HomeMy WebLinkAboutbocc.con.073.2016 7 2(!15 6:jm
TKIN Pitkin County
Contract Cover Sheet
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Please complete the Contract Cover Sheet when the contract is completed and signed by Contractor and Pitkin County
Project Manager.
Return all Contract Cover Sheets and Contracts/Change Orders/Amendments to Procurement
(procurement help@pitkincounty.com). Any contracts$50,000 and over will be routed for signatures to County Manager
and Attorney's Office(if required)by Procurement&Contracts Manager.
Contract Information
Contract Number 073.2016
Project Name Pneumatic Roller
Contractor Wagner Equipment Co
Budget Line Item 110.53.00952.86650
Additional Budget Line Item(s) Click here to enter text.
and special notes to Finance � //�t?-00,
Contract Start Date Click here to enter a date. /
Contract End Date Click here to enter a date. le f 15"1 &Oa/
Automatic Renewal Yes ❑ No❑x
If Construction: Retainage Click here to enter text.
If this is a new contractor, please request they complete and submit to Finance a W-9 Form.
Contact Information:
Department Fleet
Project Manager Jonah Frank Project Manager 5393
Phone
Provide a brief description of the contract:
One Pneumatic Roller for Road and Bridge
Contract Value Summary:
Contract Amount $180,696.00
This Change order/Amendment amount(if applicable)
New Contract Total
Procurement Method:
None I: Informal Formal , Sole Source ❑ Emergency❑ Contract Renewal ❑
Contract Type:
Services/Maintenance ❑ Construction ❑ Goods,Equipment, Supplies
Change Order/Amendment❑ Other, please explain ❑ Click here to enter text.
NOTE: CLERKS OFFICE WILL KEEP ORIGINAL DOCUMENTS IN COMPLIANCE WITH COLORADO STATE
ARCHIVES RETAINAGE SCHEDULE. ALL ATTACHMENTS MUST BE WITH THIS CHECKLIST.
Contract#073.2016 1/14/16
Budget Line Item#110.53.00952.86650
4/ f
CONTRACT
FOR THE PURCHASE OF GOODS/EOUIPMENT
One Pneumatic Roller
THIS CONTRACT is made and entered into this 14th day of January, 2016 , by and
between the Pitkin County Board of County Commissioners, 530 E. Main Street, Third
Floor, Aspen, Colorado 81611 (hereinafter "County") and Wagner Equipment Co,
(hereinafter"Vendor").
1.GOODS PURCHASED. Vendor shall provide County the following goods conforming
to the stated description and any Technical Specifications attached to this contract:
Per NJAP award#032515-CAT
(1) CW34 Roller as per Specification in Attachment 1
2.DELIVERY OF GOODS. Goods, together with all warranties, guarantees, manuals,
support information and notice of any extended warranties, shall be delivered by Vendor
to the County at the following place and time:
Place: 76 Service center Rd. Aspen, Co
81611 Date: June 1st 2016
3.RISK OF LOSS. At all times prior to delivery and County's acceptance of the
goods, Vendor shall bear any and all risk of loss of or damage to the goods. During such
period, Vendor shall insure the goods for loss or damage in amounts and under
appropriate terms.
4.TIME IS OF THE ESSENCE. Vendor acknowledges that time is of the essence for
delivery of goods/equipment.
5.LIQUIDATED DAMAGES. Vendor hereby agrees to be responsible to County for
liquidated damages for failure to deliver goods on time, (for delay and not as Penalty) in
the amount of$100.00 per calendar day for each day or part of a day that goods are not
delivered on the date and time established in accordance with this contract. The parties
Contract#073.2016 1/14/16
Budget Line Item#110.53.00952.86650
agree that the stated sum is a reasonable forecast of fair compensation for the anticipated
damages for delay and that they genuinely intend to liquidate such damages. Any such
damages are to be deducted from purchase price.
6.ACCEPTANCE OF GOODS. Delivery of goods shall be complete only upon
acceptance by County. County shall have 14 days for inspection of goods. At delivery
and after inspection and acceptance, Vendor shall tender a Bill of Sale to the goods,
together with any and all other documents evidencing such ownership and title to the
goods. The goods shall be delivered to County free and clear of any liens, claims or
encumbrances, and Vendor shall warrant the same, which warranty shall survive closing
of this contract.
7.REJECTION OF GOODS. If goods are not delivered according to the specifications
and descriptions of this contract, County may reject goods. Vendor shall have 30 days
additional time to deliver goods in conformance with this contract. Upon failure of
Vendor to deliver goods, County may terminate this contract or declare Vendor to be in
default and pursue remedies contained in this contract.
