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HomeMy WebLinkAboutAgenda Report - April 5, 2023 C-12CITY O F AGENDA ITEMCIO12 elf zt� i n { r CALIFORNIA COUNCIL COMMUNICATION AGENDA TITLE: Adopt Resolution Authorizing City Manager to Execute Two -Year Agreement with UBEO Midco, LLC dba. Ray Morgan Company of Chico, CA for City -Wide Copier Maintenance ($99,000) MEETING DATE: April 5, 2023 PREPARED BY: Deputy City Manager/Internal Services Director RECOMMENDED ACTION: Adopt resolution authorizing City Manager to execute a two-year agreement with UBEO Midco, LLC dba. Ray Morgan Company of Chico, California for city-wide copier maintenance not to exceed $99,000. BACKGROUND INFORMATION: The City of Lodi entered into a city-wide copier maintenance agreement with Ray Morgan Company in 2018. Ray Morgan Company has since been acquired by UBEO Midco, LLC, and continues to do business as Ray Morgan Company. Since the 2018 agreement was approved, as machines have been replaced or purchased, departments have entered into separate agreements with Ray Morgan for their copier maintenance needs. The city owns 29 copiers maintained by Ray Morgan Company and desires to combine all agreements into one two-year maintenance agreement with a total not to exceed the amount of $99,000 for the period. A consolidated agreement provides oversight, ease of replacement when machines have reached their useful lives, and consolidated billing services. The maintenance cost depends upon the machine model and ranges from $0.0068 to $0.01 per black and white copy and $0.051 to $0.07 per color copy. Per copy maintenance costs include service, parts, labor and toner. Staff recommends the award of this maintenance agreement under the Shasta Union High School District Contract No. A77-2031 which is a publicly bid contract already in existence and allowable under Ordinance 3.20.045 State and Local Agency Contracts, and that Council approve the attached resolution authorizing the City Manager to enter into an agreement with Ray Morgan Company for the maintenance of Canon copiers located throughout city offices. FISCAL IMPACT: Annual maintenance cost for the 29 Canon copiers is estimated at $11,000 per quarter. APPROVED: Steve .ghw, auerjNfar22,202112:MPOTl Stephen Schwabauer, City Manager FUNDING AVAILABLE: All impacted departments have funds appropriated in the fiscal year 2022/23 budget for their copier maintenance needs and will request subsequent appropriations in future budget years. Andrew Keys Deputy City Manager/Internal Services Director AW Ray Morgan Company 3131 Esplanade, Chico, CA 95973 PH: (530) 343-6065 FAX: (530) 343-9470 MAINTENANCE AGREEMENT Date: 3/15/2023 Contract # Purchase Order# RMC Account Rep: Tamara Lando Becker (Include hard copy if PO is required) BILL TO: SHIP TO: Company Name: City of Lodi Department: County: Address: 1221 W. Pine Street City: Lodi County: San Joaquin State: 'CA Zip: Phone #: Contact: �96240 (209) 651-5732 Lisa Noffsinger Email Address: JlnOttSinger IOdI.QOV ----- Company Name yjCity of Lodi Department: Address: 221 W. Pine Street City: Lodi County: San Joaquin State: CA Zip: 195240 Phone #: (209)651-5732 Fax: Contact: Lisa Noffsinger Email Address: Inoffsinger(a) i.gOV 1T1WLII %,uuracL Irnorrnauon:(Tor inose not pulling electronically) AGREEMENT START DATE: See Special Instructions Contact Name: Lisa Noffsinger This maintenance plan is effective for 60 months from the agreement start date Phone 209-651-5732 (install date if applicable). Base charges are payable in advance with overages Email Anoffsinger(@lodi.aoy rServlce�T�ech: billed in arrears Primary COVERAGE -TYPE: (Network support and related technical services are NOT covered by this agreement. Such services are offered with optional TSA agreement.) ❑ STANDARD (GF) (Includes all parts & labor,- Excludes ALL consumables.) ❑ Excludes Drum (GP) BUNDLED (AI) (Includes all parts, labor and consumable toner. Consumables such as, but not limited to staples, ink stamps, paper or specialty media are excluded) ❑ Wide Format "Plus" (AIP) (Includes all parts, labor & supplies, including 20 Ib standard bond paper) ❑ NON-STANDARD (TO) (Includes consumable toner cartridges only. Excludes all