HomeMy WebLinkAbout2024-R-1 Resolution Designating Purchse of Police Mobile Command Unit as Special Purchase Pursuant to IC 5-22-10; Approval of Purchase Agreement RESOLUTION NO. 2024-R- I
BEFORE THE BOARD OF PUBLIC WORKS AND SAFETY
CITY OF JEFFERSONVILLE, INDIANA
A RESOLUTION DESIGNATING PURCHASE OF POLICE MOBILE COMMAND UNIT
AS SPECIAL PURCHASE PURSUANT TO IC 5-22-10;APPROVAL OF PURCHASE AGREEMENT
WHEREAS,the City of Jeffersonville is an Indiana municipal corporation; and
WHEREAS, the Board of Public Works and Safety("BPW") is the designated purchasing agent for
the City of Jeffersonville; and
WHEREAS,the City of Jeffersonville desires to purchase a mobile command unit to be used by its
Police Department; and
WHEREAS, the City of Jeffersonville may purchase the mobile command unit from MacQueen
Equipment LLC("MacQueen") at a substantial savings to the BPW; and
WHEREAS, the price of the mobile command unit from MacQueen is based upon "Houston-
Galveston Area Council ("H-GAC") Consortium Pricing; and
WHEREAS, H-GAC is a service cooperate created by the State of Texas as a local unit of
government; and
WHEREAS, as a Texas political subdivision, H-GAC is governed by local elected municipal officials;
and
WHEREAS, under Texas law, H-GAC is explicitly authorized to provide cooperative purchasing
through its alliances of vendors to eligible members; and
WHEREAS, H-GAC follows the competitive contracting law to solicit, evaluate, and award
cooperative purchasing contracts for goods and equipment; and
WHEREAS, H-GAC utilizes various cooperatives to ensure the best pricing for goods and
equipment including competitive sealed bid/proposals for said goods and equipment; and
WHEREAS, I.C. 5-22-10 authorizes the BPW, as the purchasing agent, to make special purchases
under certain circumstances where there is a substantial savings, government discount and/or efficiency
and economic advantages; and
NOW, THEREFORE BE IT RESOVLED by the Board of Public Works and Safety that it finds that
purchasing the mobile command unit, as described in attached Exhibit "A", based upon the Houston-
Galveston Area (H-GAC) Consortium Pricing satisfies those requirements set forth in I.C. 5-22-10 to the
extent there is a significant savings; and
IT IS FURTHER RESOLVED by the Board of Public Works and Safety that the purchase of the mobile
command unit from MacQueen can be done at a price equal to or less than from other vendors based
upon the H-GAC open and competitive bidding process and therefore, it is advantageous to the
government body's interest in efficiency and economy to make said purchase; and
IT IS FURTHER RESOVLED by the Board of Public Works and Safety that mobile command unit is
hereby designated as a special purchase pursuant to I.C. 5-22-10 and the Purchase Agreement between
the City of Jeffersonville and MacQueen Equipment LLC, attached as Exhibit"A", is hereby approved.
Q
SO RESOLVED (2024-R- I )on this 3f day of January, 202 .
Mayor Mike Moore
Presiding Officer
Attest:
Lisa Gill, Clerk
EXHIBIT"A"
PURCHASING AGREEMENT WITH MACQUEEN EQUIPMENT, LLC
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PURCHASE AGREEMENT
This Purchase Agreement(together with all attachments referenced herein,the"Agreement"),made and entered into by
and between MacQueen Equipment,LLC,as Delaware corporation DBA MacQueen Emergency("MacQueen"),and City of
Jeffersonville,(customer)is effective as of the date specified in Section 3 hereof,
1. Definitions
a. "Product"means the fire apparatus and any associated equipment furnished for the Customer by MacQueen,
pursuant to the specifications.
b. "Specifications"means the general specifications,technical specifications,orientation,and testing requirements
for the Product contained in the MacQueen Proposal for the Product prepared in response to the Customer's
request for proposal.
c. "MacQueen Proposal"means the proposal provided by MacQueen attached as Exhibit C prepared in response
to the Customer's request for proposal.
d. "Delivery"means the date MacQueen is prepared to make physical possession of the Product available to the
Customer.