8.WARRANTY/REPAIRS:
A. Delivery of Warranty. Upon delivery of the goods, Vendor shall simultaneously
tender to County all warranties, guarantees, manuals and other documents specified by
the contract documents or in possession of Vendor.
B. Terms of Warranty and Repair. The Vendor hereby warrants that for a period of
5 year, 7500 Hour Warranty Powertrain and hydraulics, after goods are accepted,
Vendor will, at Vendor's own expense, without any cost to the County, replace all
defective parts and make any repairs to the goods that may be required or made necessary
by reason of defective material or workmanship. Where practicable, warranty repairs are
to be made in the field; however, in the event of major repairs, the goods may be
Need to be transported to Vendor's facility at no cost to the County.
C. Extended Warranties. In addition to the above, the County may avail itself of the
Vendor's standard and/or extended warranties. The Vendor shall offer to the County any
extended warranties,which may be available from the manufacturer at the time of delivery,
or any subsequent extended warranties, for which the County may be eligible, which
become available thereafter. The County is under no obligation to accept and pay for
these extended warranties however.
9.PAYMENT. Full payment shall occur upon acceptance of goods delivered in
compliance with this contract. In consideration of delivery and acceptance of the goods
to County in accordance with this contract, County shall pay Vendor, and Vendor agrees
to accept as its full and only compensation, the stated sum of $180,696.00, but any
payment by the County may be offset by any amount the Vendor owes the County for
any reason.
Contract#073.2016 1/14/16
Budget Line Item#110.53.00952.86650
10. TERMINATION PRIOR TO EXPIRATION OF CONTRACT TERM. County has
the right to terminate this contract, with or without cause, by giving written notice to the
Vendor of such termination and specifying the effective date thereof.
11. COUNTY'S REMEDIES UPON DEFAULTOF VENDOR. Whenever Vendor
shall default in performance of this contract in accordance with its terms, County shall be
entitled to suit for damages, specific performance or other relief in law or equity.
12. ASSIGNABLILITY. This contract is not assignable by either party. Any use of
subcontractors by the Vendor for performance of this contract must be accepted in writing
by the County.
13. BINDING ARBITRATION. Any disputes arising out of this contract shall be
subject to binding arbitration. The parties agree that any disputes concerning the terms
and conditions of this contract shall be submitted and finally settled by arbitration.
Arbitration shall be conducted pursuant to the rules of the American Arbitration
Association and shall be presided over by the Pitkin County Hearing Officer appointed to
arbitrate Pitkin County contract disputes. Costs of the arbitration shall be awarded to the
substantially prevailing party.
14. SEVERABILITY. In the event that any provision of this contract shall be held to
be invalid or unenforceable, the remaining provisions of this contract shall remain valid
and binding upon the parties hereto.
15. INTEGRATION AND MODIFICATION. This contract represents the entire and
integrated contract between the County and Vendor and supersedes all prior negotiations,
representations, or contract, either written or oral. This contract may be amended only by
written contract signed by both the County and Vendor.
16. EXEMPTIONS. All purchases of construction or building or any other materials
for this contract shall not include Federal Excise Taxes or Colorado State or local sales or
use taxes. Pitkin County is exempt from such taxes under registration numbers 98-02624
and 84-78000-5K.
17. CONTRACT MADE IN COLORADO. The parties agree that this contract was
made in accordance with the laws of the State of Colorado and shall be so construed.
Contract#073.2016 1/14/16
Budget Line Item#110.53.00952.86650
Venue is agreed to be exclusively in the courts of Pitkin County, Colorado.
18. ATTORNEY'S FEES. In the event that legal action is necessary to enforce any of
the provisions of this contract beyond the arbitration described in Paragraph 13, the
substantially prevailing party shall be entitled to its costs and reasonable attorney's fees.
19. GOVERNMENTAL IMMUNITY. Vendor agrees and understands that the
County is relying on and does not waive, by any provision of this contract, the monetary
limitations or terms (presently $150,000 per person and $600,000 per occurrence) or any
other rights, immunities, and protections provided by the Colorado Governmental
Immunity Act, § 24-10-101, et seq., C.R.S., as from time to time amended, or otherwise
available to the County or any of its officers, agents or employees. Further, nothing in this
contract shall be construed or interpreted to require or provide for indemnification of the
Vendor by the County for any injury to any person or any property damage whatsoever
which is caused by the negligence or other misconduct of the County or its agent or
employees.
