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HomeMy WebLinkAboutQuinn Power Systems - Formal Cooperative Purchase Agreement - 06.12.23DocuSign Envelope ID: A5364DCE-95BA-4251-91 B1 -9C3E7B0A1 F1 8 FORMAL COOPERATIVE PURCHASE AGREEMENT THIS AGREEMENT (Agreement) is made and entered into, effective on 6/12/23 by and between CITY OF FRESNO, a California municipal corporation (City), and QUINN POWER SYSTEMS, 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, and equipment. The city may use another government agency's agreement, as an exception to the competitive bid process. Caterpillar Inc., entered into a contract with Sourcewell (Original Government Contract). Vendor, is the regional distributor for Caterpillar Inc., products in this area and is entering into this Agreement as an authorized distributor of Caterpillar, Inc. The solicitation for the Original Government Contract is attached as Exhibit A. 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) 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: Samuel Nadores 1626 E Street Fresno, CA 93706 Phone: (559) 621-1602 E-mail: samuel.nadores@fresno.gov b) Notwithstanding anything in Exhibits, A and B to the contrary, this Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of California, excluding however, any conflict of laws rule which would apply the law of another jurisdiction. GSD-B Formal Product CPA - DPW (12-2022) -1- DocuSign Envelope ID: A5364DCE-95BA-4251-91B1-9C3E7BOA1F18 Venue for purposes of the filing of any action regarding the enforcement or interpretation of this Agreement and any rights and duties hereunder shall be Fresno County, California. c) 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. 5. The City Manager, or designee, is hereby authorized and directed to execute and implement this Agreement. The previous sentence is not intended to delegate any authority to the City Manager to administer the Agreement, any delegation of authority must be expressly included in the Agreement. [Signatures follow on the next page.] GSD-B Formal Product CPA - DPW (12-2022) -2- DocuSign Envelope ID: A5364DCE-95BA-4251-91B1-9C3E7BOA1F18 IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno, California, the day and year first above written. CITY OF FRESNO, a Califqrna municipal corporation qcu igne y By: /�a 'e'�l 6/12/2023 Brock oche, PE, PLS Director Department of Public Utilities APPROVED AS TO FORM: ANDREW JANZ City Attorney OocuSign by: By: �auMlt,flatn. 6/12/2023 �i°#Cj i an Date Deputy City Attorney ATTEST: TODD STERMER, CMC City Qggr ocu I by: By: 'rinq (�bbtY 6/12/2023 Deputy Attachments: Exhibit A - Original Solicitation Exhibit B - Original Government Contract GSD-B Formal Product CPA - DPW (12-2022) -3- QUINN POWER SYSTEMS, a California corporation LDc�=� Slgned by: By:6/12/2023 Name: Henry Quan Title: Executive vP (If corporation or LLC., Board Chair, rfj�,% �,,Vlpe Pres.) By: 6/12/2023 Name: Mi chel l e Locke Title: CFO (If corporation or LLC., CFO, Treasurer, Secretary or Assistant Secretary) VENDOR: Quinn Power Systems Attention: Souphy Chansirik 3500 Shepherd Street, City of Industry, CA 90601 Phone: (562) 463-4754 Facsimile: (562) 463-7156 E-mail: souphy.chansirik@quinnpower.com