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Home My WebLink AboutCC Resolution 10394 (Beverage Vending Machines)SAN RAFAEL CITY COUNCIL RESOLUTION NO. 10394 A RESOLUTION APPROVING THE AGREEMENT WITH THE COCA -COLA COMPANY OF NORTHERN CALIFORNIA FOR BEVERAGE VENDING MACHINES WHEREAS, The Coca-Cola Company of Northern California desires to have the exclusive right to sell non- alcoholic Beverage products from Beverage vending machines placed at designated Community Services Department facilities located in the City; and WHEREAS, City owns and operates Community Services Department facilities where such beverage vending machines can be located in a manner to serve City staff and the general public; and WHEREAS, City believes that giving Company the requested exclusive rights over a six year term for such vending machines, for commission on sales, and installed baseball/softball scoreboard and $3000.00 is in the public interest; NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of San Rafael hereby approves and authorizes the Mayor to execute the Agreement for Beverage Vending Machines between the City and Coca Cola Company of Northern California, attached hereto as Exhibit A. I, JEANNE M. LEONCINI, Clerk of the City of San Rafael, hereby certify that the foregoing resolution was duly and regularly introduced and adopted at a regular meeting of the Council of said City on MONDAY , the 19TH day of APRIL. 1999 by the following vote, to wit: AYES: COUNCILMEMBERS: Heller, Miller, Phillips and Mayor Boro NOES: COUNCILMEMBERS: None ABSENT: COUNCILMEMBERS: Cohen JEANNE M. LEONCINI, City Clerk AGREEMENT FOR BEVERAGE VENDING MACHINES This Agreement is entered into as of this 19th day of April, 1999, by and between the City of San Rafael, a charter city ("City"), and Coca-Cola Bottling Company of Northern California ("Company"). Recitals WHEREAS, Company desires to have the exclusive right to sell non-alcoholic beverage products from beverage vending machines placed at designated Community Services Department facilities located in the City; and WHEREAS, City owns and operates Community Services Department facilities where such beverage vending machines can be located in a manner to serve City staff and the general public; WHERAS, City believes that giving Company the requested exclusive rights for such vending machines, for the valuable consideration set forth herein, will be in the public interest; Agreement NOW, THEREFORE, the parties agree as follows: 1. Companv Exclusive Richt to Use Communitv Services Department Facilities for Beverase, Vendins Machines. Company shall have the exclusive right for the term of this Agreement to operate and maintain non-alcoholic beverage vending machines, the number, size and location of which shall be approved by the Community Services Director, at the City facilities operated by the Community Services Department at Albert's Field, Albert Park Tennis Courts, San Rafael Community Center, Pickleweed Community Center, and Terra Linda Community Center. Company's right to access their beverage vending machines at these facilities shall be limited to normal business hours. If any additional electrical, plumbing, or other facilities are required for operation of such vending machines, these facilities shall be installed under mutual agreement at the cost of Company. When deemed necessary by the Community Services Director to eliminate any potential interference with City programs, City may require Company to remove any approved vending machine upon reasonable advance notice, provided that City will cooperate in good faith with Company to find a reasonable replacement location for any such machine. COPY 2. Risk of Loss: Maintenance of Vending Machines Any vending machines placed in Community Development Department facilities shall remain the personal property of Company, and any risk of loss due to fire, vandalism, or any other cause shall be borne by Company. Company shall keep their vending machines in clean, safe, and in good working order, and shall keep the vending machines sufficiently stocked with non-alcoholic beverages of the type approved by the Community Services Director. Company shall respond and take any required corrective action within 24 hours of any complaint by City that a vending machine is not clean, safe, or in good working order, or is not sufficiently stocked with beverage products. 3. Consideration A. Within thirty (30) days following the end of each calendar quarter, Company shall provide City with a statement of sales proceeds collected over the previous quarter from each vending machine, and shall pay City the commissions on collections in accordance with the vend prices as specified in Attachment 1. Such vend prices shall not be increased for the first year, and thereafter shall not be increased more than 3% per year, and shall not exceed the current market pricing offered to other municipalities under similar vending agreements. B. Within 60 days after the Agreement is authorized by City Council Resolution Company shall deliver to and install at Albert's Field, at a location designated by the Community Services Director, a Baseball Scoreboard satisfying the specifications set forth in Attachment 2. C. Within 30 days after the Agreement is authorized by City Council Resolution Company shall pay City $ 3,000.00, for use by the Community Services Department. D. Within thirty (30) days of any request by the Community Services Director, Company shall provide City with free loaned equipment and materials of the type, and subject to the terms and conditions, made available to other municipalities under similar vending machine agreements. 4. Baseball Scoreboard. The Baseball Scoreboard to be provided as consideration hereunder shall become the property of City upon delivery and acceptance thereof by City. City understands that the Scoreboard as provided by Company will include the Company's logo, as indicated in Attachment 1. City agrees that Company will have the right to have the Company logo displayed on the Scoreboard during the term of this Agreement. Thereafter, City agrees to enter into good faith negotiations with Company regarding continued rights to have the Company logo displayed on the Scoreboard. Company agrees that the grant of rights to display the Company logo on the Scoreboard sign shall not impair the City's right, during the term of this Agreement or hereafter, to enter into agreements with other parties to add other commercial logos or other advertisement to the Scoreboard sign, or to place other commercial logos or other advertisements at Albert Park. Company further agrees to assign to City any manufacturer warranties with respect to such Scoreboard, and to provide City with all instructions, diagrams, operation manuals, or other written materials provided to Company by the manufacturer of the Baseball Scoreboard. 