2. Purpose
This Agreement sets forth the terms and conditions of MacQueen's sale of the Product to the Customer.
3. Term of Agreement
This Agreement will become effective on the date it is signed and approved by MacQueen's authorized
representative pursuant to Section 22 hereof("Effective Date")and,unless earlier terminated pursuant to the terms
of this Agreement,it will terminate upon the Customer's Acceptance and payment in full of the Purchase Price.
4. Purchase and Payment
The Customer agrees to purchase the Product specified on Exhibit A for the total purchase price of$1.284,457.00
("Purchase Price").Prices are in US Funds.
NOTE:Upon final inspection at the factory for pick-up or delivery,the customer will need to supply a
"Certificate of Insurance"and"FULL PAYMENT"prior to release of the vehicle,unless prior
arrangements for vehicle's release have been made.
5. Future Changes
Various state or federal regulation agencies le g.,NFPA,DOT,EPA)may require changes to the Specifications and/or
the Product and in any such event any resulting cast increases incurred to comply therewith will be added to the
Purchase Price to be paid by the Customer. Any future drive train upgrades(engine,transmission,axles,etc.)or any
other specification changes have not been calculated into our annual increases and will be provided at additional
cost.The Company reserves the right to update pricing in response to manufacturer-imposed increases as a result of
PPI inflation.The Company will document and itemize any such price increase for the Customer's review and
approval before proceeding Should the customer choose not to accept the pricing update,the customer has the
ability to cancel without penalty or cancellation fee,
6. Agreement Changes
The Customer may request that MacQueen incorporate a change to the Products or the Specifications for the
Products by delivering a change order to MacQueen;provided,however,that any such change order must be in
writing and include a description of the proposed change sufficient to permit MacQueen to evaluate the feasibility of
such change("Change Order").Within seven(7)business days of receipt of a Change Order,MacQueen will inform
the Customer in writing of the feasibility of the Change Order the earliest possible implementation date for the
Change Order,of any increase or decrease in the Purchase Price resulting from such Change Order,and of any effect
on production scheduling or Delivery resulting from such Change Order.MacQueen shall not be liable to the
Customer for any delay in performance or Delivery arising from any such Change Order. A Change Order is only
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EMERGENCY EM-111 10/:2r2:;1
effective when counter-signed by MacQueen's authorized representative. Only the listed customer person(s)
specified on Exhibit A may be able to authorize and sign the Change Order.
7. Cancellation/Termination
in the event this Agreement is cancelled or terminated by the Customer before completion,MacQueen may charge a
cancellation fee. The following charge schedule based on costs incurred may be applied(a)10%of the Purchase
Price after order is accepted and entered by MacQueen;(b)20%of the Purchase Price after completion of approval
drawings,and;(c)30%of the Purchase Price upon any material requisition.The cancellation fee will increase
accordingly as costs are incurred as the order progresses through engineering and into manufacturing.MacQueen
endeavors to mitigate any such costs through the sale of such Product to another purchaser;however,Customer
shall remain liable for the difference between the Purchase Price and,if applicable,the safe price obtained by
MacQueen upon sale of the Product to another purchaser.plus any costs incurred by MacQueen to conduct any such
sale.
