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HomeMy Public PortalAbout136-2023 - Cronin Toyota - purchase of Toyota Tacoma Truck •. PURCHASE AGREEMENT • 41 THIS PURCHASE AGREEMENT made and entered into this )7--day of „I , 2023, by and between the City of Richmond, Indiana, a municipal corporation acting by tfid through its Board of Public •Works and Safety (hereinafter referred to as the "City") and Cronin Toyota of Richmond, 5601 National Road East, Richmond., Indiana, 47374 (hereinafter referred to as the "Contractor"). SECTION I. STATEMENT AND SUBJECT OF AGREEMENT City hereby retains Contractor to furnish one (1) Toyota Tacoma Truck (hereinafter "Vehicle") for the City of Richmond Code Enforcement Department. This purchase and/or project is undertaken in response to the public health emergency and/or negative economic impacts resulting from the pandemic. Resources dedicated to this purchase and/or project fight the pandemic, sustain and strengthen the economic recovery, maintain vital public services and make investments that support long-term growth, opportunity, and equity. A request for quotes, dated June 23, 2023, has been made available for inspection by Contractor, is on file with the Department of Code Enforcement, is hereby incorporated by reference, and made a part of this Agreement. Contractor agrees to abide by the same. The response of Contractor to said Request for Quotes is attached hereto as "Exhibit A", which Exhibit was received June 29, 2023, consists of three (3) 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, uipment, and services necessary for and incidental to the proper completion of this Purchase Agreement, Contract No. 136-2023 Page 1 of 6 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 IL 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 Thirty-eight Thousand Four Hundred Eighty-Eve Dollars and Twenty-five Cents ($38,485.25) for purchase of the Vehicle pursuant to this Agreement, which also includes the licensing and documentation fees. SECTION IV, TERM OF AGREEMENT This Agreement shall become effective when signed by all parties and shall continue in effect until satisfactory 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 he 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 he relieved of any other responsibility herein. Page 2 of 6 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. This Agreement may also be terminated by the City if a force-majeure event occurs and the results or aftereffects of said event causes the performance of this Agreement to become impossible or highly impracticable. Said event or results or aftereffects of said event would include events or effects which the parties to this Agreement could not have anticipated or controlled. Examples of a force- majeure event, or its results, would include, but would not be limited to, events such as an Act of God, an Act of Nature, an Act of Law, or an Emergency Act of Executive Enforcement of the Federal government, the State of Indiana, or local government. 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 C. Comprehensive General Liability Section I. 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 1. Bodily Injury $1,000,000 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 Page 3 of 6 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) 5-22-1 6.5, 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: 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; Page 4 of 6 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. 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 Page 5 of 6 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." "CONTRACTOR" THE CITY OF RICHMOND, CRONIN TOYOTA OF RICHMOND INDIANA BY AND THROUGH ITS Board of 5601 National Road East Public Works and Safety Richmond, Indiana, 47374 By: /e:( et,:19/666 t°1-"/ By: Vicki Robinson, President By: Printed: 4, /Pick, e y mily Pal er, Member By: Title: 3cje 5 /1/10,„„je Matt Evans, Member Date: Date: APPROVED _ r Date: Oc9/40 Page 6 of 6 - „ Cronin Toyota of Richmond 4,7) TOYOTA 5601 National Road East Richmond IN 47374 765-966-4569 2023 TACOMA Tacoma SR Model:7594 VIN:3TMC7SAN1PIM28B814 ' Stock:N/A " Engine: 3.5L V6 Engine