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HomeMy WebLinkAboutresolution.council.102-24RESOLUTION # 102 (Series of 2024) A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO, APPROVING A CONTRACT BETWEEN THE CITY OF ASPEN AND BORDER STATES INDUSTRIES, INC. AUTHORIZING THE CITY MANAGER TO EXECUTE SAID CONTRACT ON BEHALF OF THE CITY OF ASPEN, COLORADO. WHEREAS, there has been submitted to the City Council a contract for the purchase of electrical switch gear for installation in coordination with the City's Puppy Smith to Red Brick Circuit replacement project in Aspen, between the City of Aspen and Border States Industries, Inc., a true and accurate copy of which is attached hereto as Exhibit "A"; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO, That the City Council of the City of Aspen hereby approves that Contract for the purchase of electrical switch gear infrastructure for installation in Aspen., between the City of Aspen and Border States Electric, Inc., a copy of which is annexed hereto and incorporated herein, and does hereby authorize the City Manager to execute said agreement on behalf of the City of Aspen. INTRODUCED, READ AND ADOPTED by the City Council of the City of Aspen on the 27"' day of August, 2024. Torre, Mayor I, Nicole Henning, duly appointed and acting City Clerk do certify that the foregoing is a true and accurate copy of that resolution adopted by the City Council of the City of Aspen, Colorado, at a meeting held, August 27th, 2024. Nicole Hennir�City Clerk Docusign Envelope ID: C6BAF797-95B6-4D89-A9D1-OFF5OA6DO6D4 CITY OF ASPEN STANDARD FORM OF AGREEMENT SUPPLY PROCUREMENT �i►�i Nj,�jr�1,�� CITY OF ASPEN City of Aspen Project No.: 2024-317. AGREEMENT made as of 27tI' day of August, in the year 2024. BETWEEN the City: Contract Amount: The City of Aspen c/o Sara Ott 427 Rio Grande Place Aspen, Colorado 81611 Phone: (970) 920-5055 And the Vendor: Border States Industries, Inc. c/o Scott Chenell 10899 Havana St. Ste. 1140 Commerce City, CO 80022 Summary Description of Items to be Purchased: Purchase of 2 VFI switchgear (See attached proposal) Exhibits appended and made a part of this Agreement: Total: $246,103.28 If this Agreement requires the City to pay an amount of money in excess of $100,000.00 it shall not be deemed valid untiI it has been approved by the City Council of the City of Aspen. City Council Approval: Date: Resolution No.: Exhibit A: List of supplies, equipment, or materials to be purchased. The City and Vendor agree as set forth below. Supply Procurement Page 1 Updated 05/2024 Docusign Envelope ID: C6BAF797-95B6-4D89-A9D1-OFF5OA6DO6D4 1. Purchase. Vendor agrees to sell and City agrees to purchase the items on Exhibit A appended hereto and by this reference incorporated herein as if fully set forth here for the sum set forth hereinabove. 2. Delivery. (FOB 500 Doolittle Dr. Aspen, CO 81611) [Delivery Address] 3. Contract Documents. This Agreement shall include all Contract Documents as the same are listed in the Invitation to Bid and said Contract Document are hereby made a part of this Agreement as if fully set out at length herein. 4. Warranties. See attached 5. Successors and Assigns. This Agreement and all of the covenants hereof shall inure to the benefit of and be binding upon the City and the Vendor respectively and their agents, representatives, employee, successors, assigns and legal representatives. Neither the City nor the Vendor shall have the right to assign, transfer or sublet its interest or obligations hereunder without the written consent of the other party. 6. Third Parties. This Agreement does not and shall not be deemed or construed to confer upon or grant to any third party or parties, except to parties to whom Vendor or City may assign this Agreement in accordance with the specific written permission, any right to claim damages or to bring any suit, action or other proceeding against either the City or Vendor because of any breach hereof or because of any of the terms, covenants, agreements or conditions herein contained. 7. Waivers. No waiver of default by either party of any of the terms, covenants or conditions hereof to be performed, kept and observed by the other party shall be construed, or operate as, a waiver of any subsequent default of any of the terms, covenants or conditions herein contained, to be performed, kept and observed by the other party. 8. Agreement Made in Colorado. The parties agree that this Agreement was made in accordance with the laws of the State of Colorado and shall be so construed. Venue is agreed to be exclusively in the courts of Pitkin County, Colorado. 9. Attorneys Fees. In the event that legal action is necessary to enforce any of the provisions of this Agreement, the prevailing party shall be entitled to its costs and reasonable attorney's fees. 10. Waiver of Presumption. This Agreement was negotiated and reviewed through the mutual efforts of the parties hereto and the parties agree that no construction shall be made or presumption shall arise for or against either party based on any alleged unequal status of the parties in the negotiation, review or drafting of the Agreement. 