HomeMy WebLinkAbout2005-062 Agrmt - Best Tel
BEST TEL, LLC
Purchase Agreement
I. TAXES: Buyer shall pay all taxes payable or required to be collected by Seller, however designated, which are levied or based upon the price, this
Agreement or the equipment including, but not limited to federal, state, and local sales or use taxes, whether domestic or foreign.
2. DELIVERY AND INSTALLATION: Seller shall deliver and install the equipment at the premises set forth above, and Buyer agrees to accept delivery and
to pcrmit Seller access to the premises as Seller shall require for the purpose of installing the equipment. If the premises are not available to Buyer and ready for
installation of the equipment within sixty days after the estimated date installation is to commence, Seller shall have the option to terminate this Agreement without
liability to Seller for such termination.
3. TIME OF PERFORMANCE: The final completion date and any other performance by Seller hereunder, shall be subject to delays caused by an Act of God,
war, riot, fire, explosion, accident, tlood, sabotage, labor trouble, acts of inaction of the Buyer, inability of Seller's subcontractors to perform, or any other cause beyond
the reasonable control of Scller. In the event of any such delay, the completion date sho\'m on the reverse of this Agreement and the times for performance of any other
obligations hereunder will be extended to cover such periods of delay. All stated delivery dates are approximate and Seller SHALL UNDER NO CIRCUMSTANCES
BE LIABLE FOR DAMAGES, SPECIAL, CONSEQUENTIAL, OR OTHERWISE, FOR DELAYS IN DELIVERY OR INSTALLA TlON.
4. AMENDMENTS/CHANGES: If it becomes desirable or necessary at any time subsequent to the date of this agreement and prior to completion of
performance hereunder to make any change in the terms of this Agreement or to any of the Schedules attached hereto and made a part of hereof, any such changes may
be agrced upon only in writi ng signed by an authorized representative of Buycr and an authorized officer of Seller, and in such event the price, work schedules, and
other terms and conditions as appropriate may be changed by the parties in a writtcn amendment hereto.
5. INSTALLATION REQUIREMENTS: Buyer shall cooperate with Seller in obtaining all necessary consents and waivers from the owner of the premises in
connection with installation of the equipment and shall supply all supplemental equipment and facilities necessary for the installation such as conduits, back boxes,
commercial power electrical wiring, outlets and associated equipment rooms(s) and operating environment as specified by Seller. The purchase or leasc price set forth
herein does not include carpenter labor or the cost of furnishing Tetlon or aluminum clad cabinets for return air plenum ceilings, or the cost of furnishing and installing
conduits or conduit stubs, electrical power outlets or air conditioning equipment when and if these facilities are deemed necessary by the equipment requirements, by
the Buyer, landlord, or building codes, for the installation of the equipment, or wire and cable on the installation site, unless specifically noted otherwise on the reverse
of this Agreement.
6. WARRANTY: Seller hereby warrants the equipment against defective parts or workmanship for a period of 12 months from the date of installation, except
as specified on the other side Seller's liability under this warranty is conditioned upon the receipt of prompt notice of defects from the Buyer and is limited to repairing
or, at Seller's sole option, to replacing the equipment. SELLER SHALL NOT BE LIABLE FOR CONSEQUENTIAL DAMAGES, FOR INJURY TO PERSONS OR
PROPERTY, OR FOR COMMERCIAL LOSS OR OTHERWISE. THIS WARRANTY SHALL BE VOID AS TO THE EQUIPMENT DAMAGED OR RENDERED
UNUSABLE BY THE WILLFUL ACT, NEGLIGENCE AND/OR TAMPERING OF PERSONS OTHER THAN SELLER. SELLER HEREBY ASSIGNS TO
BUYER (TO THE EXTENT IT HAS THE RIGHT TO DO SO) THE BENEFITS OF ANY WARRANTIES OR GUARANTEES PROVIDED TO SELLER BY THE
MANUFACTURER(S) OF THE EQUIPMENT. THE FOREGOING WARRANTIES ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES
(WHETHER WRITTEN, ORAL, OR IMPLIED) INCLUDING WARRANTY OR MERCHANTABILITY IN OTHER RESPECTS THAN EXPRESSLY SET FORTH
HEREIN AND WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE.
7. RISK OF LOSS: The risk of loss for any damages to or destruction of the equipment of any portion thereoffrom and after the time of delivery thereof to the
premises shall by on Buyer except with respect to damage or destruction resulting from the negligence or willful conduct of the Seller.
