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Home My WebLink AboutITEM VIII-B-11 ÆCITYOF....~. ....~ . ~l;1:~BRN ; ~ASHINGTON AGENDA BILL APPROVAL FORM Agenda Subject: Date: Purchase Aareement for replacement Aid/Medic Unit March 21, 2005 Department: I Attachments: Purchase Agreement, Budget Impact: $25,000 FIRE Resolution No. 3844 Administrative Recommendation: City Council adopt Resolution No. 3844. Background Summary: This Purchase Agreement between H & W Apparatus Repair, Inc. an Oregon Corporation DBA, H & W Emergency Vehicles is to purchase one(1) Road Rescue Type III Aid/Medic unit which is a replacement unit for the aid unit recently stolen, wrecked and subsequently surplused. The only cost to the City is $25,000 for the insurance deductible. F0321-1 F2.5 Reviewed by Council & Committees: Reviewed by Departments & Divisions: o Arts Commission COUNCIL COMMITTEES: o BUilding o M&O o Airport D Finance o Cemetery o Mayor o Hearing Examiner o Municipal Serv. o Finance o Parks o Human Services o Planning & CD 181 Fire o Planning o Park Board OPublic Works o Legal o Police o Planning Comm. o Other o Public Works D Human Resources o Information Services Action: Committee Approval: OVes ONo Council Approval: OVes ONo Call for Public Hearing _1---1_ Referred to Until 1 1 --- Tabled Until ---1---1_ Councilmember: Cerino I Staff: Chief Russ Vandver Meetina Date: March 21, 2005 litem Number: VIII.B.11 AUBURN * MORE THAN YOU IMAGINED RESOLUTION NO. 3 8 4 4 A RESOLUTION OF THE CITY COUNCil OF THE CITY OF AUBURN, WASHINGTON, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A PURCHASE AGREEMENT WITH H&W APPARATUS REPAIR, INC, AN OREGON CORPORATION DOING BUSINESS AS H&W EMERGENCY VEHICLES, FOR ONE ROAD RESCUE TYPE III AID/MEDIC UNIT WHEREAS, the City of Auburn is engaged in various municipal functions, including emergency aid services; and WHEREAS, in order to provide for such services, it is appropriate that the City replace an emergency aid unit which was recently stolen, wrecked and subsequently surplused; and WHEREAS, in order to provide for those services, the City has negotiated a purchase agreement with H&W Apparatus Repair, Inc. for such services, and the City has determined that H&W Apparatus Repair, Inc. is able and qualified to provide the services necessary, at a cost that is acceptable to the City. NOW, THEREFORE, THE CITY COUNCil OF THE CITY OF AUBURN, WASHINGTON, HEREBY RESOLVES as follows: Section 1. That the Mayor and the City Clerk are authorized to execute an agreement in substantial conformity with the purchase agreement attached hereto marked as Exhibit "An and incorporated herein by this reference. Section 2. That the Mayor is authorized to implement such administrative procedures as may be necessary to carry out the directives of this legislation. ------------------------- Resolution 3844 March 16, 2005 Page 1 Section 3. That this Resolution shall take effect and be in full force upon passage and signatures hereon. Dated and Signed this day of March, 2005. CITY OF AUBURN PETER B. LEWIS MAYOR ATTEST: Danielle E. Daskam, City Clerk ------------------------- Resolution 3844 March 16,2005 Page 2 ,0.1/16/200.5 WED 13: 26 FeU 2539313055 Al"BURK FIRE DEPARnlENT Gìi n u:¡ () (~: 01 PURCHASE AGREEMENT PURCHASE AGREEMENT FOR AID/MEDIC UNITS (Contract) This Purchase Agreement one (I) Road Rescue Type III Aid!Medic unit, by and between H&W..Apparatus Repair, Inc, an Oregon Corporation doing business as H&W Emergency Vehicles, hereinafterreferred to as "Seller" and the City of Auburn and the Auburn Fire Department, Aubwn, W A, hereÎnllÍter referred to as "Purchaser" is entered into effective tbis, the day of March, 2005. .. ... AGREEMENT (1) Seller agree to sell, and Purchaser agrees to buy from Seller, certain Aid/Medic units or equipment, accessories and related items (collectively the "Apparatus"), as outliI¡ed in Seller's bid, specifications, proposal, and additional documents attachcc:h·hereto and incorporated herein, consisting of the following:- .. PURCHASE AMOUNT (2) The purchase amount will be One Hundred Twenty Six Thousand, Two Hundred Forty Dollars, and 00/100 ($126,240.00) total The purchase price may be adjusted by an amount equal to the costs to the Sellers