8. Delivery,Inspection,and Acceptance
a. Delivery
Delivery of the Product is approximately 2426 months of the Effective Date of this Agreement Risk of loss shall
pass to Customer upon Delivery Delivery shall be made and title documentation shall pass upon Customer's
complete fulfillment of its obligations arising under Section 4 hereof. Due to global supply chain constraints,any
delivery date contained herein is a good faith estimate as of the date of this order/contract,and merely an
approximation based on current information_ Delivery updates will be made available,and a final firm delivery
date will be provided as soon as possible.
b. Inspection and Acceptance
Upon Delivery,Customer shall have fifteen(15)days within which to inspect the Product for substantial
conformance to the material Specifications,and in the event of substantial non-conformance to the material
Specifications to furnish MacQueen with written notice sufficient to permit MacQueen to evaluate such non-
conformance("Notice of Defect"). Any Product not in substantial conformance to material Specifications shall
be remedied by MacQueen within thirty(30)days from the Notice of Defect In the event MacQueen does not
receive a Notice of Defect within fifteen(15)days of Delivery.Product will be deemed to be in conformance with
Specifications and Accepted by Customer
9. Notice
Any required or permitted notices hereunder must be given in writing at the address of each party set forth below,
or to such other address as either party may substitute by written notice to the other in the manner contemplated
herein,by one of the following methods'.hand delivery registered,express,or certified mail,return receipt
requested,postage prepaid;or nationally-recognized private express courier
MacQueen Equipment,LLC City of Jeffersonville
1125 7th Street East Assistant Police Chief Michael S.McVoy
St Paul,MN 55106 2218 E 10th St
Jeffersonville,IN 47130
10. Standard Warranty
The equipment sold herein will be manufactured by Frontline-Pierce Manufacturing,Inc.and any warranties are
attached hereto as Exhibit B and made a part hereof Any additional warranties must be expressly approved in
writing by Frontline-Pierce's authorized representative and MacQueen.
a. Disclaimer
Other than as expressly set forth in this agreement,neither Frontline-Pierce,its Parent Company,Affiliates,
Subsidiaries,Licensors,suppliers,distributors,dealers,including without limitation,MacQueen,or other
respective officers,directors,employees,shareholders,agents or representatives,make any express or implied
warranties with respect to the products provided hereunder or otherwise regarding this agreement,whether
oral or written,express,implied or statutory.Without limiting the foregoing,any implied warranty against
infringement,and the implied warranty of condition of fitness for a particular purpose are expressly excluded
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and disclaimed.Statements made by sales representatives or in promotional materials do not constitute
warranties.
b. Exclusions of Incidental and Consequential Damages
In no event shall MacQueen be liable for consequential,incidental or punitive damages incurred by Customer or
any third party in connection with any matter arising out of or relating to this Agreement,or the breach thereof,
regardless of whether such damages arise out of breach of warranty,tort,contract,strict liability,statutory
liability,indemnity,whether resulting from non-delivery or from MacQueen's own negligence,or otherwise.
11. Insurance
MacQueen maintains the following limits of insurance with a carrier(s)rated A.or better by A M Best:
Commercial General Liability Insurance•
Products/Completed Operations Aggregate: $2,000,000
Each Occurrence $2,000,000
Umbrella/Excess Liability Insurance:
Aggregate: $5,000,000
Each Occurrence $5,000,000
The Customer may request MacQueen to provide the Customer with a copy of a current Certificate of Insurance
with the coverages listed above.
12. Indemnity
The Customer shall indemnify,defend and hold harmless MacQueen,its officers,employees,dealers.agents or
subcontractors,from any and all claims,costs,judgments,liability,loss,damage,attorneys'fees or expenses of any
kind or nature whatsoever(including,but without limitation,personal injury and death)to all property and persons
caused by,resulting from,arising out of or occurring in connection with the Customer's purchase,installation or use
of goods sold or supplied by MacQueen which are not caused by the sole negligence of MacQueen or Frontline-
Pierce.
13. Force Majeure
MacQueen shall not be responsible nor deemed to be in default on account of delays in performance due to causes
which are beyond MacQueen's control which make MacQueen's performance impracticable,including but not
limited to civil wars,insurrections,strikes,riots,fires,storms,floods,other acts of nature,explosions,earthquakes,
accidents,any act of government,delays in transportation,inability to obtain necessary labor supplies or
manufacturing facilities,allocation regulations or orders affecting materials,equipment,facilities or completed
products,failure to obtain any required license or certificates,acts of God or the public enemy or terrorism,failure of
transportation,epidemics,quarantine restrictions,failure of vendors(due to causes similar to those within the scope
of this clause)to perform their contracts or labor troubles causing cessation,slowdown,or interruption of work.