Transmission:6-Speed Automatic Transmission MI EXTERIOR INTERIOR 1111111111 Magnetic Gray Metallic Cement Gray Fabric PRICE FUEL ECONOMY Vehicle Base Model(MSRP*) $34,515.00 Port Installed Packages&Accessories $2,384.00 2 0 22 MPG 18MPG MPG Delivery Processing and Handling $1,335,00 Combined City/Hwy " City Highway Total Price $38,234.00 INSTALLED PACKAGES &ACCESSORIES 50 State Emissions $0.00 FPO Quick Charge Cable Package $70.00 Quick charge cables are a convenient way to have your smart devices charged while on the go,Contents:•Dual Smart USE Cell Phone Charger4thone*Lightning USE Cable-3'•iPhorle*Lightning USE Cable-6'•USB-C to USE-A Cable- 3'. PIO Bed Lighting Kit $149.00 Why go fumbling in the dark when you don't have The bed lighting kit will effectively light up your truck bed so you can actually see what you're loading and unloading.' High-performance LED truck bed lighting helps improve cargo management at night or in dark lotions'Two separate light assemblies each including six LEDs—on the inside bed walls and near the rear of the cargo area—provide excellent light distribution while loading and unloading. Precise placement angles illuminate toward important cargo locations. Constructed of high-quality, durable materials. PIO Door Edge Guards $140.00 Help prevent door edge dings and chipped paint with this protective finishing touch•Thermoplastic-coated stainless steel is precisely matched to the exterior finish' Compression-fitted to door edge contours' Blend seamlessly to complement exterior styling. PIO 5-In.Oval Tube Steps-Black $589.00 Whether or not your truck is lifted,you might need a step up.Tube steps ease entry into the cab while complementing Tacoma's good looks.. 5-in,oval tube steps provide dual-molded and skid-resistant, heavy-duty step pads on both sides of the vehicle to help channel water off the step-Durable, lightweight aluminum construction is chip-and rust- resistant;choice of chrome-plated or black powder coat Finish' Meets all Toyota-required load,cyclic and durability testing. PIO gr(.171IBITTPAGE I OF 5 I 3 TOYOTA Tacoma SR-3TMCZSAN1PM2RE014 Soft Tonneau Cover $739.00 Featuring a sleek tri-fold design,the iow-profile soft tonneau cover is easy to install and remove for storage.Use it to deter theft of your gear and other valuables as well as protect them from inclement weather,i Made from light-weight aluminum and premium vinyl materials. Easy and quick operation allows you to told it forward when hauling larger items-Designed specifically for Tacoma. PIO ALL-Weather Floor Liners arid Door Sill Protectors $258.00 All-Weather Floor Liners and Door Sill Protectors includes:All-Weather Floor LinersDoor Silt Protectors. PIO Paint Protection Film-Hood, Fenders, Mirror Backs and Door Cups $439.00 Genuine Toyota paint protection film helps protect the paint finish from chips and scratches.-Multiple film Layers of durable,nearly invisible urethane help provide protection and resist discoloration-Designed for specific sections of the vehicle that are most prone to chipping •Kit includes paint protection film for hood,fenders,mirror backs and door cups-Paint protection film for the front bumper sold separately PIO Total Optional Equipment $2,384.00 Vehicle Base Model $34,515.00 Delivery Processing and Handling $1,335.00 FEATURES Mechanical& Performance • 3.5l V6 Atkinson Cycle with Dual VVI-i • 6-Spd Automatic Transmission • 4WDemand:Part-Time 4x4 Sys w/2-Speed Electronically - Automatic Limited-Slip Differential. Controlled Transfer Case • Off-road: Hill Start Assist Control(HAC) • Towing Receiver Hitch, Eng Oil Cooler,Trailer Sway Control • Suspension;Coil-spring double-wishbone front suspension and • Body Construction:One-piece frame rails with eight cross stabilizer bar;leaf spring rear suspension with staggered members and fully boxed front sub-frame outboard-mounted gas shock absorbers and stabilizer bar • Steering:Variable-assist power rack-and-pinion steering • Brakes:Power-assisted ventilated front disc brakes; rear drum • 4WDemand part-time 4WD(4WD) brakes with tandem booster and Star Safety System.1' • 6-Speed Automatic'Transmission • Engine.: 3,51.V6 Engine • Weight Rating:5600 lbs Exterior • 16-in Styled