HomeMy WebLinkAboutStructural Fire Fighter - Contract 804STRUCTURAL FIRE FIGHTER PROTECTIVE CLOTHING
CONTRACT # 804
TUALATIN VALLEY FIRE AND RESCUE, COLORADO IN
CONJUNCTION WITH NATIONAL PURCHASING PARTNERS
("NPP") D/B/A FIRERESCUE GPO
TUALATIN VALLEY FIRE AND RESCUE
STRUCTURAL FIRE FIGHTER PROTECTIVE CLOTHING
Solicitation Synopsis
Solicitation No. 804
Intent
Tualatin Valley Fire and Rescue (TVF&R), in conjunction with National Purchasing
Partners, LLC (NPP), dba FireRescue GPO, served as Lead Agency to solicit proposals
from Structural Fire Fighter Protective Clothing providers to service TVF&R and NPP
membership. The published Request for Proposal (RFP) contained provisions that
permitted all members of NPP throughout the nation to "piggy -back" off the resulting
Master Price Agreement.
Determination for issuing RFP
TVF&R has determined that it is either not practicable or not advantageous for TVF&R
to procure Structural Fire Fighter Protective Clothing using competitive sealed bidding.
Competitive sealed bidding limits evaluation of offers solely to compliance with the
requirements, provides no opportunity to compare the product and service offerings
among the vendors, prohibits revision of the offers, and uses price as the predominate
deciding factor. Such limitations prevent TVF&R from awarding the most advantageous
contract(s) for TVF&R and NPP members.
Procedure
TVF&R issued a RFP (804) on March 25, 2009.
The RFP was published in the Los Angeles Daily Journal, the Seattle Daily Journal of
Commerce and Oregon Daily Journal of Commerce on March 24, 2009, April 1, 2009
and April 8, 2009.
The RFP was posted to the following web sites: www.firerescue-2po.com,
www.mynpp.com, and http://www.tvfr.com/resources/index.aspx
The text of the published notice of solicitation is as follows:
TUALATIN VALLEY FIRE AND RESCUE
REQUEST FOR PROPOSALS
FOR STRUCTURAL FIRE FIGHTER PROTECTIVE CLOTHING
SOLICITATION NUMBER 804
Tualatin Valley Fire and Rescue (District) is requesting proposals for structural fire fighter protective
clothing (turnout gear) for the District, as well as public and nonprofit members of National Purchasing
Partners (NPP). Significant sales potential exists because the resulting Master Price Agreement for
national proposers will include cooperative purchasing language that will permit use of the Master Price
Agreement nationwide without the need for Participating Agencies to duplicate the formal solicitation
process or expend staff resources and funds. The District and NPP desire to enter into a contract (or
contracts) with a qualified company (or companies) who can demonstrate experience and customer service
in providing turnout gear.
Request For Proposal (RFP) documents are available online at www.firerescue-gpo.com,
www.mvnpp.com, and http://www.tvfr.com/resources/index.asnx. Any addenda issued will be the
proposers' responsibility to check these websites for them.
Sealed proposals must be received no later than 4:00 P.M. Pacific Standard Time (PST) on Thursday,
April 23, 2009 at 20665 SW Blanton Street, Aloha, OR 97007. Proposals received after the designated
time and date will be returned unopened.
Minority/Women/Emerging Small Business ("MWESB") firms are encouraged to submit Proposals in
response to this solicitation and will not be discriminated against on the grounds of race, color, or national
origin in consideration for an award of any contract entered into pursuant to this advertisement.
The District may reject any proposal not in compliance with all prescribed solicitation procedures and
requirements and other applicable law, and may reject any or all proposals in whole or in part when the
cancellation or rejection is in the best interest of the District as determined by the District.
For further information, contact Debbie Vuylsteke, TVF&R Financial Operations Manager at
debbie.vuyIsteke( tvfr.com.
