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HomeMy WebLinkAbout2024-150 AGRMT - Scelzi Enterprises, Inc. CIail; +�rr> C IT Y or -ASUiLA N D Goods and Services Agreement City Information Contractor Information City of Ashland Firm Name:Scelzi Enterprise, Inc. Attn: Cathy Crocker Contact: Rick Estes 90 N. Mountain Address_. 2664 S Cherry Ave. Ashland, Oregon 97520 Fresno, CA 93706 Phone: (541) 552-2359 Phone: (559) 237-5541 Email: a thy.+ rocker ashland.or.US Email: ricke@sei!"IC,Com Contract Summary Procurement Method: Intermmediate Completion Date: 06/30/2025 Contract Amount: $ 56,000.00 Description of Services: TWO ) Water Department Truck Upfitting Supporting Documents: Pate Sheet dated: W-9 Dated: 01/23/2024 Cert. of Insurance Dated: Agreement: Dated: This Goods and Services Agreement (hereinafter "Agreement") is entered into by and between the City of Ashland, an Oregon municipal corporation (hereinafter"City") and the Contractor listed under Contractor Information above, (hereinafter "Contractor"), for the services listed under Description of Services and the Supporting Documents as noted in the Contract Summary above_. This Agreement and the Supporting Documents shall be construed to be mutually complimentary and Supplementary wherever possible. In than event of a conflict which cannot be so resolved, the provisions of this Agreement itself shall control over any conflicting provisions in any ofthe Supporting Documents, In the event of conflict between provisions of the Supporting Documents,th S poi ing Documents shall be given precedence in the order listed above.The Contractor's initials erein signify acknowledgment and agreement to this provision, if applicable, or if not sign "NIA" The goods and services defined and described in the Supporting Documents shall hereinafter be collectively referred to a "Work." Page 1 of 8: Goods and Services Agreement between the City of Ashland and Scelzi Enterprises, Inc. Ie�arrIn r CITY City Information Contractor Information City of Ashland Firm Name: cel i Enterprises, Inc. Attn: Cathy Crocker Contact: Rick Estes ,90 N. Mountain Address: 2664 S Cherry Ave. Ashland, Oregon 97520 Fresno, CA 93706 Phone: (541) 552-2359 Phone: (559) 237-5541 Email: cathy.crocker@ash;land.or.us Email: ricke@seinc.com Contract Summary Procurement Method: Inter rimediate Completion date: 06/3012025 Contract Amount: $ 56,000.00 Description of Services: TWO (2) Water Department Truck (potting Supporting Documents: Date Sheet Dated., W-9 Dated: 0112►12924 Cert. of Insurance Gated: Agreement: Dated: This Goods and Services Agreement (hereinafter "Agreement") is entered into by and between the City of Ashland, an Oregon municipal corporation (hereinafter"City",) and the Contractor listed under Contractor Information above, (hereinafter "Contractor"), for the services listed under Description of Services and the Supporting Documents as noted in the Contract Summary above.. This Agreement and the Supporting Documents shall be construed to be,mutually complimentary and supplementary wherever po;5bible. In the event of a conflict whichcannot be 5o resolved, the provisions of this Agreement itself shall control over any conflicting provisions in any of the Supporting Documents. In the event of conflict between provisions of the Supporting Documents, the Supporting Documents shall be given precedence in the order listed above.The Contractor's initials[herein signify acknowledgment and agreement to thiis provision, if applicable, or if not sign "NIA". The goods and services defined and described in the Supporting Documents shall hereinafter be collectively referred to as"'Work." Page 1 of 8: Goods and Services,agreement between the City of Ashland and 'Scelzi Enterprises, Inc. 1. Term and Termination 1.1. Term. This Agreement shall be effective from the date of execution on behalf of the City as set forth below (the "Effective Date") and shall continue in full force and effect until the Completion Date indicated in the Contract Summary on page one of this Agreement unless sooner terminated as provided in Subsection 1,2. 1.1. Time is of the essence. Time is of the essence for Contractors performance of each and every obligation and duty under this Agreement. City, by written notice to Contractor of default or breach, may at any time terminate the whole or any part of this Agreement if Contractor fails to provide the Work called for by this Agreement within the time specified herein or within any extension thereof. 1.2. 'Termination 1.2.1. The City and Contractor may terminate this Agreement by mutual agreement at any time. 1.2.2. The City may, upon not less than thirty (30) days' prior written notice, terminate this Agreement for any reason deemed appropriate in its sole discretion. 1.2.3. Either party may terminate this,Agreement, with cause, by not less than fourteen (14) days' prior written notice if the cause is not cured within that fourteen (14) day period after written notice. Such termination is in addition to and not in lieu of any other remedy at law or equity. 2. Compensation 2.1. City shall pay Contractor the sum listed as the "Contract Amount" in the Contract Summary on page one of this Agreement as provided herein as full compensation for the Work as specified in the supporting documents. 2.2. In no event shall Contractors total of all compensation and reimbursement under this Agreement exceed the "Contract Amount" listed in the Contract Summary without express, written approval from the appropriate Department Head or City Manager. Contractor acknowledges that any work delivered, or expenses incurred without authorization as provided herein is done at Contractor's own risk and as a volunteer without expectation of compensation or reimbursement, 3. Contractor's Obligations 3-1- Performance. Provide the goods or services 2S set forth in the Supporting Documents attached hereto and, by this reference, incorporated herein. 