Loading...
HomeMy WebLinkAboutRhinehart Oil 2023-08-21CONTRACT NO: 2324-097 SERVICE AGREEMENT FOR FUEL CARD SERVICES This Agreement, made and entered into this 2!81 day of August 2023, by and between CITY OF UKIAH, CALIFORNIA, hereinafter referred to as "City" and Rinehart Oil Inc., a California Corporation, hereinafter referred to as "Service Provider". RECITALS This Agreement is predicated on the following facts: a. City requires services that will involve the purchase of fuel through a card system. b. Service Provider represents that it has the qualifications, skills, experience and facilities to provide these services, and is willing to provide them according to the terms of this Agreement. c. City and Service Provider agree upon the Scope-of-Services as specified in Paragraph 2.0 of this Agreement. TERMS OF SERVICE AGREEMENT 1. DESCRIPTION OF SERVICE 1.1. The fuel vendor shall sell fuel products to City through a fuel access card system. 1.2. Term of Agreement. This Agreement will be in effect beginning with the execution date of this Agreement (the "Effective Date") and will remain in full force and effect for a period of 5 years. In no event will the contract extend beyond August 31, 2028. 2. SCOPE-OF-SERVICES 2.1. The Service Provider shall distribute cards to City for use in purchasing fuel through a card system. A card system is defined as a fueling facility that dispenses and records quantities of unleaded plus, regular unleaded, and diesel fuel activated automatically upon the use of properly encoded magnetic stripe cards. Service Provider shall provide accurate billings which include the following items as a minimum: vehicle number, employee identification Page I of6 Agreement for Fuel Card Services CONTRACT NO: 2324-097 number, date and time of fueling, quantity, and type of fuel purchased, odometer reading ( entered in by driver) of vehicle fueled, and vehicle fund/department number. The Service Provider shall provide a billing format suitable to the City. In order to verify fuel prices, the Service Provider shall either submit verification of card lock price fuel rates during the billing period, including the volume discount based on gallons or provide a receipt at the time of purchase indicating the card lock price fuel rate with the appropriate discounts. Volume discounts are included in the price. Rinehart Oil's website does provide fuel summary reports for purchases made www.rinopacific.com. 2.2. Emergency Situation. In the event there is an emergency, the Service Provider will give the City priority card access to fuel at the Provider's corporate office location: 2401 N. State Street, Ukiah CA, which is also equipped with backup generators. In the event of an emergency, and the City needs immediate access at this location, Rinehart Oil will keep a spare access card on file. Our staff is close by in the event of an after-hours emergency. 2.3. Additional Services. Additional services, if any, shall only proceed upon written agreement between City and Service Provider. The written Agreement shall be in the form of an Amendment to this Agreement. 3. CONDUCT OF WORK 3 .1. Hours of Service. Service Provider shall provide 24-hour access to fuel card facilities. A full list of locations in each city and state is available at www.pacificpride.com (Locations) 4. COMPENSATION FOR SERVICES 4.1 Basis for Compensation. For the services of this Agreement, the Service Provider shall be compensated at the discounted card lock price per gallon per respective fuel less taxes and/or fees that are not applicable to the City. Card Lock Volume Discount Tiers are described in Attachment A. The City shall only be liable to pay applicable taxes and fees. Throughout the life of this Agreement, the Service Provider shall honor a discount of .08 per gallon for unleaded plus gasoline (89 octane); .08 per gallon for unleaded regular gasoline (87 octane); and .08 per gallon for clear diesel fuel. 4.1. Changes. Should changes in compensation be required because of changes to the Scope-of-Services of the Agreement, the parties shall agree in writing to any changes in compensation. "Changes to the Scope-of-Work" means different activities than those described in Paragraph 2.0 and no additional time to Page 2 of6 Agreement for Fuel Card Services CONTRACT NO: 2324-097 complete those activities than the parties anticipate on the day they entered this Agreement. 