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HomeMy WebLinkAboutChevrolet Motor Division, General Motors Corporation - 1998-12-21t 0 M F �' ON' BEACH TO: Rick Amadril, Central Services Manager Don Noble, Maintenance Operation Manager Ron Hagan, Community Services Director Ron Lowenberg, Chief of Police FROM: Connie Brockway City Clerk DATE: November 18, 1999 SUBJECT: General Motors Division — Chevrolet Motor Division Sequential Central Port Fuel Injector (SCPI) System Failure Condition The City Clerk's Office received 4 notifications from Chevrolet Motor Division, General Motors Division regarding certain vehicles, and citing the make and model numbers which may be experiencing some system failure. I am transmitting notices to the departments that may have interest in the attached notification, CC: Ray Silver, City Administrator Attachment: Letter dated November, 1999 from Chevrolet Motor Division, General Motors Corporation 99cbmemo199-244jc �,r ftl ' • Central Office Chevrolet Motor Division General Motors Corporation 100 Renaissance Center, P.O. Box 100, Detroit, MI 46265-1000 Z;C�3F EHEVM0L_F=T Dear Chevrolet Customer: 1 .Z)e") lvae/e -,DPcv CITY CtLERK CITY OF HUN T Ifs T Ci~I 4FkCli, CA iggq 1UN I b P I2: 02 C99066 November, 1999 As the owner of a 1996, 1997 or 1998 model year S-10, Blazer, Astro, CIK Pickup, Tahoe, Suburban, Chevy Van/Express or 'P' truck that is registered in California, equipped with a 4.3L V6, 5.0L V8 or 5.71- V8 engine, and California emissions, your satisfaction with our product is very important to us, Condition: This letter is intended to make you aware that some 1996, 1997, and 1998 model year S-10, Blazer, Astro, CIK Pickup, Tahoe, Suburban, Chevy Van/Express or 'P' trucks that are registered in California, equipped with a 4.3L V6, 5.OL V8 or 5.7L V8 engine, and California emissions, may experience a "Service Engine Soon" light, misfire, rough idle or hard start due to a deposit buildup on the Sequential Central Port Fuel Injector (SCPI) poppet valve(s). The deposit buildup may cause injector poppets to stick closed. Fuels used in California have been found to interact with the SCPI system to cause the deposits. Action: To address the above -mentioned condition, General Motors is providing special warranty coverage to owners of applicable vehicles registered in California. If the SCPI system failure condition occurs on your 1996, 1997 or 1998 model year S-10, Blazer, Astro, CIK Pickup, Tahoe, Suburban, Chevy Van/Express or 'P' truck within 10 years of the date your. vehicle was originally placed in service or 100,000 miles, whichever occurs first, the condition will be repaired for you at no charge. Other conditions that may cause similar or different driveability complaints, or cause a Malfunction Indicator Light illumination, that are not a result of SCPI system failures are not covered by this special policy. Any repairs that would be necessary due to other conditions would be your responsibility, if you elect to have your dealer provide the service. This is not.' a recall campaign. Do not take your vehicle to your Chevrolet dealer as a result of this letter unless you believe that your vehicle has the condition as described above. Reimbursement: If you have already paid for some or all of the cost to have the SCPI fuel system repaired or replaced you should write to Chevrolet Motor Division, P.Q. Box 7047, Troy, Michigan, 48007-7047 to seek reimbursement. Repairs must have occurred within 10 years of the date the vehicle was originally placed in service, or 100,000 miles, whichever occurs first. Please provide your original paid receipts or invoices verifying the repair, the amount charged, proof of payment, the date of payment of those charges and proof of ownership of the vehicle at the time of the repair. This information must be provided within two (2) years of the date on which you paid for the repair. If the work was done by someone other than a GM dealership, the amount of reimbursement will generally be limited to the amount that the repair would have cost GM to have it completed by a GM dealership. ' Contacting Your Dealer: Repairs and adjustments qualifying under this special coverage must be performed by a Chevrolet dealer. You may want to call the service department at the dealer to find out how long they will need to have your