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HomeMy WebLinkAboutResolution - 2013-R0093 - PO - Sam Pack's Five Star Ford - 1/2 Ton Pick-Up Trucks - 03/14/2013Resolution No. 2013-80093 March 14, 2013 Item No. 5.12 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. 31014104 for the purchase of % Ton Pick -Up Trucks for Police Division as per TPASS A-071, by and between the City of Lubbock and Sam Pack's Five Star Ford of Carrollton, 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 March 14. 2013 rsf.�,IiKreazi-/ • • ATTEST: Rcbee a Garza, City Secreta APPROVED AS TO CO NT: Scott Snider, Assistant City Manager Community Services APPROVED AS TO FORM: w Chad Weaver, , Assistant City Attorney vw:ccdocs/RES.Sam Pack's-Purchase0rd February 27, 2013 Resolution No. 2013—R0093 �iu�bbo& TEXAS PURCHASE ORDER TO: SAM PACK'S FIVE STAR FORD PO BOX 110098 CARROLLTON Texas 75011-0098 INVOICE TO: CITY OFLUBBOCK ACCOUNTS PAYABLE P.O. Box 2000 LUJIMMILTx79457 Page - I Date - 02/27/2013 Order Number 31014104 000 OF Branch/Plant 3526 SHIP TO: CITY OF LUBBOCK FLEETSERVICES 206 MUNICIPAL DRIVE LUBBOCK Texas 79403 Ordered 02/27/2013 Freight Requested 02/27/2013 Tulccn By Delivery PER M.TREVINO/REQ 41352 TPASS A071 Description/Supplier hem Ordered Unit Cost UM 1/2 Ton Crew Cab Pickup 3.000 26,175.1100 EA Police Imesligarioms-Spec5731 1/2'Ton Crew Cab Pickup 1.000 26,675.1100 EA Grill Grand. Patrol -Spec 5731 Terms NET25EOM D.TORRES Extension Request Date 78,525.33 07/31/2013 26,675.11 07/31/2013 Tidal Order 105,200.44 This purchase order encumbers funds in the amount of $105,200.44 awarded to Sam Pack's Five Star Ford of Carrollton, 'texas on March 14, 2013. The following is incorporated into and made part of this purchase order by reference: Price Quotation dated February 6, 2013 from Sam Pack's Fire .Star Ford of Carrollton, Texas and TPASS Contract A-071. Resolution# 2013—R0093 CITY OI> Ll 1 pC r ATTEST: GloKe. R tertson, Mavor Rebe ca Garza, 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) 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 or 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 carrier 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 title and risk of toss of the goods shall not pus 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 itdly comply with all provisions of this contract as to time of delivery, quality and the him Ira tender is made which don not fully conform, this shall constitute a breach and Sella shall not have the right to substitute a conforming tender, provided, where the time for performance has not yet expired, the Sella 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 cub delivery. Invoices shall indicate the purchase order or purchase release number and the supply agreement number if applicable. Invoices slull 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 nes be due until the above instruments aro submitted after delivery. 6. GRATUITIES. The Buyer may, by written notice to the Seller, carol this cataract without liability to Seller if it is determined by Buyer that gratuities, in the form of entrainment, gifts or otherwise, were offend or given by the Sella, or any arm or representative of the Sella, to any ofrar or employee of the City of Lubbock with a view to securing a contract or searing favorable treatment with respect to the awarding or amending, or the making of any determinations with respect to the performing of such a cerium. 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 Seiler 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 at 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 fa 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 items shall be reduced to the Seller's current prices on orders by others, or in the alternative. Buyer may canal this contract without liability to Seiler for' n 1 or Seder'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, of contingent fee excepting baa 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 canal 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 tender this contract voidable at the option of the Buyer. Seller warrants that the goods famished will conform to the specification, drawings, and descriptions listed in the bid invitation, and to the sample(s) furnished by the Seller, if any. Indic event of a conflict or between the specifications, drawings, and descriptions, the specifications shall govern. Notwithstanding any provisions contained in the contmcaul agreement. the Seller represents and warrants fault.frce performance and fault -fro result in the processing due and date misted 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. The obligations contained herein apply to products and services provided by the Sella, its sub - Seller or any third party involved in the creation or development of the produces and services to be delivered to the City of Lubbock under this Contras Failure to comply with any of the obligations contained herein, may retail 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 ibis Contract, and aro not subject to any disclaimer of warranty, implied or expressed, or limitation of die 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 not conform to OSTIA standards, Buyer nay 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 lime, correction made by Buyer win be at the Seller's expense. 