14. Default
The occurrence of one or more of the following shall constitute a default under this Agreement
(a)the Customer fails to pay when due any amounts under this Agreement or to perform any of its obligations
under this Agreement;(b)MacQueen fails to perform any of its obligations under this Agreement,(c)either
party becomes insolvent.or become subject to a bankruptcy or insolvency proceedings.(d)any representation
made by either party to induce the other to enter into this Agreement is false in any material respect;(e)the
Customer dissolves.merges,consolidates or transfers a substantial portion of its property to another entity'or
(f)the Customer is in default or has breached any other contract or agreement with MacQueen.
15. Relationship of Parties
Neither party is a partner,employee,agent,or joint venture of or with the other.
16. Assignment
Neither party may assign its rights and obligations under this Agreement unless it has obtained the prior written
approval of the other party
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A MACQUEEN
v EMERGENCY EM-111 io/1z/zaz3
17. Governing Law;Jurisdiction
Without regard to any conflict of law's provisions, this Agreement is to be governed by and under the laws of the
state of Minnesota.
18. Facsimile&Electronic Verified Signatures
The delivery of signatures to this Agreement by facsimile transmission and/or electronic verified shall be binding as
original signatures.
19. Entire Agreement
This Agreement shall be the exclusive agreement between the parties for the Product.Additional or different terms
proposed by the Customer shall not be applicable,unless accepted in writing by MacQueen's authorized
representative. No change in, modification of,or revision of this Agreement shall be valid unless in writing and signed
by MacQueen's authorized representative.
20. Conflict
In the event of a conflict between the Customer Specifications and the MacQueen Proposal,the MacQueen Proposal
shall control.
21. Additional Orders
Company, at its sole discretion, will allow the terms of this contract to be extended to both the Customer, as well as
to other Municipal, State,or Federal agencies for similar unit(s).Company will allow tag on/additional orders for up
to three(3)years from the date of contract execution.To facilitate pricing,Company will quote the original price plus
manufacturer's price increases or Producer's Price Index(PPI)whichever is greater as it applies to either Fire Apparatus
and/or commercial heavy truck industries.Additionally,any regulatory changes(NFPA, EPA,Engine Emissions, FMVSS,
etc.)will also have to be added to the price as they become applicable.Change orders to the original specification will
need to be authorized,signed, and accepted by Company.Any entity using this tag-on/additional orders program will
be required to sign a new contract commencing the relationship. Additionally, if required by the Purchaser, any new
tag-on / additional orders that require a "separate" Performance bond will be separately priced. This contract,
including its appendices,embodies the entire agreement between the parties relating to the subject matter contained
herein and merges all prior discussions and agreements.No agent or representative of Company has authority to make
any representations, statements, warranties, or agreements not herein expressed and all modifications of
amendments of this agreement, including any appendices, must be in writing and executed by an authorized
representative of each of the parties hereto. No surety of any performance bond given by Company to the Customer
in connection with this Agreement shall be liable for any obligation of Company arising under the Standard Applicable
Warranty.
22. Signatures
This Agreement is not effective unless and until it is approved,signed and dated by MacQueen's authorized
representative.
Accepted and Agreed to:
MACQUEEN EQUIPMENT,LLC CITY OF JEFFERSONVI E rn�,
Signature: C} 4 Signature: vV
Name: Greg Hinkens Name: / 7 )'ke .7 700,ee
Title: VP Sales - ILIlN Title: /7 7a (9,e
Date: 1/3/2024 Date: /,2AVa,:z.2- L
4
\ MACQUEEN
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EXHIBIT A—PURCHASE PAYMENT TERMS&CONDITIONS
MacQueen Equipment,it.0
1125 7th Street East
St.Paul,MN 55106
Customer Name City of Jeffersonville Date November 21, 2023
Quantity Chassis Type Body Type l Contract Price per Unit
1 Frontline C-35X-3 Freightliner Mobile Command Unit J $1,284,457.00'
'Houston-Galveston Area Council(HGAC)Consortium Pricing
100%PREPAYMENT OPTION:DUE AT CONTRACT EXECUTION TO BE APPLICABLE.