3.2. Nondiscrimination. Contractor agrees that no person shall, on the grounds of race, color, religion,creed,sex, marital status,familial',status or domestic partnership, national origin,age, mental or physical disability, sexual orientation, gender identity or source of income, suffer discrimination in the performance of this Agreement when employed by Contractor. Contractor agrees to comply with all applicable requirements of federal and state civil rights and rehabilitation statutes, rules and regulations. Further, Contractor agrees not to discriminate against a disadvantaged business enterprise, minority-owned business,wornan- owned business, a business that a service-disabled veteran owns or an emerging small Page 2 of 8: Goods and Services Agreement between the City of Ashland and Scelzi Enterprises, Inc. ................. --- ................... business enterprise certified under ORS 200.055, in awarding subcontracts as required by ORS 279A.1107 3.3. Subcontractor Notification. In all solicitations either by competitive bidding or negotiation made by Contractor for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the Contractors of the Contractor's obligations under this Agreement and Title V1 of the Civil Rights Act of 1964 and other federal nondiscrimination laws. 3.4. Living Wage Requirements. If the amount of this Agreement is $26,429.65 or more, Contractor is required to comply with Chapter 3-12 of the Ashland Municipal Code by paying a living wage, as defined in that chapter, to all employees performing Work under this Agreement and to any Subcontractor who performs 50% or more of the Work under this Agreement. Contractor is also required to post the notice attached hereto as "Exhibit A" predominantly in areas where it will be seen by all employees. 4. Contractor's Compliance with Tax Laws 4.1. Contractor represents and warrants to the City that: 4.1.1. Contractor shall, throughout the term of this Agreement, including any extensions, hereof, comply with: • All tax laws, of the State of Oregon, including but not limited to ORS, 305.620 and ORS chapters 316, 317, and 318; • Any tax provisions imposed by a political subdivision of the State of Oregon applicable to Contractor; and • Any rules, regulations, charter provisions, or ordinances that implement or enforce any of the foregoing tax laws or provisions. 4.1.2. Contractor further certifies that contractor is not in violation of any Oregon tax laws referenced in ORS 305-380(4). 4.2. Tax Compliance Breach. Contractor's failure to comply with the tax laws of the State of Oregon and all applicable tax laws of any political subdivision of the State of Oregon shall constitute a material breach of this Agreement. Further, any violation of Contractor's warranty, as set forth in this Article 9, shall constitute a material breach of this Agreement. Any material breach of this Agreement shall entitle the City to terminate this Agreement and to seek damages and any other relief available under this Agreement, at law, or in equity. 5. Insurance., Contractor shall obtain and maintain during the term of this Agreement and until City's final acceptance of all Work received hereunder, a policy or policies of liability insurance Each policy of such insurance shall be on an "occurrence" and not a "claims made" form, and shall include: 5.1. Commercial general liability -- with a combined single limit, or the equivalent, of not less than $2,000,000 (two million dollars) per occurrence and $3,000,000 (three million dollars) in the aggregate for Bodily Injury and Property Damage. Page 3 of 8: Goods and Services Agreement between the City of Ashland and Scelzi Enterprises, Inc. .................. 5.2. Commercial Automobile Liability -- with a combined single limit, or the equivalent of not less than $2,000,000 (two million dollars) for each accident for Bodily Injury and Property Damage, including coverage for owned, hired and non-owned vehicles, 5.3. Additional forms: (See Attached) 5.4. Worker's Compensation. Contractor shall, at its own expense, maintain Worker's Compensation Insurance in compliance with ORS 656,017,which requires subject employers to provide workers' compensation coverage for all of its subject workers. As evidence of the, insurance required by this Agreement, the Contractor shall furnish an acceptable insurance certificate prior to commencing any Work with limits,not less than$500,000. 5.4.1. Workers' Compensation Exemption. If applicable, Contractor affirms and certifies that it is exempt from providing Workers' Compensation per ORS 656.027. Exemption criteria: Contractor initials if exempt- Date: 6. Additional Insured/Certificates of Insurance. The Contractor shall name the City of Ashland, Oregon, along with its elected officials, officers, and employees, as Additional Insureds on all insurance policies (excluding Professional Liability and Workers' Compensation) necessary for this Agreement. This inclusion applies solely to the services provided by the Contractor under this Agreement- The Contractor's insurance must be primary and non-contributory. Before commencing work, the Contractor must provide acceptable insurance certificates as proof of the required coverage. These certificates must specify all parties included as additional Insureds, treating each named and additional named insured as if they were covered under separate policies, without increasing policy limits. insuring companies or entities must be accepted by the City. Upon request, the Contractor must provide complete copies of insurance policies and trust agreements to the City.Additionally,the Contractor must provide an endorsement naming the City, its officers, employees, and agents as additional insureds by the Effective Date of this Agreement, accompanied by approved certificate(s) of insurance. 7. Indemnity, Contractor shall defend:, save, hold harmless and indemnify the City and its officers, employees and agents from and against any and all claims, suits, actions, losses, damages, liabilities, costs, and expenses of any nature resulting from, arising out of, or relating to the activities of Contractor or its officers, employees, contractors, or agents under this Agreement. 8. Notice Whenever notice is required or permitted to be given under this Agreement, such notice shall be given in writing to the other party by personal delivery, by sending via a reputable commercial overnight courier, or by mailing using registered or certified United States mail, return receipt requested, postage prepaid, to the addresses set forth above with a copy to: City of Ashland—Legal Department 20 E. Main Street Ashland, Oregon 97520 Phone: (541)488-5350 Page 4 of 8: Goods and Services Agreement between the City of Ashland and Scelzi Enterprises, Inc. 6. Remedies 6.1. In the event Contractor is in default of this Agreement, City may, at its option, pursue any or all of the remedies available to it under this Agreement and at law or in equity, including, but not limited to: 6.1.1. Termination of this Agreement. 