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HomeMy WebLinkAbout102117 AMERICAN BUSINESS FORMS - CONTRACT - BID - 5690 PROMOTIONAL MERCHANDISEPROFESSIONAL SERVICES 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 Larry Galyon, doing business as American Business Promotions, hereinafter referred to as "Professional". W ITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Professional agrees to provide services in accordance with the scope of services attached hereto as Exhibit "A", consisting of two (2) pages, and incorporated herein by this reference. 2. Time of Commencement and Completion of Services. The services to be performed pursuant to this Agreement shall be initiated immediately following execution of this Agreement. Services shall continue in full force and effect for one (1) year, unless sooner terminated as herein provided. In addition, at the option of the City, the Agreement may be renewed up to four times (for a maximum of five (5) years). 3. Early Termination by City. 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 Professional. 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: PSA 05/01 1 Professional: City: With Copy to: Larry Galyon Ed Bonnette, C.P.M. Linda Dowlen DBA American Business Buyer Project Manager Promotions City of Fort Collins City of Fort Collins 305 W. Magnolia #293 P.O. Box 580 TDM Dept. Fort Collins, CO 80521 Fort Collins, CO 80522 P.O. Box 580 Fort Collins, CO 80522 In the event of any such early termination by the City, the Professional shall be paid for services rendered prior to the date of termination, subject only to the satisfactory performance of the Professional's obligations under this Agreement. Such payment shall be the Professional's sole right and remedy for such termination. 4. Design, Proiect Indemnity and Insurance Responsibility. The Professional shall be responsible for the professional quality, technical accuracy, timely completion and the coordination of all services rendered by the Professional, including but not limited to designs, plans, reports, specifications, and drawings and shall, without additional compensation, promptly remedy and correct any errors, omissions, or other deficiencies. 5. Compensation. Compensation will be made in the form of payments against invoices submitted for promotional items ordered on individual City Purchase Orders. 6. City Representative. The City will designate, prior to commencement of work, its project representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to the City Representative. 7. Independent Contractor. The services to be performed by Professional are those of an independent contractor and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Professional's compensation hereunder for the PSA 05/01 2 payment of FICA, Workers' Compensation, other taxes or benefits or for any other purpose. 8. Personal Services. It is understood that the City enters into this Agreement based on the special abilities of the Professional and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Professional shall neither assign any responsibilities nor delegate any duties arising under this Agreement without the prior written consent of the City. 9. Acceptance Not Waiver. The City's approval of drawings, designs, plans, specifications, reports, and incidental work or materials furnished hereunder shall not in any way relieve the Professional of responsibility for the quality or technical accuracy of the work. The City's approval or acceptance of, or payment for, any of the services shall not be construed to operate as a waiver of any rights or benefits provided to the City under this Agreement. 10. 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 terms of this agreement, such party may be declared in default. 11. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period often (10) days within which to cure said default. 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. If the non -defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non -defaulting party for the non -defaulting party's reasonable attorney fees and costs incurred because of the default. 12. Binding Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal PSA 05/01 3 representatives, successors and assigns of said parties. 13. 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. 14. Special Provisions. Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit "B", consisting of one (1) page, attached hereto and incorporated herein by this reference. THE CITY OF FORT COLLINS, COLORADO Jagriep B. O'Neill II, CPPO, FNIGP Director oup rchasing & Risk Management DATE: S� 2,D/la , Larry Galyon DBA A n Business Promotions By: 4A 4-)-- Title: / Date: �z / 0 Z PSA 05/01 4 Exhibit A Scope of Work 1) American Business Promotions has been chosen through the Bidding Process to be the Preferred Supplier for Promotional Merchandise for the City of Fort Collins. Supplier will act as the City's consultant to determine Best Net Value given price, quality, and availability, among the manufacturers he represents; for purchases of promotional merchandise. Supplier will also consult with the requisitioning department to provide ideas for effective advertising promotions, to best achieve the mission goal of the promotion; within the budget constraints for the individual project. 