arising from addition of any element to and/or change to the Apparatus required by any law, regulation or standard, or any change orders presented by the Purchaser after the date. of tlris Agreement. *** See attached change orders noted as Addendum "A", PAYMENT TERMS (3.1) DepOsit. The Purchaser agrees to deposit the sum of 95% of the value of the contract ($119,928.00) at the time the unit is completed and prior to leaving the factory. This will be paid directly to H&W Emergency Vehicles and will be invoiced approximately 30 days prior to units completion. (3.2) Balance. The remainíng 5% balance of the contract is due and payable after the completed unit arrives at the Purchaser's location, subject to a final inspection, which shall be completed witbin fifteen (15) business days of arrival of the unit back at the Purchaser's location. All payments shall be made directly to Sellers at Seller's address below, and not to any sales agent of Sellers, except upon presentation of a written power of attorney executed by Sellers, specifically refeningto this Agreement. .. " RR-115/116 ..'. I 03/16/05 ,03; 16.·)005 liED 13: 27 FAX 2539313055 AL:BURN FIRE DEPARTI!EtiT [ìJ U 1.",\ nl-ì Ii PURCHASE AGREEMENT (3.3) If payments are not made when due, a late charge of one and one-half percent (1-1/2 %) per month (18% annually), may be assessed by Sellers for any past due amount, and such Jate charge will be in addition to, not in lieu of, any remedies available to the Sellers. (3.4) Defllult. lfthe Purchaser defaults or fails to pay the balance due, without reasonabJe justîfièatìon, Seller will not deliver the Title (MSO) to the unit until the impasse is resolved. (3.5) This will be in addition to, not in lieu of, any remedies availabJe to the Seller. to enforce payment for the complete Apparatus. The seller shall retain title to the Appanii1Ís and equipment, until the total purchase price has been paid in full, including any notes, obligations and securities given to secure the unpaid balance. CANCELLATION v,"",. , (4) Purchaser may cancel Purchaser's pUTchase commitment under this Contrâet, by notice to Seller, wlùch notìce will be effective when actually received by Seller. In the event of cancellation by Purchaser, Purchaser shall be responsible to Seller for the actual costs incurred by Seller prior to receipt of such notice, which costs are not recoverable by Seller within thirty (30) days by Seller's reasonable mitigation measures. At the end of such thirty-day period, any deposit paid by Purchaser shall be applied against the balance of Seller's costs and expenses, and any excess deposit shall be promptly refunded to Purchaser. In the event Purchaser's deposit is insufficient to cover Seller's costs and expenses described herein, the unpaid portion thereof shall be immediately payable by Purchaser upon notice from Seller. DELIVERY TERMS (5) Seller shall complete the Apparatus and make the same ready for deJivery within approximately 270 days after receipt of the signed ae:reement & aooroved building instructions, *"*Htbe unit is not completed within 300 days oftbis agreement, the Purchaser reserves the right to impose a late delivery penalty on the Seller up to the amonnt of $100.00 per business day for each business day the delivery is delayed beyond the 300 day requirement. The completed Apparatus shall be delivered to the the Buyer's Location by the Seller at the Seller's expense, Should the Buyer wish to take delivery of the completed units at the Seller's factory at the Buyer's expense, deduct $1,800.00 per unit for deJivery. RR-115/116 2 03/16/05 03 '16/2005 WED 11: 2i FAX 253931.1(155 Al·BURN FIRE DEPARTJIENT ~~I (J 1)."