materials of approximately 22-24% across the industry. With the productivity increase and market adjustments, a formal agreement would allow for the necessary requested budgetary increases and eliminate increases from the vendor without approval.

DISCUSSION:

On October 20, 2022, the City Manager authorized the Purchasing Manager to solicit the procurement for Slurry Alum.
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City Council, October 24, 2023
Purchase Agreement for Slurry Alum

Page 2 of 3 ends

On March 13, 2023, the Purchasing Division issued Invitation for Bids (IFB) 2223-32 via Planet Bids for Slurry Alum on the City’s Planet Bids public bidding website under various commodity codes.1 Prospective bidders were notified online and via email of the bid opportunity. Six companies chose to download the IFB document, one chose to respond. Staff contacted prospective bidders and inquired as to why they did not submit a bid. Four of these were bid houses which push the project out to their client database. The other vendor was too busy to respond.

On April 11, 2023, bids were formally opened by the City Clerk and broadcast via Microsoft Teams Livestream. One vendor who is not local responded with a formal bid. On August 24, 2023, formal notification was given to the proposer by Purchasing of intent to award said proposal and contract for slurry alum. Based on providing the lowest and only responsive and responsible bid, staff recommends awarding the agreement for Slurry Alum to Thatcher Company of California, Inc., Sacramento, CA for a one-year agreement with four one-year extension options, for a $60,000 estimated annual amount and $300,000 over the five years.

Modesto Municipal Code Section 8-3.203 generally requires all purchases which meet or exceed $50,000 for material, equipment, or contractual services to follow formal bid procedures.

The award of bid and agreement for Slurry Alum to Thatcher Company of California, Inc., Sacramento, CA, conforms to the Modesto Municipal Code because the City complied with the formal bid procedures and Thatcher Company of California was the lowest and sole responsive and responsible bidder.

FISCAL IMPACT:

The spending activity for the last five years has been provided below:

FISCAL YEAR SPEND
FY 18/19 $7,887
FY 19/20 $12,856
FY 20/21 $8,005
FY 21/22 $18,844
FY 22/23 $30,629
FY 23/24 PROJECTED $48,708
TOTAL $126,929
*Note - The slurry season is May-Oct. and crosses between Fiscal Years The anticipated cost of $300,000 will be absorbed within the current Streets Division 1700- 53130-53150 Fiscal Year 2023-24 operating budget.
1Commodity Codes: 74500- Road and Highway Building Materials (Asphaltic) 75000- Road and Highway Building Materials (Not Asphaltic) 75077- Sand and Gravel 91223- Construction, General (Backfill Services, Digging, Ditching, Road Grading, Rock Stabilization, Etc.)
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City Council, October 24, 2023
Purchase Agreement for Slurry Alum

Page 3 of 3 ends

COMMITTEE RECOMMENDATION:

This item was presented to Economic Development Committee on October 2, 2023, and was recommended to forward to Council for approval of the Award of Bid and Agreement.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the Award of Bid for Purchase of Slurry Alum on an as needed basis to Thatcher Company of California, Inc., of Sacramento, CA for a one-year Agreement with four one-year extension options, for an annual estimated cost of $60,000 and a total amount not to exceed $300,000 over five years, and authorizing the Director of Finance, or her designee, to execute the Purchase Agreement.

Approved by:

Bill Sandhu, Director of Public Works
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Purchase Agreement 254574

3. Thatcher Bid Submittal for IFB 2223-32

4. IFB (Invitation for Bid)

5. Cost Abstract

6. Bid Waiver
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1 MODESTO CITY COUNCIL
RESOLUTION NO. 2023-

RESOLUTION APPROVING THE AWARD OF BID FOR PURCHASE OF

SLURRY ALUM ON AN AS NEEDED BASIS TO THATCHER COMPANY OF CALIFORNIA INC., SACRAMENTO, CA, FOR A ONE-YEAR AGREEMENT

WITH FOUR ONE-YEAR EXTENSION OPTIONS, FOR AN ANNUAL
ESTIMATED COST OF $60,000, AND A TOTAL AMOUNT NOT TO EXCEED $300,000 OVER FIVE YEARS, AND AUTHORIZING THE DIRECTOR OF

FINANCE, OR HER DESIGNEE, TO EXECUTE THE PURCHASE

AGREEMENT
WHEREAS, the Public Works Streets Division is responsible for maintaining residential streets, major arterial and collector streets, and alleys as their primary mandate; and
WHEREAS, part of this function, which is performed by the Streets Division, is to ensure the safety and drivability of the roads; this requires preserving that infrastructure by preventing the water intrusion that causes deterioration through our Slurry Seal Program and the frequent use of slurry alum as a vital component of the slurry emulsion; and
WHEREAS, on March 13, 2023 the City went through a formal proposal process for the furnishing of slurry alum, as staff realized that a formal agreement needed to be established in order to continue uninterrupted daily operation within the Street Division; and
WHEREAS, on March 13, 2023 the City Manager authorized the Purchasing Manager to issue formal Invitation For Bids (IFB) No. 2223-32 for furnishing of slurry alum on an as needed basis, for the Public Works Department, Streets Division; and WHEREAS, on April 11, 2023 bids were formally opened by the City Clerk, and one vendor who is not local responded with a formal bid; and #13..
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2 WHEREAS, on August 24, 2023 formal notification was given to the proposer by Purchasing of intent to award said proposal and contract for slurry alum to that company.

This company provided a responsive and responsible proposal, as well as thorough demonstration and sampling of their product(s); and
WHEREAS, Modesto Municipal Code Section 8-3.203 generally requires all purchases which meet or exceed $50,000 for materials, equipment or contractual services to be formally bid. The award of proposal and contract for the purchase of as needed furnishing of slurry alum from Thatcher Company of California, Inc. conforms to the Modesto Municipal Code, 8-3.203; and WHEREAS, sufficient funds to award this agreement are budgeted in Surface Transportation Fund, account: 1700-53130-53150.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it approves the award of Bid for Purchase and agreement for furnishing of slurry alum on an as needed basis to Thatcher Company of California, Inc., Sacramento, CA, for a one-year agreement with four one-year extension options for an annual estimated cost of $60,000 and a total amount not to exceed $300,000 over five years.

BE IT FURTHER RESOLVED that the Director of Finance, or her designee, to executed the Purchase Agreement.
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3 The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto to be held on October 24, 2023, by Councilmember, who moved its adoption, which motion being duly seconded by Councilmember, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: __________________________
DIANE NAYARES-PEREZ, CMC, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _______________________________
JOSE M. SANCHEZ, City Attorney
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1 ANNUAL PURCHASE AGREEMENT #254574

FOR SLURRY ALUMINUM WITH

THATCHER COMPANY OF CALIFORNIA
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of ____________________, 2023, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Thatcher Company of California, Inc., a Calfornia Corporation, hereinafter called VENDOR, W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2023- authorizing the Award of Bid and agreement for the furnishing and delivery of SLURRY ALUMINUM (the “GOODS”) to VENDOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the VENDOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and WHEREAS, the CITY and VENDOR shall enter into an agreement for the furnishing and delivery of SLURRY ALUMINUM as described in IFB 2223-32, attached hereto as Exhibit “C” and made a part hereof, and

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. TERM OF AGREEMENT: The term of the AGREEMENT shall be for a period of ONE YEAR with FOUR one-year extension options at the sole discretion of City, for a total of up to five years.

Year one: October 31, 2023 THROUGH October 30, 2024
Year two: October 31, 2024 THROUGH October 30, 2025
Year three: October 31, 2025 THROUGH October 30, 2026
Year four: October 31, 2026 THROUGH October 30, 2027
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2 Year five: October 31, 2027 THROUGH October 30, 2028

2. PRICING:

A. Per the aforementioned Council Resolution, the annual estimated amount of the AGREEMENT is $60,000. The total amount paid by CITY to VENDOR over the full term of the AGREEMENT shall not exceed $300,000.

B. Pricing during AGREEMENT Year one shall be as set forth in Attachment A Pricing, attached hereto and made a part hereof by this reference.

C. Pricing shall remain firm for the first year of the AGREEMENT.

D. Price increases for each subsequent AGREEMENT years two, three, four, and five, shall be negotiated in good faith by the parties, but in no instance may exceed the net percentage increase during the prior 12-month period in the Federal Bureau of Labor Statistics’ Consumer Price Index (CPI) for West Urban Area. Requests for price increases in any renewal year shall be submitted by VENDOR in writing at least 60 days prior to the annual anniversary date of the AGREEMENT.

3. USAGE: Vendor shall provide whatever quantities may be required during the term of this Agreement. No minimum or maximum quantities are guaranteed or implied by CITY.

4. ORDERING: Vendor shall deliver GOODS to the location specified within CITY’s purchase order. Unless otherwise specified by the Purchasing Division, no GOODS may be delivered to CITY unless a purchase order has been provided by CITY to VENDOR.

5. PAYMENT: All invoices shall be paid in full by CITY after completion and acceptance of the GOODS by the City, and receipt of a properly prepared invoice submitted by VENDOR via email to [email protected] . As specified by the Purchasing Division, every invoice must reference this AGREEMENT number or CITY’s purchase order number. VENDOR will be paid by CITY via the following payment method “Net 30 terms via CITY’s ePay Program”.

6. AMENDMENTS: No changes to this AGREEMENT shall be effective unless documented by a written amendment to this AGREEMENT and signed by the parties hereto with CITY represented by the Purchasing Division.

7. TERMINATION:

A. In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the non-performance. Within 30 days after receipt of notification, the breaching party shall correct any non-performance to the reasonable satisfaction of the non-breaching party. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.

B. CITY may terminate this AGREEMENT for convenience upon 30 days prior notice to VENDOR by CITY’s authorized employee.

8. INSPECTION: All GOODS are subject to inspection and test by the City for compliance with specifications as included herein, within a reasonable time after delivery. In the event GOODS are defective or not in conformity with this AGREEMENT or CITY’s purchase order, the CITY shall have the rights to either #13..
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3 reject the GOODS or require correction. Defective articles or services shall be removed from CITY premises and/or corrected by and at the expense of VENDOR; provided that should the VENDOR fail, neglect or refuse to do so, the CITY shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. CITY may deduct from any moneys due or that may there after come due to VENDOR, or send an invoice to the VENDOR which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual cost thereof to the CITY. In the event that the VENDOR fails to make prompt delivery as specified for any item, the same conditions as to the rights of the CITY to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Bidder. Failure by CITY to inspect and accept or reject shall not relieve the VENDOR from responsibility for compliance with specifications. Final acceptance shall be conclusive except as regards to latent defects, fraud, or such gross mistakes as amount to fraud.

9. RESPONSIBILITY: Unless otherwise specified, the VENDOR shall be responsible for all GOODS until delivered at CITY’s designated delivery point and shall bear all risks as to items rejected or requiring correction after notice of such rejection or correction is given.

10. SHIPMENT: Unless otherwise authorized by CITY’s Purchasing Division, GOODS shall be delivered F.O.B. Destination Freight Prepaid and Included in Price of GOODS. VENDOR may not collect freight collect or charge shipping expenses otherwise to CITY. Original receipted freight bill must accompany the invoice. Shipment must be made within the time stated on Purchase Order, failing which CITY reserves the right to purchase elsewhere and charge VENDOR with any loss incurred, unless delay in making shipment is due to unforeseeable causes beyond the control and without the fault or negligence of VENDOR.

11. CHANGES: A purchase order may at any time, by written order of the CITY, be changed regarding the GOODS to be furnished, quantities ordered, unit price, discount, delivery point or arrangements, terms or any other matters affecting a valid PO. In the event such change causes an increase or decrease in the cost of performance hereunder, and equitable adjustment will be made for the cost thereof, subject to the approval of the Purchasing Manager, and written notice given therefore.

12. WARRANTY: Notwithstanding any other provisions of the purchase order, VENDOR warranties for the GOODS shall extend for 90 days after delivery thereof to CITY, shall meet or exceed all original manufacturer warranties, and that GOODS shall be of the most suitable grade as specified in this AGREEMENT, VENDOR’s own marketing materials and in the purchase order. Moreover, VENDOR warrants and represents that GOODS shall comply with the warranty of merchantability. If a defect is discovered in any GOODS covered in this AGREEMENT, VENDOR shall correct at its expense, including transportation/freight, such defects as are reported within one year of final acceptance.

14. TAX EXEMPTIONS: The CITY is exempt from payment of federal excise tax. All invoices shall be exclusive of such excise tax. Moreover, if the CITY’s purchase is not subject to sales tax, the statement for resale will appear in the body of the purchase order.
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4 15. INDEMNITIES:

A. VENDOR agrees to protect, indemnify and save harmless CITY and its agents, officers, employees, and volunteers from any claim, loss or damage from VENDOR’s, or the GOODs’, infringement of trademarks, patents, copyrights and unfair competition action with to any third party.

B. VENDOR shall hold the CITY and its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of VENDOR, or its agents, officers, employees, or subcontractors relating to or during the performance of its obligations under this AGREEMENT. VENDOR’s obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement for VENDOR to procure and maintain a policy of insurance VENDOR.

16. GOVERNING LAW: This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, U.S.A., without giving effect to its conflicts of law provisions or principles.

17. VENUE: Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California.

18. ATTORNEYS’ FEES. If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

19. LIMITATION OF LIABILITY: The CITY shall not be responsible for any damage that may accrue by reason of the death or injury of the person of the Vendor’s officers, agents, employees, invitees, or licensees, or be set up at any time because of personal injury or damage to property sustained by any other person or persons, which may have been caused or contributed to, approximately or remotely, by reason of or in the course of performance of the Purchase Order. The Vendor shall assume full responsibility for the defense of any claims arising under the Purchase Order and the Vendor shall save, keep, and bear harmless the City, all officers and employees thereof, from all damages, costs, or expenses because of personal injury or property damage based on the performance of this Purchase Order or asserted against it.

CONTRACTOR: Thatcher Company of California, Inc.

P.O. Box 27407
Salt Lake City, UT 84127-0407
Zach Brackus
Phone (916) 389-2517 ext 1417
Email [email protected]
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5 CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Kim Presson
Phone (209) 577-5375
Email [email protected]
Either party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

21. ASSIGNMENT: Neither this AGREEMENT nor any portion hereof shall be subcontracted or assigned without the written consent of the City in each and every instance.

22. MISCELLANEOUS: Time is of the essence in each and every provision of this AGREEMENT.

23. ENTIRE AGREEMENT: This AGREEMENT and its exhibits contain the entire understanding between VENDOR and CITY. Additional or new terms contained in this AGREEMENT which vary from VENDOR’S bid are controlling and are deemed accepted by VENDOR by provision of any GOODS or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this AGREEMENT, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this AGREEMENT. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

24. PARTIAL INVALIDITY: If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this AGREEMENT by its Director of Finance under authority of Resolution No. 2023- adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2023 and Thatcher Company of California, Inc. has caused this Agreement to be duly executed. #13..
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6 ATTACHMENT A
ANNUAL PURCHASE AGREEMENT NO 254574

SLURRY ALUMINUM

CONTRACTUAL PRICE LIST
Item No. Item Item Description Price Per Unit of Measure A1 Slurry Aluminum Slurry Aluminum (275-gallon Totes) $ 1,303.50_/275-Gallon Totes #13..
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CITY OF

MODESTO

CALIFORNIA
INVITATION FOR BIDS ("IFB") NO. 2223-32
FOR

SLURRY ALUMINUM
BID OPENING: APRIL 11, 2023 at 11:00 A.M.

