HomeMy Public PortalAbout048-2016 - Fire - Penn Care Inc - Purchase of AmbulancePURCHASE AGREEMENT
THIS PURCHASE AGREEMENT made and entered into this l day of AlqkW, 2016, by
and between the City of Richmond, Indiana, a municipal corporation acting by and 6irough its Board of
Public Works and Safety (hereinafter referred to as the "City") and Penn Care, Inc., 1317 North Road,
Niles, Ohio, 44446 (hereinafter referred to as the "Contractor").
SECTION I. STATEMENT AND SUBJECT OF AGREEMENT
City hereby retains Contractor to furnish one (1) Braun Chief XL Type III ambulance on a 2016 Ford E-
450 Gas Chassis (hereinafter "Vehicle") for the City of Richmond Fire Department.
Requests for Quotes were made March 16, 2016. Responses to said request are on file in the office of the
Director of the Richmond Purchasing Department and in the office of the Chief of the Richmond Fire
Department. The response of Contractor is attached hereto as "Exhibit A", which Exhibit consists of two
(2) pages, and is hereby incorporated by reference and made a part of this Agreement. Contractor agrees
to comply with all terms and conditions contained in "Exhibit A." Delivery of any Vehicle that does not
meet all specifications listed on "Exhibit A" will be considered a breach of this Agreement.
Contractor shall not modify or alter any standard warranty from the manufacturer of the above described
Vehicle. Nothing contained herein shall prevent Contractor from providing any additional or
supplemental warranty in addition to that provided by the Manufacturer. Further, Contractor shall provide
City with copies of its warranty upon receiving a written or verbal request to receive such warranty.
Should any provisions, terms, or conditions contained in any of the documents attached hereto as
Exhibits, or in any of the documents incorporated by reference herein, conflict with any of the provisions,
terms, or conditions of this Agreement, this Agreement shall be controlling.
The Contractor shall furnish all labor material, equipment, and services necessary for and incidental to the
proper completion of this Purchase Agreement.
No performance of services shall commence until the following has been met:
1. The City is in receipt of any required certificates of insurance; and
2. A purchase order has been issued by the Purchasing Department.
SECTION II. STATUS OF CONTRACTOR
Contractor shall be deemed to be an independent contractor and is not an employee or agent of the City of
Richmond. The Contractor shall provide, at its own expense, competent supervision of the completion of
this Purchase Agreement.
SECTION III. COMPENSATION
City shall pay Contractor the quote amount described on "Exhibit A" for the Vehicle, provided that
Contractor's total compensation shall not exceed One Hundred Sixty-seven Thousand Three Hundred
Sixty-six Dollars and Zero Cents ($167,366.00) for purchase of the Vehicle pursuant to this Agreement.
Contract No. 48-2016
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SECTION IV. TERM OF AGREEMENT
This Agreement shall become effective when signed by all parties and shall continue in effect until
delivery and acceptance of the Vehicle.
Notwithstanding the term of this Agreement, City may terminate this Agreement in whole or in part, for
cause, at any time by giving at least five (5) working days written notice specifying the effective date and
the reasons for termination which shall include but not be limited to the following:
a. failure, for any reason of the Contractor to fulfill in a timely and proper manner its obligations
under this Agreement;
b. submission by the Contractor to the City of reports that are incorrect or incomplete in any
material respect;
c. ineffective or improper use of funds provided under this Agreement;
d. suspension or termination of the grant funding to the City under which this Agreement is
made; or
e. unavailability of sufficient funds to make payment on this Agreement.
In the event of such termination, the City shall be required to make payment for all work performed prior
to the effective date by Contractor, but shall be relieved of any other responsibility herein.
This Agreement may also be terminated, in whole or in part, by mutual Agreement of the parties by
setting forth the reasons for such termination, the effective date, and in the case of partial termination, the
portion to be terminated.
SECTION V. INDEMNIFICATION AND INSURANCE
Contractor agrees to obtain insurance and to indemnify the City for any damage or injury to person or
property or any other claims which may arise from the Contractor's conduct or performance of this
Agreement, either intentionally or negligently; provided, however, that nothing contained in this
Agreement shall be construed as rendering the Contractor liable for acts of the City, its officers, agents, or
employees. Contractor shall as a prerequisite to this Agreement, purchase and thereafter maintain such
insurance as will protect it from the claims set forth below which may arise out of or result from the
Contractor's operations under this Agreement, whether such operations by the Contractor or by any sub-
contractors or by anyone directly or indirectly employed by any of them, or by anyone for whose acts the
Contractor may be held responsible.
