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HomeMy WebLinkAboutResolution - 2006-R0180 - Purchase Order - Precast Products, CXT Incorporated - TOAS Flush Toilet Building - 04_13_2006Resolution No. 2006-RO180 April 13, 2006 Item No. 5.28 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 for TOAS Flush Toilet Building, by and between the City of Lubbock and Precast Products, CXT Incorporated of Spokane, Washington, 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 13th day of ATTEST:. 4 - Q 'n�:, "- - Reb ca Garza, City Secretary APPROVED AS TO CONTENT: Randy Truesde. , Director of Community Services APPROVED AS TO FORM: 10M as/ccdocs/PurcOrder-Precast Products March 31, 2006 Resolution No. 2UUb-RUM T Y a CITY OF LUBBOCK PURCHASE ORDER TO. CXT INCORPORATED 901 N HWY 77 HILLSBORO TX 76645 ACCOUNTS PAYABLE P.O. BOX 2000 LUBBOCK TX. 79457 Page - 1 Date - 4/18/06 Order No. - 293010 000 OP Brn/Plt - 3511 SHIP T0: CITY OF LUBBOCK PARKS AND RECREATION 1010 9TH STREET LUBBOCK TX 79401 BY: ----------- ---------------------------------- ---\:-;-Wl------ -•------------- rdered - 04/18/06 Freight - FOB Destination Frt Prepaid ?quested - 07/28/06 Taken By - MARTA ALVAREZ slivery - TX-MAS 5-560100 Contact: David Rogers --------------------------------------....................................... ascription / Supplier Ite Ordered UM Unit Cost UM --............ Extension Req. ..------ --------------------------- re -Cast Concrete Restroom ........... 1.000 -- EA ........... 88,159.0500 EA 88,159.05 07/28/ 6 re -Cast Concrete Restroom 1.000 EA 84,532.0540 EA 84,532.05 07/28/ 6 This purchase order encumbers funds in the amount of $172,691.10, for the purchase two pre -cast concrete restroom awarded to CXT Incorporated, of Hillsboro, Texas, on April 13, 2006. The following are incorporated into and made part of this purchase order by reference worksheets submitted by CXT Incorporated, of Hillsboro, and TXMAS Contract #5-56 - 100. Resolution No. 2006-R0180. Total Order rms-NET 30--------------------------------------- 172.691.10 TERMS AND CONDITIONS IMPORTANT: READ CAREFULLY STANDARD TERMS AND CONDITIONS CITY OF LUBBOCK, TEXAS Seller and Buyer agree as follows: 1. SELLER TO PACKAGE GOODS. Seller will package goods in accordance with good commercial practice. Each shipping container shall be clearly and permanently marked as follows (a) Seller's name and address, (b) Consignee's name, address and purchase order or purchase release number and the supply agreement number if applicable, (c) Container number and total number of containers, e.g. box I of 4 boxes, and (d) the number of the container bearing the packing slip. Seller shall bear cost of packaging unless otherwise provided. Goods shall be suitably packed to secure lowest transportation costs and to conform with requirements of common tamers and any applicable specifications. Buyer's count or weight shall be final and conclusive on shipments not accompanied by packing lists. 2. SHIPMENT UNDER RESERVATION PROFRBI ED. Seller is not authorized to ship the goods under reservation end no tender of a bill 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 of goods must Polly comply with all provisions of this contract as to time of delivery, quality and the like. if a tender is made which does not fully conform, this shall constitute a breach and Seller shall not have the right to substitute a conforming tender, provided, where the time for performance has not yet expired, the Seller may reasonably notify Buyer of bis intention to cure and may then make a conforming tender within the contract time but not afterward. 5. INVOICES & PAYMENTS. a. Seller shall submit separate invoices, in duplicate, one each purchase order or purchase release after each delivery. Invoices shall indicate the purchase order or purchase release number and the supply agreement number if applicable. Invoices shall be itemized and transportation charges, if any, shall be listed separately. A copy of the bill of lading, and the freight waybill when applicable, should be attached to the invoice. Mail To: Accounts Payable, City of Lubbock, P. O. Box 200D, Lubbock, Texas 79457, Payment shall not be due until the above instruments are submitted after delivery. 6. GRATUITIES. The Buyer may, by written notice to the Seller, cancel this contract without liability to Seller if it is determined by Buyer that gratuities, in the form of entertainment, gifts or otherwise, were offered 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 securing a contract or securing favorable treatment with respect to the awarding or amending, or the making of any determinations with respect to the performing of such a contract, in the evert this contract is canceled by Buyer pursuant to this provision, Buyer shall be entitled, 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 stated on the face hereof includes the cost of arty special tooling or special test equipment fabricated or required by Seller for the purpose of filling this order, such special tooling equipment and any process sheets related thereto shall became the property of the Buyer and to the extent feasible shall be identified by the Seller as such. 8. WARRANTY -PRICE. a. The price to be paid by the 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 for products of the kind and specification covered by this agreement for similar quantities under similar of like conditions and methods of purchase. In the evens Seffer brfaclies thii'WaPhirty, theipriees oF- the 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 Seller for breach or Seller's actual expense. b. The Seller warrants that no person or selling 1§enc�'hss been employed or reginedlo 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,,, securing" commercial or selling agencies maintained by the Seller for the purpose of ring baseness. For breach of vitiation of this warranty the Buyer shall have the right in addition to any other right of rights 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. WARRANTY -PRODUCT. Seller shall not limit or exclude aWif tplied warranties and any,,, attempt to do to shall render this contract voidable at the option of the Buyer. Seller warrants that the goods furnished will conform to the specification, dravnngs, and descriptions listed in the bid invitation, and to the sample(s) famished