HomeMy WebLinkAboutRepublic ITS; 2011-05-12; TRANS542PUBLIC WORKS
LETTER OF AGREEMENT
TRANS542
This letter will serve as an agreement between REPUBLIC INTELLIGENT TRANSPORTATION SERVICES
a Corporation (Contractor) and the City of Carlsbad (City), The Contractor will provide all equipment, material
and labor necessary to complete project number TRANS542 for REPLACEMENT OF STREET LIGHT ON SE
CORNER OF TELESCOPE & SUNSET HILL DR. per the Contractor's proposal dated December 22. 2010
and City specifications, for a sum not to exceed FOUR THOUSAND ONE HUNDRED THIRTY-TWO dollars
ar|d ZERO cents ($4,132.00). This work is to commence upon issuance of a Purchase Order and is to be
completed within one hundred twenty (120) calendar days thereafter.
ADDITIONAL REQUIREMENTS
1. City of Carlsbad Business License
2. The Contractor shall assume the defense of, pay all expenses of defense, and indemnify and hold harmless
the City, and its agents, officers and employees, from ail claims, loss, damage, injury and liability of every
kind, nature and description, directly or indirectly arising from or in connection with the performance of this
Contract or work; or from any failure or alleged failure of the contractor to comply with any applicable law,
rules or regulations including those relating to safety and health; except for loss or damage which was
caused solely by the active negligence of the City; and from any and all claims, loss, damage, injury and
liability, howsoever the same may be caused, resulting directly or indirectly from the nature of the work
covered by this Contract, unless the loss or damage was caused solely by the active negligence of the City.
The expenses of defense include all costs and expenses, including attorney's fees for litigation, arbitration,
or other dispute resolution method.
3. Contractor shall furnish policies of general liability insurance, automobile liability insurance and a combined
policy of workers compensation and employers liability in an insurable amount of not less than five hundred
thousand dollars ($500,000) each, unless a lower amount is approved by the City Attorney or the City
Manager. Said policies shall name the City of Carlsbad as a co-insured or additional insured. Insurance is to
be placed with insurers that have (1) a rating in the most recent Best's Key Rating guide of at least A-:V, and
(2) are admitted and authorized to transact the business of insurance in the State of California by the
Insurance Commissioner. Proof of all such insurance shall be given by filing certificates of insurance with
contracting department prior to the signing of the contract by the City.
4. The Contractor shall be aware of and comply with all Federal, State, County and City Statues, Ordinances
and Regulations, including Workers Compensation laws (Division 4, California Labor Code) and the
"Immigration Reform and Control Act of 1986" (8USC, Sections 1101 through 1525). to include but not
limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants
that are included in this Contract.
5. The Contractor may be subject to civil penalties for the filing of false claims as set forth in the California
False Claims Act, Government Code^seotions 12650, et seq.. and Carlsbad Municipal Code Sections
3.32.025, et seq. f\ init S^K init
6. The Contractor hereby acknowledges that debarment by another jurisdiction is groupds^for the City of
Carlsbad to disqualify the Contractor from participating in contract bidding. M) init
7. The Contractor agrees and hereby stipulates that the proper venue and jurisdiction for resolution of any
disputes between the parties arising out of this agreement is San Diego County, California.
8. The City of Carlsbad is a Charter City. Carlsbad Municipal Code Section 3.28.130 supercedes the
provisions of the California Labor Code when the public work is not a statewide concern. Payment of
prevailing wages is at contractor's discretion.
-- 1 - Revised 9/28/00
9. Contractor will incorporate and comply with all applicable Best Management Practices (BMPs) during the
completion of this agreement. All work must be in compliance with the San Diego Regional Water Quality
Control Board (RWQCB) permit, Carlsbad Municipal Code and the City of Carlsbad Jurisdictional Urban
Runoff Management Plan (JURMP) incorporated herein by reference.
The Contractor shall indicate in his proposal methods of compliance, equipment utilized to insure
compliance, training of staff and experience in compliance with environmental regulations.
TO INDICATE ACCEPTANCE OF THIS AGREEMENT, PLEASE SIGN IN THE SPACE BELOW AND
RETURN TO:
Heidi Versteeg
(Project Mgr)
Transportation / Streets
(Department)
Republic ITS
(Name of Contractor)
405 Oak Av
(Address)
Carlsbad, CA 92008
C10 647154
(Contractor's License Number)
(Print Name and Title)
(Print Name and Title)
Department Head Date
(Proper notarial acknowledgment of execution by Contractor must be attached.
Chairman, president or vice-president and secretary, assistant secretary, GFO or assistant treasurer must sign
for corporations. Otherwise, the corporation must attach a resolution certified by the secretary or assistant
secretary under corporate seal empowering the officer(s) signing to bind the corporation.)
APPROVED AS TO FORM:
RONALD R. BALL, City Attorney
BY:
Deputy City Attorney
Revised 9/28/00
A Brighter Solution
371 BEL MARIN KEYS BLVD.
SUITE 200
NOVATO, CALIFORNIA 94949
415.884.3000
415.884.4800 FAX
www.republicits.comRepublic
ITS
|nte|li MINUTES OF A MEETING OF
Transportation THE BOARD OF DIRECTORS
Services OF REPUBLIC INTELLIGENT TRANSPORTATION SERVICES, INC.,
a California corporation
(the "Company")
A meeting of the Board of Directors of the Company was held at the principal office of the
Company, in Novato, California on May 10, 2010.
All of the Directors of the Company were present or participated via teleconference. Wade L.
White acted as Chairman of the meeting and Jeffrey L. Asch acted as Secretary of the meeting.
&
The Chairman announced that the purpose of the meeting was to appoint officers of the
Company, and to authorize its officers to execute bonds, contracts, bids, legal, and other
documents necessary for the Company to transact its business.
After full and complete discussion, the following recitals and resolutions were adopted:
WHEREAS, it is the intention of the Board of Directors to appoint officers of the
Company to manage the daily operations of the Company; and
WHEREAS, it is the intention of the Board of Directors to authorize the officers
of the Company to execute bonds, contracts, bids, legal, and other documents
necessary for the Company to transact its business.
NOW, THEREFORE, BE IT RESOLVED, that the following individuals be
appointed as officers of the Company: Wade L. White as President, Dennis L.
Walther as Vice President, Jeffrey L. Asch as Vice President, Secretary, and Chief
Financial Officer, Jerry Parker as Vice President, and James A. Wagner as Vice
President.
NOW, THEREFORE, BE IT FURTHER RESOLVED, that the officers be duly
authorized to legally bind the Company through the execution of bonds, contracts,
bids, legal, and other documents as may become necessary from time to time in
order for the Company to transact its business.
NOW, THEREFORE, BE IT FURTHER RESOLVED, that any actions taken by
the officers of the Company prior to the date of the foregoing resolutions that are
within the authority conferred thereby are hereby ratified, confirmed and
approved as the acts and deeds of this Company.
There being no further business to conduct, the meeting was adjourned.
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