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Home My WebLink Aboutresolution.council.018-93 ~.'. '~ ,- ,., &'. :rt - ---. RESOLUTION NO. If! Series of 1993 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO, APPROVING A SUPPLY PROCUREMENT AGREEMENT BETWEEN WAGNER EQUIPMENT COMPANY AND THE CITY OF ASPEN, COLORADO, AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAID AGREEMENT ON BEHALF OF THE CITY OF ASPEN, COLORADO. WHEREAS, there has been submitted to the City Council a supply procurement agreement between Wagner Equipment Company and the City of Aspen, a true and accurate copy of which is attached hereto as Exhibit "A"; NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ASPEN, COLORADO: That the City Council of the City of Aspen hereby approves that supply procurement agreement between Wagner Equipment Company and the City of Aspen, a copy of which is annexed hereto and incorporated herein, and does hereby authorize the City Manager of the City of Aspen to execute said agreement on behalf of the City of Aspen. the INTRODUCED, READ AND ADOPTED by the City Council of the City of Aspen on ~ day o~ L ' 1993. ()4 7: IJ~ John S. Bennett, Mayor I, Kathryn S. Koch, 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 on the day hereinabove stated. Wl1gn~r.rcs " . ' OC~1 IRev. 12-75) DEPAR'rMENT OF STATE PROFIT CERTIFICATE OF IN CORPORA TION .~' 1\" f MARY ESTILL BUCHANAN, ~OJlela,?'lf 0/ !/fale of/ke Ylale 0/ (tolo'J'clc!o, he?<e6Jf ce1(l~ lhal fu?ouanl/o lhe jU<Ol:iJtO?/J <;Idw (&!onulo '((!cwfiO?<auon slct; s{(;<ttc!eJ 0/ J~cO?fw?<auon UCCN<e cle!r.'l(e?(ecllo. (kiJ o;l/ce, /httnd lo conj;n<m to /cae, clncl fiied in lhi! #ce, sdcco?<c!i7!.fl1y the undeoJ<Jt:fneel, &Jf 1.'l1<lue of/he aulhonllj,yeJlee!in _me &Jf lau', lteoJ<ely lJJUeJ t/u'.i (teJ<tijl'ccde 0/ JincoJ'fio'J'auon 0/ ------------------------WAGNER EQUIPMENT co.----------------------- (A COLORADO CORPORATION) galee! thiJ ---Nineteenth--dclY ~ ----January--.-- , sf. q;-, /.9 76 ~J. $;cd./.. d3.u~ v SECRETARY OF STATE e " ,\ \i!i:. ". "~,-----'.'-- ..~...,.-.. .".,7'.-.,.""'.--~----..-,.,,.,,.,..-...........,,,.~ ..,.,-.-.----,-.,..-,-~. ~ ~. e ~..- ~ Vi \\i:i"", SUPPLY PROCUREMENT AGREEMENT THIS AGREEMENT, made and entered into, this _ day of 1993, by and between the City of Aspen, Colorado, hereinafter 14en-ed to as the "City" and WAGNER EOUIPMENT COMPANY . hereinafter referred to as the "Vendor." WITNESSETH, that whereas the City wishes to purchase one (J) Six-wheel drive articulated Motor Grader with specified attachments hereinafter called a GRADER, in accordance with the terms and conditions outlined in the Contract Documents and any associated Specifications, and Vendor wishes to sell said GRADER to the City as specified in its Bid NO. 1993-1FM. NOW, THEREFORE, the City and the Vendor, for the considerations hereinafter set forth, agree as follows: 1. Purchase. Vendor agrees to sell and City agrees to purchase the GRADER as described in the Contract Documents and more specifically in Vendor's Bid for the sum of One Hundred Thirtv-eilzht Thousand One Hundred Fifteen Dollm:~ ($ 138.115 ) 2. Deliverv. (GRADER to be delivered to the City of Aspen, at 1080 Power Plant Rd. 110t later than fifteen weeks from receim of Purchase Order. 3. Contract Documents. This Agreement shall include all Contract Documents as the same are listed in the Invitation to Bid and said Contract Documents are hereby made a part of this Agreement as iffully set out at length herein. 4. Warranties. (See Wm7'anty section of Bid Specifications contained in this document) 5. Success01:~ 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 alld shall not be deemed or cOHStrued 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 rights 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 pe1formed, kept and observed by the other party shall be construed, or operate as, a waiver of any subsequent default of any of the tenns, covenants or conditions herein contained, to be performed, kept and observed by the other party. . ~e. I). '~ ~- ., fit , "'-" '. 8. Al!reement Made in Calarada. The parties agree that this Agreement was made in accordance with the laws of the State af Calarado and shall be so canstrued. Venue is agreed to be exclusively in the courts af Pitkin Caunty, Calorado.' 9. Attomev's Fees. In the event that legal actian is necesswy to enfarce any of the provisions af this Agreement, the prevailing party shall be entitled to. its costs and reasanable attorney's fees. 10. Waiver of PresUlnmion. 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 negatiation, reviewal' drafting of the Agreement. 