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HomeMy WebLinkAboutResolution - 2012-R0154 - PO - Altec Industriest Inc.- Altec Model AT40M - 04_10_2012Resolution No. 2012—RO154 April 10, 2012 Item No. 5.16 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 for and on behalf of the City of Lubbock, Purchase Order No. 10005092 for the purchase of an Altee model AT40M, by and between the City of Lubbock and Altec Industries, Inc. of Waxahachie, Texas, 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 on April 10, 2012 F TOM MARTIN, MAYOR ATTEST: Rebecd,a Garza, City Secretary (APPROVED AS TO CONTENT: Mark 1;earwobb, Assistant City Manager Chief Information Officer 'PROVED AS TO FORM: Chad Weaver, Assistant City Attorney cedocs/RES.Altee Industries, Inc.-PurchaseOrd -ch 9, 2012 3 Lubbock PURCHASE ORDER TO: ALTEC INDUSTRIES INC 1001 SOLON ROAD WAXAHACHIE Texas 75165 INVOICE TO: CITY OF LUBBOCK ACCOUNTSPAYABLE P.O. BOX 200 LUBBOCK, TX 79457 Page - 1 Date - 03/09/2012 Order Number 10005092 000 OP Branch/Plant 100 SHIP TO: CITY OF LUBBOCK FLEET SERVICES 206 MUNICIPAL DRIVE LUBBOCK Texas 79403 Ordered 03/09/2012 Freight Requested 11/05/2012 Taken By C ISAACS Delivery PER TREVINO_M REQ 39111 TXMAS CONTRACT NO. 11-23VO50 Description/Supplier Item Ordered Unit Cost_ UM Extension Request Date ALTEC model AT40M 1.000 123,776.0000 EA 123,776.00 11/05/2012 Quote No. 177296-1 Total Order Terms NET DUE ON RECEIPT 123,776.00 This purchase order encumbers funds in the amount of $123,776.00 awarded to Altec Industries, Incorporated of Waxahachie, Texas, on April 10, 2012. The following is incorporated into and made part of this purchase order by reference: Price quotation number 177296-1 dated February 29, 2011 from Altec Industries, Incorporated of Waxahachie, Texas and TXMAS contract # 11-23V050. Resolution# 2012—RO154 CITY OF LUBBOCK ATTEST: �ly Tam 1Vlarttn, Mayor Rebee Garza, City Secretary TERNIS AND CONDITIONS INIPORTANT: READ CAREFULLY STANDARD iFERMS AND CONDITIONS CITY OF LUBBOCK. TEXAS Seller and Buyer Agree is follows: I. SELLER TO PACKAGE HOODS. Seller will package goods in accordance with gotaJ commercial practice. Fach shipping container shall be clearly and permanently marked as follows (a) Seller's name and addresa. (b) C'onsignte's name. address and purchase order or purchase release number and the supply agreement number if applicable, (c) Container number and total numher of containers, e.g. box I of 4 boxes, and (Jl the number of the container hewing the p.ak ing .lip. Seller shall hear cost of packaging unless otherwise provided. Go its shall be suitably packed to secure lowest transporuuon costs and to conform with requirements of commvm carriers and any applicable specifications. Buyer's count or weight shall he final and conclusive on shipments not accompanied by packing lists. 2. SIIfPMENI UNDER RESERVATION PROHIBITED. Seller is not authonced to ship the goods under resenautm and no iender 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 no pass to Buyer until Buyer actually receives and takes pmsosion of the goods at the point or points of delivery, 4. NO REPLACEMENT OF DEFECTIVE TENDER. Every tender of delivery of goods must fully comply with all provisions of this contract as to time of delivery, quality and the like. If a tender is made which does nil 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 his intention to cure and may ihen nuke a conforming tender within the contract time but not afterward. 5. INVOICES A PAYMENTS. a Seller shall submit sepante invoices, in duplicate. one each purchase order or purchase mlesse after each delivery, Invoices shall indicate the purchase order of purchase release number and the supply agreement number if applicable. Invoices shall be itemized and innportation charges, if any, shall be listed separately. A copy of the bill of lading, and the freight waybill whenapplicable, should be attached to the invoice. Mail ToAccounts Paysbk, City of Lubbock, P. 0. Box 2000, Lubbock. Texas 79457, Payment shall not be due unui the above insuumems are submitted after delivery. 6. C,RATLITIES. The Buyer may, by written notice to the Seller, cancel this contract without liability to Seller if it is determined by Buyer that gratuitica, Its die form of entertainment, gifts a otherwise, were offered a given by the Seller, or any sgem at representative of the Seller, to any officer or employee of the City of Lubbock with a vices to securing a contract or securing favorable treatment with rnpm to the awarding at amending, or the making of any deerminations with respect to the performing of such a contract. In the event this eontraol t■ canceled by Buyer pursuant to this provision, Buyer shall be rnuded, in addition to any other rights and remedies, to recover or withhold the amounts of the cost incurred by Seller in providing such gratuities. 