HomeMy WebLinkAboutBROWN & BIGELOW - CONTRACT - RFP - P892 TDM PROMOTIONAL MERCHANDISE ANNUALVENDOR 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 Jerry D. Maxner, doing business as Brown & Bigelow, hereinafter referred to
as "Vendor".
WITNESSETH:
In consideration of the mutual covenants and obligations herein expressed, it is agreed by
and between the parties hereto as follows:
Scope of Services. The Vendor agrees to provide services in accordance with the
scope of services attached hereto as Exhibit "A", consisting of three (3) 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. At the end of one year, this agreement will be reviewed and, at the option of the City, the
Agreement may be renewed for one (1) additional year. Overall, the Agreement may be reviewed
and renewed for one (1) additional year up to four times (for a maximum of five (5) years); subject to
annual budgeting and availability of sufficient funds.
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 Vendor. 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
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to the following addresses:
Vendor:
City:
With Copy to:
Brown & Bigelow
City of Fort Collins
City of Fort Collins
409 Welch Ave
Purchasing Div.
TDM Dept.
P.O. Box P
P.O. Box 580
P.O. Box 580
Berthoud, CO 80513
Fort Collins, CO 80522
Fort Collins, CO 80522
Attn: Jerry D. Maxner
Attn: Ed Bonnette
Attn: Linda Dowlen
In the event of any such early termination by the City, the Vendor shall be paid for services rendered
prior to the date of termination, subject only to the satisfactory performance of the Vendor's
obligations under this Agreement. Such payment shall be the Vendor's sole right and remedy for
such termination.
4. Design, Protect Indemnity and Insurance Responsibility. The Vendor shall be
responsible for the professional quality, technical accuracy, timely completion and the coordination
of all services rendered by the Vendor, 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. This is a cost reimbursement contract. Compensation will be made
in the form of payments against invoices submitted for promotional items ordered on individual City
Purchase Orders. Payment terms will be Net 30 Days from receipt of product. For Pricing Structure,
see #4 under Exhibit A — Scope of Work. COMMERCIAL DETAILS:
Invoice Address. To ensure prompt Payment mail invoices in duplicate to:
City of Fort Collins Accounting Division
P.O. Box 580
Fort Collins, CO 80522
Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our
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Exemption Number is 98-04502. Federal Excise Tax Exemption Certificate of Registry
84-6000587 is registered with the Collector of Internal Revenue, Denver, Colorado (Ref.
Colorado Revised Statutes 1973, Chapter 39-26, 114 (a).
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 Vendor 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 Vendor's compensation hereunder for the 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 Vendor and that this Agreement shall be considered as an agreement for
personal services. Accordingly, the Vendor 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 Vendor 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
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shall be allowed a period of ten (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
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.
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THE CI FORT COLLINS, COLORADO
By: �0��
am . O'Neill II, CPPO, FNIGP
Direct r of urchasing & Risk Management
DATE: c0 /��
Jerry D. Maxner
DB Bro n $ Bigelow
By: 4'''
Date:
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Exhibit A
Scope of Work
1) Brown & Bigelow has been chosen through the Request for Proposal Process to be the
Preferred Supplier for Promotional Merchandise for the City of Fort Collins. Vendor 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. Vendor 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; Vendor will perform
follow-up on orders that are placed, to assure prompt and accurate delivery to meet the
expectations of the ordering department. Please advise Jerry Maxnerof any "Special Occasion"
in -hand deadline dates that need to be met. Also, please advise Jerry of any requirements for
invoices needed in -hand by a specific date (such as year-end).
3) The ordering department will place orders for less than $2000 directly with Brown & Bigelow (in
care of Jerry Maxner) 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 Brown & Bigelow 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 Jerry Maxner at Brown & Bigelow to get your City of Fort Collins discounted pricing.
Jerry 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 Jerry Maxner has confirmed your City of Fort Collins Discounted
Pricing. Jerry can be contacted at:
Phone: 970-532-5150
Fax: 970-532-5150
Cell: 970-213-2839
E-mail: 6errymaxner(a-�aol.com
R
Backup: Karen Panunizo, Customer Service Rep (1-800-701-2444)
Karen is located in Anaheim, California. There will also be a backup person available
behind Karen Panunizo, if she should be absent.
Jerry Maxner is available for consultation, should you need help in making a product
selection. There is also a Research Department available at Brown & Bigelow if you
need to source a specific item; contact Jerry Maxner to access this service.
G) Brown & Bigelow will send the City of Fort Collins (c/o Ed Bonnette in Purchasing) a
Quarterly 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 browse Product Offerings on Brown & Bigelow website:
A) Go to www.brownandbigelow.com.
B) Click on "For Our Customers" on top left-hand side.
C) Click on "Product Search" on top left-hand side.
D) 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 Brown & Bigelow
represents. Click on the "Search" button, or use the options in the fields below it to further
refine your search.
E) 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).
6) Logo art files should be transferred electronically to Jerry Maxner at fern maxner(a�aol.com. Jerry
will take care of forwarding those to the appropriate manufacturer.
7) Jerry Maxner will review proposed logo layouts and provide design feedback. He will advise if a
logo layout is not compatible with the product design. Brown & Bigelow also provides
capability to review logo proofs on-line.
8) The manufacturers in this industry typically charge for quantity overruns. If you are specifically
requesting "No Overruns", please specify it on your Purchase Order. There may be a slight
upcharge to peg order fulfillment to an exact quantity.
9) Standard Leadtimes:
A) Leadtime for receipt of order: 30 days
B) Turnaround time for price quotes: 24 hours
C) Turnaround time for promotional ideas and face-to-face meetings: 24 hours
D) Turnaround time to return phone calls and e-mails: 24 hours
10) "Recycled content' products are available, usually at a slight price increase over virgin
material. Please contact Jerry Maxner with any requests to source recycled -content product.
11) Products specified as "Made in U.S.A." are available, usually at a slight price increase. You can
also specify that you want to know country -of -origin. It is recommended to get quotes both with
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and without this stipulation (especially on apparel items); that way it is apparent how much of a
premium this specification is adding to your purchase price. Please contact Jerry Maxner with
any requests.
Exhibit B
Source: City of Fort Collins/CDOT contract 02HTD00028, Jan. 9, 2002
21 GRANT ASSURANCES
21.1 Since this grant contract involves 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.
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