11. Certificatian Rel!ardinl! Debarment. Susoensian, Inelil!ibilitv. and Valuntary Exclusion. VendaI' certifies, by acceptance af this Agreement, that neither it nar its principals is presently debarred, suspended, propased far debarment, declared ineligible 0.1' valuntarily excluded fram participation in any transactian with a Federal or State departmellt 0.1' agency. It further certifies that prior to submitting its Bid that it did include this clause withaut madificatian in all lawer tier transactions, solicitatians, proposals, contracts and subcantracts. In the event that vendaI' 0.1' any lower tier participant was unable to certify to. this statement, an explanatian was attached to the Bid and was determined by the City to be satisfactOlY to the City. 12. Warranties Al!ainst Cantinl!ent Fees. Gratuities. Kickbacks and Canflicts af Interest. VendaI' warrants that no persan or selling agency has been employed 0.1' retained to solicit or secure this Cantract upan an agreement ar understanding for a commissian, percentage, brokerage, 0.1' contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the VendaI' far the purpase of securing business. VendaI' agrees nat to give any emplayee arfanner emplayee af the City a gratuity ar any affer af emplayment in cannectian with any decisian, appro. val, disapproval, recommendatian, preparatian af any part af a program requirement 0.1' a purchaseJequest, influencing the cantent af any specificatian or pracurement standard, rendering advice, investigatian, auditing, 0.1' in any ather advisary capacity in any praceeding 0.1' applicatian, request far ruling, detelmina tian, claim 0.1' cantraversy, 0.1' ather particular matter, pertaining to this Agreement, or to. any solicitation or propasal therefor. Vendar represents that no afficial, officer, emplayee or representative of the City during the term af this Agreement has or ane (1) year thereafter shall have any interest, direct 0.1' indirect, in this Agreement 0.1' the proceeds thereaf, except thase that may have been disclO!;ed at the time City Cauncil approved the executian af this Agreement. In additian to ather remedies it may have far breach of the prohibitians against cantingent fees, gratuities, kickbacks and canflict of interest, the City shall have the right to.: 1. 2. Cancel this Purchase Agreement with aut any liability by the City; Debar 0.1' suspend (he offending parties fram being a vendOl; contractor 0.1' sub-cantractar under City cantracts; Deductfrom the cantract price Dr cDnsideratiDn, 0.1' athenvise recovel; the 3. - .. e' 1% \., ~ 'It.. '@ i~~ 4. value of anything transferred or received by the Vendor,- and Recover such value from the offending parties. 13. Termination for Default or for Convenience of Citv. The sale contemplated by this Agreement may be cancelled 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 Availabilitv. Financial obligations of the City payable after the Cll/Tent fiscal year are contingent upon funds for that pwpose being appropriated, budgeted and otlle/wise made available. If this Agreement contemplates the City utilizing state or federal funds to meet its obligations herein, this Agreement shall be contingent upon the availability of of those funds for payment pursuant to the tenns of this Agreement. 15. City Council ArJTJroval. If this Agreement requires the City to pay an amount of money in excess of $10,000.00 it shall not be deemed valid until it has been approved by the City Council of the City of Aspen. 16. Non-Disclimination. No discrimination because of race, COIOf; creed, sex, marital status, affectional or sexual olientation, family responsibility, national origin, ancestly, handicap, or religion shall be made in the employment of persons to pel/onn under this Agreement. Vendor agrees to meet all of the requirements of City's municipal code, section 13-98, pertaining to non- disclimination in employment. Vendor further agrees to comply with the letter and the spirit of the Colorado Antidisclimination ACt of 1957, as amended, and other applicable state and federal laws respecting disclimination and unfair employment practices. 17. Intef!ration and Modification. This written Agreement along with all Contract Documents shall constitute the contract between the parties and supersedes or itlcOl7)Orates any prior wlitten 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 a nd be executed by the parties hereto. 18. Authorized Reoresentative. 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. ,-~ ".. ",~ e; " ~, '.', (~. IN WITNESS WHEREOF, The City and the Vendo/; respectively have caused this Agreement to be duly executed the day and year first herein written in three (3) copies, all of which, to all intents and purposes, shall be considered as the original. FOR THE CITY OF ASPEN: By: -t.fll ~ ;455J. '7 fl1.:; ...." 5 0'-- ATTEST: k ~A City Clerk - VENDOR: "-/, I,d, \ 4- & -Wt!-j/LLV rp~ . G?~QJ k~ 7hu O,L<--, . By: Title. purchagr.bid