by the Seller, if airy. in: the event of aconflict or between the specifications, drawings, and descriptions, the+`speaiications shell gelkrn Notwithstanding any provisions contained in the contractual agreement, the Seller represents' and warrants fault -free performance and fault -free result in the 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 case may be from the effective date of this Contract. Also, the Seller warnams the year2000 calculations will be recognized and accommodated and will not, in any way, result in hardware, software or firmware failure. The City of Lubbock, at its sole option, may require the Seller, at any time, to demonstrate the procedures it intends 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, its sub -Seller or arty third parry involved in the creation or development of the products and services to be delivered to the City of Lubbock under this Contract. Failure to comply with any of the obligations contained herein, may result in the City of Lubbock availing itself of any of its rights under the law and under this 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 specified in this Contract, and are not subject to any disclaimer of warranty, implied or expressed, or limitation of the Seller's liability which may be specified in this Contract, its appendices, its schedules, its annexes 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. Department of Labor under the Occupational Safety and Health Act of 1970. In the event the product does net conform to OSHA standards, Buyer may return the product for correction or replacemert at the Seller's expense. in the event Seller fails to make the appropriate correction within a reasonable time, correction made by Buyer will beat the Seller's expense. I1, NO WARRANTY BY BUYER AGAINST INFRINGEMENTS. As part of this contract for sale Seller agrees to ascertain whether goods manufactured in accordance with the specifications attached to this agreement will give rise to the rightful claim of arty 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 no event shall Buyer be liable to Seller for indemnification in the event that Seller is sued on the grounds of infringement of the like. if Seller is of the opinion that an infringement or the like will result, he will notify the Buyer to this effect in writing within two weeks after the signing of this agreement. If Buyer does not receive notice and is subsequently held liable for the infringement or the like, Seller will save Buyer harmless. If Seller in good faith ascertains the production of the goods in accordance with the specifications will result in infringement or the like, the contract shall be null and void. 12. RIGHT OF INSPECTION. Buyer shall have the right to inspect the goads at delivery before accepting them. 13. CANCELLATION. Buyer shalt have the right to cancel for default all or any pan of the undelivered portion of this order if Seller breaches any of the terms hereof including warranties of Seller or if the Seller becomes insolvent or commits acts of bankruptcy. Such right of cancellation is in addition to and not in lieu of any other remedies which Buyer may have in law or equity. 14. TERMINATION, The performance of work under this order may be terminated in whole, or in part 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 the extent to which'perfornance 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 if the fulfillment of arty terns of provisions of this 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 party is unable to prevent. 16. 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 ineffective for all purpose unless made in conformity with this paragraph. 17. WAIVER. No claim or right arising out of a breach of this contract can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party. 18. INTERPRETATION -PAROLE EVIDENCE. This writing, plus arty specifications for bids and performance provided by Buyer in its advertisement for bids, and any other documents provided by Seller as part of hie bid, is intended by the parties as a final expression of their agreement and intended also as a complete and exclusive statement of the terms of their p ea a®eernSnt..Whe"',tgrm de*wd by the Uniform Commercial Code is used in this f agreement, the definition contained in the Code is to control. 19. AFPPLICABLE LAW. Thus agreement shall be governed by the Uniform Commercial Code. Where .evef the term "Unifomreardhercial Code" is used, it shall be construed as meaning the e., . Uniform Commetcral'Cadi�Op�ed as ain the State of Texas as effective and in force on the date of this agreement. 20 Ridid 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 the other party give written assurance of his intent to perform. In the event that a demand is made and no assurance is given_wkhin five (5) days, the demanding party may treat this failure as an anticipatory repudiation of the contract. 21INAfIF1CASeller shell indemnify keep and save harmless the Buyer, eta agents ot vials Yrtp e o against all injuries deaths loss damages clairra patent claims cold liabilitid judgment; costs end expenses, which may in anyw se accrue against the Buyer in cornsequence oEthe granting of this Contract a which nosy arrynvise result therefrom, wfre[her For riot:it ejiell 6eielle�ed a determined that the act was caused through negligence or omission of the Seller or its brnployees or of the subSeller or assignee a its employees, if arty, end the Seller shall, at his own expense, appear, defend and pay all charges of attomeys and all costs and other expenses arising therefrom of incurred in connection them -with, and, if arty judgment shall be rendered against the Buyer in any such action, the Seller shall, at its own expenses, satisfy and discharge the sane Seller expressly understands and agrees that any bond required by this contract, 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 performance of this coact, and failure by contract to meet the time specifications of this agreement will cause Seller to be in default of this agreement. 23. MBE. The City of Lubbock hereby notifies all bidders that in regard to any contract entered into pursuant to this request, minority and women business enterprises 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 in consideration for an award. Rev. 0812005