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HomeMy WebLinkAboutResolution - 2013-R0092 - PO - Associated Supply Co. Inc.- Case Compact Track Skid Steer - 03/14/2013Resolution No. 2013-0092 March 14, 2013 Item No. 5.11 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. 31014077 for the purchase of Case Compact Track Skid Steer TR270 as per BuyBoard 345-10, by and between the City of Lubbock and Associated Supply Company, 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 on March 14, 2013 WC.RJBERTSON, MAYOR ATTEST: Rebecc Garza, City Secretary APPROVED AS TO CONT T: 55M5� Scott Snider, Assistant City Manager Community Services APPROVED AS TO FORM: Chad Weaver, Assistant City Attorney v :ccdocs/RES.Associated Supply-PurchaseOrd February 27, 2013 Resolution No. 2013-ROO92 mbbock TIXAS PURCHASE ORDER TO: ASSOCIATED SUPPLY COMPANY INC PO BOX 3888 LUBBOCK Texas 79452 INVOICE TO: CITY OF LUBBOCK ACCOUNTBPAYABLE P.O. BOX 2000 LUBBOCK TX 79457 Page - I Dale - 02/22/2013 Order Number 31014077 000 OP Branch/Plant 3526 SHIP TO: CITY OF LUBBOCK FLEET SERVICES 206 MUNICIPAL DRIVE LUBBOCK Texas 79403 Ordered 02/22/2013 Freight Requested 02/22/2013 Taken By Delivery PER M.TREVINO/REQ41350 BUY BOARD 345-10 Description/Supplier Item Ordered Unit Cost UM Case Skid Steer TR270 1.000 53,250.0000 EA water Dist &Maim Terms NGT DUE ON RECI-119 D. oRRE5 Extension Request Date 53,250.00 05/222013 Total Order 53,250.00 This purchase order encumbers funds in the amount of $53,250 awarded to Associated Supply Company, Inc. of Lubbock, Texas oar March 14, 2013. The following is incorporated into and made part of this purchase order by reference: Price Quotation dated February 12, 2013 from Associated Supply Company, Inc. of Lubbock, "Texas and Buy Board Contract 345-10. ResolutionN CITY OF LUBBOC� ATTEST: C Glen C. Robu 1, M'r or Re ecc Gaal, City Secretary 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) Sellers name and addmt (b) Consigm e's name, address and purchase order or purchase release number and the supply agreement number if applicable, (c) Containar number and total number of contairteea, erg. 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 fists. 2. SHIPMENT UNDER RESERVATION PROHIBITED. Seiler is nes authorized to ship the goods under reservation and no tender afar bill of lading will operate as a tender of goods. 3. TITLE AND RISK OF LOSS. The title mrd 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 fully comply with all provisions of this contract as to time of delivery, quality and the Eke. If a tender is made which does not fully conform, this shall constitute a breach and Sella shall not have the right to substitute a conforming tender, provi" where the time for performance has not yet expired the Seller may reasonably notify, Buyer of his intention to cute and nay thea make a conforming ender within the contract time but not afterward. S. INVOICES & PAYMENTS. a. Seiler 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 agmanat 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. 0. Box 2000, Lubbock. Texas 79457. Payment shall not be due until the above instruments aro submitted alter 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 fie forth of entertainment, gifts or otherwise, were offered or given by the Seiler, or any agent a 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 Seller in providing such gratuities. 7. SPECIAL TOOLS & TEST EQUIPMENT. if the price stated on the fate 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 shoes mised thereto shall become the property of the Buyer and to the extent feasible shall be identified by the Sella as such. 8. WARRANTY -PRICE. a. The price to be paid by the Buyer shall be that contained in Seiler'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 &Indian of like conditions and methods of purchase In the event Sella breaches this warranty. the plias of the items shall be reduced to the Sellers current prim 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 at 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 bane fide employees of bons 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 canal this contract without liability and to deduct Cron the contract prim 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 fie option of the Buyer. Seller warrants that the goods furnished will conform to the specification, drawings, and descriptions listed In the bid invite iom, and to the sample(:) furnished by the Seller, if any. In the event ora confiia or between the specifications, drawings, and description, the specification shall govem. Notwithstanding any provisions contained in the contractual agreement the Seller reptesan and warrants fault -free performance and fautt-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 under this Contract, individually or in combination, as the ease may be from the effective date of this Contract. The obligations contained herein apply to products and savior provided by the Sella, its sub. Sella 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 Contra 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 aro separate and discrete from any other warranties specified in this Contract and arc not subject to any disclaimer of warranty, implied or expressed, At limitation of rte Sellers liability which may be specified in this Contract its appendices..its whedulet its annexes or any document incorporated in this Contras 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 tabor under the Occupational Safety and Ilealth Act of 1970. In the event the product does act conform to OS11A 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 made by Buyer will be at the Seller's expense. 