vehicle so that you may schedule the appointment at the most convenient time for you. This will also allow your dealer to order parts if they are not already in stock. Keep this letter with your other important glovebox literature for future reference. Should your dealer be unable to schedule a service date within a reasonable amount of time, or you have any questions regarding this special policy, please contact the Chevrolet Customer Assistance Center at 1-800-222-1020. The deaf, hearing impaired, or speech impaired should call 1-800-833-2438 (utilizes Telecommunication Devices for the Deaf/Text Telephones, TDDITTY). We are sorry to cause any inconvenience you may experience; however, we have taken this action in the interest of your continued satisfaction with our products. Chevrolet Motor Division General Motors Corporation Fa-1 FMZ� oT Po,arue,c aav+anw :s„u:n yam• �Maoc ouy �� p �• i Wy G � U.S. POSTAGE *; Campaign Information Processing Center J P.O. Box 8056 h�".7i'c? Q 0,7 4 Royal Oak, MI 48068-9864 Wr y L f1, HMETERbII503 + t � 92648 000001145558 73215 298 1 9906E LGCOM19WOV8191059 C-I CITY OF HUNTINGTON BEACH 2000 MAIN ST HUNTINGTON BEACH CA 92648-2702 0 /� n :Ls � �r Council/Agency Meeting Held: / Z/ 9 j Detred/Continued to:proved �_ Conditi nail Ap ved 0 Denied �PJ ty Clerk's Signature Council Meeting Date: December 21, 1998 Department ID Number: CS 98-045 CITY OF HUNTINGTON BEACH - REQUEST FOR COUNCIL ACTION r N SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: RAY SILVER, City Administrator&&-,P PREPARED BY: RON HAGAN, Director, Community Services , SUBJECT: APPROVE CHEVROLET MOTOR DIVISION PROMOTIONAL CONTRACT FOR FREE LIFEGUARD VEHICLES Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachments)1 Statement of Issue: Should the city continue its promotional agreement with the Chevrolet Motor Division for the provision of free lifeguard vehicles for the city's Marine Safety service? Funding Source: Not applicable; agreement saves the General Fund approximately $220.000 a .year in vehicle acquisition costs._ Recommended Action: Approve promotional agreement with the Chevrolet Motor Division and authorize the Mayor and City Clerk to execute same. Alternative Actions : Do not approve the Chevrolet promotional agreement, and appropriate $220,000 for the acquisition of marine safety vehicles. Analysis: For the past five years, the city has had a promotional agreement with the Chevrolet Motor Division to provide vehicles for the city's marine safety service. Each year of the agreement, Chevrolet provides the city with seven Chevrolet S-10 series trucks; two Chevrolet Blazers; one GEO Tracker; and, one full-sized Chevrolet pickup for use as lifeguard vehicles in the marine safety service. In exchange, the city grants to Chevrolet exclusivity as the official vehicle of the city's marine safety service. The city also grants Chevrolet exclusivity for promotional activities on the beach during special and specific events. Chevrolet also has the right to use "THE OFFICIAL VEHICLE OF HUNTINGTON BEACH MARINE SAFETY" in its advertising and promotional material. The promotional agreement saves the city approximately $220,000 annually in vehicle acquisition costs. In addition, the vehicles are exchanged each_year to insure that the marine 1EQUEST FOR COUNCIL ACTfON MEETING DATE: December 21, 1998 DEPARTMENT ID NUMBER: CS 98-045 safety operation has dependable vehicles to provide safety services to beachgoers. The promotional agreement has been extremely successful for both parties. Chevrolet is pleased to be the official vehicle supplier of the Huntington Beach Marine Safety Operation, and the city is pleased to have Chevrolet as its official marine safety vehicle. The vehicles' performance has been outstanding and the types of vehicles provided by Chevrolet meet all of the city's marine safety needs. Environmental Status: Not applicable Attachment(s): RCA Author: RH:cr Chevrolet.doc -2- 12/21/9810:10 AM • 0 Ll 0 0 iR-�z-98 PROMOTIONAL AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND CHEVROLET MOTOR DIVISION Table of Contents Section Page 1 Promotional Considerations 1 2 Use and Protection of Trademarks and Other Intellectual Property 1 3 Exclusivity of Performance 3 4 Term: Right of First Refusal. 3 5 Indemnification . 