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HomeMy WebLinkAboutResolution - 2000-R0179 - PO - Alstom USA Inc.- Traffic Signal Cabinets And Controllers - 06_20_2000Resolution No. 2000—R0179 June 20, 2000 Item No. 28 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock, a Purchase Order to famish traffic signal cabinets and controllers per Bid #00-093, by and between the City of Lubbock and Alstom USA, Inc., and related documents. Said Purchase Order is attached hereto and incorporated in this Resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council this 20th day of ATTEST: Kayt1jarnell, City Secretary APPROVED AS TO CONTENT: �1 Victor KihnanPurchasing Manager APPROVED AS TO FORM: June 2000. 444 WINDY SII(TbN, MAYOR /,& 14-1� William de Haas Competition and Contract Manager/Attorney Ccdocs/P.O-Alstom USA.res June 12, 2000 City of Lubbock PURCHASE ORDER TO: ALSTOM USA INC ONE AEG PLACE CHARLERO PA 15022 Page - 1 Date - 6/26/00 Order No. - 180632-000 OP Brn/Plt - 3511 SHIP TO: CITY OF LUBBOCK ELECTRIC DISTRIBUTION CENTER 600 MUNICIPAL DR LUBBOCK TX 79403 Ordered - 06/26/00 Freight FOB Destination Frt Prepaid Requested - 11/30/00 Placed By RON SHUFFIELD 775-2170 Special Ins PER BID # 00-093 ATTN: TODD IRWIN Description / Supplier Item Ordered UM Unit Cost UM Extension Req. Dt 121KV CIRCUIT BREAKERS 3.000 EA 47,890.0000 EA 143,670.00 11/30/00 This purchase order encumbers funds In the amount of $143,670 for a bid awarded Alstom USA, Inc. of Charleroi, Pennsylvania on June 20, 2000 (Resolution 92000-R0179) In accordance with your response to ITB #00-093, Lubbock Power & Light 121kV Circuit Breakers. The following are 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 ITS #00-093. BBO A T: Windy Sitton, May r Kaythie q nell, City Secretary APPROVED TO FORM: / William de Haas, Competition and Contracts Manager/Attomey TotalOrder Terms NET 30 143.670.00 TERMS AND CONDITIONS IMPORTANT: READ CAREFULLY STANDARD TERMS AND CONDITIONS CiTY OF LUBSOCK, TEXAS Seller and Buyer agree as follows: 1. SELLER TO PACKAGE GOODS. Seller will package foods In accordance with good commercial practice. Each shipping container shall be dearly and permanently marked as follows (a) Sellers name and address. (b) Consignee'& name, address and purchase order or purchase release number and the supply agreement number if applicAte, (c) Conainer numilici and tout number of eonuiners. erg- box 1 cf 4 boxes, and (d) the n rnba of she eoaainer bearing the packing slip. Seller shall bear cost of packagtng unless otherwise provided. Goods shall be suitably packed to secure lowest transportation casts and to Conform with requirements of common carriers and any applicable specifications. Buyers count or wci& shall be final and conclusive on shipments not accompanied by puking lists. 2. SHIPMENT UNDER RESERVATION PROHIBITED. Seller Is not sudwrind to ship to goods under rmrvadon and no tender of a brill of lading will operate as a tender of goods. 3. TITLE AND RISK OF LOSS. The title and risk of loss of the goods shall not pass to Buyer until Buyer actually receives and takes possession of the goods at the point or points of delivery. 4. NO REPLACEMENT OF DEFECTIVE TENDER Every tender of delivery o f goods must fully comply with all provisions ofthis contract as to time of delivery, quality and the Ilse. if a under is made which does not filly conform, this shall constitute a breach and Seller shall not have the tight to substitute a conforming tender, provided, where the time for pedbrnunce has no yet expired, the Seller may reasonably notify Buyer of his intention to arc and may then make a conforming tender within the contract time but not afterward S. INVOICES & PAYMLNLS. a. Seller shall submit separate invoices, in duplicate, one each purchase order or purchase release after each delivery. Invoices shall indicate the purchase orderor purchase release number and the supply agreement number if spplicable. Invoices shall be itemized and transportation charges, if any, shall be listed separately. A copy of she bill of lading, and the height waybill when applicable, should be attached to the invoice. Mail To: Accounts Payable. City of Lubbock P. O. Box 2000. Lubbock, Texas 79457. Payment shall not be due until the above instruments are submitted after delivery. 4 GRATUITIES. The Buyer may, by written notice to the Seller. cancel this contract without liability to Seller irk is determined by Buyer shot gratuities, in the form of entertainment. gilts or otherwise, were offend or given by the Seller, or any agent or representative of the Seller, to any officer or employee of the City of Lubbock with a view to sensing a contract or securing favorable treatment with respect to the awarding or amending, or the nuking of any determinations with respect to the performing of such a contract. In the event this contract is canceled by Buyer pursuant to this provision. Buyer shall be emitted, in addition to any other rights and remedies. to recover or withhold the amount of the cost incurred by Seller in providing such gratuities. 