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HomeMy WebLinkAboutresolution.council.019-93 (. '- '.... t '<~ ~.-... \\11' RESOLUTION NO. /9 Series of 1993 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO, APPROVING A SUPPLY PROCUREMENT AGREEMENT BETWEEN ROCKY MOUNTAIN INTERNATIONAL TRUCKS 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 Rocky Mountain International Trucks 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 Rocky Mountain International Trucks 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. INTRODUCED, READ AND ADOPTED by the City Council of the City of Aspen on the A;( day of ~~ , 1993. ~ ~ (}~- 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, <it a meeting held on the day hereinabove stated. rocky. res fit, I ~\, . "\" ~_.. & I \'~ \ '<,"-..- '.' ~* :~'" "I'''' PAGE i (A}ffitt of ~ttrdarl! of ~t&tt I, tHCHAEL. Hr;I:~KINS, SECr~ETAHY OF STATE OF THE STATE OF DEI..AWAf~E DO HEF~EBY CEWflFY I~OCKY MOUNTAIN INTEr~NATWNAL Tr~UCI<S, INC. IS DULY INC01~POI:~ATED UNDI'.R THE Lr~,I^JS OF THE STATE OF DELAWAr~E AND lS Ii'l GOOD STANDING AND HAS A L.EGAI.. C(mpClF~ATE EXISTENCE SO Fr",H As" THE 1:~ECmmS OF THIS OFFICE SHOW, AS OF THE DATE SHO!"JN HELD!"J. HENTICATION: DATE: : i 744:5:32 BBB1611H4 H6/09/19BB .f \< e' l!. '4: '<"" ,... \. SUPPLY PROCUREMENT AGREEMENT THIS AGREEMENT, made and entered into, this _ day of . 1993, by and between the City of Aspen, Colorado, hereinafter referred to as the "City" and ROCKY MOUNTAIN INTERNATIONAL TRUCKS . hereinafter referred to as the "Vendor." WITNESSETH, that whereas the City wishes to purchase one (J) TWELVE CUBIC YARD. TANDEM AXLE DUMP TRUCK hereinafter called a tmck, in accordance with the terms and conditions outlined in the Contract Documents and any associated Specifications, and Vendor wishes to sell said truck to the City as specified in its Bid.. 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 TRUCK as described in the Contract Documents and more specifically in Vendor's Bid for the sum of Fifrv-six Thousand Nine Hundred Ninetv Dollars ($ 56,990.00 ). 2. Delivery. (1080 POWER PLANT RD. ASPEN, COLORADO 81611) 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 if fully set out at length herein. 4. Warranties. (As set forth in contract documents). 5. Successors and Assi"ns. 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 rights to claim damages or to bring any suit, action or other proceeding against either the City or Vendor becduse 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 tetms, covenants or conditions hereof to be pelformed, 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 pelformed, kept and obselved by the other party. I.". ~. (It . 8. Al<reement 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. Attomey's Fees. In the event that legal action is necessa/Y to enforce any of the provisions of this Agreement, the prevailing party shall be entitled to its costs and reasonable attomey's fees. 10. Waiver of Preswnvtion. 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 Remrdinl< Debarment. Susvension. Inelil!.ibilitv. and Volunta/Y Exclusion. Vendor certifies, by acceptance of this Agreement, that neither it nor its principals is presently debalTed, suspended, proposed for debannent, 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 this statement, an explanation was attached to the Bid and was detennined by the City to be satisfactOlY to the City. 12. WalTa/uies Al<ainst Conti1went Fees. Gratuities. Kickbacks and Conflicts of Interest. Vendor walTants 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. Vendor agrees not to give any employee or former 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, in vestiga tion, 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 therefor. 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. 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 10: 1. Cancel this Purchase Agreement without any liability by the City; 2. Debar or suspend the offending parties from being a vendor, contractor or sub-contractor under City contracts; 3. Deduct from the contract price orconsideration, or othe/wise recovel; the ~.' '\y '''. ie.... '\l , 1_ - 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 City. T71e 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 Cily shall determine that such cancellation is in its best interests and convenience. 14. Fund Availability. Financial obligations of the City payable after the cUlTenl fiscal year are contingent upon funds for that purpose being appropriated, budgeted and. olherwise made available. If this Agreement contemplates the City utilizing state or federal funds to meet ils obligations herein, this Agreement shall be contingent upon the availability of of those funds for payment pursuant to the telms of this Agreement. 15. City Council Aooroval. If this Agreement requires Ihe City to pay an amounl of money in excess of $10,000.00 it shall not be deemed valid until it has been approved by Ihe City Council of the City of Aspen. 16. Non-Discrimination. No discrimination because of race, colOJ; creed, sex, marilal status, affectional or sexual orientation, family responsibility,national origin, ancestJy, handicap, or religion shall be made in the employment of persons to pelform under this Agreement. Vendor agrees to meet all of the requirements of City's municipal code, section 13-98, pertaining 10 IlOn- discrimination in employment. Vendor further agrees to comply with Ihe lelter and Ihe spiril of Ihe Colorado Antidiscrimination ACI of 1957, as amended, and olher applicable SIGle and federal laws respecting discrimination and unfair employment praclices. 17. Integration and Modification. This written Agreement along wilh all Conlracl Documents shall constitute the contract between the parties and supersedes or incOJporates any prior written and oral agreements of the parties. In addition, vendor understands that no Cily 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 musl be in writing and be executed by the parties hereto. 18. Authorized ReoreSe/llalive. The undersigned represe/llalive of Vendol; as an inducement to the City to execute this Agreement, represents Ihat he/she is an aUI/lOrized representative of Vendor for the pUlposes of executing this Agreement and thaI he/she has fiLlI and complete authority to enter into this Agreement for the terms and condilions specified herein. .w" ~. .,"', &e "'\ ~. ~ ~..,' \i", IN WITNESS WHEREOF, The City and the Vendor, 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: M~ A, '74 , c ;1,1 /tI.CI"l4:/~ ATTEST: x/~ ~/ - VENDOR: ~.c l<" tl'Iol.tJ/-rI1IA1 un"I'tVlt110ll;tJJ,. r!1l<(J<J, JPc., , rk / By: "~"'-- {/~ Title. 'l/)l (%.~= (-.--U-V! .:~~~ purchagr.bid