4 6 Insurance 5 7 Cancellation: Termination for Convenience 6 8 Force Majeure 7 9 Governing Law: Severability . • 8 10 Compliance with Laws . 8 11 No Implied Waivers 8 12 No Assignment 8 13 Relationship of the Parties 8 14 Notices 9 15 Entire Agreement 10 0 0 ORIGINAL PROMOTIONAL AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND CHEVROLET MOTOR DIVISION This Agreement, dated as of the date of the last signature herein, is entered into by and between CHEVROLET MOTOR DIVISION, GENERAL MOTORS CORPORATION, a Delaware corporation, having a place of business at 515 Marin Street, Suite 220, Thousand Oaks, California 91360 ("DIVISION"), and the CITY OF HUNTINGTON BEACH, a California corporation, having a place of business at 2000 Main Street, Huntington Beach, California 92648 ("CITY"). In consideration of promises hereinafter made to each other, the parties hereto agree as follows: 1. PROMOTIONAL CONSIDERATIONS DIVISION agrees to provide the consideration listed on Exhibit "A" attached hereto. "CITY" for its part, agrees to provide the promotional services and other considerations to DIVISION listed on Exhibit `B" attached hereto. If vehicles are loaned to CITY as part of the consideration identified on Exhibit "A", then CITY further agrees to the terms and conditions set forth on Exhibit "C" attached hereto. 2. USE AND PROTECTION OF TRADEMARKS AND OTHER INTELLECTUAL PROPERTY CITY and DIVISION acknowledge that each party owns certain names, trademarks, service marks, copyrights and other intellectual property ("Marks"), and owns or has certain merchandising rights in and to the Marks, and all goodwill associated with or symbolized by the Marks. 4is:PCD:Chev 1997 RLS 97-097 It is understood that in promoting CITY's activities, CITY and DIVISION may make various references to the activities and may display. the Marks of CITY and DIVISION, and pictures of the activities. Each party hereto grants to the other a nonexclusive, nontransferable license to use its Marks during the term of this Agreement and subject to the terms and conditions hereinafter set forth, solely in connection with advertising and promoting any event or activity incidental hereto. CITY and DIVISION must agree in writing as to the form and content of any promotional or advertising materials and the media in which such materials are to be used prior to their use, which approval the parties shall not unreasonably withhold; and such use may be subject to such reasonable conditions as either party may impose, including, but not limited to, conditions affording each party adequate protection of its Marks. Upon termination or expiration of this Agreement, both parties shall cease all use of the Marks of the other party as soon as practicable, but in any event within thirty (30) days unless the particular media which has been approved requires a longer lead time, but in no event longer than ninety (90) days. Neither party will impugn, challenge or assist in any challenge to the validity of the other party's Marks, any registrations thereof of the ownership thereof. Each party will be solely responsible for taking such actions as it deems appropriate to obtain trademark, service mark or copyright registration for its respective Marks. All uses of or references to the Marks shall inure to the benefit of the respective owner, and all rights with respect to the Marks not specifically granted in this Agreement shall be and are hereby reserved to the respective owner. Neither party is granted any right or license under this Agreement to sell, or otherwise distribute for sale, any of the promotional or advertising materials or items related thereto. If a party desires to sell, or distribute for sale, any of such material or other 2 41s:PCD:Chev 1997 ILLS 97-097 merchandising or novelty items bearing the names, trademarks, copyrights or other intellectual property of the other party, then it shall request permission to do so from the other party, and if granted, the parties shall negotiate in good faith a separate licensing agreement covering such materials or items before they may be sold or distributed for sale. 3. EXCLUSIVITY OF PERFORMANCE During the term of this Agreement, CITY will not conduct, participate in, nor allow to be conducted, promotional activities with any other motor vehicle or component parts manufacturers or distributors which may conflict with DIVISION's interests, without the prior written approval of DIVISION. 