7. SPECIAL TOOLS & TEST EQUIPMENT. If the price saved on the fact hereof Includes the cost of any special tooling or special test equipment fabricated or required by Sella for the purpose of filling this order, such special tooling equipment and any process sheets related thereto dull beconme the property of the Buyer and to the extent feasible shall be identified by tie Seller as such. R WARRANTY -PRICE. a. The price to be paid by to Buyer shall be that contained in Seller's bid which Seller warrants to be no higher than Seller's current process on orders by others far products of she kind and specification covered by this agreement for similar quantities under similar of like Conditions and methods of purchase. In the event Seller breaches this warranty, the prices of she items shall be reduced to the Seller's current prices on orders by others, or in the alternative. Buyer may cancel this contract without liability to Sella for breach or Seller's actual expense. b. The Seller warrants that no person or selling agency has been employed or retained to solicit or secure this contract upon an agreement or understanding for commission, percentage. brokerage. or contingent fee excepting bona fide employees of bona fide established commercial or selling agencies maintained by the Seller for the purpose of securing business. For breach of vitiation ofthis warranty the Buyer shall have the right its addition to any oiler right of fights to cancel this contract without liability and to deduct from the contract price, or otherwise recover without liability and to deduct from the contract price, or otherwise recover the full amount of such commission, percentage, brokerage or contingent fee. 9. WAARAM-PRODUCT. Seller shall not limit or exclude any implied warranties and any attempt to do to shall reader this contract voidable at the option of the Buyer. Seller warrants tut the goods furnished will conform to to specification. drawings. and descriptions listed In the bid iery Cation, and to the sample(s) f imished by the Seller, if any. In the event of a conflict or between the specifications, drawings, and descriptions, the specifications shah govern. Notwithstanding any provisions contained In the contractual agreement, the Seller represents and warrants fault -free performance and fault-fiee result in tie processing date and date related data (Including, but not limited to calculating. comparing and sequencing) of all hardware. software and firmware products delivered and services provided under this contract, Individually or in combination, as the cue may be from tie effective date ofthis Cann= Also. the Seller warrants the year2000 calculations will be recognized and accommodated and svM not. In any way. result in hardware, software or firmware Wure. The City of Lubbock, at Its sole option. may require the Seller, at any time, to demonstrate the proeedura it iounds to follow in order to comply with all the obligations contained herein. The obligations contained ', herein apply to products and services provided by the Seller. Is sub -Seller or any third party involved In the creation or development of the products and scri lees to be delivered to the City of Lubbock under this ContracL Failure to comply with any of the obligations contained herein. may resuh in the City of Lubbock availing itselforany of its rights under the law and under shis Contract including. but not limited to. its right pertaining to termination or default The warranties contained herein are separate and discrete from any other warranties speelfied In Otis Contract, and are not subject to any disclaimer ofwaranty, Impfed or expressed, or limitation ofthe Sellers liability which may be specified in this Contract, its appendices, its schedules, its snnexes or any document incorporated in this Contract by reference. 10. SAFETY WARRANTY. Seller warrants that the product sold to the Buyer shall conform to the standards promulgated by the U. S. Deparmneut of Labor under the Occupational Safety and Health Act of 1970. In the event the product does not conform to OSHA standards, Buyer nay return the product for correction or replacement at the Seller's expense. In the event Seller thils to make the appropriate correction within a reasonable time, correction made by Buyer will be at the Seller's expense. It. NO WARRANTY BY BUYER AGAINST INFRINGEMENTS. As pan ofthis contract for sale Sella agrees to ascertain whether goods manufactured in accordance with the specifications attached to this agreement will give rise to the rightful claim of any third person byway of infringement of the like. Buyer makes no warranty that the production of goods according to the specification will not give rise to such a claim and in coo event shall Buyer be Liable to Seller for indcmnifiation In the event that Seller Is sued on the grounds of infringement of the I. IfSeller is of the opinion that an infringement or film e will result. he will notify the Buyer to this effect in writing within two weeks after the sign Ing of this agrcemmL If Buyer does not receive notice and is subsequently held liable for the Infringement or the Lice. Seller will save Buyer harmless. IlSeller in good faits ascertains the production orthe goods in accordance with the specifications will result in infringement or the Like, the contract shall be null and void IL RIGHT OF INSPECTION. Buyer shall have the right to inspect the goods at delivery before accepting these 13. CANCELLATION. Buyer shall have the right to cancel for default all or any pan of the undelivered portion ofthis order if Seller breaches any of the terns hereof including warranties of Setkror if the Seller becomes Insolvent or commits acts ofbankruptcy. Such right of cancellation is in addition to and ant in lieu of any other renmedics which Buyer may have in law or equity. 