11. NO WARRANTY BY BUYER AGAINST INFRINGEMENTS. As pan of this contract for sale Seller agues 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 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 ciaim, 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 lie. If Sella is of the opinion "an infringement or the like will result, be will citify 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, Sella will save Buyer harmless If Sella in good faith ascertains the production of the goods in accordance with the specifications will result in infringement or the like, the contract shail be null and void. 12. RIGI IT OF INSPECTION. Buyer shall have the right to inspect the goods at delivery before flog them 13. CANCELLATION. Buyer shall have the right to cancel for default all or any pan of the undelivered portion of this order if Sella breaches any of the terms better 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 Ileu 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 acwrdame with this prevision. Termination of work hereunder shall be effected by the delivery of the Sella of a "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 and not in lieu of the rights of Buyer set forth in Clause 13, herein. 15. FORCE MAJEURE. Neither party shall be held responsible far losses, resulting if the fulfillment of any temp of provisions of this contract is delayed or prevented by any cause not within the control of the party whose perfanname is interfered with, and which by the exadw 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 Sella shall be wholly void and totally ineffective for all purpose unless made in conformity with this paragraph. 17. WAIVER. No claim or right arising asst of a breach of this contract can be discharged in whole or in pan by a waiver at 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 any specifications for 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 paries as a final expression of their agreement and intended also as a complete and exclusive statement of the terms of their agreement Whenever a tam dermad 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 Commercial Code. Where ever the tam "Uniform Commercial Code" is used, it shall be cotstmed 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, RIOIIT TO ASSURANCE. Whenever one patty to this contract in good faith has reason to question the other party's intent to perform he may demand that the atter party give written asuuanx of his intent to 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 21. INDEMNIFICATION. Seller shall indemnify, keep and save harmless the Buyer, its agents, officids and employes, against all injuries, deaths, loss, damages, claims, patent claims, suits, liabilities, judgmrnu, cow and expenses, which may in anywiso locate against the Buyer in consequence of the granting of" Comiract or which may anywise result therefrom whether or not it shin be alleged or determined that the act was caused through negligence or omission of the Seiler or its employees, or of the subSeller or assignee or its employees, if any, and the Sella shall, at his own expense, appear, defend and pay all charges of attorneys 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 Sella shall, at its own expenses, satisfy and discharge the same Sella expressly understands and agree that any bond required by this contract or otherwise provided by Seller, shah in aro 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 understand that time is of the ease= for the performance of this contract and failure by contract to mea 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 bidden that in regard to any comma entered into pursuant to this request minority and women business enterprises will be afforded equal opportunities to submit bids in response to this invitatim and will not be discriminated against on the grounds of race. color. sex or natural origin in consideration for an award. 24. NON -ARBITRATION, The City msmes the right to cxtreisc any right or remedy available to it by law, contract equity, or otherwise, including without limitation, the right to seek any and all forms 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 judicial mrady. The remedies ser forth herein arc cumulative and nes exclusive, mad may be exercised concturcntly, To the extent of any conflict between this provision and another provision in, of related to, this document this provision shall control. 25. RIGBT TO AUDIT. At any time during the term of the contract, or thereafter, the City, or a duly authorized audit representative of the City or the State of Texas, at its expense and at reasonable Gees, reserves the right to audit Contractor's meards and books relevant to all services provided to the City under this Contract In the event such an audit by the City mveab any amn or overpayments by the City. Contractor shall refund the City the full amount of such overpayments within thirty (30) days of such audit findings, or the City, at its optim reserves the right to deduct such amounts owing the City from any payments due Contrasar. Rev. 0212012