parts, labor, and consumables such as, but not limited to staples, ink stamps, paper or specialty media) COVERED EQUIPMENT ESTIMATED ANNUAL MANUFACTURER'S MINIMUM CHARGE OVERAGE/PER COPY COVERED EQUIPMENT PUBLISHED YIELD MINIMUM VOLUME PER MONTH VOLUME PUBLISHED PER MONTH PER CONTAINER CHARGE See Attached Multiple Equipment Supplement- Exhibit A I _ To Be Added to Master MA _ QUANTITY OF TONER INCLUDED IN AGREEMENT: Minimum Total Per MONTH 0.00 In the case of supply inclusive agreements, RMC will supply to the Customer toner free of charge acoording to the (plus Applicable Taxes) Manufacturer's Published Yield per Container. At RMC's discretion, RMC may perform a Toner Usage Reconciliation audit from time to time. If Customer's toner usage exceeds the SPECIAL INSTRUCTIONS manufacturer's published yields, RMC will bill the Customer for excess toner usage at its lowest published price. Shasta piggyback contract with no escalations RENEWAL: YES ❑ NO ❑] Master Agreement Includes all toner, labor, parts and service excludes paper only BILLING CYCLE - Bases BILLING CYCLE - Meters Maintenance Agreement period April 24, 2023 ❑ Monthly ❑ Annual ❑ Monthly ❑ Annual thru June 10, 2025 ❑ Quarterly ❑ Semi -Annual D Quarterly ❑ Semi -Annual ❑ No base billing For managed print agreements (Printers), you agree that if you retire, replace and/or add new equipment, you grant the Ray Morgan Company the ability to reflect these additions or deletions of said equipment and your payment under this agreement may adjust accordingly. For agreements without a base billing, the above stated pricing is based upon the guaranteed number of images listed under "Estimated annual volume". All images will be billed per the billing in arrears for actual usage. Customer agrees to purchase and RAY MORGAN COMPANY agrees to provide maintenance service for the equipment listed above, in accordance fith the terms and conditions of this agreement. No terms or conditions, expressed or implied, are authorized unless they appear on the original of this agreement and are signed by the customer and an officer of RAY MORGAN COMPANY. The additional terms and conditions of this agreement listed on the reverse side are incorporated in and made part of this agreement. No change, alteration or amendment of these terms and conditions are authorized or effective unless agreed upon in writing by an officer of RAY MORGAN COMPANY. No course or dealing or other conduct or custom shall constitute an amendment to the terms hereof nor alter or vary the terms of this agreement. X CUSTOMER SIGNATURE Print Name A RMC APPROVAL TITLE DATE TITLE DATE -=lnprt>`ved as to farm City Attorney(Wr`'�` RMC MAINTENANCE AGREEMENT - TERMS & CONDITIONS 1 During the term of this agreement, and for each unit of equipment listed on the front of this document or any subsequent amendment or Schedule, the Ray Morgan Company (RMC) will provide, without additional charge, emergency repair service, preventative service, replacement parts (except under the conditions noted in this agreement) and in case of supply inclusive agreements (see front page for this agreement's specific coverage) all supplies (except, as applicable, paper, staples, and clear toner) under the usage limitation conditions listed in the front page of this document. The initial term of this agreement shall be for a period of 60 months and shall be automatically renewed for additional 12 month periods unless written notice is received by either party at least 90 days prior to the expiration of the initial term of the Agreement or any renewal thereof. This agreement shall NOT be assignable by customer without RMC's prior written consent. RMC shall have the right to cancel this agreement if any item is sold to a third party without such consent. 2 Maintenance charges provided herein are based upon the current costs of parts and labor and are subject to periodic increases and the effect of inflation. After the first year anniversary date of this agreement and any subsequent twelve month period, the minimum annual or monthly maintenance charges and charges for any overage copies/prints will increase a minimum of 5% over the charges of the previous year. In addition, the minimum billing charge, on any single billing period shall be $35.00. In addition, RMC may assess an additional fuel and/or freight surcharge to offset higher than normal service costs as a result of adverse economic conditions. 