If 100%prepayment is made with contract,deduct$75,305.00 from contract price.
Payment due with contract is$1,209,152.00. initial here to accept:
Only the below listed person(s)are authorized to make changes to product specifications on behalf of the Customer.
Name Vs,.fkr)%.1 Ka,_u cav�,ll� Title
e e .� (col:« ----- —
4'[.L-0.e t Jliter Aci rc iL
t nl,rar.� L ,sec _ N'�a.4 r 1 C)u Qr an P.,J rpl C
This contract is available for inter-local and other municipal corporations to utilize with the option of adding or
deleting any Company available options,including chassis models Any addition or deletion may affect the unit price
"PAYMENT TERMS"100%of contract price or any balance is due prior to vehicle(s)release at the Frontline's
Manufacturing Plant(Clearwater,FL).
"TAXES"Federal,State,and Local Taxes are not included in the contract price.
"LATE PAYMENT"A late fee of.033%of the sale price will be charged per day for overdue payments beginning ten
110)days after the payment is due for the first thirty(30)days. The late fee increases to.044%per day until the
payment is received.
INOtE d deferred pas inert arrangements are required the Customer must make suds financial afranements through a(mafiosi!m$trtut on,acCeptao.e to Madjue-en All
tales.excises and levies that MacQueen may be required to pay a collect by reason of any port or future law orb by any governmental authpnrr based upon the sage
purchase,deltvery storage.processing use.consumption.or transportation of ttre orndurt sold by Ma(QOeen to the Customer shall be for the account of the Customer tad
Shall be added to the Purchase Price Alt delivery prices or prices with freight allowance are tuned upon prevailing hetht rates and,in the event of any increase a decrease n
such rates,the paces on all unshpped Product will be increased or decreased accordingly Delinquent payments shall be subleet to a carryrng-harge of 1.S percent(t 330 per
month or Such lesser amount permitted by law Macfueenwdl not be required to accept payment other than as set forth vi lists Agreement However,to avord a late Charge
assessment in the event of a dispute caused by a substantial nonconformance with material Specrficatrons lother Man freight(.the Customer may withhold up to five percent
(5%1 of the Purchase Price until such tare that Mactlueen substantially remedies the nonconformance wit material Specdcanons but no longer than srvty(60)days after
Delivery Nth!disputed amount is the freight charge,the Customer may erthhord only the amount of the freight Marge anal the dispute is settled,but no longer than story
(60)days after Defiyery.MacQueen shall have and retain a purchase money security interest in all goods and products now or hereafter sold to the Customer by MacQueen or
any of its affiliated companies to secure payment of the Purchase Price for as such goods and ofoducts In the event of nonpayment by the Customer of any debt obligation
or lrabdsty now or hereafter•recurred Jr Owing by the C ustOmer to MesQueen.MaCQueen shall have and may erefcise all rights and,emedres of a secured party under Article
a of the toucher Commercial Code IIJCC)as adopted by the state n(Minnesota
THIS PURCHASE DETAIL FORM IS EXPRESSLY SUBJECT TO THE PURCHASE AGREEMENT TERMS AND CONDITIONS DATED
AS OF November 21,2023 BETWEEN MACQUEEN AND City of Jeffersonville(customer)WHICH TERMS AND CONDITIONS
ARE HEREBY INCORPORATED IN,AND MADE PART OF,THIS PURCHASE DETAIL FORM AS THOUGH EACH PROVISION WERE
SEPARATELY SET FORTH HEREIN,EXCEPT TO THE EXTENT OTHERWISE STATED OR SUPPLEMENTED By MACQUEEN
HEREIN.