Steel Wheels • Projector-beam headlights with turn Daytime Running Lights (DRL) • Dark gray grille with black surround,and color-keyed heated • Fiber-reinforced Sheet-Molded Composite(SMC)inner bed with power outside mirrors,door handles and rear bumper steel.outer panels, storage compartments and rail caps,with easy • Deck rail system with four adjustable tie-down cleats and four lower, lockable and removable tailgate fixed cargo bed tie-down points • 16-in, styled steel wheels with P245/75R16 tires • Variable intermittent windshield wipers with mist cycle • Sliding rear glass with privacy glass • Skid plate(s):on engine/front suspension • Integrated color-keyed tailgate spoiler Exterior Dimensions • Overall height 70,6 • Overall width 74.4 • Overall Length 212.3 • Wheelbase'127 4 • Bed length 60.5 • Bed height 19,1 • Bed width(between wheetwells)41.5 • Track(front/rear)63/63.2 Interior • Fabric-Trimmed Seat,vv/Driver Lumbar Support • Audio-7-in Touchscreen w/6-Spe.akers, Apple CarPlay&Android • SiriusXM w/3-Month Platinum Plan Trial Auto Compatible • Fabric-trimmed seats;4-way adjustable driver's seat with lumbar • Dual Zone Auto A/C w/Rear Vents support;4-way adjustable front passenger seat • Front dual zone automatic climate control with air filter and • Power windows and door locks individual temperature settings for driver and front passenger PAGE ar. OF 3 43 11...1TVIA lacorna 31't-31r1,13ArMar1.46/11514 Audio Multimedia • Audio—includes 7-in.touchscreen,six speakers,Android AutoT" &Apple CarPlays compatible,hands-free phone capability and music streaming via Bluetooth6 wireless technology,SiriusXM4' with 3-month Platinum Plan trial subscription. See toyota.com/ audio-multimedia for details.S ToyotaCare • 24-hour Roadside Assistance $0(NO COST) • No cost maintenance $0(NO COST) Safety&Convenience • Toyota Safety Sense P: Pre-Collision Sys w/Pedestrian Detection, • Star Safety System Dynamic Radar Cruise Control,Lane Departure Alert,Automatic • Driver and front passenger Advanced Airbag System High Beams • Tire Pressure Monitor System(TPMS) • Connected Services Capable.4G network dependent. See • Child-protector rear door locks Toyota.com for details. • Engine immobilizer • LATCH(Lower Anchors and Tethers for CHildren)includes lower anchors for front passenger seats on Access Cab and outboard rear seats on Double Cab • Class-IV towing hitch receiver, ATF cooler(not available on manual transmission),engine oil cooler,power steering cooler, 130-amp alternator,4-and 7-pin connector with converter,and Trailer-Sway Control(TSC) (V6 only) • Driver and Front passenger seat-mounted side airbags,driver and front passenger knee airbags and front and rear Roll-sensing Side Curtain Airbags(RSCA) Connected Services • Service Connect —receive personalized maintenance updates • Wi-Ei Connect —includes AT&T Wi-Fi hotspot.Subscription and vehicle health reports.Subscription required after trial. 4G required after trial, 4G network dependent. Up to 3-month/2 GB network dependent. Up to 10-year trial subscription trial subscription • Safety Connect* —includes Emergency Assistance button, enhanced Roadside Assistance, Automatic Collision Notification and Stolen Vehicle Locator. Subscription required after triaL 40 network dependent.1-year trial subscription *202.3 Manufacturer's Suggested Retail.Price,excludes the Delivery,Processing and Handling Pee,taxes,license,title and available or regionally required equipment..Actual Dealer price may vary.Pricing,specifications,fuel economy,standard features and available equipment are based on information available when this page was produced and subject to change without notice. ToyotaCare,which covers normal factory scheduled maintenance for 2 years or 25,000 miles,whichever comes first,is included as part of the sales price of the vehicle for qualifying buyers.See participating dealer for eligibility and coverage details. Disclaimer:This document is only representative of some of the information contained on an actual window sticker,and is not meant to replace or substitute for the actual window sticker on the vehicle.Pease see your retailer for further information. Create Date:06/27/2023 EXHIBIT' • PAGE OF 3