3 It is understood that should customer wish to add additional, recently acquired but not "new", printers (HP, Kyocera and the like) to this agreement that RMC reserves the right to inspect and approve the addition of each. Such approval is contingent on age and overall condition of the printers in question. RMC might, after inspection, require that certain reconditioning or repairs be made before the eauioment in auestion is covered under this maintenance aareement. 4 All routine preventative maintenance and emergency service necessary to keep the equipment in efficient operating order will be performed by RMC staff during its regular business hours (8:00 AM to 5:00 PM Monday through Friday except holidays) at no cost to Customer provided that such services shall not include the following: a) repairs resulting from causes other than normal use, Customer's willful act, use of any paper stock that does not meet machine specifications, negligence or misuse including, without limitation, damage to any part or mechanisms and/or use or supplies or spare parts not manufactured and/or use or supplies or spare parts not manufactured by the original equipment manufacturer and which cause abnormally high service calls or service problems; accident, transportation, failure of electrical power, air conditioning or humidity control related problems, acts of nature (fire , flood etc), theft or b) repairs made necessary by service performed by personnel other than an RMC representative, or c) work which the customer requests to be performed outside regular business hours, or d) reconditioning or modification to the equipment except those specified by RMC's Technical Service Department to assure greater performance of the equipment. All of the foregoing shall be invoiced in accordance with RMC's established per call rates and part charges then in effect. Additionally, RMC shall have the right, when reasonably in need for reasons of significant equipment failure, to substitute equivalent Equipment (age, model, accessories and meter) at any time during the term thereof. Any removed parts replaced by RMC shall become the property of RMC. RMC shall have full and free access to the Equipment in order to provide service thereon and customer shall from time to time advise RMC of the names of its employees who shall act as "key operators," with responsibility for performing basic operator maintenance as described by RMC personnel. 5 Certain "housekeeping" duties as outlined in the Owners Instruction Manual provided with the equipment (such as cleaning the glass, clearing misfeeds, if possible, etc) are the customer's responsibility. If a representative of RMC is called to do servicing of this nature the customer will be charged at the established rates for this service. Customer responsible for providing manufacturer recommended, adequate power supply. 6 Meter reading(s) must be provided by customer in accordance to the frequency stated on the reverse side of this Agreement. Customer agrees to provide correct meter readings to insure accurate and timely billing to the customer by RMC. If correct meter readings are not provided timely, RMC will calculate an estimated meter reading(s) and bill the Customer in accordance to the frequency contracted for. RMC may assess an additional surcharge to offset administrative costs should calls need to be made to Customer in order to secure meter readings. In addition, RMC may automatically collect from the Equipment, via electronic transmission to a secure off-site location, certain data to be used for servicing the equipment, billing meters, supply replenishment or product improvement purposes. Automatic transmitted data may include, but is not limited to, product registration, meter reads, supply level, equipment settings, and problem/fault code data. All such data shall be transmitted in a secure manner specified by RMC. 7 Additional service such as cosmetic, modification, or relocation, etc. requested and authorized by Customer and rendered by RMC will be charged at established rates for such service. 