7. SPECIAL TOOLS A TEST EQUIPMENT. If the price stated on the face hereof includes the cost of any spec~] tooling or special test equipment fabricated or required by Seller fun the purpose of falling this order, such special tmling equipment and any process sheen related thereto stall become the property, of the Buyer and to the extent feuible shall be identified by the Seller as such. & WARRANTY -PRICE, a. The price to be paid by the Buyer shall be that contained in Seller's bid which Seller warany Us be no higher than Sella s current process on orders by others for products of the kind and specification covered by this agreement for similar quantities ursder similar of like conditions and mirdsods of purchase. In the event Seller breech this warranty, this prices of the items shall be reduced to the Seller's current prices on orders by others, or in the altenuuive. Buyer way cancel this contract without liability to Seller for breach or Seller's actual expense, Is. The Seller warrants that no person or selling agency has been employed or retained to solicit or wins a this contract upon an agreement or tslidmtartdmg for commission, percentage, brokerage. or contingent fee excepting bons fide employes of bast fide established commercial or selling agencies maintained by du Seller for the purpose of securing business. For breach of vitiation of this varratry the Buyer shall have the right in addition to any other right of rights to cartel this corwrw 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 hull amount of such com oiaion, percentage, brokerage or contingent fee. 9. WARRANTY -PRODUCT. Seiler shan riot limit or exclude any implied warrants and any attempt to do so shall render this contract voidable at the option of the Buyer. Seller warrants that the goods furnished will conform to the specifleation, dnwmgs, end descriptions listed in the bid invitation, and to the somplefah fuoished by the Seiler. if any. In the event of a conflict or between the specifiutiosa, diawintia, and descriptions, tie specifications shall govern. Notwithstanding any provisions contained in the contractual agreement the Seller represents and warrants fault -free pafornsnce and fault -free result in the processing dare and due related data (including, but not limited to calculating, comparing and sequencing) of all hardware, software and firmware products delivered and services provided under this Conts'acl, individually at in combination, as the case may be from the effective date of this Congress. The obligation conned herein apply to products and services provided by the Seller, its sub - Seller or any third parry involved in the creation or dervelopma t of the pmducu and services to be delivered to the City of Lubbock under this Coruact F■ilme to comply with any of thie obligations conuuxd herein, may result in the City of Lubbock availing itself of any of its rights under the law end under this Contract including, but not limited to, its right pertaining to termination or default. The warantes contained herein ere separere and discrets from any other warranties specified in this Contract, tad are not subject to any disclaims of warranty, implied or expressed or limitation of the Seller's liability which may be 9witfled in this Contract, its appendices, its schedules, its annexes a any document incorporated in this Contract by reference. 10. SAFETY WARRANTY. Seller wanner that the product sold to the Buyer shall conform to the standards promulgalad by door U. S. Department of Labor under the Occupatiaal Safety and I lealth Act of 1970 In the even the product dos not conform to OSI IA standards, Buyer may return the product for correcuai or replacement at the SOkr's expense. In the evert Seller fads to nuke the appropriate correction within a reasonable time, correction made by Buyer will he at the Seller's expense. I I NO WARRANTY BY BUYER AGAINST INFRINGEMENTS. As put of this contract for ask Seller agrees to ascenam wbeths goods manufactured in accordance with the vpeciications attached to this agreesestm will give rise to the rightful clam of any third person by way of infringement of the like. Buyer makes no warranty that the production of goods decoding to the spectficatioe will riot give rise to such a claim, and in no event shall Buyer be lishk 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 alter the signing of this agreement. If Buyer don not receive nonce and is subsequently held liable fix the infringement or the like. Seller will save Buyer harmless. If Seller in gout faith ascertainthe production of she goods in accordance with the speciftcaiicsru will roult in mfringenenl m the like. the contract shall be null and void. 12, RIGIIT OF INSPECTION. Buyer shall have die right to inspect the goods at delivery before accepting them. 13. CANCELLATION. Buyer shall have the not to camel for default all or any put of the undelivered portion of this order of Seller breeches any of the terms hereof including warranties of Seller or if the Seller becomes insolvent or cummiu 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. fie perkorrnance of wort under this order maybe terminated in whole, min put by the Buyer in accordance with this provisian. Termination of work hereunder shall be effected fry the delivery of the Seller of a "Notice of Termination' specifying the extent to which performance of wodt uruler the order is terminated and the date upon which such termination becomes efrcc(ive, Such right or terminwoon is in addition to and not in lieu of the nghts of Buyer set forth in Clause 13, herein. 