CITY OF MODESTO CONT ACT: Christine Melton, Buyer
[email protected]
(209) 341-2908
E-MAIL ADDRESS:

PHONE:
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TABLE OF CONTENTS
Page
Notice to Bidders ................................................................................................................ 3 City Contacts ...................................................................................................................... 5 Calendar of Events ............................................................................................................. 5

GENERAL REQUIREMENTS
Bid Submittal ...................................................................................................................... 7 Acceptance/Rejection of Irregular Bids ............................................................................. 7 Complete Bid Document. ................................................................................................... 7 Submittal Checklist ......................................................................................................... 7-8 Compliance/Non-Compliance ............................................................................................ 8 Pricing Format .................................................................................................................... 8 Pricing Schedule ................................................................................................................. 8 Award of Bid ...................................................................................................................... 8 Protest and Appeal Procedures ......................................................................................... l 0 REQUIRED BID SUBMISSION DOCUMENTS (Sign Wherever Indicated) Bid Form A- IFB Acknowledgement (payment info) ............................................... 15-17 Bid Form B-Bidder Company Information ................................................................... 18 Bid Form C - Pricing Schedule ........................................................................................ 19 Bid Form D - Bidder Exceptions, Clarifications, Amendments ..................................... 20 Bid Form E - Bidder Customer References ............................................................... 21-22 Bid Form F - Financial Interest Disclosure ................................................................. 23-24 Bid Form G- Support of Local Vendors ......................................................................... 25 Bid Form H-Bidder Company History Statement ....................................................... 26 Bid Form I - Addenda Acknowledgement Page .............................................................. 27 Bid Form J - Bidder Warranty Statements ...................................................................... 28 Bid Form K - Subcontractor List ..................................................................................... 29

TECHNICAL REQUIREMENTS
Scope of Work .................................................................................................................. 30

A TI ACHMENTS
Sample Annual Agreement ........................................................................................ 31-35 2 #13..
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INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM

NOTICE TO BIDDERS
NOTICE IS HEREBY GIVEN that the City of Modesto, County of Stanislaus, State of California ("City"), will receive at the City Clerk's office, IO 10 Tenth Street, Suite 6600, Modesto, CA 95354 sealed Bids (each, a "Bid") from qualified Bidders (each, a "Bidder") for the furnishing of SLURRY ALUMINUM equipment, materials, supplies and/or related services (the ·'Goods") for the City of Modesto, Public Works Department, Streets Division.

All equipment, materials, and supplies shall be furnished F.O.B. City of Modesto (delivery charges borne by Bidder, included in the Goods pricing herein, and not separately charged to the City). Bidders are highly recommended lo download all IFB documents from the City's Purchasing Division website at http://www.modestogov.com/257/Contracting-Bid-Opportunities;; such IFB documents shall include all specifications necessary for Bidders to submit a responsive Bid ..

Each Bid shall be sealed and filed with the City Clerk's office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 prior to April 11, 2023 at 11:00 A.M., at which time Bids will be opened, read and recorded.

The opening of bids will not be physically open to the public, but may be viewed simultaneously via video conferencing in the manner provided for herein. All Bids shall be available for review following City Council award approval at the Purchasing Division, 1010 Tenth Street, 5th Floor, Suite 5300, Modesto, CA 95354.

Bids will be received only at the address shown above, and prior to the time indicated. Any Bid received at or after said time and/or date, or at a place other than the stated address cannot be considered and will be returned to the Bidder unopened.

All Bids, whether delivered by an employee of the Bidder, U.S. Postal Service, courier or package delivery service must be received and time stamped at the stated address prior to the time designated.

The City Clerk's time stamp shall be considered the official timepiece for the purpose of establishing the actual receipt of Bids. Bids will not be accepted by email or facsimile. The City of Modesto assumes no responsibility for delay in the delivery of the Bid. 3 #13..
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INVITATION FOR BIDS# 2223-32

SLURRY ALUMINUM
On the outside of the Bid envelope and courier envelope, if any, the Bidder shall indicate the following:
"NAME AND ADDRESS OF BIDDER
BID IN RESPONSE TO INVITATION FOR BIDS# 2223-32
BID OPENING DATE: APRIL 11 , 2023 AT 11:00 A.M."
Bidder must deliver your Bid by a preferred method to the appropriate location below:

MAIL TO: CITY CLERK DELIVER/ COURIER TO:

CITY OF MODESTO
P.O. BOX642
SUITE 6600, MODESTO, CA 95353

CITY CLERK

CITY OF MODESTO
1010 10TH STREET,
MODESTO, CA 95354
The City reserves the right to reject any or all Bids or to waive any informalities or minor irregularities in a Bid.

No Bidder may withdraw its Bid for a period of 90 days after the date set for the opening thereof. 4 #13..
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tJt
MODE TO C A LIP0 1 NIA

CALENDAR OF EVENTS
Event
IFB Issued
Written Questions Due via Email
Addendum Issued (if required)
Bid Due Date & Time
Contract A ward

CITY CONT ACT
Date
March 13,2023
March 21 , 2023
INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
March 28, 2023(approximate date)
PRIOR 11 :00 A.M. on Tuesday, April 1, 2023
Approximately July 2023
All questions regarding these specifications, terms, and conditions shall be submitted in writing via email to the City's Purchasing Division contact named on the cover page of this IFB ("City Contact") by the date listed in the CALENDAR OF EVENTS above. The City will respond to pertinent questions through issuance of an Addendum to be available to all Bidders. All contact between Bidder and the City regarding the Bid process shall be through the City Contact. Attempts by the Bidder to contact other City personnel regarding this IFB and associated process may result in disqualification of the Bidder. Notwithstanding the foregoing, information intentionally or un-intentionally provided by any person other than the City Contact may not be correct and will not be binding upon the City.

PRECEDENCE
Bidder agrees that any agreement resulting from City's acceptance of its Bid, together with the terms in any City purchase order and associated specifications provided by the City to Bidder therewith, shall comprise the entire agreement between City and Bidder. Moreover, Bidder agrees that any additional or contrary terms contained in Bidder's acknowledgement of, shall be null and void. 5 #13..
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tJt

MODESTO
CALlf01JiilA

VIRTUAL BID OPENING
INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
The City of Modesto will be broadcasting Bid openings live electronically via Microsoft Teams at 11 :00 a.m. (Pacific Time) on Tuesday, April 11 , 2023. The City Clerk Record of Bid document should be available on Planet Bids by the end of the same day.

The public Bid opening for this Invitation for Bids will be available using the URL link containing the Number and Title of the Bid on the cover page, provided below. By submitting your Bid for the abovestated IFB you acknowledge, understand, and agree to this modified Bid opening procedure. • URL:https://teams.microsoft.com/https://teams.microsoft.com/l/meetupjoin/19%3ameeting NTIOYzBiMDMtNDO0Yi00YjNlL WlwZjYtYzg4ZDVjMDdkM2Mz%40threa d. v2/0?context=% 7b%22Tid%22%3a%22125ccacf-fc61-463c-9976- 189f876ff90b%22%2c%22Oid%22%3a%229715c333-c997-4dd7-8984-12cd4deaa705%22% 7d • Join Microsoft Teams Meeting Click here to join the meeting • Or call in (audio only)
+1 469-998-7409«961656049# United States, Dallas
• Conference ID: 961 656 049#
Should you have any questions regarding this, please do not hesitate to contact the Purchasing Department Contact listed on the Cover Page.
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tmt INVITATION FOR BIDS # 2223-32
MO SLURRY ALUMINUM DE TO C " llfO I N A

GENERAL BID REQUIREMENTS
A. BID SUBMITTAL: Bidders should submit two •'inked" (preferably blue ink) signed original Bid document, plus one copy of the signed original Bid document, and one electronic copy submitted via USB. The original Bid document shall be clearly marked. Photocopies do not constitute an original Bid. FAILURE TO FURNISH AT LEAST TWO "INKED" SIGNED ORIGINAL BID DOCUMENT MAY RESULT IN DISQUALIFICATION.

B. CONFIDENTIAL BIDDER INFORMATION: It is the responsibility of the Bidders to identify information in their Bid submission that they may consider to be confidential under the California Public Records Act. To the extent that the City agrees with that designation, such information will be held in confidence whenever possible. All other information will be considered public.

C. BIDDER COSTS INCURRED IN RESPONDING TO IFB: All costs associated with the preparation and submission of a Bid shall be borne by the Bidder.

BIDDER EXCEPTIONS: All exceptions taken to this IFB and associated specifications shall be specifically and clearly identified on Exceptions, Clarifications and Amendments form.

Failure to comply with this provision may deem the Bid as non-responsive. Please review the Sample Agreement and make note on the Exceptions, Clarifications, and Amendments form for any changes. Exceptions taken shall not affect the overall performance and quality of equipment, materials and/or provision of Goods required by the City. The Purchasing Manager or designated agent shall make the final decision regarding the acceptability of equipment, materials and/or provision of Goods with exceptions.

CITY ACCEPTANCE/REJECTION OF IRREGULAR BIDS: An agreement shall be awarded to the Bidder whose Bid most closely satisfies the needs of the City and is deemed the most advantageous to the City. The City reserves the right to reject any or all Bids or to waive any informalities or minor irregularities in a Bid.

COMPLETE BID DOCUMENT: The following forms constitute the makeup of a complete Bid document and shall be submitted to the City in the order listed (note - some forms require signature):
• Bid Form A - TFB Acknowledgement
• Bid Form B - Bidder Company Information
• Bid Form C - Pricing Schedule
• Bid Form D - Bidder Exceptions, Clarifications, Amendments • Bid Form E- Bidder Customer References
• Bid Form F - Financial Interest Disclosure
• Bid Form G - Support of Local Vendor
• Bid Form H - Bidder Company History Statement
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tit
MODESTO C"llf OitN,,...
• Bid Form I - Addenda Acknowledgement
• Bid Form J - Bidder Warranty Statements
• Bid Form K - Subcontractor List
INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
Failure to furnish any of these documents may result in disqualification.

G. COMPLIANCE/NON-COMPLIANCE: If Bidder cannot comply with a specification requirement in this IFB, note on the Exception, Clarifications, Amendments form of the specification paragraph, your exception, and your recommendation. The Purchasing Manager will evaluate your recommendation. If after evaluation it is determined that the Bidder is not in compliance with the specification, the Bid may be deemed non-responsive.

H. PROPOSED PRICING FORMAT:
• The cost of labor, equipment, fuel, licenses, bonds, permits, and insurance necessary to perform the required provision of Goods shall be included in Bid pricing, along with Bidder's profit margin and any other cost factors.
• Unless otherwise stated, the Bidder agrees that, in the event of a price decline, the benefit of such lower pricing shall be extended to the City.
• The City of Modesto shall not pay mileage charges or travel time from the Contractor's place of business to the job site, or from site to site, or for the Contractor's travel time to pick up materials.
• Bidder shall use the pricing schedule provided in this IFB to present Bid pricing. No other form or format shall be accepted. Bid must be submitted on the Pricing Schedule provided. No alterations may be made to the pricing schedule. Any exceptions, amendments or adjustments should be noted on the Exception, Clarification, Amendments Form.

I. AWARDOFBID:
• The City may award one or more agreements to one or more Bidder in order to provide for backup, or in case the "primary" contractor is unable to meet the City's needs. • The City reserves the right to decline to award any agreement if it is determined that the proposed pricing is not competitively priced based on similar agreements with public agencies within the State of California or if the bids received fail to meet the City's requirements.
• The City reserves the right to select that Bid, which best suits the City's needs. In addition to price, consideration will be given to the quality and performance of the commodity to be purchased, and the criteria listed in Modesto Municipal Code Section 8- 8 #13..
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INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM

3.203(t). Regardless of City staff's recommendation, the City Council reserves the right to award an agreement to the Bidder that best suits the City's needs as determined by the City Council whether or not said award is consistent with City staffs recommendation for award.

J. SUPPORT OF LOCAL VENDORS: Should the Bidder that submits the lowest responsive Bid or and would otherwise normally qualify to receive the Bid pursuant to Sections 8-3.203 and 8-

3.204 of the Modesto Municipal Code (MMC) not be a local business as defined herein, the lowest Bid or quote submitted by a local business that is within 5% of the lowest Bid, whether or not that Bidder is the second lowest Bidder, may be deemed to be the lowest Bidder if the local Bidder agrees to reduce its Bid to match the Bid or quote of the lowest Bidder in writing within five business days after notification by City Purchasing staff, provided that said local Bidder is deemed to be a responsible Bidder as detennined by the Purchasing Manager. To qualify as a local Bidder, the Bidder must have a physical business location within the City of Modesto and a current City of Modesto business license.

K. INDEMNITY: The successful Bidder (the "Contractor'") will be required to hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgements or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of the Contractor, its agents, officers, employees, and volunteers relating to or during the performance of its obligations under this Bid. Contractor's obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement for Contractor to procure and maintain a policy of insurance. With reference to the foregoing, the parties agree that all risk of loss, including but not limited to damages, property losses and defense of third-party suits, arising out of or relation to the operation of City-owned vehicles by Contractor's employees will be apportioned to Contractor in accordance with the provisions contained in indemnity.

L. BIDDER REPRESENTATION: Bidder represents that:
• Bidder has had an opportunity to examine and has examined any and all of the documents, including specifications, any resultant contract and supporting data, and that it has, from the information contained in such documents, specifications, and data, fully acquainted itself with all conditions relevant to the work. • Bidder has made all reasonable investigations essential to a full understanding of the difficulties, which may be encountered in performing the work. • Bidder will complete the proposed provision of Goods for the compensation stated in any resultant agreement.
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INVITATION FOR BIDS# 2223-32

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Bidder assumes full and complete responsibility for all conditions relevant to the proposed provision of Goods and all risks in connection therewith.

Bidder represents that it is fully qualified to perform the proposed provision of Goods in accordance with the terms of any resultant agreement within the time specified therein.

M. BID PROTEST AND APPEAL PROCEDURES: Bidders wishing to protest or appeal a contract award decision by the City of Modesto must follow the procedures provided in this section. Protests or appeals which are not submitted in accordance with these procedures will not be reviewed.

Definitions
For the purposes of these procedures: "Days" means working days in which City Hall is open for business, excluding holidays and weekends.
"Bid" includes the term "offer" or "proposal" as used in the context of formal, informal, or negotiated procurements.
"Announced Decision" includes the term ''Notice of Intent to Award Letter". Once the City has issued an Announced Decision, the date noted will begin the time that a Bidder may lodge a protest.

Protest Procedures
• Only a Bidder who has submitted a Bid is eligible to submit a protest against the City's Announced Decision.
• Subcontractors are not eligible to submit bid protests. • A Bidder may not rely on the bid protest submitted by another bidder, but must timely pursue its own protest.
• A written protest to an Announced Decision must be made to the City of Modesto's Director of Finance no later than ten days after the date of the Announced Decision. • The protest shall be delivered or sent by registered mail and received by the City by the deadline, or protest will be automatically rejected. Protestors who choose to be represented by legal counsel are responsible for the associated expenses. • The protest shall be accompanied by a certified or cashier's check in the amount of $300.00, (except for protests of Federally Funded agreements), made payable to the #13..
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Clerk of the City of Modesto. Protests filed without the requisite fee will be rejected without any additional review.
• The protest filed with the Director of Finance shall:
a. Include the name, address, email address and business telephone number of the protestor;
b. Identify the protest by name, Invitation for Bid (IFB) or Request for Proposal (RFP) number, and IFB/RFP date;
c. The bid protest must contain a complete statement of the basis for the protest and all supporting documentation. The protest must refer to the specific portion or portions of the Contract Documents upon which the protest is based; d. Include all supporting documentation, if any. Documentation submitted after filing deadline will not be reviewed.
• Bid Protests: A Bidder shall follow, in order, the following steps:
a. Protest to Director of Finance: Upon receipt of a complete and timely protest, the Director of Finance shall review all the submitted materials and shall create and retain a written record of the review. The Director of Finance shall respond at least generally to each material issue raised in the protest not later than ten days after receipt of the protest. Notice of the Director of Finance's decision may be given by letter mailed through U.S. Postal Service.
b.

All protests to the Director of Finance shall either be delivered to:

City Clerk's Office
Attn: Director of Finance
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk's Office
Attn: Director of Finance
PO Box 642
Modesto CA 95353
Appeal to Deputy City Manager: At the protestor's discretion, the decision of the Director of Finance may be appealed in writing to the City of Modesto's Deputy City Manager(s) no later than ten days after the date of the Director of Finance's Decision. The scope of the appeal shall be limited by the issues raised in the initial protest to the Director of Finance. The Deputy City Manager shall not be permitted to review any newly raised issues. The Deputy City Manager shall 11 #13..
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review the appeal, accompanying supporting documents, if any and the written records of the protest review by the Director of Finance. A written record of the Deputy City Manager's review shall be created and maintained. The Deputy City Manager shall give notice of their decision to the protestor within ten days after receipt of appeal.

