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HomeMy WebLinkAboutC24260 Office Max - City Hall Office SuppliesCITY OF PALM DESERT FINANCE DEPARTMENT STAFF REPORT REQUEST: APPROVAL OF CONTRACT NO.C24260 WITH OFFICE MAX FOR CITYWIDE OFFICE SUPPLIES DATE: AUGUST 25, 2005 CONTENTS: AGREEMENT REQUEST FOR PROPOSALS Recommendation: By Minute Motion, approve contract with Office Max for a one-year contract with two possible one year extensions. Background: A Notice Inviting Bids for city-wide office supplies was publicized in the Desert Sun Newspaper on July 18 and July 23, 2005. The deadline to submit a bid was July 29, 2005. Bids were opened in the City Clerk's office at 2:00 p.m. on July 29, 2005. The following office supply companies submitted a bid in response to the request for bids advertised: 1) Office Max 2) Quill Corporation 3) Office Depot Office Depot's bid was determined to be non -responsive, as its submittal did not follow the requested procedure. The remaining bids have since been compared and evaluated. Staff recommends awarding the bid for General Office Supplies to Office Max for a period of one year with two possible one year extensions. Submitted By: Paul S. Gibson, Director of Finance/City Treasurer Approval: 4 � d/ I - �_ Carlos L. OeKga, City Manager PSG:nmo Attachments (2) G lFinance'Mamn 0r1ega1Wpdocs1PG�bs0n1StaHRepoits1olflce supplies 081005 wpd CONTRACT NO. c24260 AGREEMENT THIS AGREEMENT is made and entered into the City of Palm Desert on this 251h day of Auaust. 2005, by and between THE CITY OF PALM DESERT, a municipal corporation, hereinafter referred to as "CITY", and OFFICEMAX CONTRACT. INC., referred to as "CONTRACTOR". WITNESSETH: WHEREAS, on August 25, 2005 it was recommended that CONTRACTOR be awarded the contract for one year with two possible one year extensions. WHEREAS, pursuant to said invitation, CONTRACTOR submitted a proposal, which was accepted by CITY for said services. NOW, THEREFORE, in consideration of their mutual promises, obligations, and covenants hereinafter contained, the parties hereto agree as follows: (1) TERM. The term of this Agreement shall be from Auaust 25. 2005 through Auaust 25, 2005 with two possible one year extensions or to such later date as may be agreed in writing between parties. (2) CITY'S OBLIGATIONS. For furnishing services, as specified in this Agreement, CITY will pay and CONTRACTOR shall receive compensation as set forth in the Contract Documents and adopted by the CITY. (3) CONTRACTOR'S OBLIGATION. For, and in consideration of the payments and agreements hereinbefore mentioned to be made and performed by CITY, CONTRACTOR agrees with CITY to furnish the services and to do everything required by this Agreement and the Specific Terms and Conditions. (4) HOLD HARMLESS AND INDEMNIFICATION. Each party (the "Indemnifying Party") agrees to defend, indemnify, and hold harmless The other party ("Indemnified Party"), its officials, officers, employees, representatives, and agents, from and against all claims lawsuits, liabilities or damages of whatsoever nature arising out of the connection with, or relating in any manner to, any negligent act or omission of Indemnifying Party, his agents, employees, and subcontractors and employees thereof CONTRACT NO. c24260 in connection with the performance or non-performance of this Agreement. The Indemnifying Party shall thoroughly investigate any and all claims and indemnify the Indemnified Party and do whatever is necessary to protect the Indemnified Party, its official, officers, employees, agents, and representatives, as to any such claims, lawsuits, liabilities or damages. (5) AMENDMENTS. Any amendment, modification, or variation from the terms of this Agreement shall be in writing, signed by the CONTRACTOR and approved by the City Council of the CITY. (6) TERMINATION. Either party may terminate the contract with 30 days written notice for any reason. (7) INCORPORATED BY REFERENCE. The Notice Inviting Bids; General Terms and Conditions; Specific Terms and Conditions; Bid Submission Form(s), Addendum No. 1; Change Orders; additional or supplemental specifications, drawing, maps or diagrams; and CITY issued forms relating to this project, are hereby incorporated in and made a part of this Agreement. (8) COMPLETE AGREEMENT. This written Agreement, including all writings specifically incorporated herein by this reference, shall constitute the complete agreement between the parties hereto. No oral agreement, understanding, or representation not reduced to writing and specifically incorporated herein shall be of any force or effect, nor shall any such oral agreement, understanding, or representation be binding upon the parties hereto. (9) ANTI -DISCRIMINATION. In the performance of the terms of this Agreement, CONTRACTOR agrees that it will not engage in, nor permit such subcontractors as it may employ, to engage in discrimination in employment of any person because of the age, race, color, sex, national origin or ancestry, or religion of such persons. Violation of this provision may result in the imposition of penalties referred to in Labor Code Section 1735. (10) AUDIT. CITY shall have the option of inspecting and/or auditing all records and other written material pertaining to the City's account and used by CONTRACTOR in preparing its statements to CITY. Audits shall be at mutually acceptable times and places, not to exceed once yearly. 