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Home My WebLink Aboutbocc.con.181.2006 CLERK'S CHECK LIST FOR CONTRACTS SUBMITTED TO CLERK AND RECORDER FOR SCANNING/ARCHIVING CONTRACT #: 181-2006 Originating Department/Division: Airport Contact Person: David Ulane Phone #: 429-2853 Project Name: Exit Lane Backflow Preventer D BOCC AOENDA ITEM (BOee signature required) ~STAFF AUTHORIZED SIGNATURE (per Revised Procurement Code 7/2005) Check procurement type: DNone ~Informal DFormal DSole Source DEmergency DState Bid D Check Contract Type: Dollar Amount: $37,960.00 Budget Line ItemlLedger Number 404.66.0.83000 DServices/Maintenance DLicense/Use DLease DConstruction ~Ooods, Equipment, Supplies DOther (e.g. revenue) DEmployment (for county employees) DIntergovernmental Agreement (Requires BOCC Action) DNon-Profit DQuasi-Public DOrant Agreements (Requires BOCC Action) DChange Order/Contract Amendment Contractor/Business Contract Execution Automatic Renewal Complete Name: Contract End Date: Term of Contract: All Contracts should be proofed for the following: ~No Pages Missing ~If a Page is Left Intentionally Blank -Note on Page ~Page numbered consecutively ~All Signatures Affixed ~All Dates Filled In ~All Other Blanks Filled In ~All Exhibits Attached ~All Legal Descriptions Attached (if appropriate) ~Notice of Award/Proceed Attached (if appropriate) ~Special Instructions for Finance Department: ~Sent to Clerk and Recorder for Scanning! Archiving ~Authorized Staff Person's Name: David Ulane BY CHECKING ABOVE AND ENTERING NAME, THE AUTHORIZED STAFF PERSON INDICATES THAT DOCUMENT HAS BEEN PROOFED AND READY FOR SCANNING. Note: Clerk's Office will keep original documents in compliance with Colorado State Archives retainage schedule. Amended 10 16_06 Rev. 8/2004 CONTRACT FOR THE PURCHASE OF GOODS Contract 181-2006 THIS CONTRACT is made and entered into this 3rd of November, 2006, by and between Pitkin County, Board of County Commissioners, 530 E. Main Street, Third Floor, Aspen, Colorado 81611 (hereinafter "Buyer") and Boon Edam Tomsed, Inc. (hereinafter "Vendor"). 1. GOODS PURCHASED. Vendor shall provide Buyer the following goods conforming to the stated description and any Technical Specifications attached to this contract: See Attached Exhibit "A" 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 Buyer at the following place and time: Place: Aspen/Pitkin County Airport 0233 E. Airport Rd., Suite A. Aspen, CO 81611 Date and Time: Within 100 days of the execution of this contract. 3. RISK OF LOSS. At all times prior to delivery and Buyer'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. 5. ACCEPTANCE OF GOODS. Delivery of goods shall be complete only upon acceptance by Buyer. Buyer shall have three 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 Buyer free and clear of any liens, claims or encumbrances, and Vendor shall warrant the same, which warranty shall survive closing of this contract. 6. REJECTION OF GOODS. If goods are not delivered according to the specifications and descriptions of this contract, Buyer may reject goods. Upon failure of Vendor to deliver goods, Buyer may terminate this contract or declare Vendor to be in default and pursue remedies contained in this contract. Page 1 of 5 I- 7. WARRANTY/REPAIRS: A. Delivery of Warranty. Upon delivery of the goods, Vendor shall simultaneously tender to Buyer 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 one year after goods are accepted, Vendor will, at Vendor's own expense, without any cost to the Buyer, 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 transported to Vendor's facility at no cost to the Buyer. 8. 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 Buyer in accordance with this contract, Buyer shall pay Vendor, and Vendor agrees to accept as its full and only compensation, the stated sum of US $37,960.00 (thirty seven thousand nine hundred sixty dollars and zero cents), but any payment by the Buyer may be offset by any amount the Vendor owes the Buyer for any reason. 9. TERMINATION PRIOR TO EXPIRATION OF CONTRACT TERM. Buyer 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. 10. BUYER'S REMEDIES UPON DEFAULTOF VENDOR. Whenever Vendor shall default in performance of this contract in accordance with its terms, Buyer shall be entitled to suit for damages, specific performance or other relief in law or equity. 11. 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 Buyer. 12. 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. 13. 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 14. INTEGRATION AND MODIFICATION. This contract represents the entire and integrated contract between the Buyer and Vendor and supersedes all prior Page 2 of 5 negotiations, representations, or contract, either written or oral. This contract may be amended only by written contract signed by both the Buyer and Vendor. 