I,Customer Name and Address listed on page 2 to be used on Certificate of Origin(CO)?O Yes ❑No
If not,please provide correct name and address to be listed on CO.
Is there a lienholder?❑ Yes 0 No
If yes,please provide lienholder information,
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/1►\ MACQUEEN
EMERGENCY EM-111/0n 023
EXHIBIT B—PROPOSAL OPTION LIST WITH WARRANTIES
SEE ATTACHED FRONTLINE PROPOSAL Dated November 15,2023 FOR ALL APPLICABLE OPTIONS AND
WARRANTIES APPROVED WITH CONTRACT.
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EMERGENCY
PM,{pMK WILL NW O'MCR
MINNESOTA It t INOIS INDIANA MISSOURI NEBRASKA NORTH t1AYOTA SOUTH DAKOTA
EM-102
November 16. 2023 •
Assistant Police Chief Michael S. McVoy
City of Jeffersonville Police Department
2218 E 101' St
Jeffersonville. IN 47130
Subject Proposal for one(1) Frontline C-35X-3 Freightliner Mobile Command Unit
Dear Assistant Police Chief McVoy.
With regard to the above subject, please find attached our completed proposal.
Pricing. is as follows'
Pricing Summary.
Sale Price- $1,284,457.00'
"Houston-Galveston Area Council(HGAC) Consortium Pricing.
"Due to global supply chain constraints,any delivery date contained herein is a good faith estimate as of
the date of this order/contract,and merely on approximation based on current information.Delivery updates
will be mode available,and a final firm delivery date will be provided as soon as possible
"Due to the volatility within the commercial chassis supply chain,commercial chassis suppliers are not able
to meet their commitments for shipping chassis to our factories, nor ore they honoring their quoted
prices Please be aware that the commercial chassis quoted price is subject to change by the commercial
chassis supplier at any time, without notice. Any increases in price will be passed directly to the end
customer•'
100% Prepayment Option:
Should the City of Jeffersonville Police Department elect to make a 100% prepayment at
contract signing a discount of(5 5.3CE`.: ) can be subtracted from the above "Sale Price
resulting in a revised contract price of$1,209,152.00
Terms and Conditions:
Taxes- Not Applicable
Freight- F.O B -Clearwater. FL I Shipping to Jeffersonville IN
Terms Net due prior to vehicle(s) release at the Frontline Communications
Manufacturing Plant(Clearwater,FL). Net due at Contract signing for Prepay
discount to be applicable.
Delivery- 24-26 months from receipt and acceptance of contract. Subject to chassis
availability.
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EMERGENCY
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Said apparatus and equipment are to be built and shipped in accordance with the specifications
hereto attached. delays due to strikes. war, or international conflicts, or other causes beyond
our control not preventing could alter the delivery schedule.
Various state or federal regulation agencies (e.g., NFPA. DOT, EPA) may require changes to
the Specifications and/or the Product and in any such event any resulting cost increases
incurred to comply therewith will be added to the Purchase Price to be paid by the
Customer. Any future drive train upgrades (engine, transmission, axles, etc.) or any other
specification changes have not been calculated into our annual increases and will be provided
at additional cost. The Company reserves the right to update pricing in response to
manufacturer-imposed increases as a result of PPI inflation. The Company will document and
itemize any such price increase for the Customer's review and approval before
proceeding. Should the customer choose not to accept the pricing update. the customer has
the ability to cancel without penalty..
The specifications herein contained shall form a part of the final contract, and are subject to
changes as desired by the purchaser, provided such changes are acknowledged and agreed to
in writing by the purchaser.
The attached proposal is valid for thirty (30)days.
We trust the above and the enclosed to be full and complete at this time: however should you
have any questions or require additional information, please do not hesitate to contact me at
618-534-8583 or tim learned'macqueengroup corn
We wish to thank the City of Jeffersonville Police Department for the opportunity to submit our
proposal.
Respectfully.
Timi Learned/
Tim Learned
Apparatus Sales
MacOueen Equipment LLC
DBA Macoueen Emergency Group