8 If customer's service and/or supply account becomes past due, RMC may (a) refuse service or delivery of supplies until account is made current or (b) provide service on a C.O.D. per call basis at the then current rate for time and materials. Additionally, Customer agrees to pay to RMC its cost and expense of collection including reasonable attorney's fees and all charges earned for service provided before the Customer went on a per call C.O.D. basis for non-payment per the terms of the agreement. 9 Liquidated damages: In the event that the customer defaults or chooses to cancel this Agreement before its original term or any extension thereof, Customer promises to pay to the Ray Morgan Company the following amounts as reasonable liquidated damages (and not as a penalty) for breach thereof: a) Contracts with 24 or more months remaining: twelve times the monthly base (or as the case may be quarterly base divided by 3) plus six months average overages, if any. Overage average shall be determined as the average sum of overage billing the customer has been invoiced for during the current term or 6 months whichever is longer. b) Contracts with 13 to 23 months remaining: nine times the monthly base plus six months average averages, if any. Overages average shall be determined as the average sum of overage billing the customer has been invoiced for the previous 6 months. G) Contracts with 12 or less months remaining or any subsequent 12 month renewal: six times the monthly base plus six months average overages, if any. Overages average shall be determined as the average sum of overage billing the customer has been invoiced for during the previous 6 months. 10 Cancellation for Non -Performance: Customer may cancel the agreement for non-performance as follows: Customer must forward to RMC via registered mail, to the address listed on the front of this document, the specific problems with the system or other area(s) of non-performance and dissatisfaction. RMC shall have 30 days to correct the problem. If RMC has not corrected the problem within 30 days, Customer may notify RMC of their intent to cancel in 30 days, after which time the Customer is no longer bound by the Liquidated Damages portion of this agreement. Cancellation of the maintenance agreement for non-performance does not provide relief to the Customer from being obligated to make all remaining lease payments (if any) to the leasing company providing financing services for the equipment in question. This agreement may be cancelled by RMC for any reason. 11 Retained Title: Title to all supplies furnished hereunder, including consumable parts such as drums, remains with the Ray Morgan Company until said supplies are consumed to the extent they may not be further utilized in the copy/printing process. In the event this agreement is cancelled by either party, Customer agrees to return to the Ray Morgan Company all unused supplies provided under this agreement including toner and photoconductor. 12 RMC's obligation and warranties under this Agreement are in lieu of (a) all other warranties, expressed or implied, including implied warranties of merchantability and fitness for a particular purpose and (b) all other obligation or liabilities for damages including but not limited to personal injury or property damage, loss of profit or other consequential damages arising out of or in connection with this agreement of the maintenance service performed hereunder. Nor shall RMC be responsible for delays or inabilities to service caused directly or indirectly by strikes, accidents, climatic conditions or any other reason of similar nature beyond its control. This agreement shall be governed and construed according to the laws of the State of California. 13 Payment terms are upon receipt of invoice (URI) unless otherwise specified. Late charges will be assessed on the outstanding balance if payments are not received within 15 days of invoice date. The minimum late charge is $9.50. Late charges will not exceed the maximum permitted by law. Customer agrees to pay to RMC a charge of $25 for any returned checks per occurrence if any of seller's checks are returned to RMC unpaid. Upon default of any payment or any other aspect of this Agreement, RMC may at its option, declare the entire outstanding balance due and payable, including the Liquidated Damages stated in Section 9 of this Agreement. 