Published:
Oregon Daily Journal of Commerce
Seattle Daily Journal of Commerce
Los Angeles Daily Journal of Commerce
ORPIN
March 25, 2009
April 1, 2009
April 8, 2009
March 25, 2009
April 1, 2009
April 8, 2009
March 25, 2009
April 1, 2009
April 8, 2009
March 25, 2009
TVF&R received proposals from the following
vendors:
1. L.N. Curtis & Sons
2. Mallory Co.
3. MES (Municipal Emergency Services, Inc.)
4. SeaWestern
A copy of the Affidavit of Mailing to potential proposers is attached hereto.
A copy of the Affidavits of Publication is attached hereto.
Proposals were evaluated over a 6-week period by TVF&R based on the criteria
contained in the RFP.
TVF&R reviewed a summary of the recommendations and selected the successful
proposer.
Evaluation
The evaluation was based on the following criteria as described in the RFP (weighted):
17. EVALUATION OF PROPOSAL — SELECTION FACTORS:
17.1 (100) Qualifications, Experience and References. Describe the Proposer's qualifications
and experience related to the product and services specified. Also, comments and ratings
received from the references that were contacted. (Reference Section IV Articles 7 and
14)
17.2 (100) The Proposer that most closely meets the TURNOUT GEAR specifications
without exceptions. (Reference Section III and Section IV Article 6)
17.3 (200) Fixed price proposed for TURNOUT GEAR (coats and pants) and percentage off
of listed catalog price for Proposer's stock items. (Reference Section IV Article 13)
17.4 (100) The Proposer's marketing plan to promote this contractual agreement to Public
Agencies national and/or within the State of Oregon or the Pacific Northwest. (Reference
Section IV Article 10)
17.5 (100) Customer Service and Support dedicated to Lead Contracting and Participating
Agencies. (Reference Section IV Article 8)
17.6 (50) Completeness of the Proposal package and the degree to which the Proposer
responds to all requirements of the Specifications (Reference Section III and Section IV
Article 12).
17.7 (50) Electronic (internet) capabilities of the proposer; i.e. ordering capabilities, review
catalog online and provide detailed information on these items. (Reference Section IV
Article 9)
17.8 (100) Product safety, service and warranty data. (Reference Section III 2.9-2.11 and
Section IV Articles 8.26 and 12.4)
17.9 (50) Delivery and freight charges. (Section IV Article 11)
17.10 (50) Other Values that the Proposer may offer in their Proposal that might add value to
the Lead Contract Agency or Participating Agencies. (Section IV Article 15)
The evaluation committee selected MES as the successful proposer meeting TVF&R's
immediate Structural Fire Fighter Protective Clothing purchasing needs. However,
TVF&R is offering a multiple award pursuant to Section II, paragraph 6.1 of the Request
for Proposal. This Multiple Award is based on the additional finding that Mallory,
SeaWestern and L.N. Curtis & Sons each provide a unique product line of quality and
scope differentiated by the other proposers on a regional and national basis based on the
individual preferences of individual departments and firefighters. A copy of the
evaluation committee's Evaluation Matrix with assigned points is available upon request.
Pricing Structure
Proposer Discount structures all contained some variation of a fixed discount off
published price list by category and/or tiered discount based on purchase volume.
See Proposer discount structures and price list for further information.
Product Offering Limitations
Oregon Public Agencies are prohibited from use of products and services offered under
the contract that are already provided by qualified nonprofit agencies for disabled individuals as
listed on the Department of Administrative Service's Procurement List ("Procurement List")
pursuant to ORS 279.835-.855. See www.OregonRehabiIitation.org/qrf for more information.
Supplier will not sell products and services identified on the Procurement List (e.g.,
reconditioned toner cartridges) to Purchaser or Participating Agencies within the state of Oregon
or to public institutions in other states with similar restrictions.
AFFIDAVIT OF MAILING
STATE OF WASHINGTON )
)ss,
COUNTY OF KING
1, EMERALD D. PIEDAD, being first duly sworn on oath, deposes and states that I am
an Account Manager for National Purchasing Partners, a group purchasing organization.
