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HomeMy WebLinkAboutResolution - 2009-R0128 - PO - Core Engineered Solutions Inc.- Hazardous Material Storage Building - 04/09/2009Resolution No. 2009-80128 April 9, 2009 item No. 5.23 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock, Purchase Order Contract No. 344937 for the purchase of a Hazardous Material Storage Building pursuant to TXMAS Contract 6-560110, by and between the City of Lubbock and Core Engineered Solutions Inc. of Herndon, Virginia, and related documents. Said Purchase Order Contract No. 344937 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 this 9th day of April , 2009. TOM MARTIN, MAYOR ATTEST: Rebe ca Garza, City Secretary AS TO Loomis, Assistant City Manager ortation and Public Works APPROVED AS TO FORM: Chad Weaver, Assistant City Attorney vw/ccdocs/Chad/Resolutions/RES.Core Engineered Solutions, Inc.-PurchaseOrd March 25, 2009 TO: G � � Page U R C H A S E ORDER Date Order No Brn/Plt CORE ENGINEERED SOLUTIONS, INC 620 HERNDON PARKWAY SUITE 120 HERNDON VA 20170 - 1 3/19/09 344937 000 OP 3511 SHIP TO: CITY OF LUBBOCK SANITATION DEPARTMENT -- 208 MUNICIPAL DRIVE LUBBOCK TX 79403 im-f UILL IU: L11Y UH LUt$MXK ACCOUNTSPAVASLE P.O. SOX 2040 LUBBOCK, TX 79457 BY: ---------------------------------------------------------- I ---------------- Ordered - 03/19/09 Freight - FOB Destination Frt Prepaid Requested - 04/09/09 Taken By FELIX ORTA Delivery - PER P. MORIN REQ# 32435 TXMAS-6-560110 ----------------------------------------------------------------------------- Description / Supplier Ite HAZARDOUS MATERIAL STORAGE BUILDING MODEL 30BT CES-FR3 UPGRADE TO STORAGE BUILDING MODEL 30 -BBT CES-FR30-BUP SHIPPING AND HANDLING Ordered UM Unit Cost UM 1.000 EA 27,054.4800 EA 1.000 EA 8,581.1800 EA 1.000 EA 2,850.0000 EA Extension 27,054.48 i • • 2,850.00 Req. Dt 06/11/09 06/11/09 06/11/09 This purchase order encumbers funds in the amount of $38,485.66, awarded on April 09, 2009, to Core Engineered Solutions Incorporated of Herndon, VA. The following is incorporated into and made part of this purchase order by reference: Price Quotation dated March 10, 2009, from to Core Engineered Solutions Incorporated of Herndon, VA and TXMAS Contract TXMAS-6-560110. Resolution# 2009--RO128 CITY OF LUBBOCK Tom Martin, Mayor ATTEST: Retie a Garza, City Secre Total Order ------------------------------------------------------------------------------------- Terms NET 30 38,485.66 TERMS AND CONDITIONS IMPORTANT: READ CAREFULLY STANDARD TERMS AND CONDITIONS CITY OF LUBBOCK, TEXAS Sellar and Buyer agree as follows: 1. SELLER TO PACKAGE GOODS. Seller will package goods in accordance with gond cotmnercial practice. Each shipping container shall be clearly and permanently marked as follows Tal Seller's name and address. tbl 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 1 of 4 boxes. and i M the number of the container hearing 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 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 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. qualih and the like. Ira lender is made which does not fully conform, this shall constitute a breaeh and Seller Shall not have the right to substitute a confonnfng tender, provided. where the time for performance has nut yet expired, the Seller may reasonably notify Buyer of his intention to cure and may then make a conforming tender within the conancl time but not afterward 5. iNVOICES & PAYMENTS. a, Seller shall submit separate invoices. in duplicate. one each purchase order of 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 attached to the invoice. Mail To: Accounts. Payable, City of Lubbock, P. O. Box 2000, Lubbock, Texas 79457. Payment shall not be due until the above instruments are submitted after delivery. 6. GRAiUITIES. 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 entertainment, gifts or otherwise. were offered or given by the Seller. 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 w ith 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 face hermrr 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 ,heels related thereto shall become the property of the Buyer and to the extent feasible shall be identified by the Seller as such. R. 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 ora orders by others fox' 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 cotmnission, percentage, brokerage, or contingent fee excepting barna ride employees of bona fide established commercial or selling agencies maintained by the Seller for the purpose of securing 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 w ithout liability and to deduct from the contract price, or otherwise recover without liability and to docket from the contract price, or otherwise recover the full amount of such commission. percentage, brokerage or contingent fee. 9. WARRANTY-PRODCCT. Seller shall not limit or exclude any implied warranties and any attempt to do so shall render this contract voidable at the uplton of the Buyer. Seller warrants that the gcxAs furnished will conform to the specification. drawings. and descriptions luted in the bid invitat tun. and to the samplels) 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 represeuls and warrants t'ault-free performance and fault -free result in the processing date and date related data I including, but not limited to calculating. comparing and sequencing) of all hardware, software and firmware products