14 In the event of any litigation arising out of this Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees and costs from the other. 15 UBEO Midco, LLC will carry and provide insurance coverage to the customer pursuant to requirements listed on Exhibit B his agreement constitutes the entire agreement between the parties with respect to the furnishing of maintenance service superseding all previous proposals oral or written. No ipresentation or statement not contained herein shall be binding upon RMC as a warranty or otherwise, nor shall this Agreement be modified or amended unless signed by RMC's General onager _........._.._--�....®� Page 2 of 2 Customer Initials 0 Exhibit A Item Equip ID Serial Number Ship To Name Location Info Base Monthly Overage BW Group Monthly BW BW Group CLR Group Monthly CLR Rate Type Base Type Name Copies Rate Name CLR Copies Rate Included Included IR C33251 125340 QTW06177 Lodi City of Engineering, basement Quarterly BW Pool 1 $0.0100 CLR Pool 2 $0.0600 IR C3561F 11 168622 2QC04398 Lodi City of Information IT Department Quarterly BW Pool 1 $0.0100 CLR Pool $0.0600 Systems IR C3561F I 168967 2AB03607 Lodi City of EUD Fleet Service Quarterly BW Pool 1 $0.0100 CLR Pool 2 $0.0600 IR C3561F 11 159309 2AB06291 Lodi City of EUD Warehouse receiving Quarterly BW Pool 1 $0.0100 CLR Pool 2 $0.0600 IR C3551F 157010 WKE05491 Lodi City of City Manager's Office Quarterly BW Pool 1 $0.0100 CLR Pool 3 $0.0650 IR C5235A 124103 RRB25302 Lodi City of Fire Dept Fire -Admin Quarterly BW Pool 1 $0.0100 CLR Pool 4 $0.0553 IR C5235A 125193 RRB28068 Lodi City of Finance Finance-Acct/Budget Quarterly BW Pool 1 $0.0100 CLR Pool 4 $0.0553 IR C5240A 123718 RRD12135 Lodi City of Recreation PRCS-Recreation Quarterly BW Pool 1 $0.0100 CLR Pool 4 $0.0553 Division IR C5240A 123642 RRD12726 Lodi City of EUD MISC. Quarterly BW Pool 1 $0.0100 CLR Pool 4 $0.0553 IR C55401 141283 WXE11560 Lodi City of Human Resources Quarterly BW Pool 1 $0.0100 CLR Pool 4 $0.0553 IR C55401 141464 WXE11748 Lodi City of PRCS-HSS Sr./Admin Quarterly BW Pool 1 $0.0100 CLR Pool 4 $0.0553 IR C5240A 112930 RRD06920 Lodi City of Community Community Development Quarterly BW Pool 1 $0.0100 CLR Pool $0.0553 Development IR C5240A 112924 RRD06927 Lodi City Of Water Water treatment Plant Quarterly BW Pool 1 $0.0100 CLR Pool 4 $0.0553 Treatment Plant IR C55401 157035 XLJ01847 Lodi City of EUD EUD -Annex Trailer Quarterly BW Pool 1 $0.0100 CLR Pool 4 $0.0553 IR C55401 157037 WXE08391 Lodi City of EUD EUD Public Works - Quarterly BW Pool 1 $0.0100 CLR Pool 4 $0.0553 Engineering IR C55401 159362 XUP10499 Lodi Public Library BOOKWORM Quarterly BW Pool 1 $0.0100 CLR Pool 4 $0.0553 IR C35301 157187 XTD04530 Lodi City of Back office Quarterly BW Pool 1 $0.0100 CLR Pool 5 $0.0700 IR C58601 196576 37501593 Lodi City Of Public Copyroom Quarterly BW Pool 2 $0.0068 CLR Pool 1 $0.0510 Works IR C72606 118238 ULK02756 Lodi City of City Clerk, 2nd floor Quarterly BW Pool 2 $0.0068 CLR Pool 1 0.0510 IR 4235 125482 RKJ18053 Lodi City of Finance Finance-Rev/Collections Quarterly BW Pool 3 $0.0090 0.0510 IR 47511 184145 24X05012 Lodi City of Community Community Development Quarterly BW Pool 4 $0.0070 0.0510 Development IR C58401 196593 2YJ05979 Lodi City of Quarterly BW Pool 5 $0.0079 CLR Pool 6 $0.0550 IR 47451 196696 25J09717 City of Lodi Police Mail Room Quarterly BW Pool 6 $0.0078 $0.0550 Department IR C58401 196718 2YJ11499 City of Lodi Police SIU Quarterly BW Pool 6 $0.0078 CLR Pool 7 $0.0580 Department IR C58401 196698 2YJ11500 City of Lodi Police GIU Quarterly BW Pool 6 $0.0078 CLR Pool 7 $0.0580 Department IR C58401 196697 2YJ10632 City of Lodi Police Animal Control Quarterly BW Pool 6 $0.0078 CLR Pool 7 $0.0580 Department IR C58601 196721 2XK03443 City of Lodi Police Records Quarterly BW Pool 6 $0.0078 CLR Pool 7 $0.0580 Department IR C58601 196700 2XK03688 City of Lodi Police Quarterly BW Pool $0.0078 CLR Pool 7 $0.0580 Department IR C58401 202164 