\ n (I 8 PURCHASE AGREEMENT W ARRANTlES (6.1) All warranties are more particularlv described in Seller's bid attached hereto. Subject to the foregoing; the body is warranted to the original owner against structural defects for the life of the unit, and the unit is otherwise generally warranted against defects in workrrµmship and materials for a period of one (1) year from delivery. (6.2) The following additional warranties apply to certain items of equipment: Chassis as outlined in the commercial chassis wmanty. (6.3) Subject to the above, the Apparatus and equipment are sold "AS IS" without any otliér representations or warranties. SELLER EXPRESSL Y DISCLAIMS ALL OTHER WARRANTIES AND REPRESENTATIONS, WHETHER EXPRESS OR IMPLIED, INCLUDING, B.UT NOT LIMITED, TO, THE IMPLIED WARRANTIES OF MERCHANT ABILITY AND FITNESS FOR A P ARTICULAR PURPO~~. .. , LIABILITY (7) Seller shall not be responsible to the Purchaser for any loss or damage directly or indirectly arising from the use of the Apparatus, defects, or from any delay in delivery of the completed Apparatus or delay of any component, due to strikes, fires, accidents, natural disasters, acts of war, inability to obtain parts or materials, or other circumstances beyond Seller's control which may prohibit the Apparatus from being delivered. In any event, Seller's liability under this Agreement is lirrúted to the purchase amount stated in Section 2 above, and under no circumstances will Seller be liable to Purchaser or any other parties for amounts in excess thereof, for any claims, damages or expenses related to or involving this Agreement or the Apparatus. AUTHORIZATION (8) Purchaser shall furnish to 1he Seller's satisfaction, eviqence that Purchaser's entry into this Agreement has been duly authorized by all necessmy authorities and governing bodies, and that the official(s) executing this Agreement on behalf of the Purchaser are duly authorized to obligate the Purchaser to the terms this Agreement. This Agreement shall not become valid Unless signed by a duly authorized officer of Seller, iUld countersigned by the authorized representative of the Purchaser. ;, RR,·1l5/116 3 03/16/05 .03/16/2.0.05 WED 13: 27 FAX 2539313.055 ATJBFRN FTRE DEPART~!ENT ~,~ IIII G il (I S PURCHABEAGREEMENT GENERAL PROVISIONS (9.1) JurisdictionIV alidity. If any provisions ofthis Agreement is deemed invalid, it shal1 not affect ,the validity of any othcr provision of this ,Agreement. This Agreement, incorporating all attached items, represents the final and complete expression of the Seller and Purchaser, and all other agreements, either written or verbal are hereby abrogated. In the event of any litigation's arising from this Agreement, it shall be subject to the laws of the State of Ore~on. (9.2) Attorney Fees. The prevailing party in any action to collect a balance owing under this Contract shall be àwarded reasonable attorney fees at trial, on appeal, and for post- judgment collection. (9.3) NonassÎlrnment.· Neither this Agreement nor any interest herein shIm be sold, assigned, transferred, or encwnbered by either party without the consent óÍthe other, and any attempt to do so in violation of this Agreement shall be null and void. (9.4) Waiver. No delay or failure by any party to exercise any right, power or remedy with regard to any breach or default by ruch party under this Agreement, or to insist upon strict perfonnance of any of the provisions hereof, shall impair any right, power or remedy of such party, and shall not be constructed to bc a waivct of any breach or default of the same or any other provisions of this Agreement. (9.5) Limitation. Any legal action based on this Agreement must be conunenced within the time allowed by the applicable statute of limitations, (9.6) Notices. All notices under this Agreement shall be in 'lVriting and mailed by certified maiVretum receípt requested. to the parties hereto at their respective addresses as set forth below, or at such other address as may be designated by the parties in writing. :' RR-1l5/116 4 03/16/05 1)3,16/2005 WED 13: 28 FU 2539313055 AUBUR" FIRE DEPARTMENT [4J un; no:s l PURCHASE AGREEMENT SELLER: H&W APPARATUS REPAIR, INC., an Oregon Corporation, d/b/a H&W EMERGENCY VEHICLES Date Signed: By: Steven L. Jahn, National Sales Manager Address: 3150 SW 234th, Suite 100 Hillsboro, OR 97123 PURCHASER: Tþ.e City of Auburn 1101 "D" Street NE Auburn, W A 98002 .,~. ..- .' Date Signed: By: Name: Title: . , , RR-1l5/116 5 03/16105 93(16/2005 WED 13: 28 FAX 25393130.55 UlBURN FIRE DEPARTJ[E'iT [ill 00;"'; nn~ I PURCHASE AGREEMENT Addendum "A"-Chane;e orders Note: This order is via Interlocal Cooperative Agreement with KirkJwd, W A bid proposal 10-10- FM and the King County Fire Chiefs Interlocal Purchase Agreement. .~'.. .~~ ." " . , , RR-llS/116 6 03/16/05