15. FORCE MAJEURE. Neither parry shall be held responsible for losses, resulting if the fulfillment of any terms of provisions of this contract is delayed or prevented by any cause not within the control of the pony whose performance is inwr'fered 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 m delegation of any obligation merle by Seller without the wriorn permission of the Buyer. Any anariplad assigmmant or delegation by Seiler shall be wholly void and totally ineffective for all purpose unless nude in conformity with this paragraph. 17. WAIVER_ No claim or right spring out of a breach of this contract can be discharged in whole or in put by Is waiver or renurxiatkm of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party. I R. iNTERPRETATION4AROLE EVIDENCE. This writing. plus any specificatione 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 peaks am a Beal expression of their agreement and intended also ss a complete mid exclusive statement of the terns of their agreement. Whenever a term defined by the Uniform Commercial Code is used in this agreement. the definition contained in the Code is to contsol. 19, APPLICABLE LAW. This agreement shall be governed by the Uniform Cosnrascial Code. Where ever the tam "Uniform Commercial Code" is used, it shall be construed as meaning the, Uniform Commercial Code As adopted in the Sure of Texas as effective and in force on the date of this agreement 20. RIGHT TO ASSURANCE. Whenever once party to this ctmuttct in good faith has measort to question the other parry's intent to perform he may demand that the other panty give written assurance of his intent to perform In the event that a demand is made asd no assurance is given within rive 15) days, the derarding party may treat this failure u an anticipatory repudiation of the contract. 21. INDEMNIFICATION. Seller shall indemnify, keep and save harmless the Buyer, its agents. officials and employees, against all injuries. deaths, loss, damages, clahvia, patent claims. suits. liabilities, )udgmans, com and expenses, whicb may in mtywisa scaise against the Buyer in consequence of the granting of this Contract or which may anywise result derefmom, whether of not it stall be alleged or determined that the en wit caused through negligence or omitsion of the Seller or its employee., or of the subSeller or assignee or its employes, if any, and the Seller shall, no hie own expense, ePPer, defend and pay all charges of attorneys and all crisis end odder expenses arising therefrom of incurred in connection that wide and, if any judgment shall be rendered aganst alb Buyer in any such action, the Seller shall, at its own expenses, satisfy and discharge the same Seller expressly undmtands and agrees that any bond required by this contract or osherwise provided by Seller, shall in no way limit the responsibrlily to indemnify, keep and save harmless and defend the Buyer as heron provided. 22, TIME. It is hereby expressly agreed and understood that time is of the msence for the performance of this contract. and falltre by contract to morel the time specifications of this agreement will cause Seiler to be in default of this agreement. 23. MBE. The City of Lubbock hereby notifies all bidden that in regard to any contract entered into pursuant to this request mhsaity and women business enterprise will be afforded equal opportunities to submit bids in response to this invitations ud will nor be discriminated agairmp on the grounds of rem, color, sex or natural origin in consideration for an award. 24. NON -ARBITRATION. The City reserves the right to exercise my right or remedy available to it by law, contract equity, or alherwisa, including without limitation, the right to seep any and all forms of relief in a court of eompis m Jurisdiction, Further, the City shall net be subject to any arbitration process prim to exercising its unrestricted right to seek judicial -tidy. The remedies Ice forth herein are cumwluive arrd not exclusive, and may be exercised coneurrsndy. To the extent of any conflict between this provision and another provision in, or related to, this docunreot this provision shall control. I5 RIGHT TO AUDIT. At any time during the term of the contract or dere■fter, the City, or a duly authorvsd audit reprssenutive of the City or the State of Tests, at its expense and at reasons ble timse, reserses the right to audit Conuxuar's records and Inwks rely+ant to all services provided to the City under this Contraa, In the event such an audit by she City rev Gals any errors or overpayments by the City. Contractor shall refund the Cat the lull omu inn of such ovapsyments within thirty (30) days of such audit Bnding>, or the (Ay. at its option. reserves the nghl io deduct such amounts owing the City from any psymeets due Contractor. Rev. 02 2012