2 CONTRACT NO. c24260 (11) NOTICE. All written notices to the parties hereto shall be sent by United States mail, postage prepaid by registered or certified mail, return receipt requested, reputable overnight courier service; addressed as follows: Office of the City Clerk CITY OF PALM DESERT 73-510 Fred Waring Drive Palm Desert, CA 92260 If to Contractor: OfficeMax Contract Incorporated 12131 Western Avenue Garden Grove, CA 92841 Attn: Robert Mediati (12) LITIGATION COSTS. In the event an action is filed by either party to enforce any rights or obligations under this Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees and court costs, in addition to any other relief granted by the court. (13) AUTHORITY TO EXECUTE AGREEMENT. Both CITY and CONTRACTOR do warrant that each individual executing this Agreement on behalf of each party is a person duly authorized. (14) CONFIDENTIALITY. In the performance of or otherwise in connection with this Agreement, one party (`Discloser') may disclose to the other party (`Recipient') certain Confidential Information of the Discloser. The Recipient will treat such Confidential Information as confidential and proprietary of the Discloser and during and after the Term will: (a) use the Confidential Information of the Discloser solely for the purposes set forth in this Agreement; (b) take suitable precautions and measures to maintain the confidentiality of the Confidential Information of the Discloser; and (c) not disclose or otherwise furnish the Confidential Information of the Discloser to any third party other than employees or independent contractors of the Recipient who have a need to know the Confidential Information to perform its obligations under this Agreement, provided such employees or independent contractors are obligated to maintain the confidentiality of the Confidential Information. The obligations under this Section will not apply to any: (a) approved use or approved disclosure of any information pursuant to the exercise of the Discloser's rights under this Agreement; (b) information that is now or hereafter becomes generally known or available to the public other than through a violation of this CONTRACT NO. c24260 Agreement; (c) information that is obtained by the Recipient from a third party (other than in connection with this Agreement) who was not under any obligation of secrecy or confidentiality with respect to such information; (d) information that is independently developed by the Recipient without reference to any Confidential Information; (e) any disclosure required by applicable law, provided that the Recipient will use reasonable efforts to give advance notice to and cooperate with the Discloser in connection with any such disclosure, and provided further that the Recipient shall limit such disclosure to only that information that is required to be disclosed; and (f) any disclosure made with the explicit consent of the Discloser. The Recipient shall promptly return to the Discloser all copies of any Confidential Information of the Discloser in its possession or control upon request, or in any event, upon any termination or expiration of the Term. (15) ASSIGNMENT. Neither party shall assign this Agreement without the prior written agreement of the other party. (16) LIMITATION OF LIABILITY. In no event shall either party be liable for consequential, special, indirect or incidental damages, including but not limited to any damages resulting from loss of use or profits arising out of or in connection with this agreement, whether in an action based on contract, tort (including negligence) or any other legal theory, even if the party has been advised of the possibility of such damages. (17) FORCE MAJEURE. Neither party to this Agreement shall be considered in default in the performance of its obligations to the extent that the performance of any such obligation is prevented or delayed by any cause which is beyond the reasonable control of such party. (18) NEGOTIATION. Mediation and Non -Binding Alternative Dispute Resolutions are Favored, Each parry commits that in the event a dispute should arise under this Agreement or relating in any manner hereto, the parties shall first endeavor to resolve their dispute by good faith negotiations between or among the parties. If the parties are unable to resolve their dispute, then the matter shall be reviewed by a senior level executive of each party. In the event these senior officers are unable to resolve the matter, the parties agree to attempt to mediate their dispute within thirty (30) days after the dispute initially arose, using a third party mediator. All mediation proceedings shall be confidential, and no information exchanged in such mediation shall be discoverable or admissible in any litigation involving the parties. 0 CONTRACT NO. c24260 (19) PAYMENT/CREDIT TERMS. Invoices are due thirty (30) days from the date of invoice, and invoices not paid within thirty (30) days shall bear interest at the rate of 1.5% per month or the maximum amount allowed under law, from the due date of the invoice. CITY's credit limit shall be established by CONTRACTOR's Credit Department. CONTRACTOR reserves the right to lower CITY's credit limit or refuse to ship any orders if at any time; (1) CITY is delinquent in making payments to CONTRACTOR or is otherwise in breach of this Agreement or (2) in CONTRACTOR's reasonable opinion, CITY's credit standing becomes impaired or reasonably unsatisfactory to CONTRACTOR. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed the day and year first hereinabove written. CITY OF PALM DESERT A Municipal Corporation BUFORD A. CRITES, MAYOR ATTEST: OFFICEMAX CONTRACT, INC. CONTRACTOR AUTHORIZED REPRESENTATIVE RACHELLE KLASSEN, CITY CLERK CITY OF PALM DESERT, CALIFORNIA APPROVED AS TO FORM: DAVID J. ERWIN, CITY ATTORNEY 5