Further protest appeals shall either be delivered to:

City Clerk's Office
Attn: Deputy City Manager
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk's Office
Attn: Deputy City Manager
PO Box 642
Modesto CA 95353
c. Appeal to City Council: Any protestor seeking to appeal to the decision of the Deputy City Manager may appeal in writing to the City Council by filing with the City Clerk a written notice of such appeal not later than ten days after the date of the Deputy City Manager's decision. The City Clerk will calendar the protest for Council hearing and give notice of the time and place of the hearing as provided in Modesto Municipal Code Sections 1-4.01 through 1-4.05. The City Council's decision on the appeal shall be final.

All protest appeals to the City Council shall either be delivered to:

City Clerk's Office
Attn: City Council
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk's Office
Attn: City Council
PO Box 642
Modesto CA 95353
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d. Optional Alternative Process for Protests of Procurement Actions Exceeding $250,000: A Bidder protesting procurements exceeding $250,000 shall comply with the procedures contained herein, except that in lieu of appeal to the Deputy City Manager a protestor may request that the protest be heard and decided at an administrative hearing.

A written request for administrative hearing shall be accompanied by a certified or cashier's check in the amount of $1 ,500, ( except for protests of Federally Funded projects); The request for hearing shall include the specific grounds of the appeal.

The City of Modesto shall select and engage an impartial and qualified person to act as hearing officer in the pending protest. The protestor shall have the right to twice reject the selected hearing officer, provided that the City is notified of such rejection within three days of notice to protestor of the name of the hearing officer.

The protest shall be heard not later than twenty days after receipt of protestor's request for hearing and the selection of a hearing officer. Protests not made in a timely manner shall be deemed withdrawn, unless the City and the protestor mutually agree otherwise in writing. The protestor's failure to accept a hearing officer after the third attempt by City staff to identify an impartial hearing officer shall be deemed a withdrawal of the protest.

The costs of the hearing officer and expenses of the protest shall be borne by the protestor. The sums deposited with the request for hearing shall be credited to the costs of the hearing officer and other hearing expenses. e. Mandatory Alternative Process for Protests of Procurements Obtained with Federal Funds: If the protested procurement involves federal funds, the Deputy City Manager, City Council, or hearing officer shall give notice, accompanying their respective decisions, to the protestor that he or she has the right to appeal to the appropriate federal agency, for which an agency name, contact (where available) and address shall be provided by City staff. Such an appeal shall be filed with the appropriate agency within seven business days of the dispatch or rejection notices to the protestor. Federal agencies may entertain protests alleging that the City has failed to adopt written protest procedures or has failed to follow such procedures. The City Council is the highest authority of the City of Modesto and its decisions are final. A disappointed Bidder for a contract involving expenditures of Federal funds shall have the right to appeal the City Council decision directly to the federal agency as described herein. 13 #13..
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INVITATION FOR BIDS# 2223-32
SLURRY ALUMINUM C .. l,.l ro IP•• .....

BID SUBMITTAL CHECKLIST

BID SUBMITTAL CHECKLIST
The Bidder shall provide a complete Bid in a sealed envelope by the required deadline on the Bid Opening Date. Failure to provide all the required documents may cause the Bid to be considered nonresponsive.

Bidder's Bid must contain the following applicable elements completed as described more-fully herein.

The following checklist is provided solely for Bidder's use in reviewing the completeness of your submission (please note which forms require signature):

COMPLETE BID ELEMENTS
Bid Form A - IFB Acknowledgement
Bid Form B - Bidder Company Information
Bid Form C - Pricing Schedule
Bid Form D - Bidder Exceptions, Clarifications, Amendments Bid Form E - Bidder Customer References
Bid Form F - Financial Interest Disclosure
Bid Form G - Support of Local Vendors
Bid Form H-Bidder Company History Statement
Bid Form I - Addenda Acknowledgement
Bid Form J -Bidder Warranty Statements
Bid Form K- Subcontractors List
X
X
X
X
X
X
X
N/A
X
X
X
NIA
Bidder's submission should include all City of Modesto forms. If any form is not applicable, Bidder should write or type ''Not Applicable" on it but still include the form in your submission. 14 #13..
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BID FORM A - IFB ACKNOWLEDGEMENT
The City is soliciting Bids from qualified firms (each a "Bidder" to fulfill the City's requirements per the specifications, terms and conditions contained in this Invitation for Bids ("Invitation for Bids" or "IFB").

This Bid Acknowledgement must be completed, signed by an authorized responsible officer or employee, dated and submitted with the Bid response. Obligations assumed by such signature will include the following:

1. Preparation of Bids: (a) All prices and notations must be printed in ink or typewritten. No erasures permitted. Errors may be crossed out and corrections printed in ink or typewritten adjacent and must be initialed in ink by person signing the Bid. (b) Quote price as specified in Bid. No alterations or changes of any kind shall be permitted to the Bid Form. Responses that do not comply shall be subject to rejection in total.

2. Failure to Submit Bid: If you are not submitting a Bid but want to remain on the mailing list and receive future Bids, complete, sign and return this Bid Acknowledgement and state the reason you are not pricing.

3. Taxes and Freight Charges: (a) Unless otherwise requfred and specified in the IFB, the prices quoted herein do not include Sales, Use or other taxes. (b) No charge for delivery, drayage, express, parcel post packing, cartage, insurance, license fees, permits, costs of bonds, or for any other purpose, except taxes legally payable by City, will be paid by the City unless expressly included and itemized in the Bid. (c) Amount paid for transportation of property to the City is exempt from Federal Transportation Tax. An exemption certificate is not required where the shipping paper shows the consignee as one ( 1) of the City; as such papers may be accepted by the carrier as proof of the exempt character of the shipment. (d) Articles sold to the City are exempt from certain Federal excise taxes. The City will furnish an exemption certificate.

4. Award: (a) Unless otherwise specified by the Bidder or the IFB gives notice of an all-or-none award, the City may accept any item or group of items of any Bid. (b) Bids are subject to acceptance by the City at any time within 60 days of opening, unless otherwise specified in the IFB. A Bidder shall not change its bid if accepted within such time. (c) A valid, contract based on the sample agreement attached to the IFB and the submitted bid shall be mailed, or otherwise furnished, to the successful Bidder within the time for acceptance specified, and such contract shall be a binding agreement without further action by either party. The contract shall be interpreted, construed and given effect in all respects according to the laws of the State of California.

S. Patent Indemnity: Bidders who do business with the City shall hold the City, its officers, agents and employees, harmless from liability of any nature or kind, including cost and expenses, for infringement or use of any patent, copyright or other proprietary right, secret process, patented or unpatented invention, article or appliance furnished or used in connection with the contract or purchase order.
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6. Samples: Samples of items, when required shall be furnished free of expense to the City and if not destroyed by test may upon request (made when the sample is furnished), be returned at the Bidder's expense.

7. Rights and Remedies of City for Default: (a) In the event any item furnished by the Bidder in the performance of the contract or purchase order should fail to conform to the specifications therefore or to the sample submitted by the Bidder with its Bid, the City may reject the same, and it shall thereupon become the duty of the Bidder to reclaim and remove the same forthwith, without expense to the City, and immediately to replace all such rejected items with others conforming to such specifications or samples; provided that should the Bidder fail, neglect or refuse to do so, the City shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. City may deduct from any moneys due or that may there after come due to Bidder, or send an invoice to the Bidder which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual cost thereof to the City. In the event that the Bidder fails to make prompt delivery as specified for any item, the same conditions as to the rights of the City to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. (b) Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Bidder. (c) The rights and remedies of the City provided above shall not be exclusive and are in addition to any other rights and remedies provided by law or under the contract.

8. Payment Terms and Methods: Bidder will be able to choose from either of the following payment methods and associated timings:
(a) Option A (Preferred): City of Modesto ePay Payment: This secure payment methodology is preferred by an increasing number of the City"s suppliers. On Net 30-day timing, you will receive a single-use Master Card number with a detailed remittance for each payment. You will process the payment though your POS/Card tenninal. The payment remittance will be sent from [email protected] via email and will contain the following information:
• 16-digit credit card number
• Expiration date
• Security code
• Total dollar amount of invoices to be paid
• Invoices reference numbers and corresponding amounts
ePay results in small percentage rebate of 1.0% to the City through the card issuer. That rebate amount will be considered by the City in its evaluation of Bidder's pricing proposal hereunder.

Information about enrolling in MasterCard ePay program can be obtained from the City's contact listed on the Cover Page of this IFB.
(b) Option B - Manual Check: On Net 45 Day timing, the City will mail a hardcopy check to Bidder. The payment will be deemed to have been made when the check envelope is mailed 16 #13..
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via US Postal Service First Class Mail. The timing of the mailing will be at the end of the Net 45 Day period. Additional time should be estimated by the Bidder for the check to be in transit, and to await deposit and clearance by Bidder staff.

9. California Government Code Section 4552: In submitting a Bid to the City, the Bidder offers and agrees that if the Bid is accepted, it will assign to the City all rights title and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2, commencing with Section 16700, of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of Goods, materials, or services by the Bidder for sale to the purchasing body pursuant to the Bid. Such assignment shall be made and become effective at the time the purchasing body tender's final payment to the Bidder.

10. No Guarantee or Warranty: The City makes no guarantee or warranty as to the condition, completeness or safety of any material or equipment that may be traded under a contract or purchase order resulting from this Bid.

11. Two "Inked" Signed Original Bid Document Required: Failure to furnish two "inked" signed original Bid document may result in disqualification. One additional copy and one electronic copy provided on a USB drive will accompany the "inked" originals.

12. Minor Irregularities. The City reserves the right in its sole discretion, to waive any informalities or minor irregularities in a Bid.

THE undersigned acknowledges receipt of the referenced IFB and/or Addenda and offers and agrees to provide the Goods specified on behalf of the Bidder indicated in Bidder's Bid Forms A through K, attached hereto and made a part hereof, for the pricing proposed on the Pricing Schedule.

Bidder Company Name: Thatcher Company of California, Inc.

Bidder Headquarters Address: P. 0. Box 27407
City/State/Zip: Salt Lake City, UT 84127-0407
Signature/Title/Date: -/JlY(. ~
Michael T. Mitchell/President/April 6, 2023
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BID FORM B - BIDDER COMPANY INFORMATION
Bidder Company Thatcher Company of California, Inc.

Full Legal Name
Bidder Company
Marketplace (or DBA) Name
Type of Legal Entity: L Corporation, registered in California (State) _ Limited Liability Company, registered in ( tate)
_ Partnership registered in ( tate)
- ole Proprietorship, registered in ( tate)
Other (Describe) -
Headquarters Address (Street P. 0. Box 27407
Address City tate Salt Lake City, UT 84127-0407
Country Po tal Code):

Website Addre s: www. tchem.com
Contact Person Details: ame: Zach Brackus
Title: Market Analyst
Phone (Office): (916) 389-2517 ext. 1417
Phone (Mobile): N/A
Mailing Address (Street Address, City State, Postal Code): P. 0 . Box 27407 Fax Number: (916) 389-2516 SLC, UT 84127-0407
Email: [email protected]; [email protected] Federal ax.payer 95-2944197 Identification Number (TIN):

Dun & Bradstreet (DUN ) 01-478-7908
Number:
ames and Titles of Top Craig N. Thatcher, C.E.O.

Michael T. Mitchell, President Three Bidder Officers: nl:,ne T. R:1rlnw ~ . Years in Business: 48 years Bidder Office Address 8625 Unsworth Avenue
Closest to City of Modesto Sacramento, CA 95828
(Street Address, City State
Countrv, Postal Code):

City of Modesto Business 1296672
Licen e umber (noteprovide only if available now
- - but not required until any
contract begins):
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INVITATION FOR BIDS # 2223-32
SLURRY ALUMINUM CAll,ORHl"i

BID FORM C -PRICING SCHEDULE
All labor, materials, equipment, tools, fuel, licenses, bonds, insurance and other expenses necessary for Bidder to perform the required provision of Goods shall be included in Bid pricing. Bid must be submitted on the below Pricing Schedule provided. No alterations should be made to the pricing schedule. Any exceptions, amendments or adjustments should be noted on Bid Form D - Bidder Exceptions, Clarifications, Amendments.

Item No. Item Item Description Price Per Unit of Measure Al Slurry Aluminum Slurry Aluminum (275-gallon Totes) $ 1,303.50 /275-Gallon Totes ePav $(- 13.035 )
Total Items: $ 1,290.47 /Total
Additional Goods: $ N/A /TBD
Payment Terms:

Check which of the following payment terms/methodology Bidder accepts (a description of each can be found in Bid Form A - IFB Acknowledgement):

Choose One:
• Option A (Preferred): City of Modesto ePay Payment on Net 30 Day Timing: 2L_ Choose by checking( ✓) here. If selected, for bid comparison purposes, Bidder's pricing will be reduced by the City of Modesto's average ePay card program rebate percentage· or ePay Email Address: Thatcher Company of California, Inc. will provide ePay account information upon award. • Manual Check Payment Mailed by US Postal Service First Class Mail Only on Net 45 Day Timing:
_ Choose by checking ✓) here.

THE undersigned acknowledges receipt of the referenced IFB and any associated Addenda and offers to furnish the Goods specified, in accordance with the specifications, terms and conditions of this IFB and these Bid d ocuments, fi or h . d. d th P . . S h d l t e pncmg m 1cate on e ncmg c e u e.

Bidder Company Name: Thatcher Company of California, Inc.

Name of Bidder Signatory: Michael T. Mitchell
Signature of Bidder Representative: MvV\__--- NOTE: Appendices A and B form part of our proposal. 19 #13..
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BID FORM D - BIDDER EXCEPTIONS, CLARIFICATIONS, AMENDMENTS Exceptions to the City of Modesto's IFB package, sample agreement and associate specifications are not encouraged and may cause Bidder to be considered not responsible and/or its Bid to be considered not responsive. Therefore, if no exceptions clarifications or amendments are proposed by Bidder, it is preferred that Bidder so indicate by typing or writing "Not Applicable" in the Description field in the first item row below. Less preferred, Bidder may indicate no exceptions, clarifications or amendments are proposed by leaving this form out of its' Bid submission.

Nonetheless, Bidder may request Bid clarifications and exceptions below if any, sign and submit with your Bid response.

Any requested exception, clarification or amendment may not be accepted and may deem the Bidder as non-responsive.

Item# Reference To: Description
Page# Section or
Para~raph # None.

Bidder Company Name: Thatcher Company of California, Inc.

Name of Bidder Signatory: Michael T. Mitchell
Signature of Bidder Representative: ~4-~
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BID FORM E - BIDDER CUSTOMER REFERENCES
Bidder must provide a list of fi e current or former customers able to discuss prior experience with similar type of Goods and related services requested by the City in the above-referenced IFB. Bidder's references shall have similar volume and requirements to the City of Modesto's as described in the above-referenced IFB. Bidders failing to provide references may be deemed as non-responsive.

The City may contact some or all of the references provided in order to determine the Bidder s performance record on services similar to that described in the above-referenced IFB. The City reserves the right to contact references other than those provided in Bidder's submission and to use the information gained from them in the award process.

Company Name: Corona City
Address: 755 Public Safety Way
City, State, Zip Code: Corona, CA 92880
Contact Person: Dominic Luma
Email Address: [email protected]
Telephone Number: (951) 739-4914
Type of Business or
Governmental
Agency: Government municipality.

Date Range of
Service: 7/1/2022 - 6/30/2023
Annual Contract Value $ 426,124
Company Name: Stockton County Water Agency
Address: 6767 East Main St.

City, State, Zip Code: Stockton, CA 95215
Contact Person: Jim Wunderlich
Email Address:

Telephone Number: (209) 748-0537
Type of Business or
Governmental
Agency: Government municipality.

