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HomeMy WebLinkAboutResolution - 2007-R0311a - PO - Lubbock Truck Sales Inc. - Truck Cab And Chassis - 07_12_2007Resolution No. 2007-RO311A July 12, 2007 Item No. 5.33 RESOLUTION IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the City Council of the City of Lubbock hereby authorizes and directs the Mayor of the City of Lubbock to execute a Purchase Order Contract by and between the City of Lubbock and Lubbock Truck Sales, Inc., of Lubbock, Texas, for purchase of a truck cab and chassis, which Contract and any associated documents, are attached hereto and made a part of this Resolution for all intents and purposes. by the City Council this 12thday of July 92007. DAV/ID A. NhLLER, MAYOR I ATTEST: Rebecca Garza, City Secretary APPROVED AS TO CONTENT: C� Mark earwo , Assistant City Manager/Chief Information Officer APPROVED AS -TO FORM: Vandiver, Attorney of Counsel DDres/LubbockTruckSales07 POc onAes July 5, 2007 CITY OF LUBBOCK . TO: Y PURCHASE ORDER LUBBOCK TRUCK SALES INC 1801 E SLATON HWY LUBBOCK TX 79404 Page - 1 Date 7/03/07 Order No. - 313876 000 OP Brn/Plt - 3511 SHIP TO: CITY OF LUBBOCK MUNICIPAL BUILDING C/O AUBREY LONG LUBBOCK TX 79401 INVOICE TO: CITY OF LUBBOCK ACCOUNTS PAYABLE P.D. BOX 2000 LUBBOCK, TX 794S7 BY: --------------------------------------------------------------------------- Ordered - 07/03/07 Freight - FOB Destination Frt Prepaid Requested 10/26/07 Taken By - MARTA ALVAREZ Delivery BID 07-041-MA ------------------------------------------------------------------------------ Description / Supplier Ite ---------------------------- Sterling Acterra Truck Cab & Chassis, Spec 606-FD Ordered UM Unit Cost UM Extension ----------- 1.000 -- EA -- 58,200.0000 EA 58,200.00 Req. Dt 10/26/07 This purchase order encumbers funds in the amount of $58,200, the purchase truck cab and chassis, awarded to Lubbock Truck Sales, Inc. of Lubbock, Texas on July 12, 2007, in accordance with your response to BID 7-041-MA, Light Duty Vehicles and Transport Truck. 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 07-041-MA. Resolution# 2007--RO311A . CITY OF LUBE OC 4 ATTEST: David A. Miller, fdayor Rebeech Garza, City Secretary Total Order ------------------------------------------------------------------------------------- TXF ASTO FORM: 58,200.00 J/ k- AssistaV City Attorney 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 shell be clearly and permanently marked as follows (a) Seller's name and address, (b) Consignee's new, 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 1 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 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 suthoriaed to ship the goods under reservation and rice tender of a bill of lading will operate is a tender of goods. 3. TITLE AND RISK OF LASS. 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 OF points of delivery. 4. NO REPLACEMENT OF DEFECTTVE TENDER. Every lender of delivery of goods must fully comply with all provisions of this contract as to time of delivery, quality and the like. Lf a tender is made which sloes 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 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 dull indicate the purchase order or purchase release number and the supply agreement number if applicable. Invoices shalt be itemized and transportation charges, if any, dull 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 2DOO, Lubbock Texas 79457. Payment shall not be due until the above instruments arc submitted after delivery. 6, GRATUr MS. 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 entertainnu m, gifts or otherwise, were offered or given by the Seller, or any agent or representative of the Seller, to any officer or employee of lire City of Lubbock with a view to securing a contract or aecuriag favorable treatment with respect to the awarding or sonending, OF the snaking 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 Df 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 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 therein shall becosne the property of the Buyer and to the extent feasible mull be identified by the Seller as such. B. WAR.RAN'TY-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 Seller breaches this warranty, the prices 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 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 bons fide employees of bona fide established commercial or selling agencies maintained by tk6 Seller for the purpose of aecuring business. For breach of viciation 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 any implied warranties 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 specification, drawings, and descriptions listed in the bid invitation and to the aample(s) furnished by the Seller, if any. In the event of a conflict or between the specifications, drawings, and descriptions, the specifications shall govern. Notwithstanding any provisions contained in the contractual agreement, the Seller represents and warrants fault-ftee performance and fault -flee 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 larder this Contract, individually or in combination, as the case may be from the effective date of this Contract. Also, the Seller warrants the year2DOO 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 berrin. 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 services to be delivered to the City of Lubbock under this Contract. Failure to comply with any of the obligations contained herein, tray 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 ye 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 not conform to OSHA standards, Buyer may return the product for correction or replacement at the Seller's expense. N the event Seller fails to make the appropriate correction within a reasonable time, correction made by Buyer will be at the Seller's expense. 11. 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 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 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 opimcn 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 rot receive notice ami 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 1NSPE(TION. Buyer shall have the right to inspect the goods at delivery before accepting them. 13. CANCELLATION. Buyer shall have the right to cancel for default all or any pan of the undeliverid potion of -this order if Seller breaches any of the terms hereof including warranties of Seiler or if the Seller becomes insolvent or conrenits 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 pan by the Buyer in accordance with this provision. Termination of work hereunder shall be affected by the delivery of the Seller of &'Notice of Termination" specifying the 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 end not in lieu of the Fights of Buyer set forth in Clause 13, herein. 15. FORCE MAJEURF. Neither party shall be held responsible for losses, resulting if the fulfillment of any terms of provisions of this contract it 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. lg. 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 parties as a final expression of their agreement and intended also as a corrrplete and exclusive statement of the terms of their agreement. Whenever a terra defined by the Uniform Commercial 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 Corrunmial Code. Where ever the tern "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 perform he may demand that the other party give written assurance of his intent so perform. In the event that a demand is made and no assurance is given within five (5) days, the demanding party may treat this failure as an anticipatory repudiation of the contract, 2 L 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 expenses, which may in anywise accrue against the Buyer in eomeequence of the granting of this Contract or which may anywise result therefrom, 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 assignee or its employees, if any, and the Seiler shall, at his own expense, appear, defend and pay all charges of attorneys and ell costs mad other expenses arising therefrom of incurred in connection therewith, and, if any judgrnent shall be rendered against the Buyer in any such action, the Seller shall, at its own expenses, satisfy and discharge the wire 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 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 &MY contract entered into pursuant to this request, minority and women business enterprises will be afforded equal opportunities to subunit bids in response to this invitation end will not be discriminated against on the grounds of race, color, sex or natural origin in consideration for an award. Rev. 08/2005