6.1.2. Withholding all monies due for the Work that Contractor has failed to deliver within any scheduled completion dates or any Work that have been delivered inadequately or defectively. 6.1.3. Initiation of an action or proceeding for damages,, specific performance, or declaratory or injunctive relief. 6.1.4. These remedies are cumulative to the extent the remedies are not iniconsistent, and City may pursue any remedy or remedies singly, collectively, successively or in any order whatsoever. 6.2- Default: The Contractor shall be in default of this Agreement if Contractor: commits any material breach or default of any covenant, warranty, certification, or obligation under the Agreement; institutes,an action for relief in bankruptcy or has instituted against it an action for insolvency; makes a general assignment for the benefit of creditors; or ceases doing business on a regular basis of the type identified in its obligations under the Agreement; or, without written authorization by the City, attempts to assign rights in, or delegate duties under, this Agreement. 6.3. Liability Limitation. In no event shall City be liable to Contractor for any expenses related to termination of this Agreement or for anticipated profits. If previous amounts paid to Contractor exceed the amount due, Contractor shall pay immediately any excess to City upon written demand provided. 7'. General Provisions 7.1. Non-exclusive Agreement. City is not obligated to procure any specific amount of Work from Contractor and is free to procure similar types of goods and services from: other Contractors in its sole discretion. 7.2. Independent Contractor Status. Contractor is, an independent contractor and not an employee or agent of the City for any purpose. 7.3. Statutory Requirements. The following laws of the State of Oregon are hereby incorporated by reference into this Agreement. ORS 27913.220, 2796.230 and 279B.235 7.4. Assignment. Contractor shall not assign this Agreement or subcontract any portion of the Work to be provided hereunder without the prior written consent of the City- Any attempted assignment or subcontract without written consent of the City shall be void. Contractor Shall be fully responsible for the acts or omissions of any assigns or subcontractors and of all persons employed by them, and the approval by the City of any assignment or subcontract shall not create any contractual relation between the assignee or subcontractor and the City, Page 5 of 8: Goods and Services Agreement between the City of Ashland and Scelzi Enterprises, Inc. ..............____................. 7.5. Force Majoure. Neither party to this Agreement shall hold the other responsible for damages or delay in performance caused by acts of God, strikes, lockouts,, accidents, or other events beyond the control of the other or the other's officers, employees or agents. 7.6. Deliveries F.O.B destination. Contractor shall pay all transportation and handling charges for the Goods. Contractor is responsible and liable for loss or damage until final inspection and acceptance of the Goods by the City. Contractor remains liable for latent defects, fraud, and warranties- 7.7. Goods Rejection. The City may reject non-conforming Goods and require Contractor to correct them without charge or deliver them at a reduced price, as negotiated. If Contractor does not cure any defects within a reasonable time,the City may reject the Goods and cancel this Agreement in whole or in part. This paragraph does not affect or limit the City's rights, including its rights under the Uniform Commercial Code, ORS Chapter 72 (UCC). 7.8. Goods Warranty Representation. Contractor represents and warrants that the Goods are new, current, and fully warranted by the manufacturer- Delivered Goods will comply with Supporting Documents and be free from defects in labor, material: and manufacture. Contractor shall transfer all warranties to the City. 7.9. Waiver of Breach. One or more waivers or failures to object by either party to the other's breach of any provision, term, condition, or covenant contained in this Agreement shall not be construed as a waiver of any subsequent breach, whether or not of the same nature. 7.10. Jurisdiction. This Agreement shall be governed by the laws of the State of Oregon without regard to conflict of laws principles. Exclusive venue for litigation of any action arising under this Agreement shall be in the Circuit Court of the State of Oregon for Jackson County unless exclusive jurisdiction is in federal court, in which case exclusive venue shall be in the federal district court for the district of Oregon. Each party expressly waives any and all rights to maintain an action under this Agreement in any other venue, and expressly consents that, upon motion of the other party, any case may be dismissed or its venue transferred, as appropriate, so as to effectuate this choice of venue. 7.11. Severance. If any provision of this Agreement is found by a court of competent jurisdiction to be unenforceable, such provision shall not affect the other provisions, but such unenforceable provision shall be deemed modified to the extent necessary to render it enforceable, preserving to the fullest extent permitted the intent of Contractor and the City set forth in this Agreement. & Merger. This agreement and the attached exhibits constitute the entire understanding and agreement between the parties. No waiver, consent, modification or change of terms of this agreement shall bind either party unless in writing and signed by both parties. Such waiver, consent, modification or change, if made, shall be effective only in the specific instance and for the specific purpose given. There are no understandings, agreements, or representations, oral or written, not specified herein regarding this agreement. Contractor, by signature of its authorized representative, hereby acknowledges that he/she has read this agreement, understands it, and agrees to be bound by its terms and conditions. Page 6 of 8. Goods and Services Agreement between the City of Ashland and Scelzi Enterprises, Inc. WITNESS WHEREOF, the parties have executed this Agreement in their respective names by their duly authorized representatives as of the dates indicated below. This Agreement may be executed in two counterparts,each of which shall be deemed an original,with equal force and effect as if executed in a single document. CITY OF ASHLAND: Scelzi Enterprises, Inc-IrONITRACTOR): By: By: Signature Signature Poe- gF Printed Name y, Printed Name Date LASTSIvr'- Title Date Purchase Order No. CV-9 is to be submitted with this signed Agreement) APPROVED AS TO FORM: City Attorney Page 7 of 8: Goods and Services Agreement between the City of Ashland and Scelzi Enterprises, Inc.. CITY OF ASHLA ND, OREGON ■ Wtyff of Ashland LIVING ro ' r r per lour, effective June 30, 2024. The Living Wage is adjusted annually emery June 30 by the Consumer Price Index. Employeesbe paid portion of the business of of health care,retirement, living vvage.