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HomeMy WebLinkAboutResolution - 2007-R0344 - PO - EH Wachs - Skid Mounted Valve Operator - 07_26_2007Resolution No. 2007—RO344 July 26, 2007 Item No. 5.31 RESOLUTION IBE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute a Purchase Order Contract and any associated documents with E.H. Wachs of Lincolnshire, Illinois, for purchase of a skid mounted valve operator per BID 07-055-MA, which Purchase Order Contract and any associated documents are attached hereto as Exhibit A and made a part hereof for all intents and purposes. Passed by the City Council this 26rh day of July '2007. DAVID A. MfLLER, MAYOR ATTEST: Rebe a Garza, City Secretary APPROVED AS TO CONTENT: Mark earwo Assist nt City Manager/Chief Information Officer APPROVED AS TKO FORM: r Don Vandiver, Attorney of Cmunse Wres/WachsPOconNRes July I & 2007 CITY OF LUBBOCK URCHASE ORDER TO: E H WACHS JAN F. CLAWSON 600 KNIGHTSBRIDGE PKWY LINCOLNSHIRE IL 60069 Page 1 Date - 7/16/07 Order No. - 314440 000 OP SHIP TO: CITY OF LUBBOCK FLEET SERVICES 206 MUNICIPAL DRIVE LUBBOCK TX 79403 INVOICE TO: CITY Of LUBBOCK ACCOUNTS PAYABLE P.O. BOX 2000 LUBBOCK, TX 79457 BY: ---------------------------------------------------------- Ordered - 07/16/07 Freight FOB Destination Frt Prepaid Requested - 10/31/07 Taken By - MARTA ALVAREZ Delivery - BID 07-055-MA ------------------------------------------------------------- Description / Supplier Ite ---------------------------- Skid Mounted Valve Operator Wachs 77-000-16, Spec NV723 Ordered UM Unit Cost ----------- ------------- 1.000 EA 44,271.2700 UM Extension Req. Dt ---------------------- - EA 44,271.27 10/31/07 This purchase order encumbers funds in the amount of S44,271.27 for the purchase of one skid mounted valve operator awarded to E.H. Wachs of Lincolnshire, Illinois on July 26, 2007, in accordance with your response to BID 7-055-MA. The following is incorporated into and made part of this purchase order by reference: Bid submitted by your firm including the Bid Form, Specifications, and General Conditions of BID 07-055-MA. Resolution# 200 /—RO344 , CITY OF LUBBOC David A. Miller, fdayor ATTEST: Rebe n Garza, City Secretary Total Order ------------------------------------------------------------------------------------- Terms NET 30 44,271.27 TERMS AND CONDITIONS IMPORTANT: READ CAREFULLY STANDARD TERMS AND CONDITIONS CiTY OF LUBBOCK, TEXAS Seller and Buyer agree as follows: T. SELLER TO PACKAGE GOODS. Sella will package goods in accordance with good commercial practice. Each shipping container shall be clearly and permanently marked At follows (a) Seller's nano and address, (b) Consignee's nuna, address and purchase order or purchase mkis is number and the supply agreement number if applicable, (c) Container number and toll number of containers, e.g, lax 1 of 4 boxes, And (d) the number of the wetaimer bearing the packing slip. Seller shall bear cost of packaging unless otherwise provided. Goods shall be adWrly packed to secure lowest transportation casts and to conform with requirements of common carriers and soy Applicable specifreariom Buyer's count or weight shall be final and conclusive on shipments not Accompanied by packing thin. 2. SHIPMENT UNDER RESERVATION PROHIBrMD. Seiler is not audarired to ship the goods under reservation and no tender of s bill of Isci ft will operate As a tardy of goods. 3. TITLE AND RISK OF LASS. The title sod risk of lossof the gook sWl rat pun to Buuya until Buyer Actually receives And takes possession of the goods at the point or points of delivery. 4. NO REPLACEMENT OF DEFECTIVE TENDF-R. Every tads of delivery of goods must fully comply with all provisions of this contract as to time of delivery, quality and the like. Ifs tender is made which does not folly conform, this shall constitute a breach and Sella shall not have de right to substitute a conforming tinder, provided, where the time for perfmmunce has not yet expired, die Seller may reasonably notify Buyer of his Intention to wee and may then Crake a conforming render within the contract time but not afterward. S. INVOICES & PAYMENTS. s. Seller shall submit sopanate invoices, in duplicate, one each purchase ruder or purchase release of ce each delivery. invoices shall indicate the purchase order or purchase release number and the supply Allman number if applicable. Invoices shall be itemized And trsnaportatimn chKgea, ifaoy, dWl be liuW m*wawiy. A copy of die billof lading ad the fmigls waybill when Applicable, should be Attached to the invoice. Moil To: Accounts Payable, City of Lubbock P. O. Box 2000. Lubbock, Tow 79457. Payment shall not be due until the Abaco instruments we submitted after delivery. 6. GRATUITTES. The Buyer may, by written notice to the Sella, cancel this rxmtracl without liability to Seller if it is determined by Buyer that gratuities, in the form of entertainment. gifts or ttherwbcr were offered or given by the Seller, or any agent or representative of the Sella. to any officar or employe of the City of Lubbock with a view to securing a ocarad or securing favorable ones t with respect to the Awarding or anandfi% or the making of any determinations with respect to the performing of such a contract. In da event this contract is carraled by Buyer pursuant to thL provision, Buyer shall be ennled, In addition to any Caber rights and remedies, to recover or withhold the amount of the cost incurred by Soda in providing such gratuities. 