11. Certification Re Exclusion barment, Suspension, Ineligibility, and Volun Vendor certifies, by acceptance of this Agreement, that neither it nor its principals is Supply Procurement Page 2 Updated 05/2024 Docusign Envelope ID: C6BAF797-95B6-4D89-A9DI-OFF5OA6DO6D4 presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from participation in any transaction with a Federal or State department or agency. It further certifies that prior to submitting its Bid that it did include this clause without modification in all lower tier transactions, solicitations, proposals, contracts and subcontracts. In the event that Vendor or any lower tier participant was unable to certify to the statement, an explanation was attached to the Bid and was determined by the City to be satisfactory to the City. 12. arranties A;7ainst Continent Fees, Gratuities, Kickbacks and Conflicts of (A) Vendor warrants that no person or selling agency has been employed or retained to solicit or secure this Contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the Vendor for the purpose of securing business. (B) Vendor agrees not to give any employee of the City a gratuity or any offer of employment in connection with any decision, approval, disapproval, recommendation, preparation of any part of a program requirement or a purchase request, influencing the content of any specification or procurement standard, rendering advice, investigation, auditing, or in any other advisory capacity in any proceeding or application, request for ruling, determination, claim or controversy, or other particular matter, pertaining to this Agreement, or to any solicitation or proposal therefore. (C) Vendor represents that no official, officer, employee or representative of the City during the term of this Agreement has or one (1) year thereafter shall have any interest, direct or indirect, in this Agreement or the proceeds thereof, except those that may have been disclosed at the time City Council approved the execution of this Agreement. (D) In addition to other remedies it may have for breach of the prohibitions against contingent fees, gratuities, kickbacks and conflict of interest, the City shall have the right to: 1. Cancel this Purchase Agreement without any liability by the City; 2. Debar or suspend the offending parties from being a vendor, contractor or subcontractor under City contracts; 3. Deduct from the contract price or consideration, or otherwise recover, the value of anything transferred or received by the Vendors and 4. Recover such value from the offending parties. 13. Termination for Default or for Convenience of City. The sale contemplated by this Agreement may be canceled by the City prior to acceptance by the City whenever for any reason and in its sole discretion the City shall determine that such cancellation is in its best interests and convenience. 14. Fund Availability. Financial obligations of the City payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted and otherwise made available. If this Agreement contemplates the City using state or federal funds to meet its Supply Procurement Page 3 Updated OS/2024 Docusign Envelope ID: C6BAF797-95B6-4D89-A9DI-OFF5OA6DO6D4 obligations herein, this Agreement shall be contingent upon the availability of those funds for payment pursuant to the terms of this Agreement. 15. City Council Approval. If this Agreement requires the City to pay an amount of money in excess of $100,000.00 it shall not be deemed valid until it has been approved by the City Council of the City of Aspen. 16. Non -Discrimination. No discrimination because of race, color, creed, sex, marital status, affectional or sexual orientation, family responsibility, national origin, ancestry, handicap, or religion shall be made in the employment of persons to perform under this Agreement. Vendor agrees to meet all of the requirements of City's municipal code, section 13-98, pertaining to nondiscrimination in employment. Vendor further agrees to comply with the letter and the spirit of the Colorado Antidiscrimination Act of 1957, as amended and other applicable state and federal laws respecting discrimination and unfair employment practices. Any business that enters into a contract for goods or services with the City of Aspen or any of its boards, agencies, or departments shall. (a) Implement an employment nondiscrimination policy prohibiting discrimination in hiring, discharging, promoting or demoting, matters of compensation, or any other employment -related decision or benefit on account of actual or perceived race, color, religion, national origin, gender, physical or mental disability, age, military status, sexual orientation, gender identity, gender expression, or marital or familial status. (b) Not discriminate in the performance of the contract on account of actual or perceived race, color, religion, national origin, gender, physical or mental ilitary status, sexual orientation, gender identity, gender disability, age, m expression, or marital or familial status. (c) Incorporate the foregoing provisions in all subcontracts hereunder. 17. Integration and Modification. This written Agreement along with all Contract Documents shall constitute the contract between the parties and supersedes or incorporates any prior written and oral agreements of the parties. In addition, vendor understands that no City official or employee, other than the Mayor and City Council acting as a body at a council meeting, has authority to enter into an Agreement or to modify the terms of the Agreement on behalf of the City. Any such Agreement or modification to this Agreement must be in writing and be executed by the parties hereto. 