-� their employer, If the 401 K, and IRS eligible employer hasten or more cafeteria plans(including employees, and has received childcare benefits to the For all hours worked under a financial assistance for the employee's amount of wages. service contract between Their project or business from the employer and the City of City of Ashland over > Note: For temporafy and Ashland If the contract $26,429.65; part-time employees,the exceeds$26,429.65 or more. Living Wage does not apply If their employer is the City of to the first 1040 hours worked )0- For all hours worked in a Ashland,including the Parks in any calendar year.. For month,if the employee and Recreation Department. more details, please.see spends 50%or more of the Ashland Municipal Code employee's time in that month > In calculating the living wage, Section 3.12.020. working on a project or employers may add the value For . . . Cali the Ashland City Manager's office at 41-4 -00O2 or valte to the City Manager,. City Hall,20 East Fain Street,Ashland, OR 97520, Ctr visit the City's website at sfii r . r. s . Notice to Employers, This notice must be posted in areas where it can be seen by all employees. CITY of S Form Request for Taxpayer Give Form to the (Rev.0oleber 2018) dentification Number and Certification requester.Do not Dep Innent of the Treasury send to the IRS. Int.%Revenue Service I,-Go to wwwJMgov1FonnW9 for instructions and the latest Information, I Name(as shown on your lrMcMe,tax return).Name Is required on this line;do not leave this—lime bts;I_( NC SCELZI ENTERPRISES,I .-TACOMA If-diff different from above Name_EL B -------------------....... ............... —------ CD 13 Check appropriate box for federal tax ciassificatilon of the person whose name is entered on line 1.Check only one of the: 4 Exemptions(codes apply only to following seven boxes. arfrHa OL * Individual/sole proprietor or El 0 Corporation 2 8 Corporation Partnership I Trust/astate* single-member LLC Exempt payee code(4 any) 1-mited li"ablllty company.Enter the tax classification(C=C corporation,S--S corporation,P=PartneraMp)I'* NoW Check the appropriate box in the line above for the tax classification of the single-member owner. Do not check Exemption from FATCA reporting LLC if the LLC is classified as a single-member LLC that Is disregarded from the owner unless the owner of the LLC Is another U-C that Is not disMarded from the owner for U.S.federal tax purposes.Otherwise,a single-member LLO that code(if any) is disregarded from the owner shouid check the appropriate box for the tax classification of Its owner, E] Other(see Instructions)10, (Appg.t 0� a-z rr,Wegand,_fade&.U.S.1 0) 767,i dress inu�mber, See_inst=tlons. 2219 112TH STREET E'. Requester's name an address(opbonol]i ate,and ZIP code TACIA,; W5-3731 TU--tOM­ n_ _Wc,ntumb.,(,jhar,(opf';".1) 0 BOX 'FRESNO, CA 93776 N 0 8 match to same 1m social My nM he for P a ay,see e structi have 'a M do not h n, �Wappropriate b P !on N M r aye 0 '1 box. IN provided ro Id dm v` a �Is gen Ily our jj� the du li� Falter your TINI e given on line I to avoid Social secuft number b ckup withholding,For I bar�.SSN).However,for a resident e 1, 1 prop, I "o e S dent alien, 80 employer y� ,d Sa rd ent the r Part 1,later.For other _[TJ entities, tt�1 0 r g T a S"�t"your pl, "identifi, V., (8 �.if y a number,see Now to get a IN,later, or Note:If the account is in more than one name,see the instructions for line 1 Also see What Name and Mimber To Give the ROquesterfor guidelines on whose number to enter. Kt i5 '6 4 ertificea!tKion Under penalties of perjury,I certify that!: 1.Tho number shown on this form is my correct taxpayer identification number(or I am waiting for a number to be issued to ma);and 2.1 am not subject to backup withholding becauM(a)I am exempt from backup withholding,or(b)l have not been notified by the Internal Revenue Service(IRS)that I am subject,to backup withholding as a result of a failure to report all Interest or dividends,or(c)the IRS has:notified me that I am no longer subject to backup withholding;and 3.1 am a,U.S,.citizen or other U.S.person(defined below),and 4.The FAT CA code(s)entered an this form(if any)indicating that I am exempt from FAT CA reporting is correct. Certffication instructions.You must crass out item 2 above if you have been notified by the IRS that you are currently subjeottobackup-withholdirig because you have falled to report all Interest and dividends on your tax return.For real estate transactions,item 2 does not apply.For mortgage interest paid, acquisition or abandoninent of secured property,cancellation of debt,contributions to an individual retirement arrangement(IRA),and generally,payments other than interest and dividends,you are not required to sign the certification,but you must provide your correct TIN.See the instructions for Part 11,later, Section reteremcss,are to the InternaP Fsvenuse Code uralass otherwise �Form 1 fU99-ltirti� (various types of imcorate,paizes proceeds) I I as Future development&For the latest information about developments -Form 1099-B(stock or mutual fund sales and certain other related to Form W-9 and Its instructions,such as iegislation enacted transactions by brokers) after they were published,go to wwwJrs.gov1P&rmW9, o Form 1099-8(proceeds from real estalgAmwri#A. Purpose of For *Form 1039-K(merchant card and third'oatty, M �a`ra I An Individual or entity(Form W-9 requester)who is required to file an Form 1098(home mortgage Interest), 1098-E(�dident ipap interest), information return with the IRS must obtain your correct taxpayer 1 098-T(tuition) Identification number(TIN)which May be Your social security number -Form 1099-C(canceled debt) (SSN),individual taxpayer identification number(ITIN),adoption taxpayer identification number(ATIN),or employer Identification number &Form 1 099-A(acquisition or abandonment of secured property) (EIN),to report on an information return the amount paid to you,or other Use Form W-9 only if you are a U.S,person(including a resident amourdt reportable on an information return.Examples of Information alien),to provide your correct TIN. returns include,but,are not limited to,the fogowing, If you do not return Form W-9 to the raquester with a 71tq,you might roan 1 0ea-INT(interest ealnuo or paia) b8 Mbiect to baCkup wid1holding,See What is backup withholding, later, Cat.No.102311X Form W-9(Rev,10-2t1'16) . ................................