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HomeMy WebLinkAboutResolution - 2012-R0334 - PO - Al-Jon Manufacturing LLC - Refuse Compactors - 09_13_2012Resolution No. 2012—RO334 September 13, 2012 Item No. 5.13 RESOLUTION BE 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. 24100284 for the purchase of heavy duty refuse compactors as per RFP 12-10502-CI, by and between the City of Lubbock and A] -Jon Manufacturing, LLC of Ottumwa, Iowa, 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 September 13, 2012 CL OB SON, MAYOR ATTEST: Reb: cca Garza, City Secret y APPROVED AS TO CONT T: U VA Scott Snider, Assistant City Manager Community Services APPROVE AS TO FORM: Chad Weaver, Assistant City Attorney vw:ccdocs/RES.A1Jon Manufacturing, LLC-PurchaseOrd September 4, 2012 Resolution No. 2012-RO334 - - lubbock TO: PURCHASE ORDER AL-JON 1v1ANUFACTURING, LLC. 15075 AL-JON AVENUE OTTUMWA Iowa 52501-9281 INVOICE TO: CITY OF LUBBOCK ACCOUNTSPAYABLE P.O. BOX 2000 LUBBOCK, TX 79457 S141P TO: BY: Page - I Date - 08/29/2012 Order Number 24100284 000 OP Rrnnrh/Plant 241 CITY OF LUBBOCK FLEET SERVICES 206 MUNICIPAL DRIVE LUBBOCK Texas 79403 Ordered 08/29/2012 Freight Requested 01/21/2013 Taken By Delivery PER TREVINO M REQ 38534 PER RFP 12-10502-CI Description/5upplier Item Ordered Unit Cost UM Al-jon Advantage 500C1 2.000 539,975.0000 EA Landfill Compactors Terms NET 30 C ISAACS Extension Request Date 1,079,950.00 01/21/2013 Total Order 1,079,950.00 This purchase order encumbers funds in the amount of $1,079,950.00, for the purchase of landfill compactors awarded on September 13, 2012 to AI-jon Manufacturing, LLC., of Ottumwa, Iowa in accordance with Al-jon Manufacturing, LLC's response to RFP# 12-10502-C1. The following is incorporated into and made part of this purchase order by reference: Proposal Submitted by your firm in response to City of Lubbock RFP# 12-10502-CI. Resolution# 2012—R03T4 CITY OF LUBBOCK Glen 4ertson, ATTEST 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 addres% (b) Consignee's name, address and purchase under 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 banspixtation costs and to conform with mquirtmencs of commno carriers 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 PROHIBITED. Seller is not authorized to ship the goods under reservation and no tender of a bill of lading will operate as a tender of goods. 3. TITLE AND RISK OF LOSS. The tide and risk of loss of the goods shall not pass to Buyer until Buyer actuatty 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 fully comply with all provisions of this comraid as to time of delivery, quality and the like, tf 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 his intention to cure and may them make a conforming tender within the contract time but not afterward 5. INVOICES & PAYMENTS, it, 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 scpuatcly. 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. 0. Box 2000, 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 *ratuities, in the form of enterteiemmt, gifts or otherwise, were offered or given by the Sella, 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 event 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 Setter in providing such gratuities. 7, SPECIAL TOOLS & TEST EQUIPMENT. If the price stag on the face hereof includes the cost of any 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 become 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 event Sella breaches this warranty, the prices of the it shall be reduced to the Settees 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 rite 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 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 ct from the contract trice, or otherwise recover the Rill amount of such commission, percentage, brokerage or contingent fee. 9. WARRANTY -PRODUCT. Seiler shall not limit or exclude any implied warrmuies 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 spociBeation, drawings, and descriptions listed in the bid invitation. and to the sample(s) furnished by the Seller, if any. in the went of a conflict or between the specificabom, drawings, and descriptions, the specifications shall govern. Notwithstanding any provisions contained In the contractual agreement, the Seller represents and warrants flub -free performance and fault -five result in the processing dale 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 deck of this Contract. The obligatious contained herein apply to products and services provided by the Sella, its sub - Seller or any thud party 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 hemm, may route in the City of Lubbock availing itself of any of its rights under the law and under this Contract including, but nee limited to, its right pertaining to termination or default. The warranties contained herein arc separate and discrete from any other wwmntka specified in this Contract, and we not subject to any disclaimer of warsaty, 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 die U. S. Department of Labor under the Occupational Safety and Health Act of 1970. In the event the product does not conform to OSHA