8. SECURITY INTEREST: Buyer hereby grants to Seller a security interest in the equipment to secure payment of the unpaid portion of the price,
notwithstanding installation of the equipment in the premises or its attachment to real property, and hereby authorizes Seller to file financing statements signed only by
Seller in any and all places :;uch financing statements may be tiled by Seller to perfect the security interest in the equipment herein granted in accordance with the
Uniform Commercial Code. In addition, Buyer shall execute and deliver to Seller such documents as Seller shall request in order to perfect such security interest in the
equipment upon default in payment of the price. Seller may declare the entire unpaid balance of the price due and payable and shall be entitled to exercise all of the
rights and remedies of a secwed party under the Uniform Commercial Code.
If Buyer shall fail to pay any sum owing to Seller hereunder when due, then, in addition to all other remedies available to Seller at law or equity under this Agreement,
and not in limitation thereof, Seller may, until said sum is paid in full, collect interest upon the sum then owing at the rate of 18% per annum, disconnect the system or
otherwise render it inoperable, cease maintaining or installing the equipment, enter Buyer's premises without liability for damages for trespass, with or without notice,
and take possession of and remove the equipment.
9. FORCES MAJEURE: Seller shall not be liable for failure to perform its part of this Agreement when such failure is due to tire, tlood strikes, or similar
labor disturbances, industrial disturbances, war, riot, insurrection and/or other causes beyond its control. In the event Seller's performance hereunder is prevented due
to one or more such causes, at its option, Seller shall have the right to either terminate this Agreement and reclaim or be paid for the equipment installed to date of such
termination or to continue with its performance hereunder following the cessation of such causes and receive the benefit of Buyer's performance hereunder as though
such causes had not occurred
10. MISCELLANEOUS: This Agreement shall be construed and performed in accordance with the laws of the State in which equipment is installed. In the
evcnt that any term or conditio.l of the Agreement is determined to be contrary to law or unenforceable for any reason whatsoever, such determination shall not in any
way affect the validity or enforceability of any other term or condition thereof. The prevailing party in any legal action brought to enforce this Agreement or any
portion thereof shall be reimtursed by the other party for its reasonable costs and attorney's fees relating to such action.
II. ENTIRE AGREE\1ENT: This Agreement and any Schedules attached hereto constitute the entire Agreement between Buyer and Seller with respect to the
subject matter and no waiver, modifications, or amendment of any of the terms or conditions hereof shall be effective unless set forth in writing duly signed by Seller
and Buyer. Agreement is sutject to Seller's acceptance by a company officer.
1150 Knutson Ave, Ste 10
Medford, Oregon 97504
(541) 842-1000
(888) 869-6436
Fax: (541) 842-4329
1142 Willagillespie Rd., Ste 11
Eugene, Oregon 97401
(541) 688-5575
(866) 688-5575
Fax: (541) 683-9919
-11.,\ Best Tel, LLC
..../'\IV' V Business Communications Solutions
Bill To:
C!~y of Ashland
Name
90 N. Mountian Ave.
Mailing Address
Ashland
City
OR
S ta te
Tadiran Coral III IP T!pg!ade
System Type
Qty.
2
2
2
1
1
1
1
3
1
1
Part Number
72449175100
72440991020
72447010278
72440992100
72449247100
72449036100
72440165985
Labor
Overtime Labor
72480912500
X CASH TERMS:
Down Payment:
Due on Equip. Delivery:
Due Net 30 Days
PURCHASE AGREEMENT
Install At:
Ci!'y of Ashlan_~_
Name
1155 E. Main
Installation Address
97520
Zip
Ashland
City
OR
State
97520
Zip
David Martin
Contact Name
541-552-2315
Phone Number
Descripti~nl!_
Unit Price
$2,719 00
-- ----
$615 00
$2,200 00
- ---- -. -
$480 00
51,35150
52,200 00
545000
$8500
$12750
$1,875,00
Total
MEX-IP2
IMC88 MEG Flash Card
Softwa~e_Ypgrade to Ver.__l~.76
ASC-II Database Conversion
UGW IP Universal Gatew~y
MG-30 Med~~ateway__
Flexset-IP 26 Button Set
Labor to install
Overtime Labor to Install
Coral View Design~r\Vindows Programming Interface
$5,438.00
$1,230.00
54,400.00
$480.00
S 1 ,351.50
52,200.00
$450.00
$255.00
$637.50
- ----- -- -
$1,875.00
*** Job will be completed by June 30,2005
WARRANTY PERIOD:
Equipment:
$18,317.00
$0.00
$0.00
$18,317.00
Parts:
1 Year
Ins tallati on:
Included
Labor:
1 Year
TOT AJL PRICE:
$18,317.00
I LEASE TERMS: As written in attached lease agreement.