2) In addition to consulting for the design and selection of promotional merchandise within his line of manufacturers to best support the aim of the City's promotional projects; Supplier will perform follow-up on orders that are placed, to assure prompt and accurate delivery to meet the expectations of the ordering department. 3) The ordering department will place orders for less than $2000 directly with American Business Promotions via mini -orders or Purchasing Card. Orders over $2000 will be submitted to the Purchasing Department in the form of a Requisition, which will be converted into a formal Purchase Order; in accordance with City of Fort Collins Purchasing Procedures. 4) Pricing: City of Fort Collins Discounted Pricing shall be determined by the following formula: A) Each promotional item represented by American Business Promotions has a confidential "Markup Code" percentage. In order to arrive at the cost of each item, the price is multiplied by (1 — Markup Code %). B) Actual Retail Price is shown in the appropriate manufacturer's catalog or on the website, at the various quantity price breaks. C) "EQP Price" is the price shown in the highest quantity break (or most favorable price) column. D) Actual Cost is found by multiplying the EQP Price by (1 — Markup Code Markup Code ranges from 20% to 50%, depending on the manufacturer. E) City of Fort Collins Unit Pricing is arrived at by dividing the Actual Cost by .80. To arrive at Total Order Cost; add in any Setup Costs, Freight, and a $5 per order Handling Fee. (Or, Order Cost = Lowest Cost + 20% + Setup Costs + Freight + $5.00) F) Contact Larry Galyon at American Business Promotions to get your City of Fort Collins discounted pricing. Larry will accept your mini -orders or Purchasing Card for orders under $2000. Orders over $2000 must be submitted to the Purchasing Department (Buyer #5 — Ed Bonnette) in form of a Requisition, which will be converted into a formal Purchase Order. Please indicate on your Requisition that Larry Galyon has confirmed your City of Fort Collins Discounted Pricing. Larry can be contacted at: Phone: 970-613-8495 Fax: 970-613-8496 Cell: 970-690-6962 Larry is also available for consultation, should you need help in making a product selection. G) American Business Promotions will send the City of Fort Collins (c/o Ed Bonnette in Purchasing) a Monthly Recap Report, showing all items ordered by department, the discount percent off Retail Price, and the Total Dollar Savings off Retail Price. 5) Directions to pull up American Business Promotions website: A) Type in www.americanbus.com/aces. B) Enter Username "demo'. Enter Password "user". Click "OK". C) Location should say "ABC100 — UNIVERSAL CATALOG'. Click "NEXT'. D) Scroll down to "Promo Shop" icon; click on it. E) On top of screen, locate and click on "Search". F) Click on drop -down arrow in the "Product Category' box. Locate the product category you wish to browse. Each category lists under it the manufacturers that American Business Promotions represents. Click on the "Search" button, or use the options in the fields below it to further refine your search. G) Click on the manufacturer you wish to browse. Information on their product offerings will appear. Prices shown will be the Actual Retail Price; City of Fort Collins users will receive a substantial discount below that price (see Section 4). Exhibit B Source: City of Fort Collins/CDOT contract 02HTD00028, Jan. 9, 2002 21 GRANT ASSURANCES 21.1 Since this grant contract invovles the expenditures of federal funds, the grantee/local agency/contractor shall at all times during the execution of this contract strictly adhere to and comply with all applicable federal laws and regulations, as they currently exist and may hereafter be amended, which are incorporated herein by this reference as terms and conditions of this contract. The grantee/local agency/contractor shall also require compliance with these statutes and regulations in subgrant agreements entered into under this contract. Federal laws and regulations that may be applicable include: 21.2 The Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments (Common Rule), at 49 Code of Federal Regulations, Part 18, or the "Uniform Administrative Requirements for Grants and Agreements with Non -Profit Organizations", at 49 Code of Federal Regulations, Part 19, as applicable. The requirements of 49 CFT Part 18, or Part 19, include, without limitation: 1) the Contractor shall follow applicable procurement procedures, as required by section 18.36(d) or 19.36.(d); 2) the Contractor shall request and obtain prior CDOT approval of changes to any subcontracts in the manner, and to the extent required by, applicable provisions of section 18.30 or section 19.30; 3) the Contractor shall comply with section 18.37 or section 19.37 concerning any subgrants; 4) to expedite any CDOT approval, the Contractor's attorney, or other authorized representative, shall also submit a letter to CDOT certifying Contractor compliance with section 18.30 or section 19.30 change order procedures, and with 18.36(d) or section 19.36(d) procurement procedures, and with section 18.37 or section 19.37 subgrant procedures, as applicable; 5) the Contractor shall incorporate the specific contract provisions described in section 18.36(i) or section 19.36(i) (which are also deemed incorporated herein) into any subcontract(s) for such services as terms and conditions of those subcontracts.