Date Range of Goods: 4/1/2023 - 3/31/2023
Annual Contract Value $ 445,900
Company Name: Placer County Waer Agency
Address: 145 Ferguson Road
Citv. State, Zip Code Auburn CA 95603
Contact Person: Lisa Sticklan
Email Address:
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Teleobone Number:

Type of Business or
Governmental
Agency:

Date Range of Goods:

Annual Contract Value
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of Goods:

Annual Contract Value
Company Name:

Address:

City. State. Zio Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Go ernmental
Agency:

Date Range of Goods:

Annual Contract Value
(530) 450-7041
Government municipality.
2023 calendar year
$ 297,500
Inland Empire Utilities
6075 Kimball Avenue
Chino, CA 91708
Greq Dominquez
[email protected]
(805) 431-2410
Government municipality.
2023 calendar vear
$ 111,925
INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
San Elijo Joint Power Agency
2695 Manchester Avenue
Cardiff By The Sea, CA 92007-2116
Dale Kreinbrina
(760) 753-6203 ext. 33
Government municipality.
7/1/2022 - 6/30/2023
$ 86,400
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BID FORM F - FINANCIAL INTEREST DISCLOSURE
Any contract award to result from this IFB process and Bidder's submission of a Bid therewith will require approval by a majority vote of the City of Modesto's City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Bidder until all person with a direct or indirect financial interest of greater than $2,000 in the Bidder are identified by name.

Bidder must therefore complete this Bid Form F - Financial Interest Disclosure, listing by name all parties that have a material financial interest in the agreement, contract or development right.

PLEASE NOTE, any Council action that requires a Financial Interest Disclosure cannot be considered by the City Council until the required reporting is made. That means that City Council agenda items without the disclosure will be removed from the Council agenda .
••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••• Financial Interest Disclosure to City of Modesto
The Bidder shall identify any person with a financial interest in the Bidder by name, below.

For the purposes of this disclosure, a "Financial Interest" shall have the meaning contained m Modesto Municipal Code section 2-1 0.02.

Persons having an aggregate economic interest in the Bidder less than two thousand dollars ($2,000.00) at all times prior to final Council action of the proposed contract are not required to be listed on the Financial Interest Disclosure.

Notwithstanding the foregoing, a Financial Interest Disclosure is not required for a Bidder meeting the financial criteria for listing on the New York or the Pacific Stock exchanges unless it is reasonably foreseeable that a City Council decision will increase or decrease that entity's gross revenues or expenses by one million dollars ($1,000,000) or more and the requirements of Modesto Municipal Code Section 2-

10.03(h) are satisfied.

It is the legal obligation of all applicants for approval of an agreement or of an application for development rights to verify in writing, under penalty of perjury, that the identity of each person having a material financial interest in the Bidder is true, correct and complete. By signing below, the applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.

Print Names of Persons Having a Financial Interest in Bidder Receiving this Contract:
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(:..,u,oaN,.,
First Name Last Name
First ame, Last ame
First ame Last Name
First ame, Last ame
First ame Last ame
First Name, Last Name
First Name Last Name
First ame Last ame
First Name Last ame
First ame Last ame
First ame, Last Name
First Name, Last Name
First ame Last ame
First ame, Last ame
First ame, Last ame
None.

INVITATION FOR BIDS# 2223-32

SLURRY ALUMINUM
By signing this document, I agree to the information contained within.

Bidder Company Name: Thatcher Company of California, Inc.

Name of Bidder Signatory: Michael T. Mitchell
Signature of Bidder Repre entative: ~~~
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BID FORM G - SUPPORT OF LOCAL VENDORS
otice Pursuant to Modesto Municipal Code section 8.3-206 - hould the Bidder which submits the lowest responsive Bid (and would otherwise normally qualify to recei e the Bid pursuant to Sections 8-3.203 and 8-

3.204 of the Modesto Municipal Code) not be a local business as defined herein, the lowest Bid or quote submitted by a local business that is within five percent (5%) of the lowest Bid or quote whether or not that Bidder is the second lowest Bidder, may be deemed to be the lowest Bidder if the local Bidder agrees to reduce its Bid to match the Bid of the lowest Bidder in writing within five business days after notification by City Purchasing staff provided that said local Bidder is deemed to be a responsible Bidder as determined by the Purchasing Manager.

Notwithstanding the foregoing, award to the local Bidder must still be approved by the City Council as would have the typical award.

To qualify as a local Bidder the Bidder must have a physical business location within the City of Modesto and a current City of Modesto busines license.

This document is only required should the Bidder request to be considered for the Support of Local Vendor preference, and meets the criteria noted above.

Check here:

D I declare I am a local business per the above criteria Bidder Company Name: Thatcher Company of California, Inc.

City of Modesto Address ( treet.

City, tate, Postal Code:

City of Modesto Business License
Number:

N/A
N/A
Under penalty of perjury, the undersigned declares tbat the foregoing information is true and correct:

Print/Type Name: Michael T. Mitchell
Title: President
Signature:

Date: April 6, 2023
25 #13..
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INVITATION FOR BIDS# 2223-32

SLURRY ALUMINUM

BID FORM H - BIDDER COMP ANY HISTORY ST A TEMENT
Bidder shall have been in business for a minimum of three continuous years (immediately prior to the time of the City's solicitation) providing the Goods and related services described in this Invitation for Bids (IFB).

The Bidder s company history overview statement shall be approximately one to three pages in length and inserted below:
••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••• Bidder Company Legal Name: Insert Bidder Logo Here (if existent):

Thatcher Company of California, Inc.

In ert Bidder Company History O erview Statement Beginning Here:

See attached.
26 #13..
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THATCHER
The Wa We Sell. ..

COMPANY Striving For Excellence
Our Statement of Value-Added Sales and Service

WHO WEARE
Thatcher Company is a diversified chemical manufacturer and distributor with its headquarters located at 1905 Fortune Rd. in the Industrial Center in Salt Lake City, Utah. The company was incorporated in the state of Utah in 1967. We are a privately held company founded upon the principles of value, integrity and mutual respect.

In 1968, Thatcher Company purchased the property and buildings that had been part of the old Remington small anns plant. The site was attractive because it was zoned M-3 heavy industrial and had excellent rail and truck access. The site was also in close proximity to the company's major customers and suppliers. From the original 5 acre site, the company purchased additional property and expanded onto its present 30 acre site. Thatcher Company has grown to be a major chemical supplier in the United States and currently employs over 300 people.

Our Mission is to build long-term strategic relationships with our customers, with safety, efficiency, innovation and cost minimization brought forward in each aspect of our business association. Our approach is consultative. We work diligently to sustain and support our customer's goals of developing quality sources of chemical products and services, buying these goods and services with efficient and accurate purchase order processing, and delivering products safely and on time according to the end-users specific needs. Each of these activities is done with the utmost of professional care and courtesy.

We provide the lowest cost of ownership and therefore the best overall value to our customers by addressing all of the relevant factors, such as safety and health, quality of product specification, competitive price, delivery and support logistics, technical capabilities, environmental stewardship, and financial stability. We concentrate on each of these aspects of our commercial relationships, and thereby minimize risk for our customers.

Simply stated, we recognize that our success is predicated on the success of our customers in every aspect of their business. We are constantly "Striving For Excellence. " It's the dedication of our people that makes it possible for us to serve our markets. Our management team, headed by chemical engineers, chemists, and business professionals, leads our employees to our goal of "Striving For Excellence". With growing needs in areas of specialized chemical manufacturing and distribution, Thatcher Company is committed to fill these needs for the present and for the future
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SAFETY AND HEAL TH
Thatcher Company (TC) manages our business according to the principles and practices of Responsible Care and Responsible Distribution. As a member of the National Association of Chemical Distributors (NACD), we are committed to supporting the industry's efforts in the area of product stewardship to improve the responsible management of chemicals by its end-use customers. The company's adherence to NACD's Responsible Distribution Program is verified by a third party outside auditor.

Safety is our Number One priority. Promoting Health, Safety and Environmental Stewardship is fundamental to our long-term strategy. Safe work practices are a condition of employment. We are in compliance with all federal, state, and local health and safety laws. All of our activities are conducted using safe and environmentally sound practices with the health and welfare of our employees, our customers, and the community held in the highest regard. Our very existence depends upon it.We maintain a safety and environmental program that embodies the proper attitudes toward safety and environmental protection on the part of everyone. This program requires the total cooperation on the part of every employee in all safety, health, and environmental matters. Thatcher Company has an accident rate that is less than other companies in its industry.

In an emergency, Thatcher Company authorizes the TC Emergency Coordinator to commit the resources necessary to control an incident. This includes the mobilization of the company's 15 member HAZMA T Team and the coordination of other emergency response organizations as well as using the company's stockpile of emergency equipment We, as a company and as individuals, are committed to working safely, and shall actively promote the application, improvement and effectiveness of our safety practices as a precondition of all work.

THATCHER COMPANY SAFETY SYSTEMS: Hazardous Material Training and Certification, Emergency Response Plan, Hazard Communication and Assessment Program, Emergency Scrubber System, Mechanical Integrity Program, Process Hazard Analysis Team, Television Monitoring of the rail tank car unloading areas, Plant and Transportation Security Program, Emergency Response Equipment, Pressure Relief Systems, Remote actuated emergency shut off valves.

Our OSHA 300 log is available for review upon request.
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QUALITY PRODUCTS
All of our products that we manufacture and distribute meet the stated product specifications.

We work closely with our customers to select the correct product specification to meet their performance and economic needs. Moreover, we work with our customers to bring innovative chemical solutions to their processing needs.

Thatcher Company has five major product lines that are sold throughout the United States and exported to Canada, Mexico, Europe and the Pacific Rim. TC has a reputation in these markets for outstanding quality and superior customer service.

WATER TREATMENT CHEMICALS
TC manufactures and distributes a complete line of products for industrial and municipal water and wastewater treatment. Our specially trained sales representatives are able to conduct in depth water testing to determine the best treatment options for each individual customer.

DELIVERY AND SUPPORT LOGISTICS
STRATEGIC SOURCING. An integral part of our chemical management philosophy is to develop multiple sources of supply for any single product or item. Our strategic approach is to first identify if TC can manufacture the product to the required specification, and then to develop relationships with basic producers and other supply chain partners so that we have a primary source and a secondary source for every product.

CONTINUITY OF SUPPLY. As indicated above, we continuously assess the marketplace, both in terms of product availability and transportation resources. One of our paramount strengths is in ensuring continuity of supply with proven logistics capabilities. If we see a potential shortfall in a given product group, we change ow- supply position to ensure our customers' requirements are met (both in product availability and specification). If transportation resources become tight, we employ additional trucking and rail resources that meet our rigid selection criteria
ORDER FULFILLMENT. The inventory replenishment process described above ensures product deliveries are made on a timely basis. This process is done at the operations levels, meaning the operating needs of the customer are met without daily purchasing coordination.

TC ensures that each order is carefully executed.

TRANSPORTATION. Thatcher Company supplies customers throughout the United States as well as in foreign countries. Our fleet of 35 transportation tractors and over 115 specialized trailers accommodate the varied requirements of any chemical user. With national trucking contracts to supplement our own fleet and rail capabilities, our customers receive the most prompt service available. Our dispatch office is staffed 5 days a week from 7:00 AM to Midnight and we are on-call4/7/365. Each of our vehicles is equipped with a new Qua) Com communication system for two-way communications as well as position location equipment #13..
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for tracking each vehicle's exact position and automated hours of service recording. Each delivery is always on call and in view.

REGULATORY COMPLIANCE. Regulatory compliance is overseen by a corporate Vice President assisted by a regulatory compliance staff of 5. It is the responsibility of the Regulatory Compliance Group to train everyone in the company to the applicable local, state and federal regulation. Training is ongoing. To insure compliance internal audits are conducted by the Regulatory Compliance Group monthly of all company operations. In addition, auditors from suppliers, customers, trade groups and regulatory agencies conduct regulatory compliance audits.

FACILITIES. With over 100,000 square feet of manufacturing area, 280,000 gallons of liquid chemical storage, 85,000 square feet of warehouse space and rail siding to accommodate 40 rail cars, Thatcher Company is well equipped to supply the most demanding chemical requirement It is because of our technical capabilities that we are able to offer our customers specialized solutions to their processing problems. We commit to actively work on opportunities to find value in our mutual work processes and in product development. Thatcher Company has the resources to learn, evaluate, create and implement valuable process improvements with our customers.

ENVIRONMENTAL AND COMMUNITY STEWARDSHIP
Thatcher Company manages our business according to the principles and practices of Responsible Care and Responsible Distribution. As a member of the National Association of Chemical Distributors, we are committed to supporting the industry's efforts in the area of product stewardship to improve the responsible management of chemicals by its end-use customers. All of our activities are conducted in an environmentally sound manner.In an emergency, Thatcher Company authorizes the TC Emergency Coordinator to commit any resources necessary to control an incident. This includes the mobilization of other emergency response organizations as well as the purchase of necessary supplies and equipment
EMERGENCY PREPAREDNESS. TC works closely with the Local Emergency Planning Committee, the Fire Department and other County and State agencies to enhance their understanding of its operations in the event of an emergency. TC is in full compliance with all local, state and federal regulations covering its operations.

It is because of our technical capabilities that we are able to offer our customers specialized solutions to their processing problems. We commit to actively work on opportunities to find value in our mutual work processes and in product development.

Thatcher Company has the resources to learn, evaluate, create and implement valuable process improvements with our customers.
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MODESTO CAllfO•l''flo\
INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM

BID FORM I - ADDENDA ACKNOWLEDGEMENT
In order to obtain any addenda information, throughout the IFB period, Bidder is responsible for regularly checking the City of Modesto's Planet Bid website at https://pbsystem.planetbids.com/portal/14999/bo/bosearch for the IFB number listed on the Cover Page and in the header of each subsequent page of this IFB and in any event, no later than the day prior to Bid opening. The changes identified in any addenda issued will modify this IFB and specifications. The addenda now become a part of this IFB and Bidder's resultant Bid.

Signing the Bid on the signature portion thereof, the Bidder is acknowledging that the Bidder has confirmed that it has received all addenda issued for IFB, and has included costs for such in the Bid submitted. Failure to list and acknowledge all addenda numbers may cause Bidder's Bid to be considered nonresponsive.

Do not attach any of the addenda to this sheet nor include them with the Bid.

If no addenda have been issued against this IFB solicitation, Bidder may write "Not Applicable" and return this Bid Form as part of its submission. Alternatively, Bidder may leave this Bid Form out of its submission.

But if any addenda have been issued by the City of Modesto this document is required to be completed and returned.

The Bid is submitted with respect to the changes to the IFB included in addenda numbers:

List All Addenda Numbers, Separated by Commas 1, 2
(" ,"):

Bidder Company Name: Thatcher Company of California, Inc. 27 #13..
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March 23, 2023

CITY OF

MODESTO

CALIFORNIA
ADDENDUM NO. #1
INVITATION TO BID NO. 2223-32
FOR

SLURRY ALUMINUM
The following web site contains the complete bid package: http://www.modestogov.com/257/Contracting-BidOpportunities Bidders who do not have the complete bid package are encouraged to download the package from the City's web site.

See changes to Calendar of Events related to due date of Written Question and Addendum dates.

CALENDAR OF EVENTS
Event
IFB Issued
Written Questions Due via Email
Addendum Issued (if required)
Bid Due Date & Time
Contract A ward
Date
March 13, 2023
March 27, 2023
March 31, 2023 (approximate date)
PRIOR tol 1:00 A.M. on Tuesday, April 11 , 2023
Approximately July, 2023
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Postscript
Each proposal shall be sealed and delivered to the City Clerk's Office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 no later than Tuesday, April 11, 2023 at 11:00 A.M., at which time proposals will be opened.

On the outside of both the bid envelope and courier envelope, the bidder shall indicate the following:

NAME AND ADDRESS OF BIDDER
SPECIFICATION NUMBER IFB 2223-32

PROJECT NAME
BID OPENING DATE: April 11 , 2023 AT 11 :00 AM.