14. TERMINATION. The performance of work under this order may be tenninated in whole, or in pan by the Buyer in accordance with this provision, Termination of work hereunder shall be effected by the delivery of the Seller of a "Notice of Termination" specifying tic extent to which performance of work under the order is terminated and the date upon which such termination becomes effective. Such right or termination is in addition to and not in lieu of the rights of Buyer set forth in Clause 13. herein. 15, FORCE MAJEURE. Neither party shall be held responsible for losses, resulting ifthe Adf llment of any terra of provisions ofthis contract is delayed or prevented by any cause not within the control of the party whose performance is interfered with, and which by the exercise of reasonable diligence said parry Is unable to prcv=L Ili. ASSIGNMENT -DELEGATION. No right or Interest in this contract shall be assigned or delegation of any obligation made by Seller without the written permission of the Buyer. Any attempted assignment or delegation by Seller shall be wholly void and totally inefkctive for all purpose unless made in conformity with this paragraph. 17. WAIVER No claim or right arising out of s breach of this contract can be discharged in whole or in pan by a waiver or renunciation of the claim or right unless to waiver or renunciation is supported by consideration and is in writing signed by the aggrieved patty. Ig. INTERPRETATION -PAROLE EVIDENCE This writing. plus any specifications for bids and performance provided by Buyer In its advertisement for bids, and any other documents provided by Seller as part of his bid, is intended by the panics as a final expression of their agreement and intended also as a complete and exclusive statement of the terms of heir agreement Whenever a tern defined by the Uniform Conmhercial Code is used in this agreement. the definition contained in the Code is to control. 19. APPLICABLE LAW. This agreement shall be governed by the Uniform Coimmsercul Code. Where ever the term `Uniform Commercial Code is used, it shall be construed as meaning the Uniform Comnercial Code as adopted its the State of Texas as efrective and in fora on tie . due ofthis agreement. 20. RIGHT TO ASSURANCE Whenever one party to this contract in good faith has reason to question the other party's intent to perform he may demand that tie other party give written assurance of his intent to perform. In the event that a demand is nude and no assurance is given within five (5) days, the demanding party may treat this failure as an anticipatory repudiation of the contact. 21. INDEMNIFICATION. Seller shall indemnify, keep and save harmless the Buyer, its agenm officials and employees, against all Wuries, deaths, loss, damages, claims• patent ehims. suits. fiabilitic& Judgments, costs and expenses, which may In anywise accrue against the Buyer in consequence of the granting ofthis Contract or which tray anywise result therefrom, whether or not it dull be alleged or determined that the act was caused through negligence or omission of the Sella or its employees, or of the subSeller or assignee or its employees. Ifany, and die Seller shall, at his own expense, appear. defend and pay all charges orattomeys and all cosu and otter expenses arising therefrom of Itcured in connection therewith, and, if any judgment shall be tendered against the Buyer in any such action, the Seller shall, at its own expenses. satisfy and discharge the same Setter expressly understands and agrees that any bond required by this coatrac% or otherwise provided by Seller, shall in no way limit the responsibility to Indemnify. keep and save harmless and defend the Buyer as herein provided 22. TIME It Is hereby expressly agreed and understood that time is of the essence for the h performance of this contract, and lhilurc by contact to mect the time spedscations ofthis agreement will cause Seller to be in default ofthis agreement y 23. MBL The City of Lubbock bereby notifies all bidders that In regard to iuy contract entered T' -;(, Into pursuant to this request. minority and women business enteeprises.will be afforded equal opportunities to submit bids In response to this invitation and will not be discriminated against on the grounds of race, color, sex or natural origin to consideration for an award. Ci:P 1,IRC1IiTERMt:OND. DOC