HomeMy WebLinkAboutContracts & Agreements_68-2010_CCv0001.pdf May 20, 2010
MEMORANDUM
TO: Sam Irwin, City Clerk
FROM: Gary van Dorst, QOL Director
SUBJECT: REQUEST FOR MAYOR'S SIGNATURE ON FUEL SALES AGREEMENT
This memorandum transmits to you the attached Fuel Sales Agreements with Jaswant Sidho for
the sale of City CNG/LNG. For reference sake, the City Council authorized the Mayor, or his
designee, to execute fuel sales agreements for the sale of City fuel to outside users on September
4, 2007.
If you have any questions,
please feel free to contact me at x7583.
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11 A DmWoust,
Quality of Life Department - Equipment Maintenance
Division
1270 W. Park Avenue, Building, E, Redlands, CA 92373 ♦ (909) 798-7567
APPLICATION FOR CNG/LNG REFUELING STATION
Business Name or Individual: _'I A -�- S bv4 U
Physical Address:
City, State, Zip: G fit 1 N U
Billing Address: _
City: State: Zip:
Telephone Number:�� _a�'3 _���," I Fax:
Contact: Title:
Signature: Date:
DESCRIPTION OF VEHICLES AND UNIT NUMBERS
UNIT # YEAR MAKE MODEL
This form must have an original signature and be delivered to Equipment Maintenance for processing and approval.
♦ MUST PRESENT VALIDDRIVER'S LICENSE AT TIME OF REGISTRATION
FUEL SALES AGREEMENT
This fuel sales agreement ("Agreement") is made this . 12> day of
20 0 , ("Effective Date"), between the City of Redlands, a municipal corporation ("City"), and
1-7 1
-&(Af VN- T- a--aw organized and existing under the laws
of the State of California ("Buyer"). City and-Buyer are sometimes individually referred to
herein as a"Party" and, together, as the "Parties."
RECITALS
A. The Parties contemplate that Buyer will purchase from City and City will sell to Buyer
fuel on an ongoing basis.
B. To avoid having to resolve questions of conflicting terms and conditions on purchase
orders and purchase order acknowledgments each time Buyer purchases fuel from City, the
Parties wish to enter into an agreement that sets forth the terms and conditions that will govern
all such transactions between them.
In consideration of the mutual benefits and obligations set forth in this Agreement, the Parties
agree as follows:
AGREEMENT
ARTICLE I - DEFINITION OF PRODUCT
1.1 The term "fuel" means Liquid Natural Gas/Compressed Natural Gas ("LNG/CNG") for
which Buyer issues to City a purchase order during the term of this Agreement.
ARTICLE 2 - ISSUANCE OF PURCHASE ORDERS
2.1 Buyer may issue purchase orders to City from time to time. Each purchase order shall
contain a description of the products ordered, the quantities and prices, the shipment schedule,
the terms and place of delivery, and the following notation: "This order is issued pursuant and
subject to Agreement No. [number] between City and buyer." Every purchase order issued by
Buyer to City following the date of this Agreement and bearing such a notation shall be governed
by and be deemed to include the provisions of this Agreement. In the event of any inconsistency
between the terms and conditions of this Agreement and the terms of a purchase order, the terms
and conditions of this Agreement shall prevail.
ARTICLE 3 -SAFETY TRAINING
3.1 All of Buyer's drivers utilizing the City's fuel facility shall undergo training to provide
for the safe fueling of Buyer's vehicles.
3.2 Failure of Buyer's drivers to show proof of training will result in the immediate
suspension of sales to Buyer until such proof can be shown.
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ARTICLE 4 - TERM
41 The term of this Agreement for purposes of purchase order placement shall commence on
the Effective Date of this Agreement and continue for a subsequent period of five (5) years.
ARTICLE 5 - CANCELLATION
5.1 Either Party may terminate this Agreement at any time upon twenty (20) days' prior
written notice.
ARTICLE 6—INDEMNIFICATION
6.1 Buyer shall defend, indemnify and hold harmless City, its elected officials, officers,
agents and employees, from and against any and all liabilities, damages, losses, costs and
expenses for injury to property or injury or death of any person arising out of or in connection
with products and services to be provided under this Agreement. Buyer also shall release and
waive any liability of and claim against the City, its elected officials, officers, agents, and
employees, for loss of or damage to property, including loss of use arising directly or indirectly
out of or in connection with Buyer's performance under this Agreement.
ARTICLE 7 - GENERAL CONSIDERATIONS
7.1 In the event any action is commenced to enforce or interpret any of the terms or
conditions of this Agreement the prevailing party shall, in addition to any costs and other relief,
be entitled to recover its reasonable attorneys' fees, including fees for use of in-house counsel by
a Party.
7.2 This Agreement shall be governed by and construed in accordance with the laws of the
State of California.
7.3 If any provision or part of the Agreement is held to be void or unenforceable under any
law or regulation, it shall be deemed stricken, and all remaining provisions shall continue to be
valid and binding upon the parties.
7.4 This Agreement contains the entire agreement of the Parties and supersedes all prior
verbal or written agreements of the Parties with respect to the subject matter hereof This
Agreement shall be amended or modified only by written agreement, signed by the Parties.
DJWAgreelfuel Sales Agreement
2
7.4 This Agreement contains the entire agreement of the Parties and supersedes all
prior verbal or written agreements of the Parties with respect to the subject matter hereof.
This Agreement shall be amended or modified only by written agreement, signed by the
Parties.
IN WITNESS WHEREOF, duly authorized representatives of the Parties have signed in
confirmation of this Agreement.
CITY OF REDLANDS ATTEST:
Pat Gilbreath, Mayor City Clerk
BUYER
By
N E, T/0 Date S I I � �
DJM'=A reetFuel Sates Agreement 3