2YJ20347 Lodi City of EUD Quarterly BW Pool 6 $0.0078 CLR Pool 7 $0.0580 EXHIBIT B NOTE. The City of Lodi is now using the online insurance program PINS Advantage. Once you have been awarded a contract you will receive an email from the City's online insurance program requesting you to forward the email to your insurance provider(s) to submit the required insurance documentation electronically Insurance Requirements for Most Contracts (Not construction or requiring professional liability) Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto or if Contractor has no owned autos, then hired, and non - owned autos with limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. Other Insurance Provisions: (a) Additional Named Insured Status The City of Lodi, its elected and appointed boards, commissions, officers, agents, employees, and volunteers are to be covered as additional insureds on the CGL and auto policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used (b) Primary and Non -Contributory Insurance Endorsement The limits of insurance coverage required may be satisfied by a combination of primary and umbrella or excess insurance. For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 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. (c) Waiver of Subrogation Contractor hereby grants to City of Lodi a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Lodi by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Lodi has received a waiver of subrogation endorsement from the insurer NOTE: (1) The street address of the CITY OF LODI must be shown along with (a) and (b) and (c) above: 221 West Pine Street, Lodi, California, 95240; (2) The insurance certificate must state, on its face or as an endorsement, a description of the ro'ect that it is insuring. (d) Severability of Interest Clause The term "insured" is used severally and not collectively, but the inclusion herein of more than one insured shall not operate to increase the limit of the company's liability under the Contractors commercial general liability and automobile liability policies. (e) Notice of Cancellation or Change in Coverage Endorsement This policy may not be canceled nor the coverage reduced by the company without 30 days' prior written notice of such cancellation or reduction in coverage to the Risk Manager, City of Lodi, 221 West Pine St., Lodi, CA 95240. Pagel I of 2 pages Risk: rev. 3/1/2018 (f) Continuity of Coverage All policies shall be in effect on or before the first day of the Term of this Agreement. At least thirty (30) days prior to the expiration of each insurance policy, Contractor shall furnish a certificate(s) showing that a new or extended policy has been obtained which meets the minimum requirements of this Agreement. Contractor shall provide proof of continuing insurance on at least an annual basis during the Term. If Contractor's insurance lapses or is discontinued for any reason, Contractor shall immediately notify the City and immediately obtain replacement insurance. Contractor agrees and stipulates that any insurance coverage provided to the City of Lodi shall provide for a claims period following termination of coverage which is at least consistent with the claims period or statutes of limitations found in the California Tort Claims Act (California Government Code Section 810 et seq.). (g) Failure to Comply If Contractor fails or refuses to obtain and maintain the required insurance, or fails to provide proof of coverage, the City may obtain the insurance. Contractor shall reimburse the City for premiums paid, with interest on the premium paid by the City at the maximum allowable legal rate then in effect in California. The City shall notify Contractor of such payment of premiums within thirty (30) days of payment stating the amount paid, the name(s) of the insurer(s), and rate of interest. Contractor shall pay such reimbursement and interest on the first (1st) day of the month following the City's notice. Notwithstanding any other provision of this Agreement, if Contractor fails or refuses to obtain or maintain insurance as required by this agreement, or fails to provide proof of insurance, the City may terminate this Agreement upon such breach. Upon