15. EXEMPTIONS AND PREFERENCES. 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. 16. 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. Venue is agreed to be exclusively in the courts of Pitkin County, Colorado. 17. 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. 18. GOVERNMENTAL IMMUNITY. Vendor agrees and understands that Buyer is relying on and does not waive, by any proviSion of this contract, the monetary limitations or terms (presently $150,000.00 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.5., as from time to time amended, or otherwise available to Buyer 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 Buyer for any injury to any person or any property damage whatsoever which is caused by the negligence or other misconduct of the Buyer or its agent or employees. 19. 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 Buyer. 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. 20. 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 Page 3 of 5 ~ (3) within three (3) days of being sent certified first class mail, postage prepaid, return receipt requested addressed as follows: A. To Pitkin County David Ulane, Aspen/Pitkin County Airport 0233 E. Airport Rd., Suite A Aspen, CO 81611 with copies to: Pitkin County Attorney's Office 530 E. Main Street, #302 Aspen, Colorado 81611 Fax: (970) 920-5198 B. To Vendor: Dave Rogers Boon Edam Tomsed Inc. 420 McKinney Parkway Lillington, NC 27546 Fax 910.814.3899 IN WITNESS WHEREOF, the parties have executed this contract as of the date first set out herein above. :ND~~~C Title: C Fo PITKIN COUNTY COLORADO By: ( ~;;? Title: A";,'i>I. fllJdlrrs>rJ CI"'ILE.LT\)1L Account: 404.66.00000.83000 Page 4 of 5 5 . .... ~ BOON EDAM TOMSED Boon Edam Tomsed Inc. 402 McKinney Parkway Lillington, NC 27546 Phone 910.814.3800 Toll Free 800.334.5552 Fax 910.814.3899 www.boonedamtomsed.com sales@boonedamtomsed.com December 14, 2006 Mr. David Ulane, A.A.E Assistant Aviation Director/Administration Aspen/Pitkin County Airport 0233 E. Airport Rd. Suite A Aspen, CO 81611 Phone: 970-429-2853 Fax: 970-920-5378 Email: davidu@co.pitkin.co.us Re: Aspen Airport Dear David: Thank you for requesting a proposal from Boon Edam Tomsed. In accordance with your request, we are pleased to offer the following for your consideration: Boon Edam Tomsed Model PM5420T, Tall Horizontal Barriers 60" or 72" tall barrier sections, 54" long cabinets stainless steel cabinet construction with rounded radius ends, and corian top. Includes sensor package, Logic Controller, lane status lights, graphical user display, audible alarm, tempered glass horizontal barriers, that automatically retract into the cabinets upon fire alarmlloss of power. Creates 36" passage lane and includes two cabinets (one lane of passage).................................. Each $35,460.00 Boon Edam Tomsed Model PM5420TA, Tall Horizontal Barriers 60" or 72" tall barrier sections, 54" long cabinets stainless steel cabinet construction with rounded radius ends, and corian top. Includes sensor package, Logic Controller, lane status lights, graphical user display, audible alarm, tempered glass horizontal barriers, that automatically retract into the cabinets upon fire alarmlloss of power. Creates 36" passage lane and includes one cabinet... ...... ......... ............... ......... ...................Each $23,900.00 e:tlC ~ Installation and warranty labor(1 year)..........................................r - J $ 2,500.00 The above pricing is per unit and does not include installation, assembly, access control system or any other additional options. Current lead time is 12 to 14 weeks ARO upon receipt of order, submittal approvals - if needed, completed check off sheets and any credit or tax resale forms required. Sales Your Entrance. Our Technology. Pagel 013 & . .... ~ BOON EDAM TOMSED tax is determined by the sate the items are shipping to. Items auoted are FOB our factory. ex-works, Lillington, NC. A forklift and loading dock are required for unloading. If a lift gate-type truck is required for delivery, an additional charge will be added for special handling. Sales tax: Boon Edam Tomsed is required to collect state sales tax on all orders (including shipping and handling) for all states unless a tax resale certificate on file in our office. Sales tax is determined by the state the items are shipping to. Sales tax will be added if you order does not have the resale certificate included when the order is placed. Payment terms are subject to credit department approval. First