7. SPECIAL TOOLS R TEST EQUIPMFNT. If thc price mated on the face baeof incldeA the cost of any special tooling or special ass equipment fabriatd or required by Sella far the purpose of filling this order, such special tooling equipment. And any precess sheen related dwrato +hall become die property of the Buyer And to the extent frssible shall be identified by the Seller a such. S. WARRANTY -PRICE, A. The price to be paid by the Buyer shall be that contained in Seller's bid which Seller warw a tobe on hlgha tlam Seller's cArreat proctors on order by athem far products of the kind and specification covered by data agreement for similar quantities under aimikr of like conditions And methods of pArciato. in the oft Seller I - this warranty, the prim of the items shall be reduced to the Seller's current prices an orders by others, or in she Alternative. Buyer may caec l this contma widow liability to Seller for'heaA or Seller's Actual expense. b. The Seller warrants that no Amon or wiling Agency has been employed or retained to solicit at aecum this contract West an Agreement or understanding ror com missioN pmeatage. brokerage, or contingent fee c=cpcing bons fide employes of bons fide established commercial or selling Agencies maintained by the Seller for die purpose of rooming business. For breach of vicidion of this warranty the Buyer dull have the right in Addition to any Calm right of rights to cancel this contract without liability And to deduct frame the contract prier, or otherwise recover without lisbittty And to deduct from the contract price, or otherwise recover the full smount of such commission, perermtsee, brokerage or contingent for. 9. WARRANTY -PRODUCT. Seller skill rot limit or exclude any implied warrimil" And any atlemps to do so shall leader this wntrw voidable At the option of the Buyer, Seller warrants Ihat the goods furnished will conform ID the specification, dnwbgm and descriptions listed in the bid invitation, and to the sample(s) Banished by the Sella, if any. bn the ewnf of a conflict or between the specifications, dnwhVk and descrtpum, the specifications %bell Severe. Notwithstanding any provisions contained in Ala contractual Agreement, the Seller represents and warrants fault -five performance And Isult-flee malt in the processing elate and data rcWW data (including but no Limited to talculatIM computing And sequenctng) *fall hardware, software and frmnwar products delivered And services Provided under this Contract, individually or in cmnbinatimn, as the am nay be hom the effective date of this Contract. Also. the Seller warrants the ycw2000 calculations will be recognized And Accommodated And will not, in any way, mob in hardware, sohwam or firmware failure. The City of Lubbock, at is sole option, may require the Salta, at any dam, to demonstrate, the procedures it )dandy to follow in order to comply with all the obligations conWheed-haain. The obligations contained herein apply to products And services prowled by the Seller, is sub -Sella or any third party involved in the aeAtion or development of the producte And services to be delivered to the City of Lubbock miler this Contim. Fallwe to comply with any of the obligations contained bervin, may result in the City of Lubbock Availing itself of any of its rigirts under the kw And under this Contract including, but not limited to, its right pertaining to sambution or elefault The warmoties contained herein arc keparme and discrete fism any other warranties specified in this Contract, and we not object to lay disclaimer ref warranty, implied or expressed, or limitation of dic Seller's liability which may be specified in this ContrAM Its appendices, in aehedules. its annexes or Any document i icorponled in this Contract by mfermee. 10. SAFETY WARRANTY. Sella warranty dug the product roll to the Buyer shall conform so the standards promulgated by the U. S. Department of Labor under the Occupational Safety and Health Act of 1970, In do erect tie product does am conform to OSHA snndards, Buyer may return die product for correction or replacement at the Seller's expense. In the event Sella fails to male the Appropriate collection within a reasonable time, correction nude by Buyer will be at the Sella'm expense. 