delivered and services provided under this Contract, individualty or in combination, as the case may be from the effective date ofthis Contract. Also, the Seller warrants the year20111) calculations will be recognized and accommodated and will not. in any way, result in hardware, software or firmware failure. rhe t try of Lubbo'k. at its sole option, may require the Seller. at any Sime. to demomstrare the procedures it intends to hollow in order to comply with all the obligations contained herein. The obligations contained herein apply to products and services provided by the Seller, its 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 trader 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 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 to this Contract. and are not subject to any disclaimer of warranty. imptied 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 ibis Contract by reference. 10. SAFETY WARR iLNTY. Seller warrants that the product sold to the Buyer shall conform to the standards promulgated by the 1, S Department of I abor under the Occupational Safety and Health Act of 1970. In the event the product does not confirm to OSHA standards. Buyer may return the product for correction or replacement at the Seller's expense. In the event Seller fails to snake the appropriate correction within a reasonable time. correction made by Buyer will be at the Seller's expense. 11. NO WARRANTY BY Bl YER AGAINST INFRINGFNIENTS. As pari ofthis contract hr sale Seller agrees to ascenam whether goods manufactured in accordance with the specifications attacked to this agreement will give rise to The rightful claim of any third person byway of infringement of the like. Buyer mattes 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 he 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 infringement or the like will result. he will notify, the Buyer to this effect in writing within two weeks alter 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 gooks in accordance with the specifications will result in inf'ringerncnt or the like, the contract shall be null and void 12. RiGHT OF INSPECTION. Buyer shall have the right to inspect the golds at delivery before accepting thein. 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 including wrurarnies of seller of if the Seller becomes insolvent or commits acts of bankruptcy. Such nght of cancellation is in addition to and not in lieu of any other reincdies which Buyer may have in law or equity. IC TERMINATION. The performance of work under this order may be terminated in whole, or in part by the Buyer in accordance with this provision. Termination of work hereunder shall be effected by the delivery of the Seller of a "Notice ofTermination" 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 MAIEURE, 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 performance is interfered with. and which by the exercise of reasonable diligence said party is unable to present. 16. 'ASSIGNMENT -DELEGATION. No right or interest in this contract shall be assigned or delegation of any obligation trade by Sel ler 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 trade in conformity, with this paragraph. 17. WAIVER. No claim or right arising out of a breach ofthis contract can be discharged in whole or in pan 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. Ig. INTERPRETATION -PAROLE EVIDENCE. This writing, plus any specifications for bids and performance provided by Buyer in its advertiseinent 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 complete and exclusive statement of the Terms of their agreement. Whenever a term defined by the l niform C'otmne tial 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 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. RIGHT TO : VSSURANCF, Whenever one party to this contract in good faith has reason to question the other party's intent to perftmn 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 (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, officials and employees, against all injuries, deaths. [Liss, dattiages, claims. patent claims. ,un,, liabilities, judgments, costs and expenses, which may in anywise accrue against the Buyer in consequence of the granting ofthis 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 Seller shall. at his own expense. appear. defend and pay all charges of attorneys and all costs and other expenses arising therefrom of incurred fn connection therewith. and if any judgment shall be rendered against the Buyer in any such action. the Seller shall, at its own expenses. ,atisfy and discharge the Satre Seller expressly understands and agrees that any bond required by this contract. or otherw ise provided by Seller. shall in no way limit the responsibility to indemnify, keep and save harnievc .nd defend The Buyer as herein provided. 22. riME. It is hereby expressly agreed and understood that time is of the essence fir the performance of this contract. and failure by contract to meet the time specifications of this agreement will cause Seller to be in default ofthis agreement. 23, MBE. The City of Lubbock hereby notifies all bidders that in regard to any contract entered into pursuant to this request, mhtonty and women business enterprises will be afforded equal opportunities to submit bids in response to this invitation and will not be discriminated again,r on The grounds of race. color, sex or natural origin in consideration for an award. Rev. 08/2005