20. CURRENT YEAR OBLIGATIONS. The parties acknowledge and agree that any
payments provided for hereunder or requirements for future appropriations shall
constitute only currently budgeted expenditures of Pitkin County as County. Pitkin
County's obligations under this contract are subject to Pitkin County's annual right to
budget and appropriate the sums necessary to provide the services set forth herein. No
provisions of the contract shall constitute a mandatory charge or requirement in any
ensuing fiscal year beyond the then current fiscal year of Pitkin County. No provision of
the contract shall be construed or interpreted as creating a multiple-fiscal year direct or
indirect debt or other financial obligation of Pitkin County within the meaning of any
constitutional or statutory debt limitation. This contract shall not directly or indirectly
obligate Pitkin County to make any payments beyond those appropriated for Pitkin
County's then current fiscal year. No provisions of this contract shall be construed to
pledge or create a lien on any class or source of Pitkin County's moneys, nor shall any
provision of this contract restrict the future issuance of Pitkin County's bonds or any
obligations payable from any class or source of Pitkin County's money.
21. NOTICE. Any written notice required by this contract shall be deemed delivered
through any of the following: (1) hand delivery to the person at the address below; (2)
delivery by facsimile with confirmation of receipt to the fax number below; or (3) within
three (3) days of being sent certified first class mail, postage prepaid, return receipt
requested addressed as follows:
Contract#073.2016 1/14/16
Budget Line Item#110.53.00952.86650
A. To Pitkin County with copies to:
Jonah Frank Pitkin County Attorney's Office
76 Service center Rd. 530 E. Main Street, #302
Aspen, CO 81611 Aspen, Colorado 81611
970920-5374 Fax: (970) 920-5198
B. To Vendor:
Wagner Equipment Co
Brian Shaver
2322 I-70 Frontage Road
Grand Junction, CO 81505
(970) 242-2834
IN WITNESS WHEREOF, the parties have executed this contract as of the date first set
out herein above.
VENDOR: BOARD OF COUNTY COMMISSIONERS OF PITKIN
Ce f,T Y COLORADO A/0/./ 6-1
By: Si, By:
ame/Company Date � 11'5 Co?MC Mana er Date
By: I 10 B -44 11� /e
Fle: ►� ager J.te - -c'ion Leader Date
DATE Dec 30, 201
WAGNER'. CAT' SALES AGREEMENT QUOTE# 14782
Aurora,Colorado,Albuquerque,New Mexico,El Paso,Texas
PURCHASER PITKIN COUNTY FLEET MGMT
S STREETADDRESS 76 SERVICE CENTER RD S <SAME>
O H
L CITY/STATE ASPEN,, CO COUNTY PITKIN (049) I
D P
POSTAL CODE 81611-2567 PHONE NO. 970 920 5393
TT
EQUIPMENT JONAH FRANK PHONE NO. 970 920 5351 p
O CUSTOMER CONTACT:
PRODUCT SUPPORT JONAH FRANK PHONE NO. 970 920 5351
INDUSTRY CODE: PRINCIPAL WORK CODE:
Ownership 69043 Invoice 69043 Sales Tax Exemption#(if applicable) Customer PO Number Ship Via
Customer# Customer# 98-02624 Aurora
PAYMENT TERMS: (All terms and payments are subject to Finance Company-OAC approve
E• NET PAYMENT ON RECEIPT OF INVOICE Q NET ON DELIVERY ❑ FINANCIAL SERVICES CSC ❑LEASE
M CASH WITH ORDER $0.00 BALANCE TO FINANCE $0.00 CONTRACT INTEREST RATE 0% NOTES:
PAYMENT PERIOD PAYMENT AMOUNT $0.00 NUMBER OF PAYMENTS 0 OPTIONAL BUY-OUT
DESCRIPTION OF EQUIPMENT ORDERED/PURCHASED
MAKE: CATERPILLAR MODEL: CW34NN YEAR: 2016 NEW USED ❑
STOCK NUMBER: TBD SERIAL NUMBER: TBD SMU: TBA
2W34 PNEUMATIC COMPACTOR SPRAY, EMULSION
LANE 3 ORDER SPARE, TIRE & WHEEL
ENGINE, TIER 4F/STAGE 4 CONTROL, OPTION
AIR CONDITIONER CERTIFICATE OF ORIGIN
IAB, ROPS W/HEATER & DEFROSTER YEAR OF MANUFACTURE PLATE
SEAT, STD CLOTH, BSC CONTROL, PREMIUM
PRODUCT LINK, SATELLITE PL631 LINES, HEATER, HRC
INSTALLATION, CAB
FIRES, STD
DIL, HDR, FACTORY FILLED
INSTRUCTIONS, NORTH AMERICAN
BALLAST, 52,800 LB
LIGHTS, HALOGEN, CAB
KIRRORS, EXTERNAL
SUN SCREEN
TRADE-IN EQUIPMENT Sell Price $200,696.0(
AODEL: CC422 -DYNAPAC(DYI YEAR: 2007 SN.: 42621035
'AYOUT TO: AMOUNT: PAID BY: Less Gross Trade Allowance ($20,000.00)
AODEL: YEAR: SN.: Total After Tax Balance $180,696.0(
'AYOUT TO: AMOUNT: PAID BY:
AODEL: YEAR: SN.:
'AYOUT TO: AMOUNT: PAID BY:
AODEL: YEAR: SN.:
'AYOUT TO: AMOUNT: PAID BY:
\LL TRADES-INS ARE SUBJECT TO EQUIPMENT BEING IN'AS INSPECTED CONDITION"BY VENDOR AT TIME OF DELIVERY OF
REPLACEMENT MACHINE PURCHASE ABOVE.