­11.1 .11 FORM #5 ND SOLE-SOURCE DETERMINATION AND WRITTEN FINDINGS GOODS AND SERVICES To: Sabrina Cotta, City Manager From: Tommy Hoak, Fleet Maintenance Director Date: 10/11/2024 Re: Sole Source Determination and Written Findings for Goods and Services In accordance with AMC 2.50.090(F), the Department Head shall determine in writing that there is only one provider of a product or service of the quality and type required available. Estimated total value of contract: Approximately $56,000 for two (2)truck service bodies Project name: Scelzi Enterprise, Inc Water Truck Upfitting Description of goods and services: The water trucks are designed to be specifically built to make the City's efforts efficient and feasible. Scelzi Enterprises' products are the only available products that are compatible to the way the trucks have been built to accommodate the specific needs of the department. The cost to convert our trucks to be able to use a different manufacturer's design is prohibitive. Background: Scelzi Enterprises has focused on unique design, American ingenuity and craftsmanship, and an unwavering commitment to quality. They use the best materials, best equipment, and a great team of truck building professionals to make products that are as durable and tough as they are useful and functional. Public Work Fleet Department has purchased two truck chassis and are in our possession for the Water Department that require upfitting to suit the needs of the department. The intent is to complete this upfitting by November 1, 2024. There are times when a vehicle or piece of equipment must be outsourced for design, repairs or maintenance. This is due to the specialized tools and diagnostic equipment required to create the vehicle needed. Highly specialized tools and diagnostic equipment are very costly and proprietary. Form#5-Sole Source—Goods and Services Page 1 of 3,10/14/2024 Scelzi Enterprises, Inc. has proven to be a cost efficient and trustworthy vendor who backs up their work and will fulfill the needs of the City. Contracts are awarded based on product compatibility, competency, qualifications, certifications, workmanship, expediency, availability and competitive pricing. Market Research Overall finding: While there are other companies that provide the upfitting services for vehicles, we have researched and found that Scelzi Enterprises is the only vendor that has the equipment that is specific to the needs of the Water Department and compatible with the chassis needed for the upfitting jobs. They are also available for the work to be performed immediately. Proposed procedure: Fleet Maintenance is seeking an exemption from the competitive bid process to DIRECTLY AWARD this contract to Scelzi Enterprises, Inc. due to their efficient utilization of existing products that requires the acquisition of compatible products or services from only one source as the Water Department has requested in their specifications. It is in the City's best interest to contract with competent and reliable contractors that are dependable and qualified to provide the products and services we are seeking as we equip these Water Trucks to serve the public today and in the future. We feel that it is imperative that the City build and maintain City owned vehicles and equipment in a manner that ensures their continued use and safe operation for years to come. Mairiiaine Berry,Acting CIR I inaga ir(Oct 1.7,2024 08:44 FI DF) Mariane Berry, Acting City Manager Form#5-Sole Source-Goods and Services Page 2 of 3,10/14/2024 Public Notice: Pursuant to ORS 279B.075 and OAR 137-047-0275(2), a Contracting Agency shall give public notice of the Contract Review Authority's approval of a Sole-Source Procurement in the same manner as a public notice of competitive sealed Bids under ORS 279B.055(4) and OAR 137-047-0300. The public notice shall describe the Goods or Services or class of Goods or Services to be acquired through the Sole-Source Procurement and shall give such public notice of the approval of a Sole-Source Procurement at least seven(7)Days before Award of the Contract. After the Sole-Source Procurement has been approved by the City Council,the following public notice will be posted on the City's website to allow for the seven(7)day protest period. Date Public Notice first appeared on www.ashlandoregon.g —10-14-2024 PUBLIC NOTICE Approval of a Sole-Source Procurement First date of publication: Octobet' ill,2024 A request for approval of a Sole-Source Procurement was presented to and approved by the appropriate authority, acting as the Local Contract Review Board or their delegated authority, on 0.14.2024. This contract involves the"upfitting"of two trucks for the Water Department in the City of Ashland. The specifications are very detailed and specific as to the needs of the department to fulfill their mission and purpose. It has been determined based on written findings that the Sole-Source Procurement will be unlikely to encourage favoritism in the awarding of public contracts or to substantially diminish competition for public contracts, and result in substantial cost savings or substantially promote the public interest in a manner that could not be realized by complying with the requirements that are applicable in ORS 279B.055,279B.060, 279B.065, or 279B.070. An affected person may protest the request for approval of a Special Procurement in accordance with ORS 279B.400 and OAR 137-047-0300. A written protest shall be delivered to the following address: City of Ashland,Ashland Public Works,Attn: Tommy Hoak, 90 N. Mountain,Ashland, OR 97520. The seven(7)protest period will expire at 5:00pm on Octobet'21,2024. This public notice is being published on the City's Internet World Wide Web site at least seven days prior to the award of a public contract resulting from this request for approval of a Sole-Source Procurement. Form#5-Sole Source—Goods and Services Page 3 of 3,10/14/2024 