standards, Buyer may return the product for correction or replacement at the Seller's expense. in the event Seller fails to make the appropriate correction within a reasonable time, correction trade by Buyer will be at the Seller's expense, 0. NO WARRANTY BY BUYER AGAINST INFRINGEMENTS. As part of this contract for sale Sella agrees to ascertain whether goods manufactured in accordance with the specifications attached to this agreement will love rise to the rightful claim of any third person by way 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 Setter 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 infringemenl 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. tf Seller in good faith ascertains the ptodum m of the goods in accordance with the specifications will result in inBingemeot or the like, the contract shall be null and void. 12. RIGHT OF INSPECTION. Buyershall have the right to inspect the goods at delivery before accepting them. 13. CANCELLATION. Buyer sheik have the right to cancel for default all or any part of the undelivered portion of this order if Selerr breaches any of the lams 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 my have in law or equity. t4. TERMINATION. The performance of work under this order maybe terminated in whole, or in pan by the Buyer in accordance with this provision. Termination of worst hereunder shall be effected by the delivery of the Seller of a "Notice of Tmminatiom" specifying the extent to which perfwtnayce 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 any terms of provisions of this contract i, delayed or prevented by any cause not within the control of the party whose perfmtaace 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 pwagraph. 17. WAIVER. No claim or right arising out of a breach of this contract ear be cilscharged 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. Thin writing plus any specifications far bids and performance provided by Buyer in its advertisement for bids, and any other documents provided by Seller as pan of his 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 agreement. Whenever a term defined by the Uniform Commercial Code is used in this agreement, the defmition contained in the Cade is to control. 19. APPLICABLE LAW. This agreement shall be governed by the Uniform Commercial Code. Where ever the term "Uniform Commercial Code" is used, it shall be construed as meaning the Uniform Commercial Code as adopted in the State of Texas as effective and in force on the date of this agreement 20. RIGHT TO ASSURANCE. Whenever one party to this contract in good faith has reason to question the other party's intent to peffarm 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 within five (3) days, the demanding party may treat this failure as 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, claims, patent claims, suits, liabilities, judgments, costs and expensm, which may in anywise accrue against the Buyer in consequence of the granting of this Contract or which may anywise result dbcm& m% whether or not it shall be alleged or determined that the act was caused through negligence or omission of the Seller or its employees, or of the subSeller or assigace or its employees, if any, and the Seller shall, at his own expense, appear, defend and pay all charges of Buorneys and all costs and other expenses arising therefrom of incurred in connection therewith, and if any judgment shall be rendered against the Buyer in any such action, the Seller shell, at its own expenses, satisfy and discharge the same 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 contract, and failure by contract to meet the time spxificwiona of this agreement will cause Seller to be in default of the 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 he discriminated against on the grounds of race, color, sex or natural origin in consideration for an award 24, NON -ARBITRATION. The City reserves the right to exercise say right or remedy available to it by law. contract, equity, or athawim including without limitation, the right to seek any and all forma of relief in a court of competent jurisdiction, Further, the City shall not be subject to any arbitration process prior to exercising its unrestricted right to seek judieW remedy. The remedies set forth herein ore cumulative and not excursive, and may be exercised concurrently. To the extent of any conflict between this provision and another provision in, or related to, this document, this provision shall control. .. . a 25. RIGHT TO AUDiT. At arty time during the term of fie contract, or thereafter, the CO. or a duty authorized audit representative of the City or the State of,Tci as, at its expense and at reasonable times, reserves the right to audit Contractors records and books relevant to all services provided to the City under this Contract. In thiNvent such an radii by the City reveal* any errors of overpayments by the City, Contractor shalt refund the City the full amount of such overpayments within thirty (30) days of such audit fmdingr, or the City, at its optima, reserves the right to deduct such amounts uw ing the City from any payments due�Conbactof. Rev. 02/2012