18. Authorized Representative. The undersigned representative of Vendor, as an inducement to the City to execute this Agreement, represents that he/she is an authorized representative of Vendor for the purposes of executing this Agreement and that he/she has full and complete authority to enter into this Agreement for the terms and conditions specified herein. Supply Procurement Page 4 Updated OS/2024 Docusign Envelope ID: C6BAF797-95B6-4D89-A9DI-OFF5OA6DO6D4 19. Electronic Signatures and Electronic Records This Agreement and any amendments hereto may be executed in several counterparts, each of which shall be deemed an original, and all of which together shall constitute one agreement binding on the Parties, notwithstanding the possible event that all Parties may not have signed the same counterpart. Furthermore, each Party consents to the use of electronic signatures by either Party. The Scope of Work, and any other documents requiring a signature hereunder, may be signed electronically in the manner agreed to by the Parties. The Parties agree not to deny the legal effect or enforceability of the Agreement solely because it is in electronic form or because an electronic record was used in its formation. The Parties agree not to object to the admissibility of the Agreement in the form of an electronic record, or a paper copy of an electronic documents, or a paper copy of a document bearing an electronic signature, on the ground that it is an electronic record or electronic signature or that it is not in its original form or is not an original. 20. The Professional in performing the Services hereunder must comply with ali applicable provisions of Colorado laws for persons with disability, including the provisions of 6624-85-101, et seq., C.R.S., and the Rules Establishing Technology Accessibility Standards, as established by the Office Of Information Technology pursuant to Section §24-85- 103(2.5) and found at 8 CCR 1501-11. Services rendered hereunder that use information and communication technology, as the term is defined in Colorado law, including but not limited to websites, applications, software, videos, and electronic documents must also comply with the latest version of Level AA of the Web Content Accessibility Guidelines (WCAG), currently version 2.1. To confirm that the information and communication technology used, created, developed, or procured in connection with the Services hereunder meets these standards, Professional may be required to demonstrate compliance. The Professional shall indemnify the CITY pursuant to the Indemnification section above in relation to the Professional's failure to comply with §§24-85- 101, et seq., C.R.S., or the Technology Accessibility Standards for Individuals with a Disability as established by the Office of Information Technology pursuant to Section §24-85403(2.5). IN WITNESS WHEREOF, The City and the Vendor, respectively have caused this Agreement to be duly executed the day and year first herein, of which, to all intents and purposes, shall be considered as the original. Supply Procurement Page 5 Updated OS/2024 Docusign Envelope ID: C6BAF797-95B6-4p89-A9D1-OFF5OA6DO6D4 FOR THE CITY OF ASPEN: DocuSipned by: 8/28/2024 � 2:09:15 PM PDT Date Approved as to form: Signed by: j�aw�ts �. "C'vut, 432FOA40A55C4BD... City Attorney's Office SUPPLIER: Border States Industries By: T u¢t�iL Area Sales Manager Title 8/ 15/24 Date Supply Procurement Page 6 Updated OS/2024 Docusign Envelope ID: C6BAF797-95B6-4D89-A9DI-OFF50A6D06D4 LIST OF SUPPLIES, EQUIPMENT, OR MATERIALS TO PURCHASED Supply Procurement Page 7 Updated OS/2024 Docusign Envelope ID: C6BAF797-95B6-4D89-A9D1-OFF50A6D06D4 Border States -DEN 10899 Havana Street Ste 1140 Commerce City CO 80022 Phone: 303-336-7360 CITY OF ASPEN 427 RIO GRANDE PL ASPEN CO 81611-1431 00 Page: 1 of 1 Quote: 27628152 Sold -To Acct #: 244192 Valid From: 08/07/2024 To: 08/14/2024 PO No: city of aspen VFI Payment Terms: 1 % DISCT PROX 25 DUE PROX NET Created By: Phillip C� �tPmal Tel No: 303-336-7385 Fax No: Inco Terms: FOB origin Ship -to: CITY OF ASPEN 500 DOOLITTLE CIR ASPEN CO 81611 Order Note: The PTs on the VFI are internal so they do not need the extra bushing inserts or grounding elbow. 59-Week lead time for all the VFI configurations. VFI are quoted FOB Destination. Eaton will need FAT decision at least 8 weeks ahead of scheduled ship date Cust Item Item Material Quantity Price Per UoM Value MFG - Description 000100 2 EA 113,563.60 / 1 EA 227,127020 - KP01007297 VFI 251<V4W3-VFI-Mineral Oil -MS Single Sided Compact 000140 2 EA 2,173091 / 1 EA 4,347.82 - VFI Motor actuators&cable for automation Priced per way 000170 2 EA 71314A 3 / 1 E4 14,628926 - F200 option for KP01007297 VFI E200 in lieu of mineral oil Total $ 246,103628 State Tax $ 0.000 % 0.00 County Tax $ 0.000 % 0.00 Local Tax $ 0.000 % 0.00 Other Tax1 $ 0.000 % 0.00 Other Tax2 $ 0.000 % 0.00 Other Taxi $ 0.000 % 0.00 Tax Subtotal $ 0.000 % 0.00 Net Amount $ 246,103.28 To access Border States Terms and Conditions of Sale, please go to https://www . borderstates. com The quoted sales tax is an estimate only based upon the information provided in this quote and will be finalized at the time of Invoice based upon the material purchased, quantity purchased, and delivery location. Shipping and handling fees in this quote are an estimate only and will be finalized at the time of Invoice. ....._.___ All clerical errors contained herein are subject to correction. In the event of any cost or price increases from manufacturers or other suppliers, caused by, but not limited to, currency fluctuations, raw material or labor prices, fuel or transportation cost increases, and any import tariffs, taxes, fees, or surcharges, Border States reserves the exclusive right to change its pricing at the time of shipping and will provide notice of any such change to its customers prior to costs being incurred.