HomeMy WebLinkAbout747172 MHL SYSTEMS - CONTRACT - BID - 9413 ITB PLOW AND GRADER BLADESOfficial Purchasing Document
Last updated 10/2017
9413 Plow and Grader Blades- MHL SYSTEMS
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GOODS AGREEMENT
THIS AGREEMENT made and entered into the day and year set forth below by and
between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter
referred to as the "City" and MHL SYSTEMS, hereinafter referred to as " Provider".
WITNESSETH:
In consideration of the mutual covenants and obligations herein expressed, it is agreed by
and between the parties hereto as follows:
1. Scope. The Provider agrees to provide and deliver goods in accordance with the
Specifications attached hereto as Exhibit A, consisting of 2 pages and incorporated herein
by this reference. Irrespective of references in Exhibit A to certain named third parties,
Provider shall be solely responsible for performance of all duties hereunder.
2. Contract Period. This Agreement shall commence OCTOBER 8, 2021 and shall continue
in full force and effect until OCTOBER 7, 2022, unless sooner terminated as herein provided.
In addition, at the option of the City, the Agreement may be extended for additional one year
periods not to exceed four ( 4 ) additional one year periods. Renewals and pricing changes
shall be negotiated by and agreed to by both parties. Written notice of renewal shall be
provided to the Service Provider and mailed no later than thirty (30) days prior to contract
end.
3. Delay. If either party is prevented in whole or in part from performing its obligations by
unforeseeable causes beyond its reasonable control and without its fault or negligence, then
the party so prevented shall be excused from whatever performance is prevented by such
cause. To the extent that the performance is actually prevented, Provider must provide
written notice to the City of such condition within fifteen (15) days from the onset of such
condition.
4. Early Termination by City/Notice. Notwithstanding the time periods contained herein, the
City may terminate this Agreement at any time without cause by providing written notice of
termination to the Provider. Such notice shall be delivered at least fifteen (15) days prior to
the termination date contained in said notice unless otherwise agreed in writing by the
parties. All notices provided under this Agreement shall be effective when mailed, postage
prepaid and sent to the following addresses:
Provider: City: Copy to:
MHL SYSTEMS
Attn: CHIP LESUEUR
PO BOX 711147
Salt Lake City, UT 84171
chip@mhlsystems.com
City of Fort Collins
Attn: Jake Rector
PO Box 580
Fort Collins, CO 80522
jrector@fcgov.com
City of Fort Collins
Attn: Purchasing Dept.
PO Box 580
Fort Collins, CO 80522
purchasing@fcgov.com
In the event of early termination by the City, the Provider shall be paid only for undamaged
DocuSign Envelope ID: B6D7DEEA-CB4A-4553-9B04-9B942BFA8D37
Official Purchasing Document
Last updated 10/2017
9413 Plow and Grader Blades- MHL SYSTEMS
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goods provided or services rendered to the date of termination, subject only to the
satisfactory performance of the Provider’s obligations under this Agreement. Such payment
shall be the Provider's sole right and remedy for such termination.
5. Compensation. The City shall pay the Provider for the performance of this Contract, subject
to additions and deletions provided herein, as per the attached Exhibit B, consisting of one
(1) page and incorporated herein by this reference. Payment shall be Net 30 days from the
date of the invoice. Shipping terms are FOB Destination.
6. City Representative. The City will designate, its representative who shall make, within the
scope of his or her authority, all necessary and proper decisions with reference to the
delivery of goods provided under this agreement. All requests concerning this agreement
shall be directed to the City Representative.
7. Independent Provider. The Provider is independent contractor and not an employee of the
City of Fort Collins. The City shall not be responsible for withholding any portion of the
Provider's compensation hereunder for the payment of FICA, Workmen's Compensation or
other taxes or benefits or for any other purpose.