MAIL TO: CITY CLERK

CITY OF MODESTO
P.O. BOX 642
MODESTO, CA 95353
COURIER TO: CITY CLERK

CITY OF MODESTO
1010 10TH STREET, SUITE 6600
MODESTO, CA 95354
The City reserves the right to reject any or all bids or to waive any informalities or minor irregularities in a bid.

No proposer may withdraw his/her bid for a period of one hundred twenty (120) days after the date set for the opening thereof.
2 #13..
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March 29, 2023

CITY OF

MODESTO

CALIFORNIA
ADDENDUM NO. #2
INVITATION TO BID NO. 2223-32
FOR

This Addendum addresses questions received via email submission.

Q. I would like to request the last bid tabulation for Slurry Aluminum.

A. This has not been previously put out for public bidding opportunities.

Q . Who is your current supplier?
A. That information is not currently available you can opt for a public records request provide the link below. https:/ /cityofmodestoca. next reg uest. com/
Q. What are you currently paying?
A. That information is not currently available you can opt for a public records request provide the link below. https://cityofmodestoca. next reg uest. com/
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Postscript
Each proposal shall be sealed and delivered to the City Clerk's Office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 no later than Tuesday, April 11, 2023 at 11 :00 A.M., at which time proposals will be opened.

On the outside of both the bid envelope and courier envelope, the bidder shall indicate the following:

NAME AND ADDRESS OF BIDDER
SPECIFICATION NUMBER IFS 2223-32

PROJECT NAME
BID OPENING DATE: April 11 , 2023 AT 11 :00 AM.

MAIL TO: CITY CLERK

CITY OF MODESTO
P.O. BOX 642
MODESTO, CA 95353
COURIER TO: CITY CLERK

CITY OF MODESTO
1010 10TH STREET, SUITE 6600
MODESTO, CA 95354
The City reserves the right to reject any or all bids or to waive any informalities or minor irregularities in a bid.

No proposer may withdraw his/her bid for a period of one hundred twenty (120) days after the date set for the opening thereof.
2 #13..
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MODESTO
C•LlfO~H I -'
INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM

BID FORM J - BIDDER WARRANTY STATEMENTS
As a material part of its Bid, Bidder shall insert below a written statement detailing any materials and workmanship warranties, term and conditions in conformance with the specifications and requirements set forth in this IFB.

Notwithstanding any other provisions of this IFB, Bidder warrants that the Goods furnished under any contract or purchase order resulting from its Bid shall be on the most suitable grade and meet or exceed the standards set forth in this IFB. Such warranty shall include the following; performance, workmanship, labor, materials and Bidder design or engineering contributions. If a defect is discovered in any item of the Goods and related services covered in this Bid, Bidder shall correct at its sole expense, all such defects as are reported within 30 days of City's final acceptance. Upon expiration of the applicable warranty period, all such liability shall terminate except for fraud or such gross mistakes as amount to fraud latent defects, or specific failure to comply with the terms or any resultant purchase order.

All materials, parts, labor, assemblies and components shall by subject to the warranty conditions and terms unless specifically exempted in writing by the City of Modesto . ••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••• Bidder Company Legal Name: Insert Bidder Logo Here (if existent):

Thatcher Company of California, Inc.

Insert Bidder Warranty Statement Beginning Here:

Refer to Appendix B, Product Warranty.
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INVITATION FOR BIDS# 2223-32

SLURRY ALUMINUM

BID FORM K - SUBCONTRACTOR LIST
Bidder shall list the name and the address of the place of business for each subcontractor who will perform work or labor or render services to the Bidder. In addition, list the type of work the subcontractor will perform, and; (if applicable) its Department of Industrial Relations (DIR) registration number and its California Contractor's license number:

Name of Address Type of Work Contractor DIR
Subcontractor License # (if any) Registration #
(if any)
None. N/A N/A N/A N/A
Bidder Company Name: I Thatcher Company of California, Inc. 29 #13..
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INVITATION FOR BIDS# 2223-32

SLURRY ALUMINUM

TECHNICAL SPECIFICATIONS AND REQUIREMENTS

1.0 SCOPE OF WORK:

The City of Modesto is seeking bids for the purchase and delivery of275-gallon totes of Slurry Aluminum for the Public Works Department Streets Division on an "as needed basis' for slurry surfacing with the possibility of bulk tank delivery later. Pricing shall include all labor, materials, equipment, tools, fuel and insurance necessary to do the work.

1.1 SPECIFICATION REQUIREMENTS:

A. The Slurry Aluminum shall consist of Aluminum Sulfate and other components.

Common name and synonyms CAS number
10043-01-3 27.5

72.5 1.2 DELNERY:

Location: Various Job Locations within the City of Modesto Days of Week: Monday through Friday (excluding holidays) Delivery Hours: 7:00 A.M. to 3:30 P.M. PST
City Contact: Contact information will be provided to awarded vendor All orders shall be placed by 4:00 P.M., Monday through Friday. All deliveries shall be made the following business day before 3:30 pm. Each delivery shall include a manifest and certified weigh ticket. Tags without proper City signatures will not be paid. (If City forces are not present at the site when product is delivered, it will be the responsibility of the Contractor to contact the City within twenty-four (24) hours to verify delivery, receiving written confirmation by City).

1.2.l DELIVERY REQUIREMENTS:

Each load of Slurry Alum shall be accompanied with a weigh tag and Certificate of Compliance to indicate that the Slurry Alum meets the specifications. Each delivery shall be signed for by the onsite supervisor, if delivered to a specific project site.

1.3 CHARACTER OF WORKERS:

SAMPLE AGREEMENT

CITY OF

MODESTO

CALIFORNIA
ANNUALPURCHASEAGl,IBEMENT-GOODS
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this _ _ day of ---~ 2023, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and _ ______ , a ___ ---~ hereinafter called VENDOR,
~II N .E.S..EI H:

WHEREAS, the Modesto City Council adopted Resolution No. 2021-xx authorizing the Award of Bid and agreement for the furnishing and delivery of SLURRY ALUMINUM (materials, supplies or equipment described herein (the "GOODS") to VENDOR, attached hereto as Exhibit "A " and made a part hereof, and
WHEREAS, the VENDOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit ''B " and made a part hereof, and WHEREAS, the CITY and VENDOR shall enter into an agreement for the furnishing and delivery of SLURRY ALUMINUM as described in IFB 2223-31 , attached hereto as Exhibit "C" and made a part hereoi and.

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. TERM OF AGREEMENT: The term of the AGREEMENT shall be for a period of ONE YEAR with FOUR one-year extension options at the sole discretion of City, for a total of up to five years.

Year one:

Year two:

Year three:

Year four:

Year five:

MONTH DAY, 2023 THROUGH MONTH DAY, 2024
MONTH DAY, 2024 THROUGH MONTH DAY, 2025
MONTH DAY, 2025 THROUGH MONTH DAY, 2026
MONTH DAY, 2026 THROUGH MONTH DAY, 2027
MONTH DAY, 2027 THROUGH MONTH DAY, 2028
31 #13..
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2. PRICING:

A. Per the aforementioned Council Resolution, the annual estimated amount of the AGREEMENT is $ _____ . The total amount paid by CITY to VENDOR over the full term of the AGREEMENT shaJJ not exceed $ ------
B. Pricing during AGREEMENT Year one shaJI be as set forth in Exhibit A Pricing, attached hereto and made a part hereof by this reference.

C. Pricing shall remain firm for the first year of the AGREEMENT.

D. Price increases for each subsequent AGREEMENT years two, three, four, and five, shaJI be negotiated in good faith by the parties, but in no instance may exceed the net percentage increase during the prior 12-month period in the Federal Bureau of Labor Statistics' Consumer Price Index (CPI) for West Urban Area nor the Producter Price Index (PPI). Requests for price increases in any renewal year shall be submitted by VENDOR in writing at least 60 days prior to the annual anniversary date of the AGREEMENT.

3. USAGE: Vendor shall provide whatever quantities may be required during the term of this Agreement. No minimum or maximum quantities are guaranteed or implied by CITY.

4. ORDERING: Vendor shaJI deliver GOODS to the location specified within CITY's purchase order. Unless otherwise specified by the Purchasing Division, no GOODS may be delivered to CITY unless a purchase order has been provided by CITY to VENDOR.

5. PAYMENT: All invoices shaJI be paid in full by CITY after completion and acceptance of the GOODS by the City, and receipt of a properly prepared invoice submitted by VENDOR via email to [email protected] . As specified by the.Purchasing Division, every invoice must reference this AGREEMENT nUIT\ er or CITY's purchase order number. VENDOR will be paid by CITY via the following payment method TO BE DETER 11 - D BY IFB RESPONSl: IN FINAL AGREEMENT.

ElTI IER .. Net 30 tern via CI I Y cPa)' Program·· or "Net 45 Days via manual check".]

7. TERMINATION:

B. CITY may terminate this AGREEMENT for convenience upon 30 days prior notice to VENDOR by CITY's authorized employee.
32 #13..
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8. INSPECTION: All GOODS are subject to inspection and test by the City for compliance with specifications as included herein, within a reasonable time after delivery. In the event GOODS are defective or not in conformity with this AGREEMENT or CITY's purchase order, the CITY shall have the rights to either reject the GOODS or require correction. Defective articles or services shall be removed from CITY premises and/or corrected by and at the expense of VENDOR; provided that should the VENDOR fail, neglect or refuse to do so, the CITY shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. CITY may deduct from any moneys due or that may there after come due to VENDOR, or send an invoice to the VENDOR which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual cost thereof to the CITY. In the event that the VENDOR fails to make prompt delivery as specified for any item, the same conditions as to the rights of the CITY to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. Cost of inspection or deliveries or offers for delivery, which do not meet specifications will be borne by the Bidder. Failure by CITY to inspect and accept or reject shall not relieve the VENDOR from responsibility for compliance with specifications. Final acceptance shall be conclusive except as regards to latent defects fraud, or such gross mistakes as amount to fraud.

9. RESPONSIBILITY: Unless otherwise specified, the VENDOR shall be cesponsible for all GOODS until delivered at CITY's designated delivery point and shall bear all risks as to items rejected or requiring correction after notice of such rejection or correction is given.

10. SHIPMENT: Unless otherwise authorized by CITY's Purchasing Division, GOODS shall be delivered F.O.B. Destination Freight Prepaid and Included in Price of GOODS. VENDOR may not collect freight collect or charge shipping expenses otherwise to CITY. Original receipted freight bill must accompany the invoice. Shipment must be made within the time stated on Purchase Order, failing which CITY reserves the right to purchase elsewhere and charge VENDOR with any loss incurred, unless delay in making shipment is due to unforeseeable causes beyond the control and without the fault or negligence of VENDOR.

11. CHANGES: A purchase order may at any time. by written order of the CITY, be changed regarding the GOODS to be furnished, quantities ordered, unit price, discow1t, delivery point or arrangements, terms or any other matters affecting a valid PO. Ih the event such change causes an increase or decrease in the cost of performance hereunder, and equitable adjustment will be made for the cost thereof, subject to the approval of the Purchasing Manager, and written notice given therefore.

12. W ARRA' TY: Notwithstanding any other provisions of the purchase order, VENDOR warranties for the GOODS sha11 extend for 90 days after delivery thereof to CITY, shall meet or exceed all original manufacturer warranties, and that GOODS shall be of the most suitable grade as specified in this AGREEME T, VENDOR's own marketing materials and in the purchase order. Moreover, VENDOR warrants and represents that GOODS shall comply with warranties of merchantability and fitness for a particular purpose. If a defect is discovered in any GOODS covered in this AGREEMENT, VENDOR shall correct at its expense, including transportation/freight, such defects as are reported within one year of final acceptance.

14. TAX EXEMPTIONS: The CITY is exempt from payment of federal excise tax. All invoices shall be exclusive of such excise tax. Moreover, if the CITY's purchase is not subject to sales tax, the statement for resale will appear in the body of the purchase order.

15. INDEMNITIES:

A. VENDOR agrees to protect, indemnify and save harmless CITY and its agents, officers, employees, and volunteers from any claim, loss or damage from VENDOR·s, or the GOODs', infringement of trademarks, patents, copyrights and unfair competition action with to any third party.

B. VENDOR shall hold the CITY and its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of VENDOR, or its agents, officers, employees, or subcontractors relating to or during the,performance of its obligations under this AGREEMENT. VENDOR's obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement for VENDOR to procure and maintain a policy of insurance VENDOR.

17. VENUE: Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the tJnited States District Court for the Eastern District of California.

18. ATTORNEYS' FEES, lf a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or intecpre the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys' fees in addition.to any other relief to which that party may be entitled. The court may set such fees in the same action or Jn a separate action brought for that purpose.

19. LINJJTATION OF LIABILITY: The CITY shall not be responsible for any damage that may accrue by reason of the death or injury of the person of the Vendor's officers, agents, employees, invitees, or licensees, or be seLup a any ime because of personal injury or damage to property sustained by any other person or persons which ma have been caused or contributed to, approximately or remotely, by reason of or in the course of performance of the Purchase Order. The Vendor shall assume full responsibility for the defense of any claims arising under the Purchase Order and the Vendor shall save, keep, and bear hannless the City, all officers and employees thereof, from all damages, costs, or expenses because of personal injury or property damage based on the performance of this Purchase Order or asserted against it.

CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Either party may change its address for delivery of notice by delivering written notice of such change of address to the other party.
2 l . ASSIGNMENT: Neither this AGREEMENT nor any portion.hereof shall be subcontracted or assigned without the written consent of the City in each and every instance.

22. MISCELLANEOUS: Time is of the essence in each and e ery provision of this AGREEMENT.

23. ENTIRE AGREEMENT: This AGREEMENT and its exhibits contain the entire understanding between VENDOR and CITY. Additional or new terms contained in this AGREEME T which vary from VENDOR'S bid are controlling and are de ed accepted by VENDOR by provision of any GOODS or other commencement of performance hereu.n,d,er. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between he IFB and this AGREEMENT this AGREEMENT shall control. All previous bid , offers and communications relative to this AGREEMENT, whether oral or written, are hereby uperseded ~ cept o th extent that they have been incorporated into this AGREEMENT. No future aiv or xcepti n to any of the terms, conditions and provisions of this AGREEMENT shall be considered alid unless specifically agreed to in writing by the parties.

24. PARTIAL INVALIDITY: If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid void or unenforceabl , the remaining provisions shall nevertheless continue in full force without being impaired or i alidated in any way.

IN WITNESS WH REOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this AGREEME in duplicate by its Director of Finance under authority of Resolution No. 2023- ?? adopte by e Counci of the ity of Modesto on the ______ day of _ _______ ~ 2023 and ____ _____ has caused this Agreement to be duly executed.

CITY OF MODESTO,
A municipal corporation
By:-------- --- DEANNA CHRISTENSEN,
Director of Finance
35 VENDOR
By: ___ ________ _
(Signature)
(Name & Title)
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THATCHER COMPANY OF CALIFORNIA, INC.
8625 Unsworth Avenue, Sacramento, CA 95828
CHEM

MAILING ADDRESSES
Address Then E-mail Contracts & Agreements To:

Thatcher Company of California, Inc.

Attn: Craig N. Thatcher, C.E.O.

P. 0 . Box 27407
Salt Lake City, UT 84127-0407
Phone (916) 389-2517
Fax (916) 389-2516
craig. [email protected] and wendy. [email protected] Address Then E-mail Requests For Bids & Quotations To:

Mail Payment:

Thatcher Company of California, Inc.

Attn: Craig N. Thatcher, C.E.O.