4. TERM: RIGHT OF FIRST REFUSAL The term of this Agreement shall be January 1, 1997, through December 31, 1999. The term may be extended for two (2) years by written consent of both parties. If CITY intends to conduct comparable event(s) or promotion activities beyond the term of this Agreement, CITY shall provide to DIVISION, at least ninety (90) days prior to expiration of this Agreement, a written proposal for DIVISION to continue its sponsorship. DIVISION shall advise CITY, in writing, at least ninety (90) days prior to the expiration of this Agreement, whether or not it will participate on the terms contained in CITY's proposal. If DIVISION elects not to participate on the terms of the proposal and the parties are unable to negotiate mutually acceptable terms, then CITY shall be free to negotiate with others; provided, however, that CITY shall not offer terms to others which are materially different than those previously offered DIVISION without first offering such different terms to DIVISION. 3 41s:PCD:Chev1997 RLS 97-097 INDEMNIFICATION A. CITY agrees to indemnify and hold harmless General Motors Corporation, its divisions and subsidiaries and their respective officers, directors, agents and employees from and against any and all claims, demands, obligations, causes of action and lawsuits and all damages, liabilities, fines, judgments, costs (including settlement costs), and expenses associated therewith (including the payment of reasonable attorney fees and disbursements), arising out of (1) CITY's use or possession of any vehicles loaned to it by DIVISION; (2) the services performed or actions taken by CITY, or those acting under it in connection with this Agreement, including the operation and management of any event or activity incidental thereto; (3) the failure of CITY, or those acting under it, to comply with the terms and conditions of this Agreement; or (4) DIVISION's use of CITY's Marks as authorized by this Agreement. B. DIVISION agrees to indemnify and hold harmless CITY, its officers, agents and employees from and against any and all claims, demands, obligations, causes of action and lawsuits and all damages, liabilities, fines, judgments, costs (including settlement costs), and expenses associated therewith (including the payment of reasonable attorney fees and disbursements), arising out of: (1) the failure of DIVISION, or those acting under it, to comply with the terms and conditions of this Agreement; or (2) CITY's use of DIVISION's Marks as authorized by this Agreement. C. The obligations to indemnify contained herein shall continue in full force and effect notwithstanding the termination or cancellation of this Agreement, whether by expiration of time, by operation of law, or otherwise. 4 4/s: PCn:Chcv l997 RLS 97-097 6. INSURANCE A. If spectator events are identified on Exhibit "D", CITY shall maintain, during the term of this Agreement, spectator's liability insurance in an amount not less than 1 $5,000,000 per occurrence single limit for personal injury and property damage. B. If vehicles are loaned to CITY, CITY shall maintain, during the term of this Agreement, the following kinds of insurance, with minimum limits as set forth below: (1) Workers' Compensation (2) Comprehensive Automobile Statutory (for all states of operation) including Employer's Liability with limits of not less than $250,000. $5,000,000 per occurrence combined single Liability (covering owned, limit for personal injury and property damage non -owned and hired vehicles) including all statutory coverage for all states of operation. (3) Automobile Collision Manufacturer's Suggested Retail Price Comprehensive less 10% C. CITY shall furnish DIVISION x-vith a certificate showing the applicable coverage, naming General Motors Corporation as an additional insured (except (1) Workers' Compensation), stating that such insurance is primary in coverage to any other insurance which may be available to General Motors Corporation, and providing at least thirty (30) days' prior �vritten notice to DIVISION of cancellation, modification or material change to the policy. Such 5 4.%s:PCD:Chev 1997 RLS 97-097 certificate shall be in a form acceptable to DIVISION and must be underwritten by a carrier satisfactory to DIVISION. CITY's purchase of appropriate insurance coverage or furnishing of the certificate shall not release CITY from its obligations or liabilities under this Agreement. 