5. Records and Audit. Company shall retain any records necessary to document the beverage machine sales proceeds for which commission payments are payable, for a period of two years following the year in which such sales proceeds are collected. City shall be entitled, upon reasonable notice, to obtain access to or copies of such records, in order to audit Company's payment obligations hereunder. 6. Term of Aareement. This Agreement shall be for a term of six (6) years from the date hereinabove written, subject to the termination provisions in paragraph 10 hereafter. This Agreement may be extended by mutual written agreement of the parties. 7. Indemnification Company shall defend, indemnify, and hold harmless City, its officers, employees, and agents from and against any all claims, demands, losses, or liability which may be alleged by any person, including Company, its officers, employees, and agents, for injury to or death of persons, or damage to property, however arising, related to the obligations and actions of Company, its officers, employees, or agents, under the terms of this Agreement, excepting only the sole gross negligence or willful misconduct of City. Company assumes all responsibility for damages to City property or the property of third parties, or injuries to persons, directly or indirectly caused by the actions of Company, or by the condition of its vending machines placed on City property, arising under the terms of this Agreement. 8. Insurance Company at its sole cost and expense shall obtain and maintain during the term of this Agreement, insurance for public liability and property damage liability arising under this Agreement, in the amount of $1,000,000. Such insurance shall be endorsed to provide as follows: (1) City, its officers, employees, agents and employees shall be named as an additional insured, (2) insurance shall not be canceled, limited or non -renewed, without giving City sixty days advance written notice of such action, (3) insurance maintained by City shall be excess and not contribute with insurance provided by Company, and (4) all rights of subrogation are waived against the City, its officers, employees, and agents. Within 15 days of the execution of this Agreement, Company shall provide City's Risk Manager with a certificate of insurance signed by Company's insurance agent, and endorsements signed by the Company's insurance company, evidencing the aforementioned insurance coverage. 9. Assignment and Subcontracting Company shall not assign or subcontract any of its rights or obligations under this Agreement without the written consent is obtained from City, and any attempt to do so shall be void and of no effect. 10. Termination for Cause If either party fails to perform any of its material obligations under this Agreement, in addition to all other remedies available at law, the non -breaching party may terminate this Agreement upon thirty days notice to the breaching party and the failure of the breaching party to take meaningful action to correct the breach. 11. Comuliance With All Laws: Non-discrimination. Company shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local governments, including the City. Company shall not discriminate, in any way, against any person, on the basis of age, sex, race, color, creed, or national origin, in connection with or related to the performance of this Agreement. 12. Taxes. Company shall be responsible for payment of any taxes that may become due and payable with respect to maintenance of such vending machines on City property or the collection of revenue from the sale of beverage products from such vending machines. 13. Notices. All notices and other communications required or permitted to be given under this Agreement shall be in writing and shall be personally served or mailed, postage prepaid, addressed to the respective parties as follows: To City: City of San Rafael P.O. Box 151560 San Rafael, CA 94915-1560 Attention: Community Services Director Phone: 415-485-3337 Fax: 415-485-3186 To Company: Coca-Cola Bottling Company of Northern California 530 Getty Court Benicia, CA 94510 Attention: Donn Nisja, Cold Drink Territory Manager Phone: 707-747-2000 Fax: 707-747-2042 14. Entire Aureement. This Agreement, including any Exhibits attached hereto, present the entire agrement of the parties as to the matters contained herein. No prior oral or written representations or understanding shall be of any force or effect with respect to the matters contained herein. This Agreement may only be modified by written amendment executed by the parties hereto. 15. Costs and Attorney's Fees The prevailing party in any action brought to enforce the terms and conditions of this Agreement, or arising out of the performance of this Agreement, may recover its reasonable costs (including claims administration) and attorney's fees expended in connection with such action. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day first above written. City of San Rafael By Yj/' &lbep(J. Mayor Attest: k� anne M. Leoncini City Clerk Approved as to Form: Gary T. Ragghianti City Attorney Coca-Cola Company of Northern California Dennis Heckman By Title: COLD DRINK MANAGER Attachments: Attachment 1 (Vend Prices and Commissions) Attachment 2 (Scoreboard Specifications) Vending Machine Vend Prices and Commissions Product Vend Price Commission Contour 20 oz. Bottles $1.00 35% Carbonated Beverages 12 oz. Cans $ .65 35% NAYA water 16.9 oz. $1.00 35% Powerade 20 oz. $1.00 35% Fruifopia 20 oz. $1.00 35% ATTACHMENT 66 1" 116* n, z 5' =ALBERT FIELD, .7 L 8' (r 30'0' W8x18 A36 Signal nal cable from the Electrical steel scoreboard back to the Disconnect Switch 13'6' for the point of control dug out for Upright beams controlling the scoreboard Electrioil i conduit to source of power 81 0" 6 0- 30' 30" NOT TO SCALE BASEBALL/ SOFTBALL BA -1518-1 A ELECTRICAL REQ'TS 120 / 240 VAC, 25 AMP 4,675 WATTS Note: Each facility is responsible for providing materials and labor to provide power and signal cable trenching from the source to the scoreboard as shown. SCOREBOARD COLORS APPROVAL BLOCK NAME INITIAL / DATED Scoreboard Color Blue 334A JOHN GIANNINI Border Stnping White GARY BURNS ID Panel Background White Mr ScoreBoard Client ALBERT FIELD Sponsor Copy I Enjoy Coca Cola Logo SAN RAFAEL PARK & REC Panel Text Color I Blue 334A Project Baseball / Softball scoreboard Date JAN. 19. 1999 Border Stripe I Blue 334A Drawn by Dave Lundgaard ATTACHMENT 46299