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HomeMy WebLinkAboutResolution - 2012-R0166 - PO - Paradigm Traffic Systems Inc.- Video Detection Equipment - 04/26/2012Resolution No. 2012—RO166 April 26, 2012 Item No. 5.9 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. 10005035 for the purchase of video detection equipment as per Buyboard Contract No. 363-10, by and between the City of Lubbock and Paradigm Traffic Systems, Inc. of Fort Worth, 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 26, 2012 TOM MARTIN, MAYOR ATTEST: Reber a Garza, City Secretary APPROVED AS TO CONTENT: Marsha Reed, P.E., Chief Operations Officer APPROVEI,7 AS TO FORM: r Chad Weaver, Assistant City Attorney vw:ccdocs/RES. Paradigm Traffic Systems, Inc.-PurchaseOrd March 27, 2012 �I� .} �lubbkk ' TF1fAi PURCHASE ORDER fn: PARADIGM TRAFFIC SYSTEMS INC PO BOX 5508 ARLINGTON Texas 76005-5508 INVOICE TO: CITY OF LUBBOCK ACCOUNTSPAYABLE P.O. BOX 2000 LUBBOCK, TX 79437 Ordered 03/06/2012 Freight Requested 06/15/2012 Taken By Delivery PER R GARZA REQ 39113 Description/Supplier Item Processor Card Autoscope Rack Image Sensor Easyloc Surge Suppressor Pan Pacific RF Connector 4 Cam Din Rail Ais V Siamese Cable 5Conductor Terris NET 34 Page - Date - Order Number Branch/Plant 1 04/1012012 10005035 000 OP 4525 SHIP TO: CITY OF LUBBOCK TRAFFIC CONTROLS BUILDING 202 MUNICIPAL DR LUBBOCK Texas 79403 BY T LENNON BUYBOARD CONTRACT NO. 363-10 Ordered Unit Cost UNI Extension Request Date 9.000 2,100.0000 EA 18,900.00 06/15/2012 9.000 1,365.0000 EA 12,285.00 06/15/2012 9.000 60.0000 EA 540.00 06/15/2012 26.000 2.0000 EA 52.00 06/15/2012 3.000 250.0000 EA 750.00 06/15/2012 7,500.000 1.5000 EA 11,250.00 06/15/2012 Total Order 43,777.00 This purchase order encumbers funds in the amount of $43,777.00 awarded to Paradigm Traffic Systems Inc. of Ft. Worth, TX, on April 26, 2012. The following is incorporated into and made part of this purchase order by reference: Price quotation number Q12697MH, dated March 2, 2012 from Paradigm Traffic Systems Inc. of Ft. Worth, TX and BuyBoard Contract # 363-10. Resolution# 2012-RO166 . CITY OF LUBBOCK ATTEST: 0.0 93.e=' — — - e --Dk Tom Martin, Mayor Rebec Garza, City Secretary TERMS AND CONDITIONS IMPORTANT: READ CAREFULLY STANDARD TERMS AND CONDITIONS CITY OF LUBBOCK, TEXAS Seller and Buyer agree as follows: 1 SILI-ER TO PACKAGE GOI.iDS. Seller will package goods in accordance with good commercial practice. Each chipping container Shall be clearly and permanently marked as follows (.a) Sellas 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 container. a S. box I of 4 boxes, and fd) the number of the container bearing the packing ,lip. Sella shall hear cost of packaging unless otherwise provided. Gods shall be suitably packed to secure lowest transponation toms and to conform with requirements of common carrier and any applicable spec iftcations. Buyer's count or weight shall he final and conclusive on shipments not accompanied by packing lists. 2. SHIPMENT UNDER RESERVATION PROHIBITED, Seller is not authorised to ship the goods under reservation and no tender of a bill of lading will operate u a tarda of goads. 3. TITLE AND RISK OF LOSS. The title and nsk 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 dclivay of goods must fully comply with all provisions of this contract as to time of delivery, quality and the like. If a tender is in&& which does not frilly 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 nuiify Buyer of his intention to cue and may that make a conforming tender within the contract time but not afterward. S. INVOICES A PAYMENTS. a. Seller shall iuhmit 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 separately. A copy of the bill of lading, and the freight waybill when applicable, should be ®trashed 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 detetmirted by Buyer that gratuities, in the form of rnteriainment, gifts or otherwise. were offered or given by the Seller, or any agent of 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 Seiler in providing. such gratuities. 7. SPECIAL TOOLS A 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 purposes 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 he that contained in Seller's bid which Scllcr warrents to be no higher than Seller's current process on order by other for products of the kind and specification covered by this agreement for similar quantities under airnlar 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 order by other, or in the altemetive. Buyer may cancel this contract without liability to Seller for breach or Seller's actual expense. b. The Seller warrants that no person m selling agency has leen employed ur retained to solicit or secure this contract upon an agreement or understanding for commission, percentage. brokerage. or contingent fee excepting Lara Fide employees of bona fide established commercisi or wiling agencies maintained by the Seller for the purpose of securing hutimass. For brrwh of vitiation of this warranty the Buyer shall love 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 wuhmi 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 nor 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 samploks) furnished by the Seller, if any. In the event of s conflict or between the specifit drawings, and descriptions, the specifications shall govern Notwithstanding any provisions contained in the contractual agreement the Seller represents and warrents fault -free performance and fault -free result in the processing date and date related data (including, but nil limited to calculating, comtpamig and sequencing) of all hardware, software and firmware products delivered and services provided under this Contract, individually or in combination, as the cane may he from the effective date of this Contract. The obligations contained herein apply to products and services provided by the Seller, its rub• Seller or any third party involved in the creation or development of the products said services to be delivered to de City of Lubbock under this Contract. 