'URCHASER HEREBY SELLS THE TRADE-IN EQUIPMENT DESCRIBED ABOVE TO THE VENDOR AND WARRANTS IT TO BE FREE
END CLEAR OF ALL CLAIMS,LIENS,MORTGAGES AND SECURITY INTEREST EXCEPT AS SHOWN ABOVE.
Q CATERPILLAR EQUIPMENT WARRANTY&COVERAGE ��------ ❑USED EQUIPMENT INITIAL
INITIAL F COVERAGE
The customer acknowledges that he has received a copy of the Wagner Equipment Co./Caterpillar Warranty and has read and understood All used equipment is sold as is where is and no warranty is offered or implied except as
said warranty.Scheduled oil sampling(S.O.S.)is mandatory with this warranty.The customer is responsible for taking oil samples at specified here:
designated intervals from all power train components and failure to do so may result In voiding the warranty. Warranty applicable:
Warranty applicable Including expiration date where necessary:
12 Months Unlimited Hours, Parts and Labor (Travel Time included for the first 6
months)
Governmental Premier 5 Year / 7500 Hour Extended Coverage Plan
❑ALLIED WARRANTY&COVERAGE SIGNATURE
CSA:
NOTES:
THIS AGREEMENT IS SUBJECT TO THE TERMS AND CONDITIONS ON THE REVERSE
WAGNER EQUIPMENT CO. PURCHASER
RDER RECEIVED BY Brian Shaver DATE APPROVED AND ACCEPTED ON
REPRESENTATIVE PITKIN COUNTY FLEET MGMT
PURCHASE
BY
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.' ,GNATURE
til -a_s.�
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TERMS AND CONDITIONS (COLORADO, NEW MEXICO OR TEXAS)
. METHODS OF ACCEPTANCE and TERMS OF AGREEMENT: This Machine Sales Order("MSO")is an offer for the sale of the equipment anc
attachments described on the face hereof(referred to herein generally as"equipment"and"goods"interchangeably)to Customer under the terms
Ind conditions specified herein.This offer may be accepted by(1)the execution of this MSO by a representative of Customer or(2) Customer's
.erbal or written authorizations or conduct consistent with prior course of dealing between the parts authorizing WAGNER to take action to fulfill
pis order, or(3)the commencement of manufacture or shipment of the goods or services specified in this Order,whichever of the foregoing first
iccurs.Acceptance of this offer is limited to the express terms stated in this Order.Any proposal in Buyer's acceptance for additional or different
erms or any attempt by Customer to vary in any degree any of the terms or any attempt by Customer to vary in any degree any of the terms of this
lifer is objected to and hereby rejected, but such proposals shall not operate as a rejection of this offer, unless such variances are in the terms of
le description, quantity, price or delivery schedule of the goods or services, but shall be deemed a material alteration of this Order and this offer
hall be deemed accepted by Seller without said additional or different terms. Once accepted, this Order shall constitute the entire agreement
letween WAGNER and Customer.WAGNER is not bound by any representation or agreements, express, or implied, oral or otherwise,which are
got stated within this agreement or contained in a separate writing supplementing this agreement and signed by authorized agents of both
VAGNER and Customer.
;.TIME OF DELIVERY and SHIPPING: Orders for equipment are processed in the order of their acceptance by WAGNER and WAGNER will use
:s reasonable efforts to deliver the equipment to You on the scheduled delivery date on the face hereof. However, shipping and delivery dates are
acknowledged to be estimates only and dependent upon many factors outside of WAGNER's control including, but not limited to,the
ianufacturer's production schedule, material and labor shortages, shipping delays and various other unrelating factors.WAGNER is not liable for
lelays or damages caused by delays in delivery or shipment of the equipment, unless stated on the face of this order to the contrary.You are
esponsible for all freight, shipping, loading and unloading costs.