Deposit Received:
Estimated Cut-Over Date:
CUSTOMER, HAVING CAREFULLY READ ALL PROVISIONS OF THIS AGREEMENT ABOVE AND ON REVERSE SIDE HEREOF,
ACKNOWLEDGES RECEIPT OF A COPY OF THIS AGREEMENT AND ANY SCHEDULES MADE A PART HEREOF WHICH ARE A
FINAL AND COMPLETE EXPRESSION OF THE AGREEMENT OF THE PARTIES, AND THAT THERE ARE NO REPRESENTATIONS,
WARRANTIES, OR STIPULATIONS, EITHER ORAL OR WRITTEN, NOT HEREIN CONTAINED. UNTIL ACCEPTED AND SIGNED BY
BEST TEL, LLC., THIS AGREEMENT SHALL NOT BECOME EFFECTIVE AND SHALL NOT CONSTITUTE A BINDING CONTRACT.
Date of this agreement: 1 0-J\!~J-2005
Best Tel Consultant:
Chuck Whiteley
CUSTOMER BEST TEL, LLC
By: By:
-_.,--------- -~-'-_._~-~----_. - ---~
Title: Title:
-- - ---..--.- ---~------ -_.- ---- '---'- -----
_.._. -_._------~
CITY RECORDER'S COpy
Page 1 / 1
IIIF..
._~
CITY OF
ASHLAND
20 E MAIN ST.
,A.SHLAND, OR 97520
(541) 488-5300
DATE
5/13/2005
E PO NUMBER
05957
VENDOR: 004508
BEST TEL, LLC
1150 KNUTSON AVE STE #10
MEDFORD, OR 97504
SHIP TO: Ashland Computer Services
(541) 488-5339
90 N MOUNTAIN
ASHLAND, OR 97520
FOB Point:
Terms: Net
Req. Del. Date:
Speciallnst:
Req. No.:
Dept.: ELECTRIC
Contact: David Martin
Confirming? No
SUBTOTAL
TAX
FREIGHT
TOTAL
18317.00
0.00
0.00
18,317.00
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/..1"ftf .. :..<-~: 'L>(t!-.<.-'l '" C)
~~jfulfforized Signature
VENDOR COpy
CITY OF
ASHLAND
REQUISITION FORM
Date of Request: I s.." '" 0 <; .1
THIS REQUEST IS A:
o Change Order( existing PO # __)
Required Date of Delivery/Service:
Vendor Name:
Address:
City, State, Zip:
Phone:
Fax Number
Deliver Location
~~s"" 1'" F: L- LL. C-
o c- , I
(I ~ D Kt-J vTSOi'V A\J~ Sit j D
MEDW~ Dr?- Q7C:DL(
A 0 I
( 5'11 ) <{;L(2 - 1000
/
Services Only
Description
Total Cost
Solicitation Pr4~cess:
o Exempt 0 3 Written Quotes
(copies attached)
Sole Source 0 Invitation to Bid
(copies on file)
o Request for
Proposal (copies on file)
!r-'.J<'~- c:.
';'.<.- ~-
/ ~_'-;_\.. ( >,.ct:..__
c
P,_ , <:..1.._. ,_0 _.')
$ 1<6 311,00
,
o Less than
$5000
Project Number
"/Account Number:) JD . II- . 0;5. OJ JQ03~Y)
*P/ease attach the Original signed contract and Insurance certificart.
Materials Only
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,/
Item # Quantity
Unit
Description
Unit Cost Total Cost
{ ;........<-
r
" >
.--:7 n..
. t~f' ;Fr-
'-T-~~ ~.--
1'\ ,/1
i '
Project Number
Account Number
., . .
-- -- -- ------
"Please attach the quotes.
'PIOyee Signature: vJ ~- SupervisorlDept. Head Signature: A/K ?U,<'o:;~:__%~.
NOTE: By signing this requisition form, I certify that the above request meets the City of Ashland Solicitation Process requirements and can be p . ided
when necessary.
G: Finance\Procedure\AP\F orms\8 _Req u isition form. doc
Updated on:07/15/02
CITY OF
ASI-ILAND
Memo
DATE:
May 1 :3, 2005
TO:
Lee Tuneberg, Finance Director
FROM:
David Martin, Telecommunications Technician
RE:
FindinQs for Sole-Source Procurement - Telephone System UpQrade
This upgrade to the city telephone system will prepare us to deploy voice-over-intemet-protocol services
to remote locations. This will save the city money by replacing existing contracted circuits.
BestTel, LLC is the only local vendor providing the services requested. The city phone system installation, periodic
maintenance, previous upgrades and emergency response have all been handled by this vendor.
~ank YOl!:. 1 ~______
~)\v'~~
David Martin
Telecommunications Technician
CfSI,. OD 10
COMPUTER SERVICES
90 N. Mountain Avenue
Ashland, Oregon 97520
www.ashland.or.us
Tel: 541-488-5339
~~111
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