01-26-2022 Council Packet - Laserfiche WebLink

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EM‐111 1 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 Little Canada, (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 $1,369,922.00 (“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 regulatory 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. In addition, 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. To the extent practicable, Company will document and itemize any such price increase for the Customer’s approval before proceeding. 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 effective when counter‐signed by MacQueen’s authorized representative.