:.To secure Customer's obligations under this agreement and to secure all of Customer's present or future debts, obligations or liabilities of
ihatever nature to WAGNER, Customer grants to WAGNER a security interest in the goods described on the reverse side hereof,together with
any attachments or accessions thereto and proceeds from the sale or lease thereof.Customer agrees to deliver to WAGNER, properly executed,
any certificate of title or other document or instrument required by WAGNER to protect WAGNER's security interest as created in this paragraph.
;ustomer also authorizes WAGNER to file financing statement(s)with respect to the security interest granted herein.
..Risk of loss of the goods shall pass to Customer as soon as the goods are properly loaded on the carrier.WAGNER's responsibility for shipment
eases upon delivery of the goods to a transportation company.Customer shall carry such fire and other insurance as necessary to protect its
iterest and the interest of WAGNER.Any claim by Customer for shortage in shipment shall be made within fifteen (15)days after receipt of the
hipment. It is specifically agreed that the risk of loss shall not be altered by the fact that the conduct of either party hereto may constitute a default
;r breech.The shortage in shipment notice must be in writing within fifteen (15)days and further, shortage in shipment is not deemed to constitute
nonconformity
I.Any notices pertaining to rejection or claims of nonconformity must be made in writing specifying in detail Customer's objections and such notice:
lust be delivered within ten (10)days after delivery of the goods. It is agreed that in the event of rejection, Customer may in no event resell the
roods, even in the absence of instructions from WAGNER,and Customer will store the goods or reship the goods to WAGNER. Should Customer
ell the goods, such sale shall be deemed an unequivocal acceptance of the goods. If Customer accepts goods tendered under this agreement,
uch acceptance shall be final and irrevocable; no attempted revocation shall have any effect whatsoever.
;.No right or interest in this agreement shall be assigned by Customer without the written permission of WAGNER, and no delegation of any
obligation owed or of the performance of any obligation by Customer shall be made without written permission of WAGNER.Any attempted
issignment or delegation by Customer shall be wholly void and totally ineffective for all purposes unless made in conformity with this paragraph.
'.WAGNER shall have all rights and remedies provided in the Uniform Commercial Code and in any other document executed in connection with
uis agreement.Customer agrees to pay all costs incurred by WAGNER in enforcing this agreement or any of is provisions, including without
mitation reasonable attorney's fees and costs and all costs of reclaiming the goods,whether or not legal action is commenced. In the event the
roods are reclaimed, Customer agrees that WAGNER may bid on the goods and that a commercially reasonable price for said reclaimed goods ,
lublic sale , may be determined by WAGNER based upon current national auction values, market trends relating to supply and demand, and
elated factor,for goods of similar type and condition.
.CANCELLATION/TERMINATION:This Order may be canceled by Customer only with WAGNER's written consent and then only upon such
arms as will protect Seller from any loss.This Order may be cancelled by WAGNER in the event of any default by Customer or in the event
;ustomer fails, upon WAGNER's request,to provide reasonable assurances of future performance.
.PERMISSIBLE VARIATIONS:All goods shall be subject to the standard manufacturing and commercial variation and practices of the
Manufacturer of the goods of WAGNER, In the event of shipment of non-conforming goods,WAGNER shall be given a reasonable opportunity to
aplace the goods with those which conform to the order.
O.FORCE MAJEURE: a)WAGNER shall not be responsible or liable for any delay or failure to deliver any or all of the goods and/or performance
if the services of such delay or failure is caused by any act of God,fire,flood, inclement weather, explosion,war, insurrection, riot, embargo,
tature, ordinance, regulation or order of any government or agent thereof, shortage of labor, material fuel, supplies or transportation, strike or
ether labor dispute, or any other cause, contingency, occurrence or circumstance of any nature,whether or not similar to those herein before
pecified beyond WAGNER's control,which prevents, hinders or interferes with manufacture, assembly or delivery of the goods or performance of
le services.Any such cause, contingency, occurrence or circumstances shall release WAGNER from performance of its obligations hereunder.
1.VENUE:Venue for any disputes between the parties will be in Adams County, Colorado and in state court for legal proceedings Purchasers
raives right to remove any legal action from the court originally acquiring jurisdiction.
VS2.702.1
INITIAL HERE `rJ