iiiiiiiiiiiiiiiiiiiiiillillillillillillilliillillillillillillilliillillillillilillillillillillillilliillillillillillillilliillillillillillillilliillillililllillillillillillillilliillillillillillillilliillillillillillillilliillillililllillillillillillillilliillillillillillillilliillillillillillillilliillillililllillillillillillillilliillillillillillillilliillillillillillillilliillillililllillillillillillillilliillillillillillillilliillillillillillillilliillillililllillillillillillillilliillillillillillillilliillillillillillillilliillillililllillillillillillillilliillillillillillillilliillillillillillillilliillillililllillillillillillillilliillillillillillillilliillillillillillillilliillillililllillillillillillillilliillillillillillillilliillillillillillillilliillillililllillillillillillillilliillillillillillillilliillillillillillillilliillillililllillillillillillillilliillillillillillillilliillillillillillillilliillillililllillillillillillillilliillillillillillillilliillillillillillillilliillillililllillillillillillillilliillillillillillillilliillillillillillillilliillillililllillillillillillillilliillillillillillillilliillillillillillillilliillillililllillillillillillillilI Final Audit Report 2024-10-17 Created: 2024-10-17 By: Dana Mason(dana.mason@ashland.or.us) Status: Signed Transaction ID: CBJCHBCAABAAoj5ngeYKl-AEuGTFx-CnSHAyzZX_wRss "Professional Memo" History Document created by Dana Mason (dana.mason@ashland.or.us) 2024-10-17-2:46:21 PM GMT Document emailed to Mariane Berry, Acting City Manager(mariane.berry@ashland.or.us) for signature 2024-10-17-2:46:25 PM GMT Email viewed by Mariane Berry, Acting City Manager(mariane.berry@ashland.or.us) 2024-10-17-3:43:53 PM GMT Document e-signed by Mariane Berry, Acting City Manager(mariane.berry@ashland.or.us) Signature Date:2024-10-17-3:44:40 PM GMT-Time Source:server ID Agreement completed. 2024-10-17-3:44:40 PM GMT 13� Adobe Acrobat Sign SCELENT-01 BLOOSIGIAN ACORL7µ' CERTIFICATE OF LIABILITY INSURANCE DAT 1/5/2D/YYYY) 024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER License#OE02096 CONTACT Blair Loosigian NAME: DiBuduo&DeFendis Insurance Brokers,LLC PHONE FAX 6873 N.West Ave,Ste 101 (A/C,No,Ext): (A/C,No): Fresno,CA 93711 E-MAIL blair.loosigian@dibu.com INSURERS AFFORDING COVERAGE NAIC# INSURERA:Fireman's Fund Insurance Co. 21873 INSURED INSURER B:American Automobile Insurance Co 21849 Scelzi Enterprises,Inc. INSURERC:Zenith Insurance Company 13269 2286 E.Date Ave. INSURER D: Fresno,CA 93706 INSURER E INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSD WVD MMIDD/YYYY MMIDD/YYYY A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE X OCCUR USC015795240 5/1/2024 5/1/2025 DAMAGE TO RENTED 100,000 X PREMISES Ea occurrence $ MED EXP(Any oneperson) $ 5,000 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY El JECT1:1 LOC PRODUCTS-COMP/OPAGG $ 2,000,000 OTHER: $ B AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 Ea accident $ X ANY AUTO X SCV0097492401 5/1/2024 5/1/2025 BODILY INJURY Perperson) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY Per accident $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY Per accident $ A X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 10,000,000 EXCESS LIAB CLAIMS-MADE USCO1183324U 5/1/2024 5/1/2025 AGGREGATE $ 10,000,000 DED RETENTION$ $ C WORKERS COMPENSATION X PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER Y/N M1225507 3/1/2024 3/1/2025 1,000,000 ANY PROPRIETOR/ R/EXECUTIVE N/A E.L.EACH ACCIDENT $ EXCLUDED? OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ B Garage&Dealers SCV0097492401 5/1/2024 5/1/2025 Comp/Coll$500 Ded 6,000,000 B Physical Damage SCV0097492401 5/1/2024 5/1/2025 Comp/Coll$500 Ded 6,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) City,its officers,agents,volunteers and employees are named as additional insured with respect to General Liability per attached form CG71930319 and Auto Liability per attached form CA70181014.Contractor's insurance coverage will be primary insurance with respect to City,its officers,agents,volunteers and employees per attached form CG71930319(General Liability)and CA71060717(Auto Liability)and any insurance or self-insurance maintained by the City will be in excess of Contractor's insurance and not contributory with it.Contractor will furnish certificates of insurance and endorsements to City prior to City's execution of this Agreement. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Ashland THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ty ACCORDANCE WITH THE POLICY PROVISIONS. 20 E. Main St. Ashland,OR 97520 AUTHORIZED REPRESENTATIVE ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD A111anz MultiCover@ - Without Medical Payments - CIS 71 93 03 19 Policy Amendment(s) Commercial General Liability Coverage Form Your Commercial General Liability Coverage Form is revised as follows: 1. Broadened Named Insured A. SECTION II - WHO IS AN INSURED, item 3., is deleted and replaced by the following: 3. Any organization that you own at the inception of this policy, or newly acquire or form during the policy period, and over which you maintain during the policy period majority ownership or majority interest, will qualify as a Named Insured if: a. There is no other similar insurance available to that organization; and b. The first Named Insured shown in the Declarations has the responsibility of placing insurance for that organization; and c. That organization is incorporated or organized under the laws of the United States of America. However: (1) Coverage under this provision 3 is afforded only until the next occurring annual anniversary of the beginning of the policy period shown in the Declarations, or the end of the policy period,whichever is earlier; and (2) Coverage A does not apply to bodily injury or property damage that occurred before you acquired or formed the organization; and (3) Coverage B does not apply to personal and advertising injury arising out of an offense committed before you acquired or formed the organization. B. SECTION II - WHO IS AN INSURED, the last paragraph, is deleted and replaced by the following: No person or organization is an insured with respect to the conduct of any current or past partnership,joint venture, or limited liability company that is not shown as a Named Insured in the Declarations. However, this does not apply to a limited liability company that meets all of the conditions in Section II - Who Is An Insured, item 3., above. 