P. 0 . Box 27407
Salt Lake City, UT 84127-0407
[email protected]
Thatcher Company of California, Inc.

LB 1106
P. 0 . Box 35146
Seattle, WA 98124-5146
Order Placement: Customer Service (916) 389-2517 [email protected] 24/7 Customer & Transportation Service: (800) 375-7758
E-mail Requests For Certificate of Insurance: [email protected] Bid Tabulation: [email protected]
zach. [email protected]
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THATCHER COMPANY OF CALIFORNIA, INC.
8625 Unsworth Avenue, Sacramento CA 95828

APPENDIX A
CHEM

FORCE MAJEURE

PERFORMANCE
Phone (916) 389-2517
Fax (916) 389-2516
(a) Performance of any obligation under this contract may be suspended by the party so affected without liability in the event of an Act of God; war; fire; flood; strike; explosion; labor trouble; mechanical breakdown; accident, riot, governmental action, laws, regulations or orders (including, but not limited to, pollution, health, ecology or environmental matters); Seller's inability to obtain fuel, power, raw materials, or equipment used in connection therewith on terms it deems practicable; or any other cause beyond the reasonable control of either party interfering with the production, supply, transportation or consumption practice of the party at the time which delays, prevents, restricts, limits or renders commercially infeasible, the performance of this contract or the consumption, sale or use of the goods, except as to the goods already in transit. (b) The affected party may invoke subparagraph (a) or (b) by promptly notifying the other party in writing of the nature and the estimated duration of the suspension or cancellation of the party's performance. The total quantity hereunder shall be reduced by the quantity not delivered during the term of the suspension or cancellation without liability, and the contract shall otherwise remain unaffected.

In no event shall Seller be required to ship the goods from Seller's or, if applicable, its affiliates' other locations or to purchase the goods or components thereof from other sources to fulfill the contract requirements. Seller may, without liability, allocate its supply of such goods or raw materials among its own uses, or distribute it among its customers upon such basis and in such manner as Seller deems fair and reasonable, provided that any goods or raw materials obtained by Seller from a third party solely for Seller's internal use are not subject to allocation.

Date: April 12, 2017
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THATCHER COMPANY OF CALIFORNIA, INC.
8625 Unsworth Avenue, Sacramento CA 95828

APPENDIX B
CHEM

PRODUCT WARRANTY
Phone (916) 389-2517
Fax (916) 389-2516
SELLER'S LIMITED WARRANTY: SUBJECT TO THE LIMITATIONS LISTED BELOW, Seller warrants that at the time of delivery the goods will conform to the attached specifications, that Seller will convey good title thereto, and that the goods will be delivered free from any lawful security interest, lien or encumbrance.

EXCLUSION AND DISCLAIMER OF ALL OTHER WARRANTIES: THE LIMITED

WARRANTIES LISTED ABOVE ARE SELLERS SOLE AND EXCLUSIVE
WARRANTIES WITH RESPECT TO THE GOODS. SELLER MAKES NO OTHER

WARRANTIES, EITHER EXPRESS OR IMPLIED, WHETHER WITH RESPECT TO ITS

RECOMMENDATIONS, INSTRUCTIONS, GOODS, APPARATUS, PROCESS OR

OTHERWISE, AND SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES,

WHETHER OF MERCHANTABILITY, SUITABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE.

LIMITATIONS OF REMEDIES AND SELLER'S LIABILITY:
(a) BUYER'S EXCLUSIVE REMEDY AND SELLER'S TOTAL LIABILITY TO BUYER FOR CLAIMS, AS DEFINED IN SUBPARAGRAPHS (b) BELOW, IS
EXPRESSLY LIMITED AS FOLLOWS: BUYER HAS THE OPTION OF

REPAYMENT OF THE PURCHASE PRICE PAID OR REPLACEMENT OF THE

GOODS SUPPLIED HEREUNDER WITH RESPECT TO WHICH DAMAGES
ARE CLAIMED. BUYER WAIVES ALL OTHER CLAIMS BY BUYER AGAINST

SELLER AND SELLER SHALL NOT BE LIABLE TO BUYER FOR ANY

INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, EXCEPT IN CASES OF GROSS NEGLIGENCE. THE PRICE

STATED FOR THE GOODS IS A CONSIDERATION IN LIMITING SELLERS AND ITS AFFILIATES' LIABILITY.
(b) "CLAIMS" MEANS ALL ASSERTIONS OF ANY LEGAL, EQUITABLE, AND/OR

ADMIRAL TY CAUSES OF ACTION, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE; STRICT LIABILITY; OTHER TORT; EXPRESS OR IMPLIED WARRANTIES, INDEMNITY OR CONTRACT; CONTRIBUTION; OR

SUBROGATION RELATED TO OR ARISING OUT OF THE PERFORMANCE OR NONPERFORMANCE OF THIS CONTRACT.
(c) ALL LIMITATIONS ON BUYER'S REMEDIES AND SELLER'S LIABILITY SHALL

SURVIVE THE EXPIRATION, TERMINATION OR CANCELLATION OF THIS CONTRACT.

Da~: April 12, 2017
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NOTICE OF CLAIMS: All product claims by Buyer shall be deemed waived unless made by Buyer in writing and received by Seller within thirty (30) days of receipt of the goods; provided that for any claim which is not readily discoverable within such 30 day period such claim shall be deemed waived unless made by Buyer in writing and received by Seller within 90 days after receipt of the goods or within 30 days after Buyer learns or should have been reasonably aware of facts which should have given rise to such claim, whichever first occurs.

BUYER'S WARRANTIES AND ASSUMPTION OF DUTIES REGARDING SAFETY, HEAL TH, UNLOADING, USE, HANDLING, AND DISPOSAL OF THE GOODS. (a) Buyer warrants that it has used its own independent skill and expertise in connection with the selection and use of the goods and that it possesses skill and expertise in handling, storage, transportation, treatment, use and disposal of the goods. Seller's recommendations, instructions, or information as to safety, health, handling, use, unloading or disposal of the goods are based upon information believed to be reliable, but Seller shall have no liability with respect thereto.
(b) Buyer hereby acknowledges receipt of Seller's Material Safety Data Sheet (MSDS). Buyer assumes the following duties and obligations:
(1) Buyer shall promptly and carefully inspect the goods upon receipt. Buyer will adopt and maintain safe handling, storage, transportation, use treatment and disposal practices with respect to the goods, and further agrees to follow such special care and best manufacturing practices as Buyer's use of the goods require including, but not limited to, all such practices required by federal, state, and local government statutes, rules, regulations or ordinances;
(2) Buyer shall instruct its employees, independent contractors, agents and customers of the precautions and safe use practices required in connection with the unloading, handling, storage, use, transportation and disposal of the goods, including, but not limited to, information contained in Seller's most current MSDS; and
(3) Buyer shall comply with the OSHA Hazard Communication Standard, all applicable safety and environmental laws, and all other applicable government statutes, rules, regulations or ordinances, and shall take action necessary to avoid spills, emissions, leaks or other dangers to persons, property, or the environment.

Date: April 12, 2017
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1 INVITATION FOR BIDS (“IFB”) NO. 2223-32
FOR

SLURRY ALUMINUM

BID OPENING: APRIL 11, 2023 at 11:00 A.M.

CITY OF MODESTO CONTACT: Christine Melton, Buyer
E-MAIL ADDRESS: [email protected]
PHONE: (209) 341-2908
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2 TABLE OF CONTENTS
Page
. Notice to Bidders................................................................................................................ 3 . City Contacts...................................................................................................................... 5 . Calendar of Events............................................................................................................. 5

GENERAL REQUIREMENTS
. Bid Submittal...................................................................................................................... 7 . Acceptance/Rejection of Irregular Bids............................................................................. 7 . Complete Bid Document.................................................................................................... 7 . Submittal Checklist ......................................................................................................... 7-8 . Compliance/Non-Compliance............................................................................................ 8 . Pricing Format.................................................................................................................... 8 . Pricing Schedule................................................................................................................. 8 . Award of Bid...................................................................................................................... 8 . Protest and Appeal Procedures......................................................................................... 10 REQUIRED BID SUBMISSION DOCUMENTS (Sign Wherever Indicated) . Bid Form A - IFB Acknowledgement (payment info)...............................................15-17 . Bid Form B – Bidder Company Information................................................................... 18 . Bid Form C - Pricing Schedule........................................................................................ 19 . Bid Form D – Bidder Exceptions, Clarifications, Amendments..................................... 20 . Bid Form E – Bidder Customer References...............................................................21-22 . Bid Form F - Financial Interest Disclosure.................................................................23-24 . Bid Form G – Support of Local Vendors......................................................................... 25 . Bid Form H – Bidder Company History Statement ....................................................... 26 . Bid Form I - Addenda Acknowledgement Page.............................................................. 27 . Bid Form J – Bidder Warranty Statements...................................................................... 28 . Bid Form K - Subcontractor List ..................................................................................... 29

TECHNICAL REQUIREMENTS
. Scope of Work.................................................................................................................. 30

ATTACHMENTS
. Sample Annual Agreement ........................................................................................31-35 #13..
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3 NOTICE TO BIDDERS
NOTICE IS HEREBY GIVEN that the City of Modesto, County of Stanislaus, State of California (“City”), will receive at the City Clerk’s office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 sealed Bids (each, a “Bid”) from qualified Bidders (each, a “Bidder”) for the furnishing of SLURRY ALUMINUM equipment, materials, supplies and/or related services (the “Goods”) for the City of Modesto, Public Works Department, Streets Division.

All equipment, materials, and supplies shall be furnished F.O.B. City of Modesto (delivery charges borne by Bidder, included in the Goods pricing herein, and not separately charged to the City). Bidders are highly recommended to download all IFB documents from the City’s Purchasing Division website at http://www.modestogov.com/257/Contracting-Bid-Opportunities;; such IFB documents shall include all specifications necessary for Bidders to submit a responsive Bid..

Each Bid shall be sealed and filed with the City Clerk’s office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 prior to April 11, 2023 at 11:00 A.M., at which time Bids will be opened, read and recorded.

The City Clerk’s time stamp shall be considered the official timepiece for the purpose of establishing the actual receipt of Bids. Bids will not be accepted by email or facsimile. The City of Modesto assumes no responsibility for delay in the delivery of the Bid. #13..
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4 On the outside of the Bid envelope and courier envelope, if any, the Bidder shall indicate the following:
“NAME AND ADDRESS OF BIDDER
BID IN RESPONSE TO INVITATION FOR BIDS # 2223-32
BID OPENING DATE: APRIL 11, 2023 AT 11:00 A.M.”
Bidder must deliver your Bid by a preferred method to the appropriate location below:

MAIL TO: CITY CLERK DELIVER/ COURIER TO: CITY CLERK

CITY OF MODESTO CITY OF MODESTO
P.O. BOX 642 1010 10TH STREET,
SUITE 6600, MODESTO, CA 95353 MODESTO, CA 95354
The City reserves the right to reject any or all Bids or to waive any informalities or minor irregularities in a Bid.

No Bidder may withdraw its Bid for a period of 90 days after the date set for the opening thereof. #13..
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5 CALENDAR OF EVENTS
Event Date
IFB Issued March 13,2023
Written Questions Due via Email March 21, 2023
Addendum Issued (if required) March 28, 2023(approximate date) Bid Due Date & Time PRIOR 11:00 A.M. on Tuesday, April 1, 2023 Contract Award Approximately July 2023

CITY CONTACT
All questions regarding these specifications, terms, and conditions shall be submitted in writing via email to the City’s Purchasing Division contact named on the cover page of this IFB (“City Contact”) by the date listed in the CALENDAR OF EVENTS above. The City will respond to pertinent questions through issuance of an Addendum to be available to all Bidders. All contact between Bidder and the City regarding the Bid process shall be through the City Contact. Attempts by the Bidder to contact other City personnel regarding this IFB and associated process may result in disqualification of the Bidder. Notwithstanding the foregoing, information intentionally or un-intentionally provided by any person other than the City Contact may not be correct and will not be binding upon the City.

PRECEDENCE
Bidder agrees that any agreement resulting from City’s acceptance of its Bid, together with the terms in any City purchase order and associated specifications provided by the City to Bidder therewith, shall comprise the entire agreement between City and Bidder. Moreover, Bidder agrees that any additional or contrary terms contained in Bidder’s acknowledgement of, shall be null and void. #13..
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6 VIRTUAL BID OPENING
The City of Modesto will be broadcasting Bid openings live electronically via Microsoft Teams at 11:00 a.m. (Pacific Time) on Tuesday, April 11, 2023. The City Clerk Record of Bid document should be available on Planet Bids by the end of the same day.

The public Bid opening for this Invitation for Bids will be available using the URL link containing the Number and Title of the Bid on the cover page, provided below. By submitting your Bid for the abovestated IFB you acknowledge, understand, and agree to this modified Bid opening procedure. • URL:https://teams.microsoft.com/https://teams.microsoft.com/l/meetupjoin/19%3ameeting_NTI0YzBiMDMtNDQ0Yi00YjNlLWIwZjYtYzg4ZDVjMDdkM2Mz%40threa d.v2/0?context=%7b%22Tid%22%3a%22125ccacf-fc61-463c-9976- 189f876ff90b%22%2c%22Oid%22%3a%229715c333-c997-4dd7-8984-12cd4deaa705%22%7d • Join Microsoft Teams Meeting Click here to join the meeting • Or call in (audio only)
+1 469-998-7409,,961656049# United States, Dallas
• Conference ID: 961 656 049#
Should you have any questions regarding this, please do not hesitate to contact the Purchasing Department Contact listed on the Cover Page.
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7 GENERAL BID REQUIREMENTS
A. BID SUBMITTAL: Bidders should submit two “inked” (preferably blue ink) signed original Bid document, plus one copy of the signed original Bid document, and one electronic copy submitted via USB. The original Bid document shall be clearly marked. Photocopies do not constitute an original Bid. FAILURE TO FURNISH AT LEAST TWO “INKED” SIGNED ORIGINAL BID DOCUMENT MAY RESULT IN DISQUALIFICATION.

C. BIDDER COSTS INCURRED IN RESPONDING TO IFB: All costs associated with the preparation and submission of a Bid shall be borne by the Bidder.

D. BIDDER EXCEPTIONS: All exceptions taken to this IFB and associated specifications shall be specifically and clearly identified on Exceptions, Clarifications and Amendments form.

E. CITY ACCEPTANCE/REJECTION OF IRREGULAR BIDS: An agreement shall be awarded to the Bidder whose Bid most closely satisfies the needs of the City and is deemed the most advantageous to the City. The City reserves the right to reject any or all Bids or to waive any informalities or minor irregularities in a Bid.

F. COMPLETE BID DOCUMENT: The following forms constitute the makeup of a complete Bid document and shall be submitted to the City in the order listed (note – some forms require signature):
• Bid Form A - IFB Acknowledgement
• Bid Form B – Bidder Company Information
• Bid Form C - Pricing Schedule
• Bid Form D – Bidder Exceptions, Clarifications, Amendments • Bid Form E – Bidder Customer References
• Bid Form F - Financial Interest Disclosure
• Bid Form G – Support of Local Vendor
• Bid Form H – Bidder Company History Statement
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8 • Bid Form I - Addenda Acknowledgement
• Bid Form J – Bidder Warranty Statements
• Bid Form K - Subcontractor List
Failure to furnish any of these documents may result in disqualification.

H. PROPOSED PRICING FORMAT:
• The cost of labor, equipment, fuel, licenses, bonds, permits, and insurance necessary to perform the required provision of Goods shall be included in Bid pricing, along with Bidder’s profit margin and any other cost factors.
• Unless otherwise stated, the Bidder agrees that, in the event of a price decline, the benefit of such lower pricing shall be extended to the City.
• The City of Modesto shall not pay mileage charges or travel time from the Contractor’s place of business to the job site, or from site to site, or for the Contractor’s travel time to pick up materials.
• Bidder shall use the pricing schedule provided in this IFB to present Bid pricing. No other form or format shall be accepted. Bid must be submitted on the Pricing Schedule provided. No alterations may be made to the pricing schedule. Any exceptions, amendments or adjustments should be noted on the Exception, Clarification, Amendments Form.