8. Personal Services. It is understood that the City enters into the Agreement based on the
special abilities of the Provider. Accordingly, the Provider shall neither assign any
responsibilities nor delegate any duties arising under the Agreement without the prior written
consent of the City.
9. Acceptance Not Waiver. The City's approval or acceptance of, or payment for any of the
goods shall not be construed to operate as a waiver of any rights or benefits provided to the
City under this Agreement or cause of action arising out of performance of this Agreement.
10. Warranty.
a. The Provider warrants that all goods delivered, hereunder shall be provided with the
highest degree of competence and care in accordance with accepted standards for work
of a similar nature.
b. Unless otherwise provided in the Agreement, all materials and equipment shall be new
and, where not specified, of the most suitable grade of their respective kinds for their
intended use.
c. The Provider warrants all equipment and materials provided under this Agreement,
against defects and nonconformances in design, materials and
workmanship/workwomanship in accordance with product specifications and/or the
original manufacturer’s warranty from date of delivery. Upon receipt of written notice
from City of any such defect or nonconformances, the affected item or part thereof shall
be repaired or replaced by the Provider in a manner and at a time acceptable to City.
11. Default. Each and every term and condition hereof shall be deemed to be a material element
of this Agreement. In the event either party should fail or refuse to perform according to the
DocuSign Envelope ID: B6D7DEEA-CB4A-4553-9B04-9B942BFA8D37
Official Purchasing Document
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9413 Plow and Grader Blades- MHL SYSTEMS
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terms of this agreement, such party may be declared in default thereof through written notice
provided by the non-defaulting party in the matter specified above.
12. Remedies. In the event a party has been declared in default, such defaulting party shall be
allowed a period of ten (10) days from the date of the receipt of written notice within which
to cure the default identified in the written notice. In the event the default remains
uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek
damages; (b) treat the Agreement as continuing and require specific performance; or (c)
avail himself of any other remedy at law or equity. In a legal or equitable action regarding
the alleged default of one of both parties, the prevailing party (if any) shall be entitled to
recover it’s reasonable attorney fees and costs.
13. Entire Agreement; Binding Effect; Order of Precedence; Authority to Execute. This
Agreement, along with all Exhibits and other documents incorporated herein, shall constitute
the entire Agreement of the parties regarding this transaction. Covenants or representations
not contained in this Agreement shall not be binding on the parties. In the event of a conflict
between terms of the Agreement and any exhibit or attachment, the terms of the Agreement
shall prevail. Each person executing this Agreement affirms that they have the necessary
authority to sign on behalf of their respective party and to bind such party to the terms of
this Agreement.
14. Law/Severability. The laws of the State of Colorado shall govern the construction
interpretation, execution and enforcement of this Agreement. In the event any provision of
this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction,
such holding shall not invalidate or render unenforceable any other provision of this
Agreement.
DocuSign Envelope ID: B6D7DEEA-CB4A-4553-9B04-9B942BFA8D37
Official Purchasing Document
Last updated 10/2017
9413 Plow and Grader Blades- MHL SYSTEMS
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THE CITY OF FORT COLLINS, COLORADO
By:
Gerry Paul, Purchasing Director
Date:
ATTEST:
APPROVED AS TO FORM:
MHL SYSTEMS
By:
Printed:
Title:
Date: _____________________________
DocuSign Envelope ID: B6D7DEEA-CB4A-4553-9B04-9B942BFA8D37
10/27/2021
Owner
Chip LeSueur
Assistant City Attorney
10/29/2021
Interim City Clerk
Official Purchasing Document
Last updated 10/2017
9413 Plow and Grader Blades- MHL SYSTEMS
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Exhibit A
Specifications
1. Plow Blades For SCHMIDT/WAUSAW MF5.4 XL BLADES
a. SCHMIDT – TUNGSTEN
W/SHIELD 5/8”X6”X35.25” W/
25DEG TRA
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Official Purchasing Document
Last updated 10/2017
Goods Agreement
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Exhibit B
BID Schedule
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