7. CANCELLATION: TERMINATION FOR CONVENIENCE A. Either party may cancel this Agreement, without liability to the other party, if the defaulting party: (1) repudiates or breaches any of the terms of this Agreement; or (2) fails to make progress so as to endanger timely and proper completion of its services, and does not correct such failure or breach within ten (10) days, or such shorter period if commercially reasonable, after receipt of written notice from the non -defaulting party specifying such failure or breach. B. Either party may cancel this Agreement immediately, without liability to the other party, upon the happening of any of the following or any other comparable event: (1) insolvency of the other party; (2) filing of any petition by or against the other party under any bankruptcy reorganization or receivership law; (3) execution of an assignment for the benefit of the other party's business or assets or any part thereof; unless such petition, assignment or appointment be withdrawn or nullified within fifteen (15) days of such event. C. Nomithstanding anything to the contrary contained herein, DIVISION shall have the right to terminate this Agreement, for any reason whatsoever, and without liability except for payments due prior to the effective date of termination, by giving at least ninety (90) days' prior written notice of ermination to CITY. D. In the event this Agreement is canceled or terminated, each party shall cease using the other party's Marks, and CITY shall return those funds, if any, paid to it by DIVISION for services which have not yet been performed. In addition, if vehicles are loaned to b als: PCD: Chev 1997 RLs 97-097 0 CITY, CITY shall return the vehicles to DIVISION within ninety (90) days of the effective date of such cancellation. 8. FORCE MAJEURE Any delay or failure of either party to perform its obligations hereunder shall be excused to the extent that is caused by an event or occurrence beyond its reasonable control such as, by way of example and not by way of limitation, acts of God, actions by governmental authority (whether valid or invalid), fires, floods, windstorms, explosions, riots, natural disasters, wars, sabotage or labor problems; provided the party claiming force majeure promptly notifies the other party of the event of force majeure, the anticipated duration of the event of force majeure, and the steps being taken to remedy the failure. Should the event of force majeure continue beyond thirty (30) days, or such shorter time period as may be reasonable under the circumstances, either party may terminate this Agreement, and DIVISION shall be entitled to a prop rata refund for services not yet performed by CITY. 7 4is: PCD:Chev 1997 RLs 97-097 0 9. GOVERNING LAW: SEVERABILITY This Agreement is to be governed by and construed according to the laws of the State of Michigan. If any term of this Agreement is invalid or unenforceable under any statute, regulation, ordinance, executive order or other rule of law, such term shall be deemed reformed or deleted, but only to the extent necessary to comply with such statute, regulation, ordinance, order or rule, and the remaining provisions of this Agreement shall remain in full force and effect. 10. COMPLIANCE WITH LAWS Each party will perform its obligations under this Agreement in compliance with all applicable laws, orders or regulations of all appropriate jurisdictions. 11. NO IMPLIED WAIVERS Failure by either party at any time to require performance by the other party of any provisions hereof shall in no way affect the right to require full performance any time thereafter, nor shall the waiver by either party of a breach of any provision of this Agreement constitute a waiver of any succeeding breach of same or any provision, nor constitute a waiver of the provision itself. 12. NO ASSIGNMENT Neither party shall transfer or assign its rights, nor delegate its obligations under this Agreement to a third party, without the prior written approval of the other party. 13. RELATIONSHIP OF THE PARTIES CITY and DIVISION are independent contracting parties, and nothing contained in this Agreement shall be deemed to create a partnership, joint venture or agency relationship 4ls: PCD:Chev 1997 ALS 97-097 between them, nor does it grant either party any authority to assume or create any obligation on behalf of or in the name of the other. 