I. AWARD OF BID:
• The City may award one or more agreements to one or more Bidder in order to provide for backup, or in case the “primary” contractor is unable to meet the City’s needs. • The City reserves the right to decline to award any agreement if it is determined that the proposed pricing is not competitively priced based on similar agreements with public agencies within the State of California or if the bids received fail to meet the City’s requirements.
• The City reserves the right to select that Bid, which best suits the City’s needs. In addition to price, consideration will be given to the quality and performance of the commodity to be purchased, and the criteria listed in Modesto Municipal Code Section 8- #13..
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9 3.203(f). Regardless of City staff’s recommendation, the City Council reserves the right to award an agreement to the Bidder that best suits the City’s needs as determined by the City Council whether or not said award is consistent with City staff’s recommendation for award.

J. SUPPORT OF LOCAL VENDORS: Should the Bidder that submits the lowest responsive Bid or and would otherwise normally qualify to receive the Bid pursuant to Sections 8-3.203 and 8-

3.204 of the Modesto Municipal Code (MMC) not be a local business as defined herein, the lowest Bid or quote submitted by a local business that is within 5% of the lowest Bid, whether or not that Bidder is the second lowest Bidder, may be deemed to be the lowest Bidder if the local Bidder agrees to reduce its Bid to match the Bid or quote of the lowest Bidder in writing within five business days after notification by City Purchasing staff, provided that said local Bidder is deemed to be a responsible Bidder as determined by the Purchasing Manager. To qualify as a local Bidder, the Bidder must have a physical business location within the City of Modesto and a current City of Modesto business license.

K. INDEMNITY: The successful Bidder (the “Contractor”) will be required to hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgements or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of the Contractor, its agents, officers, employees, and volunteers relating to or during the performance of its obligations under this Bid. Contractor’s obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement for Contractor to procure and maintain a policy of insurance. With reference to the foregoing, the parties agree that all risk of loss, including but not limited to damages, property losses and defense of third-party suits, arising out of or relation to the operation of City-owned vehicles by Contractor’s employees will be apportioned to Contractor in accordance with the provisions contained in indemnity.

SLURRY ALUMINUM
10 • Bidder assumes full and complete responsibility for all conditions relevant to the proposed provision of Goods and all risks in connection therewith. • Bidder represents that it is fully qualified to perform the proposed provision of Goods in accordance with the terms of any resultant agreement within the time specified therein.

Definitions
For the purposes of these procedures: "Days" means working days in which City Hall is open for business, excluding holidays and weekends.
"Bid" includes the term "offer" or "proposal" as used in the context of formal, informal, or negotiated procurements.
"Announced Decision" includes the term “Notice of Intent to Award Letter”. Once the City has issued an Announced Decision, the date noted will begin the time that a Bidder may lodge a protest.

Protest Procedures
• Only a Bidder who has submitted a Bid is eligible to submit a protest against the City’s Announced Decision.
• Subcontractors are not eligible to submit bid protests. • A Bidder may not rely on the bid protest submitted by another bidder, but must timely pursue its own protest.
• A written protest to an Announced Decision must be made to the City of Modesto's Director of Finance no later than ten days after the date of the Announced Decision. • The protest shall be delivered or sent by registered mail and received by the City by the deadline, or protest will be automatically rejected. Protestors who choose to be represented by legal counsel are responsible for the associated expenses. • The protest shall be accompanied by a certified or cashier's check in the amount of $300.00, (except for protests of Federally Funded agreements), made payable to the #13..
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11 Clerk of the City of Modesto. Protests filed without the requisite fee will be rejected without any additional review.
• The protest filed with the Director of Finance shall:
a. Include the name, address, email address and business telephone number of the protestor;
b. Identify the protest by name, Invitation for Bid (IFB) or Request for Proposal (RFP) number, and IFB/RFP date;
c. The bid protest must contain a complete statement of the basis for the protest and all supporting documentation. The protest must refer to the specific portion or portions of the Contract Documents upon which the protest is based; d. Include all supporting documentation, if any. Documentation submitted after filing deadline will not be reviewed.
• Bid Protests: A Bidder shall follow, in order, the following steps:
a. Protest to Director of Finance: Upon receipt of a complete and timely protest, the Director of Finance shall review all the submitted materials and shall create and retain a written record of the review. The Director of Finance shall respond at least generally to each material issue raised in the protest not later than ten days after receipt of the protest. Notice of the Director of Finance's decision may be given by letter mailed through U.S. Postal Service.

All protests to the Director of Finance shall either be delivered to:

City Clerk’s Office
Attn: Director of Finance
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: Director of Finance
PO Box 642
Modesto CA 95353
b. Appeal to Deputy City Manager: At the protestor’s discretion, the decision of the Director of Finance may be appealed in writing to the City of Modesto's Deputy City Manager(s) no later than ten days after the date of the Director of Finance’s Decision. The scope of the appeal shall be limited by the issues raised in the initial protest to the Director of Finance. The Deputy City Manager shall not be permitted to review any newly raised issues. The Deputy City Manager shall #13..
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12 review the appeal, accompanying supporting documents, if any and the written records of the protest review by the Director of Finance. A written record of the Deputy City Manager's review shall be created and maintained. The Deputy City Manager shall give notice of their decision to the protestor within ten days after receipt of appeal.

Further protest appeals shall either be delivered to:

City Clerk’s Office
Attn: Deputy City Manager
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: Deputy City Manager
PO Box 642
Modesto CA 95353
c. Appeal to City Council: Any protestor seeking to appeal to the decision of the Deputy City Manager may appeal in writing to the City Council by filing with the City Clerk a written notice of such appeal not later than ten days after the date of the Deputy City Manager's decision. The City Clerk will calendar the protest for Council hearing and give notice of the time and place of the hearing as provided in Modesto Municipal Code Sections 1-4.01 through 1-4.05. The City Council’s decision on the appeal shall be final.

All protest appeals to the City Council shall either be delivered to:

City Clerk’s Office
Attn: City Council
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: City Council
PO Box 642
Modesto CA 95353
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13 d. Optional Alternative Process for Protests of Procurement Actions Exceeding $250,000: A Bidder protesting procurements exceeding $250,000 shall comply with the procedures contained herein, except that in lieu of appeal to the Deputy City Manager a protestor may request that the protest be heard and decided at an administrative hearing.

A written request for administrative hearing shall be accompanied by a certified or cashier's check in the amount of $1,500, (except for protests of Federally Funded projects); The request for hearing shall include the specific grounds of the appeal.

The protest shall be heard not later than twenty days after receipt of protestor's request for hearing and the selection of a hearing officer. Protests not made in a timely manner shall be deemed withdrawn, unless the City and the protestor mutually agree otherwise in writing. The protestor’s failure to accept a hearing officer after the third attempt by City staff to identify an impartial hearing officer shall be deemed a withdrawal of the protest.

SLURRY ALUMINUM
14 BID SUBMITTAL CHECKLIST

Bidder’s Bid must contain the following applicable elements completed as described more-fully herein.

The following checklist is provided solely for Bidder’s use in reviewing the completeness of your submission (please note which forms require signature):

COMPLETE BID ELEMENTS
Bid Form A – IFB Acknowledgement
Bid Form B – Bidder Company Information
Bid Form C - Pricing Schedule
Bid Form D – Bidder Exceptions, Clarifications, Amendments Bid Form E – Bidder Customer References
Bid Form F - Financial Interest Disclosure
Bid Form G – Support of Local Vendors
Bid Form H – Bidder Company History Statement
Bid Form I - Addenda Acknowledgement
Bid Form J – Bidder Warranty Statements
Bid Form K - Subcontractors List N/A

Bidder’s submission should include all City of Modesto forms. If any form is not applicable, Bidder should write or type “Not Applicable” on it but still include the form in your submission. #13..
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15 BID FORM A - IFB ACKNOWLEDGEMENT
The City is soliciting Bids from qualified firms (each a “Bidder” to fulfill the City’s requirements per the specifications, terms and conditions contained in this Invitation for Bids (“Invitation for Bids” or “IFB”).

1. Preparation of Bids: (a) All prices and notations must be printed in ink or typewritten. No erasures permitted. Errors may be crossed out and corrections printed in ink or typewritten adjacent and must be initialed in ink by person signing the Bid. (b) Quote price as specified in Bid. No alterations or changes of any kind shall be permitted to the Bid Form. Responses that do not comply shall be subject to rejection in total.

3. Taxes and Freight Charges: (a) Unless otherwise required and specified in the IFB, the prices quoted herein do not include Sales, Use or other taxes. (b) No charge for delivery, drayage, express, parcel post packing, cartage, insurance, license fees, permits, costs of bonds, or for any other purpose, except taxes legally payable by City, will be paid by the City unless expressly included and itemized in the Bid. (c) Amount paid for transportation of property to the City is exempt from Federal Transportation Tax. An exemption certificate is not required where the shipping paper shows the consignee as one (1) of the City; as such papers may be accepted by the carrier as proof of the exempt character of the shipment. (d) Articles sold to the City are exempt from certain Federal excise taxes. The City will furnish an exemption certificate.

5. Patent Indemnity: Bidders who do business with the City shall hold the City, its officers, agents and employees, harmless from liability of any nature or kind, including cost and expenses, for infringement or use of any patent, copyright or other proprietary right, secret process, patented or unpatented invention, article or appliance furnished or used in connection with the contract or purchase order.
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16 6. Samples: Samples of items, when required, shall be furnished free of expense to the City and if not destroyed by test may upon request (made when the sample is furnished), be returned at the Bidder’s expense.

8. Payment Terms and Methods: Bidder will be able to choose from either of the following payment methods and associated timings:
(a) Option A (Preferred): City of Modesto ePay Payment: This secure payment methodology is preferred by an increasing number of the City’s suppliers. On Net 30-day timing, you will receive a single-use Master Card number with a detailed remittance for each payment. You will process the payment though your POS/Card terminal. The payment remittance will be sent from [email protected] via email and will contain the following information:
• 16-digit credit card number
• Expiration date
• Security code
• Total dollar amount of invoices to be paid
• Invoices reference numbers and corresponding amounts
ePay results in small percentage rebate of 1.0% to the City through the card issuer. That rebate amount will be considered by the City in its evaluation of Bidder’s pricing proposal hereunder.

Information about enrolling in MasterCard ePay program can be obtained from the City’s contact listed on the Cover Page of this IFB.
(b) Option B – Manual Check: On Net 45 Day timing, the City will mail a hardcopy check to Bidder. The payment will be deemed to have been made when the check envelope is mailed #13..
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17 via US Postal Service First Class Mail. The timing of the mailing will be at the end of the Net 45 Day period. Additional time should be estimated by the Bidder for the check to be in transit, and to await deposit and clearance by Bidder staff.

9. California Government Code Section 4552: In submitting a Bid to the City, the Bidder offers and agrees that if the Bid is accepted, it will assign to the City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2, commencing with Section 16700, of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of Goods, materials, or services by the Bidder for sale to the purchasing body pursuant to the Bid. Such assignment shall be made and become effective at the time the purchasing body tender’s final payment to the Bidder.

11. Two “Inked” Signed Original Bid Document Required: Failure to furnish two “inked” signed original Bid document may result in disqualification. One additional copy and one electronic copy provided on a USB drive will accompany the “inked” originals.

12. Minor Irregularities. The City reserves the right, in its sole discretion, to waive any informalities or minor irregularities in a Bid.

THE undersigned acknowledges receipt of the referenced IFB and/or Addenda and offers and agrees to provide the Goods specified on behalf of the Bidder indicated in Bidder’s Bid Forms A through K, attached hereto and made a part hereof, for the pricing proposed on the Pricing Schedule.

Bidder Company Name:

Bidder Headquarters Address:

City/State/Zip:

Signature/Title/Date:
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INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
18 BID FORM B – BIDDER COMPANY INFORMATION
A. Bidder Company
Full Legal Name
B. Bidder Company
Marketplace (or DBA) Name
C. Type of Legal Entity: ___ Corporation, registered in ____________________ (State) ___ Limited Liability Company, registered in _________________(State) ___ Partnership, registered in ________________(State)
___ Sole Proprietorship, registered in ____________(State) ___ Other ___________________________________________(Describe) D. Headquarters Address (Street
Address, City, State,
Country, Postal Code):

E. Website Address: www.___________
F. Contact Person Details: Name:

Title:

Phone (Office):

Phone (Mobile):

Mailing Address (Street Address, City, State, Postal Code):

Fax Number:

Email:

G. Federal Taxpayer
Identification Number (TIN):

H. Dun & Bradstreet (DUNS)
Number:

I. Names and Titles of Top
Three Bidder Officers:

J. Years in Business:

K. Bidder Office Address
Closest to City of Modesto
(Street Address, City, State,
Country, Postal Code):

L. City of Modesto Business
License Number (note –
provide only if available now
- - but not required until any
contract begins):
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INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
19 BID FORM C –PRICING SCHEDULE
All labor, materials, equipment, tools, fuel, licenses, bonds, insurance and other expenses necessary for Bidder to perform the required provision of Goods shall be included in Bid pricing. Bid must be submitted on the below Pricing Schedule provided. No alterations should be made to the pricing schedule. Any exceptions, amendments or adjustments should be noted on Bid Form D – Bidder Exceptions, Clarifications, Amendments.

Item No. Item Item Description Price Per Unit of Measure A1 Slurry Aluminum Slurry Aluminum (275-gallon Totes) $ _________/275-Gallon Totes ePay $(-________________)
Total Items: $__________________/Total
Additional Goods: $_____________________________________/TBD Payment Terms:

Check which of the following payment terms/methodology Bidder accepts (a description of each can be found in Bid Form A – IFB Acknowledgement):

Choose One:
• Option A (Preferred): City of Modesto ePay Payment on Net 30 Day Timing: ___ Choose by checking () here. If selected, for bid comparison purposes, Bidder’s pricing will be reduced by the City of Modesto’s average ePay card program rebate percentage; or ePay Email Address:____________________________________________________ • Manual Check Payment Mailed by US Postal Service First Class Mail Only on Net 45 Day Timing:
___ Choose by checking () here.

THE undersigned acknowledges receipt of the referenced IFB and any associated Addenda and offers to furnish the Goods specified, in accordance with the specifications, terms and conditions of this IFB and these Bid documents, for the pricing indicated on the Pricing Schedule.

Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
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INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
20 BID FORM D – BIDDER EXCEPTIONS, CLARIFICATIONS, AMENDMENTS Exceptions to the City of Modesto’s IFB package, sample agreement, and associate specifications are not encouraged and may cause Bidder to be considered not responsible and/or its Bid to be considered not responsive. Therefore, if no exceptions, clarifications or amendments are proposed by Bidder, it is preferred that Bidder so indicate by typing or writing “Not Applicable” in the Description field in the first item row below. Less preferred, Bidder may indicate no exceptions, clarifications or amendments are proposed by leaving this form out of its’ Bid submission.

Nonetheless, Bidder may request Bid clarifications and exceptions below, if any, sign and submit with your Bid response.

Any requested exception, clarification or amendment may not be accepted and may deem the Bidder as non-responsive.

Item # Reference To: Description
Page # Section or
Paragraph #
Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
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INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
21 BID FORM E – BIDDER CUSTOMER REFERENCES
Bidder must provide a list of five current or former customers able to discuss prior experience with similar type of Goods and related services requested by the City in the above-referenced IFB. Bidder’s references shall have similar volume and requirements to the City of Modesto’s as described in the above-referenced IFB. Bidders failing to provide references may be deemed as non-responsive.

The City may contact some or all of the references provided in order to determine the Bidder’s performance record on services similar to that described in the above-referenced IFB. The City reserves the right to contact references other than those provided in Bidder’s submission and to use the information gained from them in the award process.

Company Name:

Address:

City, State, Zip Code:

Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Service:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code:

Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of Goods:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:
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INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
22 Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of Goods:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of Goods:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of Goods:

Annual Contract Value $
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INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
23 BID FORM F - FINANCIAL INTEREST DISCLOSURE
Any contract award to result from this IFB process and Bidder’s submission of a Bid therewith will require approval by a majority vote of the City of Modesto’s City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Bidder until all person with a direct or indirect financial interest of greater than $2,000 in the Bidder are identified by name.

Bidder must therefore complete this Bid Form F – Financial Interest Disclosure, listing by name all parties that have a material financial interest in the agreement, contract or development right.