2. Additional Insured If an Additional Insured endorsement is attached to this policy that specifically names a person or organization as an additional insured, then this Section 2. Additional Insured does not apply to such person or organization. SECTION II - WHO IS AN INSURED, subsection 2.e., is added as follows: e. Any person or organization is included as an additional insured, but only to the extent such person or organization is legally obligated to pay for bodily injury, property damage or personal and advertising injury caused by your acts or omissions. With respect to the insurance afforded to such additional insured, all of the following additional provisions apply: (1) You have agreed in a written insured contract that such person or organization be added as an additional insured under this policy; (2) The bodily injury, property damage or personal and advertising injury for which said person or organization is legally obligated to pay occurs subsequent to the execution of such insured contract; (3) The most we will pay is the lesser of eitherthe amount of insurance available underthe applicable Limits of Insurance shown in the Declarations or the limits of insurance required by the insured contract; (4) The insurance afforded to such additional insured only applies to the extent permitted by law; CG 71 93 03 19 Copyright©2019 Allianz Global Risks US Insurance Company.All rights reserved. Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 1 of 7 A111anz (5) Such person or organization is an additional insured only with respect to: (a) Their ownership, maintenance, or use of that part of the premises, or land, owned by, rented to, or leased to you, except such person or organization is not an insured with respect to structural alterations, new construction or demolition operations performed by or on behalf of such person or organization; (b) Your ongoing operations performed for that insured; (c) Their financial control of you, except such person or organization is not an insured with respect to structural alterations, new construction or demolition operations performed by or on behalf of such person or organization; (d) The maintenance, operation or use by you of equipment leased to you by such person or organization; (e) Operations performed by you or on your behalf and for which a state or political subdivision has issued a permit, provided such operations are not performed for such state or political subdivision, and are not included within the products-completed operations hazard; or (f) Their liability as a grantor of a franchise to you. (6) This insurance does not apply to bodily injury, property damage, personal and advertising injury, occurrence or offense: (a) Which takes place at a particular premises after you cease to be a tenant of that premises; (b) Which takes place after all work, including materials, parts or equipment furnished in connection with such work to be performed by or on behalf of the additional insured at the site of the covered operations, has been completed; (c) Which takes place after that portion of your work out of which the injury or damage arises has been put to its intended use by any other person or organization other than another contractor or subcontractor engaged in performing operations for a principal as part of the same project; or (d) Which takes place after the expiration of any equipment lease to which (4)(d) above applies; (7) With respect to architects, engineers or surveyors, coverage does not apply to bodily injury, property damage or personal and advertising injury arising out of the rendering or failure to render any professional services by or for you, including: (a) The preparing, approving, or failing to prepare or approve, maps,shop drawings, opinions, reports, surveys, field orders, change orders, or drawings and specifications; or (b) Supervisory, inspection, architectural, or engineering services. These exclusions apply even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment,training or monitoring of others by that insured, if the occurrence which caused the bodily injury or property damage,orthe offense which caused the personal or advertising injury, involved the rendering of or the failure to render any professional services by or for you. 3. Additional Insured -Vendors If an Additional Insured Vendors endorsement is attached to this policy that specifically names a person or organization as an additional insured, then this Section 3. Additional Insured - Vendors does not apply to that person or organization. Unless the products-completed operations hazard is excluded from this policy, SECTION II - WHO IS AN INSURED, item 2.f. is added as follows: f. Any vendor of yours is included as an additional insured, but only with respect to bodily injury or property damage caused by your products which are distributed or sold in the regular course of the vendor's business, subject to the following additional exclusions: CG 71 93 03 19 Copyright©2019 Allianz Global Risks US Insurance Company.All rights reserved. Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 2 of 7 A111anz (1) The insurance afforded such vendor does not apply to: (a) Bodily injury or property damage for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging, unless unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except such operations performed by the vendor in full compliance with the manufacturer's written instructions at the vendor's premises in connection with the sale of the product; (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) Bodily injury or property damage arising out of the liability of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. (2) This insurance does not apply to any insured person or organization from whom you have acquired such products or any ingredient, part or container, entering into, accompanying or containing such products; (3) The most we will pay is the lesser of either the amount of insurance available under the applicable Limits of Insurance shown in the Declarations or the limits of insurance required by the contract or agreement; and (4) The insurance afforded to such vendor only applies to the extent permitted by law. 4. Additional Insured -Limited Primary and Noncontributory Provision The following is added as a second paragraph to Section IV Conditions, Condition 4. Other Insurance, following paragraph b.(2): However, if you have added any person, organization or vendor of yours as an additional insured to this policy by way of this MultiCover® endorsement and have agreed in a written insured contract that this insurance is primary and non-contributory with other insurance available to that additional insured, this insurance is primary and we will not seek contribution from such additional insured's other insurance, provided that the additional insured is a Named Insured under such other insurance. 