Coverage
Limits
A. Worker's Compensation & Statutory
Disability Requirements
B. Employer's Liability
$100,000
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C. Comprehensive General Liability
Section 1. Bodily Injury
Section 2. Property Damage
D. Comprehensive Auto Liability
Section 1. Bodily Injury
Section 2. Property Damage
$1,000,000 each occurrence
$2,000,000 aggregate
$1,000,000 each occurrence
$1,000,000 each person
$1,000,000 each occurrence
$1,000,000 each occurrence
E. Comprehensive Umbrella Liability $1,000,000 each occurrence
$2,000,000 each aggregate
SECTION VI. COMPLIANCE WITH WORKER'S COMPENSATION LAW
Contractor shall comply with all provisions of the Indiana Worker's Compensation law, and shall, before
commencing work under this Agreement, provide the City a certificate of insurance, or a certificate from
the industrial board showing that the Contractor has complied with Indiana Code Sections 22-3-2-5, 22-3-
5-1 and 22-3-5-2. If Contractor is an out of state employer and therefore subject to another state's
worker's compensation law, Contractor may choose to comply with all provisions of its home state's
worker's compensation law and provide the City proof of such compliance in lieu of complying with the
provisions of the Indiana Worker's Compensation Law.
SECTION VII. IRAN INVESTMENT ACTIVITIES
Pursuant to Indiana Code (IC) 5-22-16.5, Contractor certifies that Contractor is not engaged in investment
activities in Iran. In the event City determines during the course of this Agreement that this certification
is no longer valid, City shall notify Contractor in writing of said determination and shall give contractor
ninety (90) days within which to respond to the written notice. In the event Contractor fails to
demonstrate to the City that the Contractor has ceased investment activities in Iran within ninety (90) days
after the written notice is given to the Contractor, the City may proceed with any remedies it may have
pursuant to IC 5-22-16.5. In the event the City determines during the course of this Agreement that this
certification is no longer valid and said determination is not refuted by Contractor in the manner set forth
in IC 5-22-16.5, the City reserves the right to consider the Contractor to be in breach of this Agreement
and terminate the agreement upon the expiration of the ninety (90) day period set forth above.
SECTION VIII. PROHIBITION AGAINST DISCRIMINATION
A. Pursuant to Indiana Code 22-9-1-10, Contractor, any sub -contractor, or any person acting on
behalf of Contractor or any sub -contractor shall not discriminate against any employee or applicant for
employment to be employed in the performance of this Agreement, with respect to hire, tenure, terms,
conditions or privileges of employment or any matter directly or indirectly related to employment,
because of race, religion, color, sex, disability, national origin, or ancestry.
B. Pursuant to Indiana Code 5-16-6-1, the Contractor agrees:
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1. That in the hiring of employees for the performance of work under this Agreement of any
subcontract hereunder, Contractor, any subcontractor, or any person acting on behalf of
Contractor or any sub -contractor, shall not discriminate by reason of race, religion, color, sex,
national origin or ancestry against any citizen of the State of Indiana who is qualified and
available to perform the work to which the employment relates;
2. That Contractor, any sub -contractor, or any person action on behalf of Contractor or any
sub -contractor shall in no manner discriminate against or intimidate any employee hired for the
performance of work under this Agreement on account of race, religion, color, sex, national
origin or ancestry;
3. That there may be deducted from the amount payable to Contractor by the City under this
Agreement, a penalty of five dollars ($5.00) for each person for each calendar day during which
such person was discriminated against or intimidated in violation of the provisions of the
Agreement; and
4. That this Agreement may be canceled or terminated by the City and all monies due or to
become due hereunder may be forfeited, for a second or any subsequent violation of the terms or
conditions of this section of the Agreement.
C. Violation of the terms or conditions of this Agreement relating to discrimination or intimidation
shall be considered a material breach of this Agreement.
SECTION IX. RELEASE OF LIABILITY
Contractor hereby agrees to release and hold harmless the City and all officers, employees, or agents of
the same from all liability for negligence which may arise in the course of Contractor's performance of its
obligations pursuant to this Agreement.
SECTION X. MISCELLANEOUS
This Agreement is personal to the parties hereto and neither party may assign or delegate any of its rights
or obligations hereunder without the prior written consent of the other party. It shall be controlled by
Indiana law and shall be binding upon the parties, their successors and assigns. It constitutes the entire
Agreement between the parties, although it may be altered or amended in whole or in part at any time by
filing with the Agreement a written instrument setting forth such changes signed by both parties.