14. NOTICES Any notice required or permitted to be given by either party under or in connection with this Agreement shall be in writing and shall be deemed duly given when personally delivered or sent by registered mail, return receipt requested, postage prepaid, expedited courier service, or by cable, or facsimile, confirmed by letter, as aforesaid to the addresses indicated in the introductory paragraph of this Agreement, unless otherwise agreed to by the parties. Balance of page intentionally left blank. 9 4/s: PCD:Chev 1997 RI_S 97-097 15. ENTIRE AGREEMENT This Agreement constitutes the entire Agreement between the parties relating to the subject matter covered herein and cancels and supersedes all previous agreements between the parties relating to the subject matter covered herein. Any modification to this Agreement must be in writing and signed by both parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized representatives on the dates indicated below. GENERAL MOTORS CORPORATION CHEVROLET MOTOR DIVIS115M He Title: Circle o e: Chairmen of the Bo Vice President Date: 1[ —Z— I qq8 By Title: Circle one: Secretary, Assistant Secretary, Chief Financial officer, :assistant Treasurer Rey a P1 Date: REVIEWED AND APPROVED: 620M S'51E�w� City Ad inistrator 10 4/s:PCD:Chev 1997 ILLS 97-097 CITY OF HUNTINGTON BEACH a municipal corporation Mayor ATTEST: City Clerk APPROV AS TO FORM: City Attorney, 2(Z' INITIAL AID APPROVED: Services i • PROMOTIONAL AGREEMENT BETWEEN CHEVROLET MOTOR DIVISION GENERAL MOTORS CORPORATION AND THE CITY OF HUNTINGTON BEACH, CALIFORNIA Division will provide CITY with the following: l . Beach patrol units to serve as the "Official Vehicles" of the City of Huntington Beach beginning January 1, 1997, through December 31, 1999. Two (2) Chevy Blazers, One (1) Geo Tracker, One (1) fall -size and Seven (7) Chevrolet S-10 Series, Extended -Cab 4x4 Pickups each year prior to April 1 of each year. 2. Ad copy and layout for nameplate/logo identification for all publications associated with every event, sponsored by the City of Huntington Beach, that is held at the Beach. CITY will ensure that the positioning and possible exclusion of other auto manufacturers and/or other segment competitors for these publications takes place, should the DIVISION deem necessary. 4/s: PCn:Chev 1997 Exhibit "A" RL5 97-097 • • PROMOTIONAL AGREEMENT BETWEEN CHEVROLET MOTOR DIVISION GENERAL MOTORS CORPORATION AND THE CITY OF HUNTINGTON BEACH, CALIFORNIA I ON It I 311W CITY will provide the following, subject to DIVISION's prior approval: 1. Designation of DIVISION's S-10 Series, Geo Tracker, Chevy Blazer and full-size pickup vehicles as the "Official Marine Safety Vehicles" of the City of Huntington Beach and CITY's "Beach Patrol Vehicles." 2. CITY will grant to DIVISION the right to use the City of Huntington Beach Name and logo in advertising and promotion referencing DIVISION's "Official Vehicle" status. CITY will recognize DIVISION'S "Official Vehicle" status in all advertising and merchandising associated with events sponsored by CITY at its beach. 4. CITY will allow DIVISION to place S-10 Series "Official Vehicle" decals/stickers on the vehicles provided by DIVISION as detailed on Exhibit "A", and will obtain DIVISION's prior written approval before placing any other signage on the vehicles. 5. CITY will provide and erect DIVISION nameplate/logo "Official Vehicle" signage or decal to be placed on the Pier lifeguard tower. CITY will display vehicle on the Pier with appropriate signage approved by DIVISION. 5. CITY grants DIVISION the right to display vehicles, merchandise and banners and signage at all of CITY -sponsored Events. 7. CITY grants DIVISION the right to conduct promotional events at the Beach on or around the following days, or week -ends, if appropriate, during each year of this Agreement: Memorial Day, fourth of July and Labor Day, hereinafter referred to as "Promotional Events." 8. CITY grants DIVISION and/or its designate the right to distribute and/or sell DIVISION's promotional merchandise in conjunction with CITY -sponsored Special Events. 