time orders are with 50% deposit and the balance on net terms ( subject to providing a credit application and Boon Edam Tomsed Credit department approval). Please feel free to contact us for any additional information you may require. Thank you again for allowing Boon Edam Tomsed to be of service to you and your customers. Best Regards, Boon Edam Tomsed Inc. Dave Rogers Your Entrance. Our Technology. Page2of3 1 . .... @ BOON EDAM TOMSED Standard Terms and Conditions The following terms and conditions are to be included as standard with every quotation, and stay in place for every order. These tenns and conditions supersede all prior or contemporaneous agreements or understandings, oral or written, relating to the subject matter herein. These tetms and conditions may only be modified by a written document signed by both parties. Quotations: All quotations are valid for 90 days from dale of quotation. unless otherwise noted or approved in writing. All quotations are based only on information. ..rbal or written, supplied to Boon Edam Tomsed. Boon Edam Tomsed may invoice for cost increases that occur due to insuflicient information supplied to Boon Edam Tomsed. AIly additional costs must be approved in writing before production can begin. AIly acceplance of this quote shall be linited to the teons _ herein. Purchase Orders: No products will be placed into the production schedule before receipt of all required documentation. Required documentation includes: a purchase order or contract that is approved by Boon Edam Tomsed, approved submittals (where required), and approved drawings and/or specifications (where applicab4e). Purchase orders must ha.. a requested delivety date listed and Boon Edam Tomsed will confirm a provisional ship date. In the event that for any reason a purchase order is cancelled, Boon Edam Tomsed's standard cancellation charges wm apply. K the lime frame between \he Older conIirmation and lhe customers requested ship date is greater than six (6) months. then Boon Edam Tomsed reserves \he right to charge the customer for cost increases due to changes in business conditions. Freiaht on Board: F.O.B. is point ot origin. Freight will be prepaid by Boon Edam Tomsed and added to the invoice total. Buyer shall make a careful inspection of the materials at the time of delivery. Buyer's failure to give a written notice of any type of claim within ten (10) days of delivery shall constitute an unqualified acceptance of the materiab and a waiver of all claims with respect thereto. Pavment Terms: Terms are net 30 days from date of invoice subject to acceptance by Boon Edam Tomsed's Credit department. Boon Edam Tomsed Inc., is working as a vendor, not a subcontractor, and is supplying a product and the tenns of payment are for the entire amount due. No retainage or holdbacks are pennitted. An add~ionaI1.5% per month (18% APR) interest charge will be charged on all amounts not paid within 30 days after due date and continuing each month until paid. In the event of default, the undersigned agrees to pay all costs of collection, including fees of any collection agency and attorneys' fees. Payment terms are subject to a periodic credit review and may change based on the results of such a review. All sums due for goods and/or services purchased, by, for, or on behalf of the undersigned are payable to Boon Edam Tomsed, Inc., 402 McKinney Parkway, Lillington, North Carolina 27546. International orders are on a prepaid basis. Payment is to be made in full prior to shipment of the order. Storaoe: Enclosed and protected material storage facilities are available in a limited amount at Boon Edam Tomsed, Inc. Material may be stored outskle* at our Lillington, NC. manufacturing facility when there is no more space available inside. "Boon Edam Tomsed, Inc. assumes no liabiUty whatsoever for any damage caused by exposure to the outside environmental elements, vandalism, or theft. Warranty: Boon Edam Tomsed Ino. warranlees its lumstile and gate producls for a period of 18 months from the date of delivery and win replace any d_ part at no cost. Replacement parts will be shipped within the US or Canada by standard ground service. AIly expedited service win be charged to the customers account. Defective parts are to be relumad by ground seMce to Boon Edam Tomsed Inc lor analysis. In the event that tt is necessary for a customer to retum a untt to \he factory because of a mechanical defect evidenced within the 18 month period. then Boon Edam Tomsed Inc. will make such repaif at no charge. provided \he customer pays the cost Of freight to and ~ClOIY) AcceptedBy ~~ Date 12-/~.b'\ Printed Name bA"n. \l.~~ Your Entrance. Our Technology. Paga3013 95