4.2. Sub-Service Provider Performance. The Service Provider shall not use sub- service providers or other service firms to perform a portion of the work of this Agreement without written authorization from the City. 4.3. Terms of Payment. Payment to the Service Provider for services and products rendered in accordance with this contract shall be based upon submission of Semi-monthly invoices for the service satisfactorily performed and product provided prior to the date of invoice less any amount already paid to the Service Provider, which amounts shall be due and payable upon receipt by City. Invoices shall be accompanied by documentation in accordance with Section 2.0 herein. Payment shall be made to Service Provider within 30 days from receipt of the invoice. The city will not be held responsible to pay interest on any delinquent payments. 5. ASSURANCES OF SERVICE PROVIDER 5 .1. Independent Contractor. Service Provider is an independent contractor and is solely responsible for its acts or omissions. Service Provider (including its agents, servants, and employees) is not City's agent, employee, or representative for any purpose. 6. CONTRACT PROVISIONS 6.1. Governing Law. Service Provider shall comply with the laws and regulations of the United States, the State of California, and all local governments having jurisdiction over this Agreement. The interpretation and enforcement of this Agreement shall be governed by California law and any action arising under or in connection with this Agreement must be filed in a Court of competent jurisdiction in Mendocino County. 6.2. Entire Agreement. This Agreement plus its Attachment(s) and executed Amendments set f01th the entire understanding between the parties. 6.3. Severability. If any term of this Agreement is held invalid by a court of competent jurisdiction, the remainder of this Agreement shall remain in effect. 6.4. Modification. No modifications of this Agreement is valid unless made with the agreement of both parties in writing. Page 3 of6 Agreement for Fuel Card Services CONTRACT NO: 2324-097 6.5. Assignment. Service Provider's services are considered unique and personal. Service Provider shall not assign, transfer, or sub-contract its interest or obligation under all or any portion of this Agreement without City's prior written consent. 6.6. Waiver. No waiver of a breach of any covenant, term, or condition of this Agreement shall be a waiver of any other or subsequent breach of the same or any other covenant, term or condition or a waiver of the covenant, term or condition itself. 6.7. Termination. This Agreement may only be terminated by either party: 1) for breach of the Agreement; 2) because funds are no longer available to pay Service Provider for services provided under this Agreement; or 3) City has abandoned and does not wish to continue with the service for which Service Provider was retained. A party shall notify the other party of any alleged breach of the Agreement and of the action required to cure the breach. If the non-breaching fails to cure the breach within the time specified in the notice, the contract shall be terminated as of that time. If terminated for lack of funds or abandonment of the project, the contract shall terminate on the date notice of termination is given to Service Provider. City shall pay the Service Provider only for services performed and expenses incurred as of the effective termination date. Service Provider shall be entitled to receive just and equitable compensation for any service and product provided hereunder, subject to offset for any direct or consequential damages City may incur as a result of Service Provider's breach of contract. 6.8. Duplicate Originals. This Agreement may be executed in duplicate originals, each bearing the original signature of the parties. When so signed, each such document shall be admissible in administrative or judicial proceedings as proof of the terms of the Agreement between the parties. 7. NOTICES Any notice given under this Agreement shall be in writing and deemed given when personally delivered or deposited in the mail (certified or registered) addressed to the parties as follows: CITY OF UKIAH PURCHASING DEPARTMENT 300 SEMINARY AVENUE UKIAH, CALIFORNIA 95482 RINEHART OIL ATTENTION: JOY WILLIAMS 2401 N. STATE ST. UKIAH, CALIFORNIA 95482 Page 4 of6 Agreement for Fuel Card Services CONTRACT NO: 2324-097 8. SIGNATURES IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first above written: CITY OF UKIAH BY: _____________ _ SAGE SANGIACOMO CITY MANAGER ATTEST: KRISTINE LAWLER CITY CLERK APPROVED AS TO FORM: CITY ATTORNEY, CITY OF UKIAH DAVID J. RAPPORT Page 5 of6 Ag reement for Fuel Ca rd Service s Darcy Vaughn for David Rapport (Oct 6, 2023 13:00 PDT) Darcy Vaughn for David Rapport Kristine Lawler (Oct 10, 2023 13:03 PDT) Kristine Lawler PRICE LEVEL A B C D E F G H I J K CONTRACT NO: 2324-097 ATTACHMENT A RINEHART OIL INC. CARDLOCK VOLUME DISCOUNT TIERS ANNUAL GALLONS FROM SPECIAL PRICING SPECIAL PRICING >80,501 45,501 26,001 13,501 8,101 6,301 4,501 751 750 ANNUAL DISCOUNT GALLONS TO SPECIAL PRICING SPECIAL PRICING 0.08 80,500 0.07 45,500 0.06 26,000 0.05 13,500 0.04 8,100 0.03 6,300 0.02 4,500 0.01 0 0 Page 6 of6 Agreement for Fuel Card Services