Financial Interest Disclosure to City of Modesto
The Bidder shall identify any person with a financial interest in the Bidder by name, below.

For the purposes of this disclosure, a “Financial Interest” shall have the meaning contained in Modesto Municipal Code section 2-10.02.

10.03(h) are satisfied.

Print Names of Persons Having a Financial Interest in Bidder Receiving this Contract:
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INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
24 First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
By signing this document, I agree to the information contained within.

Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
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INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
25 BID FORM G – SUPPORT OF LOCAL VENDORS
Notice Pursuant to Modesto Municipal Code section 8.3-206 - Should the Bidder which submits the lowest responsive Bid (and would otherwise normally qualify to receive the Bid pursuant to Sections 8-3.203 and 8-

3.204 of the Modesto Municipal Code) not be a local business as defined herein, the lowest Bid or quote submitted by a local business that is within five percent (5%) of the lowest Bid or quote, whether or not that Bidder is the second lowest Bidder, may be deemed to be the lowest Bidder if the local Bidder agrees to reduce its Bid to match the Bid of the lowest Bidder in writing within five business days after notification by City Purchasing staff, provided that said local Bidder is deemed to be a responsible Bidder as determined by the Purchasing Manager.

Notwithstanding the foregoing, award to the local Bidder must still be approved by the City Council as would have the typical award.

To qualify as a local Bidder, the Bidder must have a physical business location within the City of Modesto and a current City of Modesto business license.

This document is only required should the Bidder request to be considered for the Support of Local Vendor preference, and meets the criteria noted above.

Check here:

I declare I am a local business per the above criteria
Bidder Company Name:

City of Modesto Address (Street,
City, State, Postal Code:

City of Modesto Business License
Number:

Under penalty of perjury, the undersigned declares that the foregoing information is true and correct:

Print/Type Name:

Title:

Signature:

Date:
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INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
26 BID FORM H - BIDDER COMPANY HISTORY STATEMENT
Bidder shall have been in business for a minimum of three continuous years (immediately prior to the time of the City’s solicitation) providing the Goods and related services described in this Invitation for Bids (IFB).

The Bidder’s company history overview statement shall be approximately one to three pages in length and inserted below:

Bidder Company Legal Name: Insert Bidder Logo Here (if existent):

Insert Bidder Company History Overview Statement Beginning Here:
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INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
27 BID FORM I - ADDENDA ACKNOWLEDGEMENT
In order to obtain any addenda information, throughout the IFB period, Bidder is responsible for regularly checking the City of Modesto’s Planet Bid website at https://pbsystem.planetbids.com/portal/14999/bo/bosearch for the IFB number listed on the Cover Page and in the header of each subsequent page of this IFB, and in any event, no later than the day prior to Bid opening. The changes identified in any addenda issued will modify this IFB and specifications. The addenda now become a part of this IFB and Bidder’s resultant Bid.

Do not attach any of the addenda to this sheet nor include them with the Bid.

If no addenda have been issued against this IFB solicitation, Bidder may write “Not Applicable” and return this Bid Form as part of its submission. Alternatively, Bidder may leave this Bid Form out of its submission.

But if any addenda have been issued by the City of Modesto this document is required to be completed and returned.

The Bid is submitted with respect to the changes to the IFB included in addenda numbers:

List All Addenda Numbers, Separated by Commas
(“,”):

Bidder Company Name:
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INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
28 BID FORM J – BIDDER WARRANTY STATEMENTS
As a material part of its Bid, Bidder shall insert below a written statement detailing any materials and workmanship warranties, term and conditions in conformance with the specifications and requirements set forth in this IFB.

Notwithstanding any other provisions of this IFB, Bidder warrants that the Goods furnished under any contract or purchase order resulting from its Bid shall be on the most suitable grade and meet or exceed the standards set forth in this IFB. Such warranty shall include the following; performance, workmanship, labor, materials, and Bidder design or engineering contributions. If a defect is discovered in any item of the Goods and related services covered in this Bid, Bidder shall correct at its sole expense, all such defects as are reported within 30 days of City’s final acceptance. Upon expiration of the applicable warranty period, all such liability shall terminate except for fraud or such gross mistakes as amount to fraud, latent defects, or specific failure to comply with the terms or any resultant purchase order.

All materials, parts, labor, assemblies and components shall by subject to the warranty conditions and terms unless specifically exempted in writing by the City of Modesto.

Bidder Company Legal Name: Insert Bidder Logo Here (if existent):

Insert Bidder Warranty Statement Beginning Here:
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INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
29 BID FORM K - SUBCONTRACTOR LIST
Bidder shall list the name and the address of the place of business for each subcontractor who will perform work or labor or render services to the Bidder. In addition, list the type of work the subcontractor will perform, and; (if applicable) its Department of Industrial Relations (DIR) registration number and its California Contractor’s license number:

Name of
Subcontractor
Address Type of Work Contractor
License # (if any)
DIR
Registration #
(if any)
Bidder Company Name:
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INVITATION FOR BIDS # 2223-32

SLURRY ALUMINUM
30 TECHNICAL SPECIFICATIONS AND REQUIREMENTS

1.0 SCOPE OF WORK:

The City of Modesto is seeking bids for the purchase and delivery of 275-gallon totes of Slurry Aluminum for the Public Works Department Streets Division on an “as needed basis” for slurry surfacing with the possibility of bulk tank delivery later. Pricing shall include all labor, materials, equipment, tools, fuel and insurance necessary to do the work.

1.1 SPECIFICATION REQUIREMENTS:

A. The Slurry Aluminum shall consist of Aluminum Sulfate and other components.

1.2 DELIVERY:

1.2.1 DELIVERY REQUIREMENTS:

1.3 CHARACTER OF WORKERS:

If any person employed by the Contractor fails or refuses to carry out the direction of the City Representative, or appears to be incompetent or acts in a disorderly or improper manner, that person shall be discharged immediately from the site on the request of the City Representative or Purchasing Manager, and such person shall not again work on any City site.
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31 SAMPLE AGREEMENT
ANNUAL PURCHASE AGREEMENT – GOODS
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2023, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and _________________, a ______ _______, hereinafter called VENDOR,
W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2021-xx authorizing the Award of Bid and agreement for the furnishing and delivery of SLURRY ALUMINUM (materials, supplies or equipment described herein (the “GOODS”) to VENDOR, attached hereto as Exhibit “A” and made a part hereof, and
WHEREAS, the VENDOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and WHEREAS, the CITY and VENDOR shall enter into an agreement for the furnishing and delivery of SLURRY ALUMINUM as described in IFB 2223-31, attached hereto as Exhibit “C” and made a part hereof, and

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. TERM OF AGREEMENT: The term of the AGREEMENT shall be for a period of ONE YEAR with FOUR one-year extension options at the sole discretion of City, for a total of up to five years.

Year one: MONTH DAY, 2023 THROUGH MONTH DAY, 2024
Year two: MONTH DAY, 2024 THROUGH MONTH DAY, 2025
Year three: MONTH DAY, 2025 THROUGH MONTH DAY, 2026
Year four: MONTH DAY, 2026 THROUGH MONTH DAY, 2027
Year five: MONTH DAY, 2027 THROUGH MONTH DAY, 2028
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32 2. PRICING:

A. Per the aforementioned Council Resolution, the annual estimated amount of the AGREEMENT is $_____________. The total amount paid by CITY to VENDOR over the full term of the AGREEMENT shall not exceed $_____________.

B. Pricing during AGREEMENT Year one shall be as set forth in Exhibit A Pricing, attached hereto and made a part hereof by this reference.

C. Pricing shall remain firm for the first year of the AGREEMENT.

D. Price increases for each subsequent AGREEMENT years two, three, four, and five, shall be negotiated in good faith by the parties, but in no instance may exceed the net percentage increase during the prior 12-month period in the Federal Bureau of Labor Statistics’ Consumer Price Index (CPI) for West Urban Area nor the Producter Price Index (PPI). Requests for price increases in any renewal year shall be submitted by VENDOR in writing at least 60 days prior to the annual anniversary date of the AGREEMENT.

3. USAGE: Vendor shall provide whatever quantities may be required during the term of this Agreement. No minimum or maximum quantities are guaranteed or implied by CITY.

7. TERMINATION:

B. CITY may terminate this AGREEMENT for convenience upon 30 days prior notice to VENDOR by CITY’s authorized employee.
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33 8. INSPECTION: All GOODS are subject to inspection and test by the City for compliance with specifications as included herein, within a reasonable time after delivery. In the event GOODS are defective or not in conformity with this AGREEMENT or CITY’s purchase order, the CITY shall have the rights to either reject the GOODS or require correction. Defective articles or services shall be removed from CITY premises and/or corrected by and at the expense of VENDOR; provided that should the VENDOR fail, neglect or refuse to do so, the CITY shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. CITY may deduct from any moneys due or that may there after come due to VENDOR, or send an invoice to the VENDOR which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual cost thereof to the CITY. In the event that the VENDOR fails to make prompt delivery as specified for any item, the same conditions as to the rights of the CITY to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Bidder. Failure by CITY to inspect and accept or reject shall not relieve the VENDOR from responsibility for compliance with specifications. Final acceptance shall be conclusive except as regards to latent defects, fraud, or such gross mistakes as amount to fraud.

12. WARRANTY: Notwithstanding any other provisions of the purchase order, VENDOR warranties for the GOODS shall extend for 90 days after delivery thereof to CITY, shall meet or exceed all original manufacturer warranties, and that GOODS shall be of the most suitable grade as specified in this AGREEMENT, VENDOR’s own marketing materials and in the purchase order. Moreover, VENDOR warrants and represents that GOODS shall comply with warranties of merchantability and fitness for a particular purpose. If a defect is discovered in any GOODS covered in this AGREEMENT, VENDOR shall correct at its expense, including transportation/freight, such defects as are reported within one year of final acceptance.

13. INSURANCE: Any purchase order where work, maintenance, or service is performed on CITY property requires appropriate insurance. VENDOR shall ensure proper insurance certificates are on file with the CITY prior to performing onsite work. Contact CITY’s Purchasing Division to verify the type of insurance required.
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34 14. TAX EXEMPTIONS: The CITY is exempt from payment of federal excise tax. All invoices shall be exclusive of such excise tax. Moreover, if the CITY’s purchase is not subject to sales tax, the statement for resale will appear in the body of the purchase order.

15. INDEMNITIES:

20. NOTICES: Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid addressed as follows:
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35 CONTRACTOR: __________________
__________________
__________________
__________________
CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Either party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

21. ASSIGNMENT: Neither this AGREEMENT nor any portion hereof shall be subcontracted or assigned without the written consent of the City in each and every instance.

22. MISCELLANEOUS: Time is of the essence in each and every provision of this AGREEMENT.

IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this AGREEMENT in duplicate by its Director of Finance under authority of Resolution No. 2023- ?? adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2023 and _____________________has caused this Agreement to be duly executed.

CITY OF MODESTO, VENDOR
A municipal corporation
By: __________________________ By: _________________________________ DEANNA CHRISTENSEN, (Signature)
Director of Finance
_________________________________
(Name & Title)
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ITEM # STOCK # ITEM/DESCRIPTION QTY UNIT OF
Tote UN PRC EXTENSION UN PRC EXTENSION UN PRC EXTENSION Slurry Slurry Aluminum 275 gallon Tote 1 Tote $1,303.50 $1,303.50 SUB-TOTAL: $1,303.50 $0.00 $0.00
SALES TAX 8.875%: Tax 8.875 $115.69 $0.00 $0.00
TOTAL: $1,419.19 $0.00 $0.00

CITY, STATE
VENDOR 2

CITY, STATE

CITY OF MODESTO
PO BOX 642 MODESTO CA 95353
IFB NO 2223-32 SLURRY ALUMINUM
Sacramento, CA
Thatcher Company VENDOR 3
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Bid Waiver Approval Form
Supplier Name: Amount of Bid Waiver Request:

Supplier Contact: Supplier Phone No:

Are Federal Funds being utilized for portion of purchase? A bid waiver is required for any procurement commitment greater than $ 3,500 where a minimum of three bids are not obtained.

Justification for waiving the competitive bid requirements is limited to the following (provide detailed information in the comments section of form):

Reason for Bid Waiver - Check Box:

Sole Source - The item/service is unique in its specifications such that only one vendor is qualified to provide the good or service (Formal bidding exception under MMC 8-3.204(b))
OEM - Original Equipment Manufacturer / Distributor
Inflexible time constraints preclude the bidding process - Exigent circumstances (Formal bidding exception under MMC 8-3.204 (c))
The incumbent's cost, delivery and quality can be compared to a previous quote/bid obtained within the last six months, for the same or similar item/service (Total purchase must be less than $50,000)
Professional Services defined under MMC 8-3.103 (Formal bidding exception under MMC 8-3.204 (a))
Single Bid/Proposal More than one supplier could provide the goods or service, but only one supplier provided bid/proposal for solicitation.

Requisition No: Department:

Project Description:

The purchase of any item utilizing any Federal Funding must comply with current applicable Circular Yes No
Thatcher Company of California, Imc
Zach Brackus 916-389-2517
Slury Alum IFB 2223-32
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Other (requires detailed comments)
Comments:

Approval Name Signature Date
Requestor
Division Manager
Department Director
Chief Information Officeri
Buyer
Purchasing Manager
Director of Finance
i Information technology (IT) purchases will require Chief Information Officer Signature Buyer Comments:

Six companies downloaded the IFB document but we only received one Bid and that was from the company that we currently purchase our Slurry Alum. Purchasing staff reached out to the other five vendors that downloaded the bid and this was out findings: Total of Four Bid House who only provides this information to their clients ( Valley Builders Exchange, Dodge Data & Analytics, Construct Connect & Construction Bid Source) That left the Final vendor who stated they must've been busy when the bid opened ( B&M Builder).

Kim Presson 9/21/2023
of
This bid waiver was done because we only received the one bid from Thatcher for IFB 2223-32 Slurry Alum.
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

October 24, 2023
Date: September 12, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Bill Sandhu, Public Works Director
SUBJECT: Feasibility study results and recommendations at the City of Modesto Compost Facility
CONTACT: Rosene Nguyen, Integrated Waste Manager [email protected], 209-577-5453
DESCRIPTION:

Consider the proposed plan and recommendations from HDR Engineering, Inc., of Folsom, CA to expand and improve the existing City of Modesto Compost Facility at 7001 Jennings Road. (Funding Source: Compost Facility Improvement Fund)
STRATEGIC PLAN ELEMENT:

The recommended action supports the City’s Strategic Plan Area of Focus: Quality of Life, “Engage partners across the community to ensure the safety, resilience, and attractiveness of Modesto”, Goal A: “Improve community safety and quality of life through a combination of prevention and intervention efforts that address safety and its underlying issues”, Strategy 6:

Motivate and encourage staff and community members to identify and mitigate blight issues; and Goal B: “Increase pride in Modesto’s diverse neighborhoods and business districts through beautification efforts and by investing in community assets and amenities”, Strategy 3: Evaluate current waste removal and city beautification policies and procedures.

BACKGROUND:

The City of Modesto owns and operates the Modesto Co-Compost Facility (Compost Facility) at 7001 Jennings Road, located adjacent to the City’s wastewater treatment plant. The Compost Facility currently employs a turned windrow operational method of composting and is permitted to receive and process green waste, small quantities of food waste, and biosolids (which the City ceased receiving several years ago). The Compost Facility began operation in January 1997 to comply with Assembly Bill (AB) 939’s fifty percent (50%) waste diversion requirement.

The Compost Facility’s primary, state-mandated purpose is to process the City’s yard waste, paper waste, and food waste materials into a reusable soil amendment product (compost), thus diverting these materials from the landfill and lowering the City’s disposal rate. A secondary purpose of the facility is to then market and sell the finished compost to farmers, landscapers, and backyard gardeners; this helps keep the facility financially sustainable. Compost is also #14..
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City Council, October 24, 2023
Feasibility study results and recommendations at the City of Modesto Compost Facility

Page 2 of 4 ends

Modesto City CouncilOctober 24, 2023

Modesto City Council
October 24, 2023