5. Waiver of Subrogation SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, item 8., is deleted and replaced by the following: 8. Transfer of Rights of Recovery Against Others to Us and Blanket Waiver of Subrogation a. If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after the loss to impair those rights. At our request, the insured will bring suit or transfer those rights to us and help us enforce them. b. If required by a written insured contract executed prior to the occurrence or offense, we waive any right of recovery we may have against any person or organization named in such insured contract, because of payments we make for injury or damage arising out of your operations or your work for that person or organization. CG 71 93 03 19 Copyright©2019 Allianz Global Risks US Insurance Company.All rights reserved. Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 3 of 7 A111anz 6. Cancellation -90 Days Common Policy Conditions endorsement IL0017, A. Cancellation, item 2.b. is deleted and replaced by the following: b. 90 days before the effective date of cancellation if we cancel for any other reason. 7. Liberalization SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, the following is added as an additional Condition: Liberalization If we adopt a change in our forms or rules which would broaden the coverage provided by any form that is a part of this policy without an extra premium charge, the broader coverage will apply to this policy. This extension is effective upon the approval of such broader coverage in your state. 8. Fire, Explosion, Sprinkler Leakage, or Lightning Legal Liability Coverage A. SECTION I - COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, 2. Exclusions, the last paragraph, is deleted and replaced by the following: Exclusions c.through n.do not apply to damage by fire,explosion,sprinkler leakage,or lightning to premises while: 1. Rented to you; 2. Temporarily occupied by you with the permission of the owner; or 3. Managed by you under a written agreement with the owner. A separate limit of insurance applies to this coverage as described in Section III - LIMITS OF INSURANCE. B. SECTION III - LIMITS OF INSURANCE, item 6., is deleted and replaced by the following: 6. Subject to 5. above, the Damage to Premises Rented To You Limit shown in the Declarations, for property damage to any one premises while rented to you, or in the case of damage by fire, explosion, sprinkler leakage, or lightning while rented to you, temporarily occupied by you with the permission of the owner, or managed by you under a written agreement with the owner, is the greater of: a. $1,000,000 Any One Premises; or b. The Damage To Premises Rented To You Limit shown in the Declarations. C. SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, 4. Other Insurance, b. Excess Insurance, (1)(a), items (i) and (iii), are deleted and replaced by the following: (i) That is Fire, Explosion, Sprinkler Leakage or Lightning insurance for premises while rented to you, temporarily occupied by you with permission ofthe owner,or managed by you under a written agreement with the owner; (iii) That is insurance purchased by you to cover your liability as a tenant for property damage to premises rented to you,temporarily occupied by you with the permission of the owner, or managed by you under a written agreement with the owner; or D. SECTION V- DEFINITIONS, 9. Insured Contract, item a., is deleted and replaced by the following: (a) A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, explosion, sprinkler leakage, or lightning to premises while rented to you, temporarily occupied by you with permission of the owner, or managed by you under a written agreement with the owner, is not an insured contract; 9. Damage to Invitees'Automobiles from Falling Trees or Tree Limbs -Limited Coverage CG 71 93 03 19 Copyright©2019 Allianz Global Risks US Insurance Company.All rights reserved. Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 4 of 7 C. Additional Insured Coverage and Waiver of Subrogation 1. Form CA0001 (if attached to this policy), Section II — Covered Autos Liability Coverage, A. Coverage, 1. Who Is An Insured, the following is added as item e.; and form CA0020 (if attached to this policy), Section II — Covered Autos Liability Coverage, A. Coverage, 1. Who Is An Insured; the following is added as item g.: Any person or organization with respect to the operation, maintenance, or use, of a covered auto, provided that you and such person or organization have agreed under an expressed provision in a written insured contract or written agreement, or a written permit issued to you by a governmental or public authority, to add such person, organization, or governmental or public authority to this policy as an insured. However, such person or organization is an insured: (1) Only with respect to the operation, maintenance, or use, of a covered auto; and (2) Only for bodily injury or property damage caused by an accident which takes place after: (a) You executed the insured contract or written agreement; or (b) The permit has been issued to you. 2. Form CA0001 (if attached to this policy), Section IV - Business Auto Conditions, A. Loss Conditions, item 5.; and form CA0020 (if attached to this policy), Section V - Motor Carrier Conditions, A. Loss Conditions, item 6.; the following is added: Waiver of Subrogation If required by a: a. Written insured contract or written agreement executed prior to the accident; or b. Written permit issued to you by a governmental or public authority prior to the accident; we waive any right of recovery we may have against any person or organization named in such contract, agreement or permit, because of payments we make for injury or damage arising out of the ownership, maintenance or use of a covered auto. D. Auto Medical Payments - Increased Limit For each covered auto described in the Declarations or shown in the Schedule as having Auto Medical Payments Coverage, the Medical Payments Limit of Insurance for those autos is revised to the greater of: 1. $5,000; or 2. The limit shown in the Declarations. E. Hired Auto Physical Damage Coverage and Loss of Use Expenses Hired Auto Physical Damage Coverage CA7018 10-14 Page 2 of 10 Copyright©2014 Allianz Global Risks US Insurance Company.All rights reserved.