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 Cuntract including, but not limited to, its right pertaining to termination or default. The warranties comesned herein all 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 he specified in this Contract. its apperdit:a, its schedules, its annexes or any document incorporated in this Contract by reference. 10. SAFETY WARRANTY. Seller warrants that the product old to the Buyer shall conform to the standards promulgated by the U. S. Department of Labor under the Occupational Safety and I lealth Act of 1970. In the event the product dna not conform to OSI IA standards. Buyer may return the product for cotrecdcart or replacement at the Selkr's expense. In the event Seller fails to make the apprOpnsta carraetinn within a ressomble time, wrection nark by Buyer will be at the Seller's expense. 11. NO WARRANTY BY BUYER AGAINST INFRINGEMENTS. As pan of this contrast for sale Sella agrees to awenam whether goods manufactured in accordance with the opeciftcanorta attwhed to this e1p0d It 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 specifrcatlon will not give rise to such a claim, and to 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 opinion that an infttingerrent 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 don not receive notice and is subsequently held liable for the infringement or the like, Seller will save Buyer harmless. If Sella in goad 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 INSPECTION. Buyer shall have the right to inspect the goods u delivery before accepting them 11. CANCELLATION. Buyer shall have the right to cancel for default all w any part of the undelivered portion of this order if Seller breaches any ofthe terms hereof including warranties of Sella or if the Seller becomes insolvent or commits acts of bankruptcy. Such right of cancellation is in addition to and rot 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 M by the Buyer in accordance with this provision. Termination of work hereunder shall he effected by the delivery of the Seller 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 of termination is in addition to and not in lieu of she 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 is delayed or prevented by any cause not within the control of the party whose perforriance is Interfered with, and which by the exercise of reasonable diligence said party is unable to prevent. 16. ASSIGNMENT -DELEGATION. No right air interest in this contract Shall be assigned car 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 m 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 part of his bid, is intended by the panics as a final expression of their agreement and intended also as a complete and exclusive statement of the turns of their agreement. Whenever a tern defined by the Uniform Corrmacial 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 construed as rncaning 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 questionthe other party's intent to perform he may demand that the other party give wrnlcn assurance 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 u an anticipatory repudiation of the contract. 21. INDEMNIFICATION. Seller shall indemnify, keep and save harmless the Buyer. its agents. offteisls and employees, against all injuries. deaths, loss, damages. claims, patent claims. suits, liabilities, judgments, costs crud expenses, which may in anywise acerae 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 set was caused through negligence or omission of the Seller or its employees, err of the sulit or assignee ar its employees, if any, and the Seller shall, at his awn expense, appear, defend and pay all charges of attorneys and all costs and other expensesarising therefrom of incurred in connection therewith., end, if any judgment shill be rendered against the Buyer in any such action, the Win shall. at its own expenses, satisfy and discharge the satyr Seller expressly understands and sgrees that any bond required by this crntrac4 Or utharwise provided by Seller. shall in no way limit the responsibility to indemnify, keep std save harmless and defend the Buyer as herein provided 22. TIME. It is hereby expressly agreed and undertood that time is of the essence for the performance of this canrract, and failure by contract to meet the tine specifications of this agreement will cause Seller tabs in default of this agreement- 23, greement23. MBE, The City of Lubbock hereby notifies all bidden that in regard to any contract entered into pursuant to this request, minority and woman business enterprises will be afforded equal opportunities to submit bids in response to this invitation and will not he discriminatedagainst on the grounds of race. color, sex or mutual origin in consideration for an award 14. NON -ARBITRATION. The City reserves the right to cAmise any right or remedy available to it by low. 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 rymtdy. The remedies set forth herrn arc cumulative and not exclusive, and may be exercised concurrently. To dere exient of any conflict between this provision and another provision in, at related to. this document, this provision shall Control. 25. RI(iHT TO ACDIT. At any time during the term of the contract, or thereafter. the City, rr a duly auilnrised audit representative of the City or the Sate of Texas, on its evpcow and at reasonable krises, rcurves the right to audit Contractors records and books rete+ant Io all ;mien provided to the City under this Contract. In the event such an audit by the t ray reveals any errors or u%apayments by the City, Contractor shall refund the City she still Amount of such Overpayments within thirty 110) days of Will audit findings, or the 0t%, at it, ..prion, rewnn the right to deduct such amounts owing the City from :ny payments due s rmt.kurr. Rcv. 02 2012