11. NO WARRANTY BY BUYER AGAINST INFRINGEMENTS. As pan of Otis contract fa sale Seller agrees to ascertain whether goods manufactured in aaardstcce with the specifications attached to this agmemew will give rise to the rightful claim of any third person by way of infringement of the like. Buyer nukes no warranty that the production of goods according to the specification will net give rise to such a claim, and in no event shall Buyer be liable to Seller for indemnification in the event that Seiler is sued on the grounds of infringement of the hike. If Seller is of the opinion that an inflingement or the like will mull, 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 mull in infringement at the like, the contract shall be null and void. 12. RIGIIT OF INSPECTION. 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 part of the undelivered portion of this order if Seller breaches any of the terms hereof inctuding warranties of Seller at 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 perforance of wank 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 effected by the delivery of the Seiler 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 MA3EURE. Neither piny shall be held responsible for tosses, 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 party whose performance is interfered with, and which by rhe exercise of reasonable diligence said party is unable to prevent. 16. ASSIGNMENT -DELEGATION. No right of interest in this contract shall be assigned or delegation of any obligation trade by Seller without rho written permission of the Buyer. Any attempted assignment or delegation by Sella shall be wholly void and totally ineffective for all purpose unless made is 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 unlen the waiver or renunciation is supponed by comideration and is in writing signed by the aggrieved party. 18. INTERPRETATION -PAROLE EVIDENCE. This writing, plus any specifications for bids and perfumance provided by Buyer in its advenisematt for bids, and any other documents provided by Seller as par 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 tern defined by rho 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. When ever the term "Uniform Commercial Code" is used, it shall be construed as meaning the Uniform Commercial Code as adapted in the State of Texas as effective and in force on the date of this agreement. 20. RIGIIT TO ASSURANCE. Whenever one party to this contract in good faith has reason to question the other party's intent to perform he nay demand that the other parry give written assurance of his intent to perform In the event that a demand is made and no assurance is given within five (5) days, the der ending party may treat this failure as an anticipatory repudiation of the contract. 21. INDEMNIFICATION. Seller shall indemnify, keep and save harmless the Buys, its agents, officials and employees, against all injuries, deaths, loss, damages, claims, patent claims, suits. liabilities, judgments, costs and expenses, which may in anywise acauc against the Buyer in consequence 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 auignce or its employees, if any, and the Seller shall, at his own expense, appear, defend and pay all charges of attorneys and all costs and other expenses arising theref%tn of incurred in connection therewith, and, if any judgment shall be rendered against the Buyer in any such action, the Seller shall, at its own expenses, satisfy and discharge the same Seller expressly understands and agrees that any bond requited by this contract, or otherwise provided by Seller, shall in no way limit the responsibility to Indemnify, keep and save hammlas and defend the Buyer as herein provided. 22. TIME. U is hereby expressly agreed and understood that time is of the essence for the performance of this contract, and failure by contract to mat the time specifications of this agreement will cause Seller to be in defautt of this agreemettt. 23. MBE. The City of Lubbock hereby notif cs all bidden that in regard to any contract entered into pursuant to this requem minority and women business enterprises will be afforded equal opportunities to submit bids in response to this invitation and will not be discriminated against an the grounds of race, cola, sex or natural origin in consideration fa an award. 24. NON -ARBITRATION. The City reserve the right to exercise 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 remedy. The remedies set forth herein arc cumulative and not exclusive, and tray be exercised cancurtendy. To the extent of any conflict between this provision and another provision in, or related to, this document, this provision shall control. 25. RIOT IT 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 lima reserves the right to audit Contractors records and books relevant to all services provided to the City under this Contract In the evem such an audit by the City reveals any eros 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 ate City, at its option. reserves the right to "to such amounts owing the City from any payments due Contractor. Rev. 0212012