On March 26th, 2009, I emailed and caused to be deposited in the United States mail at
Seattle, King County; Washington, certified and via first class postage prepaid, one copy
of the NOTICE OF SOLICITATION for the MASTER AGREEMENT FOR STRUCTURAL
FIRE FIGHTER PROTECTIVE CLOTHING to the following addresses:
Chieftain Safety Manufacturing FireDex FireDex
Attn.: Tom Clements Attn,: Bill Burke Attn.: Steve Bonamer
780 South Progress Drive, 780 South Progress Drive 80 South Progress Drive
Medina, Ohio 44256 Medina, OH 44256 Medina, OH144256
Globe Manufacturing Company
Attn.: Rob Freese
37 Loudon Road
Pittsfield, NH 03263-0128
Innotex, Inc.
Attn.: Mike Mondoux
275 Gouin Street
Richmond, Quebec JOS 2H0
L.N. Curtis & Sons
Attn.: Paul Curtis
1800 Peraka Street
Oakland, CA 94607-1603
Lion Apparel, Inc.
Attn.: Steve. Allison
6450 Poe Avenue
Dayton, OH 45414
Veridian Limited, Inc.
Attn.: Sill Van Lent
3710 West Milwaukee
Spencer, IA 51301
Safewear
Attn:. Sam Summers
1107 Wonder Dr
Round Rock, TX 78681
Globe tvtanufactunng Company
Attn.: Don Welch
37 Loudon Road
Pittsfield, NH 03263.0128
Total Fire Group
Attn.: Mary Griltiot
PO Box 13616
Dayton, OH 45413-0616
L.N. Curtis & Sons
Attn. : Steve Chandler
1800 Peralta Street
Oakland, CA 946071603
Municipal Emergency Services
Attn.: John Skaryak
PO Box 87807
Houston, TX 77287
Innotex, Inc..
Attn.: Louis Carpen5er
275 Gouin Street
Richmond, Quebec JOB 2H0
W.S. Dariey &.Co
325 Spring Lake Drive
Itasca, IL 60143
Lion Apparel, Inc.
Attn.: John Granby
6450 Poe Avenue
Dayton, OH 45414
Municipal Emergency Services
Attn.: Mark Stevens
PO Box 87807
Houston, TX 77287
Veridian Limited, Inc. Quest
Attn.: Robert Gilbertson Attn.: Tom Martinez
3710 West Milwaukee 408 Russell Street
Spencer, IA 51301 Walsenburg, CO 81089
Bergeron Protective Clothing
1024 Suncook Valley Hwy, Unit 5-D
Epsom, NH 03234
Municipal Emergency Services, Inc.
Attn.: Kurt Klinkhammer
3801 Fruit Valley Rd -Ste C
Vancouver, WA 98660
Emer:Id D. Pi dad
SUBSCRIBED AND SWORN TO before me this 22ND day of September, 2009 by
Emerald D. Piedad.
NOTARY PUBLIC in and for the State of
ashington, residing at Seattle, Washington.
commission expires: `f .n_ / 2' 9
Notary Public
State of Washington
BRUCE R BUSCH
MY COMM1SSfON.EXPIRES
September 1, 2010 ._.r....
AFFIDAVIT OF PUBLICATION
P.O. Box 10127 / Portland, Oregon 97296-0127 / (503)226-1311 FAX (503) 222-5358
STATE OF Of3EGON, COUNTY OF MULTNOMAH, --ss.
1, MARC CAPLAN, being first duly sworn, depose and say that 1 am a Manager of the DAILY JOURNAL OF COMMERCE, a
newspaper of general circulation in the counties of CLACKAMAS, MULTNOMAH and WASHINGTON as defined by ORS
193.010 and 193.020; published at Portland in the aforesaid County and State; that I know from my personal knowledge that
the
REQUEST FOR PROPOSALS
TUALATIN VALLEY FIRE AND RESCUE —STRUCTURAL FIRE FIGHTER PROTECTIVE CLOTHING
a printed copy of which is attached, was published in the entire issue of this newspaper for 3 time(s) in the following issues:
TIN VALLEY FiREAND
03/25/2009. 04/01/2009, 04/08/2009.
