Loading...
HomeMy Public PortalAbout197-2019 - QPA Advantage Ford Lincoln - Ford F350PURCHASE AGREEMENT THIS PURCHASE AGREEMENT made and entered into this day of , 20 by and between the City of Richmond, Indiana, a municipal corporation acting by and through its Board of Public works and Safety (hereinafter referred to as the "City") and Advantage Ford-' Lincoln, Inc., 2350 Park Road, Connersville, Indiana, 47334 (hereinafter referred to as the "Contractor"). _ SECTION I. STATEMENT AND SUBJECT OF AGREEMENT City hereby retains 'Contractor to furnish one (1) 2020 Ford F3 5 0 Regular Cab 4x4 Pickup Truck (hereinafter "Vehicle") for the City of Richmond Code Enforcement Department. The Indiana State Quantity Purchase Agreement Vendor and Commodity List containing Indiana State Pre -Approved 1Jquipment Pricing Bids (hereinafter "QPA Bid List") was examined by the Richmond 00de Enforcement Department. The QPA Bid List is on file in the Richmond Code Enforcement Department and Purchasing Department and is hereby incorporated by reference, and made a part of this Agreement. Contractor agrees to comply with all terms and conditions contained therein. Pursuant to Indiana guidelines, a, City may opt to use the State QPA Bid List when purchasing and may request price quotes for specific quantities of items of equipment and/or commodities as an alternative to the standard bid procedures. Contractor's Specification Response (through QPA Quote 15271 ) to the, Richmond Code Enforcement Department's specific quantity inquiry is attached hereto as "Exhibit A", which Exhibit is dated November 15, 2019, and was received November 18, 2019, consists of two (2) pages, -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. } I 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. The Contractor shall furnish all labor material, equipment, and services necessary for and incidental to the proper completion of this Purchase Agreement. 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. Contract No. 197--2019 Page 1 of 6 No performance of services shall commence until the following has been mete 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 Contractor's November 15, �2019, Response CE?chibit. A), provided that Contractor's total compensation shall not exceed Forty-one Thousand Twelve Dollars and Forty --one Cents ($41,012.41) for purchase of the vehicle pursuant to this Agreement. 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. Page 2 of 6 i 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 INSUItANCE 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, Y 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 sir by any sub -contractors or by anyone directly or indirect1v 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 $1003000 C. Comprehensive General Liability Section 1. Bodily Injury $1;000,000 each occurrence $2,000,000 aggregate Section 2. Property Damage $1,000,000 each occurrence D. Comprehensive Auto Liability Section L Bodily Injury $11000,000 each person $1,000,000 each occurrence Section 2. Property Damage $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 worm 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 Page 3 of 6 , 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. PROHIBITION AGAINST DISCREMONATION 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: 1. That in the hiring of loyees for the performance of work under this Agreement of em p 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, fora 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 VIII. MAN 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 nbtice.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 Page 4 of 6 l 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 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 Ilhis 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. [Signature page to follow.] , Page 5 of Iri 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 pf the provisions of this Agreement J J ! IN WITNESS VBEREOF, the parties have executed this Agreement at Richmond, Indiana,, as of the day and year first written above, altliough signatures nay be affixed on different dates. `&CITY' " CO CTOR!$ TIC- CITY OF RICI 40ND, ADVANTAGE FORD LI COLN, INC. INDIANA. BY AND THROUGH ITS Board of 2350 Park Road .Public worts and Safety Connefsville5,1N 47331 By: By* Vicki .Robinson, President . J By: • h6ty pal er, Member Fleet Sales Manager y: TK1e: B. Matt Evans; Member �biPPROIE Date:_ I]avi .SnowP�11� ,k. Date: 6 � Page 6of6 12/13/2019 eXteriartemp, systems monitor, trip odometer *Warning Indicators Include oil pressure,'engineternperature, battery, lights on, key, low fuel, :door ajar, service Interval, brake fluid, low tire pressure I St;;rl �Zeel with tiltand telescopic adjustment' Manual front windows with .Please fax quotation and copy of your purchase order to our goverriment sales office at 1 Within 3-5 b us1ness days you should receive an order conformation from our office to confirm your order. Thank you, z Advantage Ford Uncoln, Inc 2350 Park Road Connersville, IN 47331 �EXH ff /A-,