This Agreement may be simultaneously executed in several counterparts, each of which shall be an
original and all of which shall constitute but one and the same instrument.
The parties hereto submit to jurisdiction of the courts of Wayne County, Indiana, and suit arising under
this Contract, if any, must be filed in said courts. The parties specifically agree that no arbitration or
mediation shall be required prior to the commencement of legal proceedings in said Courts.
Any person executing this Contract in a representative capacity hereby warrants that he has been duly
authorized by his or her principal to execute this Contract.
In the event of any breach of this Agreement by Contractor, and in addition to any other damages or
remedies, Contractor shall be liable for all costs incurred by City due to the enforcement of this
Agreement, including but not limited to City's reasonable attorney's fees, whether or not suit is filed.
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In the event that an ambiguity or question of intent or a need for interpretation of this Agreement arises,
this Agreement shall be construed as if drafted jointly by the parties, and no presumption or burden of
proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of
this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement at Richmond, Indiana, as of the day
and year first written above, although signatures may be affixed on different dates.
"CITY"
THE CITY OF RICHMOND,
INDIANA BY AND THROUGH ITS Board of
Public Works and Safety
By:
Vicki Robinson, President
Tt�J 1-�
Richard Foore, Member
Date: �-/ Y —1 6
APPROVED:
ow, or
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Date: l
"CONTRACTOR"
PENN CARE, INC.
1317 North Road
Niles, OH 44446
Un
Printed: C\a
Title: V �U �k C � VA
Page 5 of 5
i
Viffliff ,i rr
Public Safety Technology
April 21, 2016
City of Richmond
Board of Public Works and Safety
50 North 5 h Street
Richmond, IN 47374
Penn Care, Inc. and Braun Industries are pleased to submit the following proposal of a
new ambulance for your consideration.
One (1) Braun Chief XL Type III ambulance on a 2016 Ford E-450 Gas
Price................................................................................. .$ 178,465.00
Less Braun/Penn Care discount (dealer demo layout) ........................ - $ 4,800.00
Less Ford FIN Rebate (if a valid number is supplied) ........................ - $ 6,299.00
Final Purchase Price..............................................................$ 167,366.00
Please note on any order after May 19, 2016 the Ford FIN discount money will
decrease to $ 4,800.00
Delivery time: approximately 270 days from receipt of order
Terms: cash on delivery and acceptance
Braun's exclusive SolidBody construction methods and over 30 years of manufacturing
experience in the industry, provides a module that is lighter, stronger, and structurally
warranted for the life, with no pro -ration. This construction technique gives our
customers some of the highest payloads in the industry, as well the lowest centers of
gravity, and much less chassis wear. Our construction methods provide a module that is
remountable, time after time onto a new chassis, while still carrying the lifetime
structural warranty.
Penn Care, Inc. is the parts and service provider of choice for Braun.
Changes or additions to the vehicle may be made with the appropriate charges or
credits applied to the aforementioned price. Penn Care, Inc. will honor this quote
for 60 days. Please feel free to give me a call at 765-425-5920 if any further
information is needed.
Respectfully,
Tony &um
Y
Sales Representative
Penn Care, Inc.
1317 North Rd. - Niles, OH - 44446
800-392-7233 fax 330-544-0022
www.penncare.net
HE81T PAGE LOF
PURCHASER:
PURCHASE AGREEMENT
April 19, 2016
SELLER:
Penn Care, Inc
1317 North Rd
Niles, OH 44446
Seller sells to Purchaser Braun Chief XL on a 2016 Ford E-450 chassis, as per the attached specifications and
modifications, F.O.B. Van Wert, Ohio. The Seller shall not be liable for failure to deliver or for any delay in delivering
the motor vehicle covered by this agreement where such failure or delay is due, in whole or in part, to any cause
beyond the control or without the fault or negligence of the Seller. Delays from the chassis manufacturer will result in
extended delivery time as will changes to this contract once the contract has been placed with Braun Ambulances.
Additions or deletions can only be made if the vehicle has not passed that point in production.
PURCHASE TERMS
One (1) Braun Chief XL Type III ambulance on a 2016 Ford E-450 Gas
Price.......................................................................................$ 178,465.00
Less Braun/Penn Care discount (dealer demo layout) ........................ - $ 4,800.00
Less Ford FIN Rebate (if a valid number is supplied) ......................... - $ 6,299.00
Final Purchase Price..................................................................$ 167,366.00