such termination, Contractor shall immediately cease use of the Site or facilities and commence and diligently pursue the removal of any and all of its personal property from the site or facilities. (h) Verification of Coverage Consultant shall furnish the City with a copy of the policy declaration and endorsement page(s), original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Failure to exercise this right shall not constitute a waiver of the City's right to exercise after the effective date. (i) Self -Insured Retentions Self-insured retentions must be declared to and approved by the City. The City may require the Consultant to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. (j) Insurance Limits The limits of insurance described herein shall not limit the liability of the Contractor and Contractor's officers, employees, agents, representatives or subcontractors. Contractor's obligation to defend, indemnify and hold the City and its officers, officials, employees, agents and volunteers harmless under the provisions of this paragraph is not limited to or restricted by any requirement in the Agreement for Contractor to procure and maintain a policy of insurance. (k) Subcontractors Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors (1) Qualified Insurer(s) All insurance required by the terms of this Agreement must be provided by insurers licensed to do business in the State of California which are rated at least "A-, VI" by the AM Best Ratings Guide, and which are acceptable to the City. Non -admitted surplus lines carriers may be accepted provided they are included on the most recent list of California eligible surplus lines insurers (LESLI list) and otherwise meet City requirements. Page 2 of 2 pages 1 Risk: rev. 3/1/2018 RESOLUTION NO. 2023-66 A RESOLUTION OF THE LODI CITY COUNCIL AUTHORIZING THE CITY MANAGER TO EXECUTE A MAINTENANCE AGREEMENT WITH UBEO MIDCO, LLC, DBA RAY MORGAN COMPANY, OF CHICO, FOR COPIER MAINTENANCE SERVICES, UTILIZING SHASTA UNION HIGH SCHOOL DISTRICT CONTRACT NO. A77-2031 WHEREAS, the City of Lodi owns 29 Canon black and white and color copier machines located throughout City offices; and WHEREAS, several separate agreements have been entered into with Ray Morgan Company to maintain the copiers located throughout City offices; and WHEREAS, the City requires continuing maintenance services on its Canon copiers, and it is advantageous to have one master agreement for City office Canon copiers; and WHEREAS, staff recommends awarding the maintenance agreement to Ray Morgan Company utilizing Shasta Union High School District Contract No. A77-2031, as allowed under Lodi Municipal Code Section 3.20.045, State and Local Agency Contracts. NOW, THEREFORE, BE IT RESOLVED that the Lodi City Council does hereby approve a two-year maintenance agreement for 29 Canon copier machines located throughout City offices and does hereby approve updating the master list of maintained machines, specified therein, as copier machines are replaced or added into the City's Canon copier inventory; and BE IT FURTHER RESOLVED that the Lodi City Council does hereby authorize the City Manager to execute the maintenance agreement with UBEO Midco, LLC, dba Ray Morgan Company, on behalf of the City of Lodi at the per copy rates specified therein for a not -to -exceed amount of $99,000 over the term of the agreement, utilizing Shasta Union High School District Contract No. A77-2031; and BE IT FURTHER RESOLVED, pursuant to Section 6.3q of the City Council Protocol Manual (adopted 11/6/19, Resolution No. 2019-223), the City Attorney is hereby authorized to make minor revisions to the above -referenced document(s) that do not alter the compensation or term, and to make clerical corrections as necessary. Dated: April 5, 2023 ------------------------------------------------------------------------ I hereby certify that Resolution No. 2023-66 was passed and adopted by the City Council of the City of Lodi in a regular meeting held April 5, 2023 by the following votes: AYES: COUNCIL MEMBERS — Bregman, Craig, Yepez, and Mayor Hothi NOES: COUNCIL MEMBERS — None ABSENT: COUNCIL MEMBERS — Nakanishi ABSTAIN: COUNCIL MEMBERS — None OLIVIA NASHED City Clerk 2023-66