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HomeMy WebLinkAboutJVCKENWOOD USA Corporation Formal Cooperative Purchase Agreement 10-25-23 UUUUJ1YJI CI IVWUFIC IU.r/11 IUM I FORMAL COOPERATIVE PURCHASE AGREEMENT THIS AGREEMENT (Agreement) is made and entered into effective by and between CITY OF FRESNO, a California municipal corporation (City), and JVCKENWOOD USA Corporation., a California Corporation (Vendor). AGREEMENT NOW, THEREFORE, in consideration of the foregoing and of the covenants, conditions, and promises hereinafter contained to be kept and performed by the respective parties, it is mutually agreed as follows: 1. The Charter for the City allows for cooperative purchase agreements for materials, supplies, equipment, and public work of improvement. The City is allowed to piggyback an existing government agency's agreement, under Fresno City Charter 1208. The parties agree the Vendor was the lowest responsive and responsible bidder for Invitation for Bid (IFB) issued by NASPO ValuePoint Contract No. 00318 . The IFB is attached hereto as Exhibit A and is incorporated herein by reference. The Parties agree that the Vendor has entered a Cooperative Purchase Contract with JVCKENWOOD USA Corporation. (Original Government Contract). 2. Vendor's Obligation. Vendor shall provide those services and carry out that work described in the Original Government Contract, which is attached hereto as Exhibit B and is incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein. 3. City's Obligation. City shall make to the Vendor those payments described in Exhibits A and B, subject to all the terms and condition contained or incorporated herein. 4. Notwithstanding the requirements that the Original Government Contract is fully binding on the Parties, the parties have agreed to modify certain non-material provisions of the Original Government Contract as applied to this Agreement between the Vendor and the City, as follows: a) City's Insurance and Indemnity provisions attached as Exhibit C. b) Address change for the City: Notwithstanding the address and contract information for the government entity as set out in Exhibit B, the Vendor agrees that notices and invoices will be sent to: City of Fresno Attention: Melissa Perales 2101 G Street, Bldg A Fresno, Ca 93706 Phone: (559) 621-1332 FAX: (559) 457-1564 c) Notwithstanding anything in Exhibits, A and B to the contrary, this Agreement shall be governed by, and construed and enforced in accordance with, the GSD-S Formal Cooperative Purchase Agreement(06-2023) -1- LimuoWi l r-muiuyC IU. rM I UM l:J laws of the State of California, excluding however, any conflict of laws rule which would apply the law of another jurisdiction. Venue for purposes of the filing of any action regarding the enforcement or interpretation of this Agreement and any rights and dut8ies hereunder shall be Fresno County, California. d) All other provisions in the Original Government Contract are fully binding on the parties and will represent the agreement between the City and the Vendor. [Signatures follow on the next page.] GSD-S Formal Cooperative Purchase Agreement(06-2023) -2- L/UI:U01 I I Cl Iv CIUFIFi IU. FM I'#I,HOM-LOMJ-'4D.7r-MMVJ-l../UI.YGy I VM I:J IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno, California, the day and year first above written. CITY OF FRESNO, JVCKENWOOD USA Corporation, a a Calif9fjiglRynicipal corporation California Corporation �.�1SSA� pf,rab-S 10/25/2023 Docusignedby: By: Sh i nya N i i ha 10/25/2023 e6ssa eraIes By: Purchasing Manager General Services Department Name: sn;nya Ni i na Title: President No signature of City Attorney required. (If corporation or LLC., Board Chair, Standard Document #GSD-S Formal 5iRkdw.e Pres.) Cooperative Purchase Agreement . 'r ,i ,, 10/25/2023 (06-2023) has been used without By: modification, as certified by the Name:Timi 3ackson unders�amed d by: T, TOW4- a 10/25/2023 Title: secretary By: (If corporation or LLC., CFO,Treasurer, Tamra orrence Secretary or Assistant Secretary) Senior Procurement Specialist ATTEST: TODD STERMER, CMC City CWrul�,lpned by: By: fi" qbw 10/25/2023 Date Deputy Addresses: Vendor: CITY JVCKENWOOD USA City of Fresno Corporation Attention: Melissa Perales Attention: April Peterson 2101 G Street, Bldg A 4001 Worsham Avenue Fresno, Ca. 93706 Long Beach, CA 90808 Phone: (559) 621-1332 Phone: (310) 761-8213 E-mail: Melissa.Perales@fresno.gov E-mail: apeterson@us.jvckenwood.com Attachments: Exhibit A - Invitation For Bids Exhibit B - Original Government Contract Exhibit C - City's Insurance and Indemnity GSD-S Formal Cooperative Purchase Agreement(06-2023) -3-