11, NO WARRANTY BY BUYER AGAINST INFWNGEMENTS. As part of this contract for sale Sella agrees to ascertain whether goods manufactured in accordance with the specifications Attached to this agreanenr will give rise to the rightful claim of any third person by way of infringerncnt of the like. Buyer makes so warranty did the production of goods according to the specification will not give rise to such a claim, and in no event shall Buyer be liable to Sella for hidannification in the event that Sella is sad on the grounds of infringement of the like, If Seller is of the opinion that an Infringement order like will result, he will notify the Buyer Io this effect in writing within two weeks sficr the signing of this sgrvancaL If Buyer does oct receive notice and is subKquadly held 1 fable for the infringement OF the like, Sella will saw Buyer harmless. If Sella in good faith anutaina the production of the gads in accordance with due specifications will result in infringement or de like, the cantrad shall be null And void. 13. RIGHT OF INSPECTION. Buyer shall have the right to Inspect the goods at delivery before Accepting them. 13, CANCELLATION. Buyer shall have the right to taoal for default all or soy put of the usddivhered portion of this order if Seller bmachn; any of der terms hareof including warranties of Sella or if the Seller becomes insolvent or cormnin acts of batuuptcy. Such right of cancellation is in oddhion to and not in lieu of any other ranedies which Buyer nay have in law or equity. 14. TERMINATION. The performance of work under this order nay he terminaad in whole, or in part by the Buyer in accordance whh this provision. Termination of wade hereunder shalt be effected by the delivery of the Sella of a "Notice of Termination" specifying the exam to which performance of work under the orda is terminated and the date upon which aid termination becomes diedive. Such right or tonnirwilon is in addition to and rut in lieu of the rights of Buyer set firth is Clause 13, irpeia 15. FORCE MAJEURE. Neither party shall be held reaponsible for ka as. residing if the fulfillrant of my temp of provisions of this coomiet is delayed or prevented by any cause no within the control of the party wham pafarmarnce is ouerfkrw with, s id which by the Asercke of reason" Wignca asid pony is unable to peeve[.. 16. ASSIGNMENT -DELEGATION. No riSM or hung in title contract shall be assigned or dakgatfoo of may obttgatkm mate by Seller withms thA written pa n dasionof thv Buys, Any Attempted assignment or delegation by Seller shall be wholly void and totally ineffective for All purpose unless mde in cootomity with this paragraph. 17. WAIVER. No claim or right Arfaing out oft breach of this contract can be discharged in whole or in part by a waiver or renmteiatior of the chum or right Article the waiva or renunciation is NPported by wmidastion and is In writing sighed by the aggrieved Party. IS. INTERPRETATION-PAROLI3 LIMENCE. This writing, phis any specifications for bide and performance provided by Buyer in is adverti.amati for bids, and toy other documents provided by Seller as pat of bis bid, is intended by the parties as a fiat expression of their Agreement aid handed d silo at complete and exclusive statement of the terse of their Agreement. Wherever a in= defised by the Uniform Commercial Code is wed in 66 arvemcsy the definition contained in the Code is to control, 19. APPLICABLE i.AW. This agreement shall be governed by the Uniform Commercial Code. Whom ever the germ "Uniform Cosnarckl Code" is wed, it.ball be construed As meaning the Umfnrm Commercial Cade As adopted in the Sate of T=n as effective and in formes on the date of this agcement. 20. RIGHT TO ASSURANCE. Whenever one parry so Ibis consma in goad fulls has mason to question the other party's intent to perform he may demand dolt to dhcr party give written Assurance of his intent to paforra In the event dot a demand is matte and no Assurance is given within five (S) days, the dammdmg party may not this failure as am anticipatory repudiation of the contract. 21. INDEMNIFICATION. Sella shag Indemnify, keep and save harmless fha Buyer, its agim% officials And mgloyces, against all injuries, deaths, lose, dsmagpt, claims, Part claims, Nis, liabilities, judgmenta, cons and expenses, which nay in anywise oaxuo against the Boyer in consequence of the granting of this Contract or which may anywise result therefrom, whether or not it shall be Alleged or determined dot der Act was caused through negligts+ce or oeliasion of the Sella or its amployesA, or of the aubSeller or Assignee or in employee, if any, and die Sella WWI, of his own expense- appear, defend And pay all chum of attorneys and All cam And ode expenses wising therefrom of uncurled in connection therewith, and, if any*lpniem WWI be rendered against de Buyer in may such Action, the Salter shall, at its own expenses, astisfy and discharge the sane Sella expressly understands and ogees t1sal any bond required by this contract, or otherwise provided by Seller, skull in no way limit the responsibility to indennify, keep And save harmless And defend the Buyer as herein provided. 22. TIME. It is hereby expressly agreed and understood that dine is of nbe essence for the perfornw" of this correct, and failure by contract to meta the time specifications of this sereem mnt will cause Seller to be in default of this Agreement. 23. MBE. The City of Lubbock hereby notifies all bidden the in regard to any contract entered into pursuant to'his roques4 minority and women business arsequism will be afforded equal opportunities to submit bids in response to this imitation aid will tat be discriminated Against on die grounds of race, color. tax or natural origin in consideration for An award. Rev. 09/2005