9. CITY grants DIVISION the right to erect tents, temporary signage (banners, pennants, etc.), and display up to three (3) cold air -filled balloons (twenty-five feet high) at mutually agreed upon Beach locations in conjunction with the CITY -sponsored Special 4f'STCU:Chcv 1997 Exhibit "A" RL5 97-097 0 Events. CITY and DIVISION will agree upon the size and location of the tents and signage. Such tents, banners and temporary signage shall at all times meet the standards and requirements of CITY per existing rules, regulations and ordinances. 10. CITY will provide upon DIVISION'S request two (2) product display spaces-(30' x 30') located in high traffic areas on the Beach or Pier in conjunction with the Promotional Events. 11. CITY shall provide DIVISION with a minimum of twelve (12) tickets and six (6) VIP parking spots to each Beach Event sponsored by the CITY that requires tickets. 41s:PCD:Chev 1997 Exhibit "A" RLS 97-097 i • PROMOTIONAL AGREEMENT BETWEEN CHEVROLET MOTOR DIVISION GENERAL MOTORS CORPORATION AND THE CITY OF HUNTINGTON BEACH, CALIFORNIA Vehicles furnished to CITY are provided subject to the following terms and conditions: 1. The vehicles are, and shall remain, the property of DIVISION. DIVISION shall not be liable for any delay in making the vehicles available to CITY. 2. CITY agrees that: (a) the vehicles will not be utilized illegally, improperly, for hire, as a public conveyance or in any manner for any political purpose whatsoever; (b) the vehicles shall be driven in a safe and prudent manner by insured, licensed drivers, eighteen (18) years of age or older, except for CITY's personnel who are under eighteen (18) years of age who may operate the vehicles on CITY's beach or beach service road only; (c) CITY shall require all occupants to use seat belts; (d) CITY shall not tamper, disconnect, or otherwise interfere with the operation of the odometer, emission control equipment, or any other equipment; and (e) CITY shall be responsible for all fines, forfeitures and penalties incurred by reason of the use of the vehicles. DIVISION MAKES NO WARRANTY OTHER THAN THAT EXPRESSED IN ITS NEW VEHICLE LIMITED WARRANTY, A PRINTED COPY OF WHICH IS FtiRNISHED WITH EACH OF THE VEHICLES. DIVISION authorizes CITY to obtain, on DIVISION's behalf as owner of the vehicles, such as warranty service as is necessary and provided for under the new vehicle limited warranty. Ordinary operating expenses such as gas, oil, grease, tire repair and other incidentals are the responsibility of CITY. No modifications may be made to the vehicles beyond those necessary to equip the vehicles for emergency service and as mutually agreed to by CITY and DIVISION. 4/s:PCD:Chev1997 Exhibit "C" RLS 97-097 4. All accidents must be reported to DIVISION within forty-eight (48) hours of their occurrence. Thereafter, a written accident report, using a form provided by the insurer, must be promptly completed and copies sent to both the insurer and DIVISION. CITY agrees to cooperate with DIVISION and the insurers in the defense of any claims. If any of the vehicles are lost, stolen or declared a constructive total loss, CITY shall promptly notify DIVISION thereof, hold any wreckage for disposal by DIVISION, and pay DIVISION the Manufacturer's Suggested Retail Price, less then percent (10%), of such vehicle. 5. At the end of the term of this Agreement, or earlier if requested by DIVISION, CITY shall return the vehicles in the same condition as delivered, reasonable wear and tear expected, to the nearest DIVISION office or such other location as designated by DIVISION. All repairs necessary to restore the vehicles to such condition shall be performed at a DIVISION approved facility, at the expense of CITY. 6. Should CITY and DIVISION mutually agree not to negotiate a new agreement at the end of the term of this Agreement or earlier as previously defined in Item 7, Sections A through D of the Cancellation Clause, DIVISION shall allow CITY to purchase the current years vehicles at the fair market value of such vehicles at the time of such cancellation. DIVISION shall also allow CITY to purchase Extended Service Contracts routinely available for such vehicles. 7. CITY shall have the option to purchase current years' vehicles at the time of the vehicle exchange at the lowest manufacturer -to -dealer price for a similar vehicle with the same mileage and in-service time. 41s: PCD:Cher• 1997 Exhibit "C" RLS 97-097