Subscribed and sworn to before me thisfith day
of May, 2009.
OFFICIAL SEAL
J K COATESNOTARY _
f COMMISSION NOUBUC.410689
MY CM= MIES OCTOBER B, 2010
NATIONAL PURCHASING PARTNERS
Attn: EMERALD PIEDAD
1100 OLIVE WAY, STE 900
SEATTLE, WA 98101
4:`RESC
RUCTURAL FIRE FIGHTER
OTECTIVE CLOTIiING
sals due 4 00`pm April..
REQUEST FOR PROPOSALS
Tualatin:Valley Fire and`Rescue (District)
is requesting: proposals; for structural%tire t
fighter protective tothtng (turnout; gear) tor` .
the>Distrlct as ►veil as`public and?nonpmfit"i
members of;Nabonal Purchasing Partners
(NP„P} Significant sales` potential-exists"4
becauseithe resulting Master Price Agree";
iment for national proposers will include co- .
operative purchasing language that well <.
permit use ofthe Master Price Agreement
nationwide without the need for ('amcipat-
Ing Agencies to duplicate the formal solic
elation processor expend staff resources<.
andrfunds The Dist ct and NPPsdesire to
enter into a contract "for,'contracts) with a 1
qualified company (or companies) who can
demonstrate",expenence andreustomer
service in providing turnout gear ati
Request ForProposal,(RFP) documents a
are _availableoniine at www flrerescue-gpo .rr
corn www rnyr pp coin and httpi/www tvfr.°
comkesources(ndex aspx Any addenda b
sued will be the propo`�ers responsib"
heck these websrtes for them
Sealed proposals must be received
,later:; than 400"PM Pacific Standard Time 's,
(PST)i"on Thursday 'April 23+,2009 at
20665 SW "Blanton,Street Aloha OR
97007 Proposals receiv`e'dfaftar the desi_
hated time and date witi`be returned uno`
he
Minontv/Women/Emeromg Small Bu
ness (7M(NESB) firms ;are encouraged to,.
submit Proposals in response to this soilc
itation and will;not be discriminated! against
on the grounds of race, color or national "'
origin in consideration for an award of any `?
contract entered into pursuant to this ad
�vertisement 3
The District may reject any proposal not;
' m cornpbance;with aft prescribed solicita a
tion procedures and requirements and oth
er,applicable law and may reject"'any or all ':
proposals in whole or in part when',the can
ceilatiori or rejection is in the beat;jnterest
at the District as determined by the District
.foi,further "fnforrncontact ation, ,Debbie
Vuylsteke TVF&R Financial Operations
Manager at dabble vuytsteke@tvfr.com
Published Mar;25 Api i & 8 2009r z
s ' f0142907GB 3We
Ad description
LOS ANGELES DAILY JOURNAL
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Mailing Address : 915 E FIRST ST, LOS ANGELES, CA 90012
Telephone (213) 229-5300 / Fax (213) 229-5481
Visit us CI WWW.DAtLYJOURNAL.COM
EMERALD D. PIEDAD
NATIONAL PURCHASING. PARTNERS
1100 OLIVE. WAY, SUITE #625
SEATTLE, WA 98101
COPY OF NOTICE
Notice Type; RFP REQUEST FOR PROPOSALS
FOR STRUCTURAL FIRE FIGHTER PROTECTIVE
To the right is a copy of the notice you sent to us for publication in the LOS
ANGELES DAILY JOURNAL. Thank you for using our newspaper. Please read
this notice carefully and call us with any corrections. The Proof of Publication
will be filed with the County Clerk, if required, and mailed to you after the test
date below. Publication date(s) for this notice is (are):
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The charge(s) for this order is as follows. An invoice will be sent after the last
date of publication. If you prepaid this order in full, you will not receive an invoice.
Publication $86.80
Total
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Serving your legal advertising needs throughout California.
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$86.80
(213) 229-5300
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111111IVI,Vlllllll n
DJff 1552202
TUALATIN VALLEY FIRE AND
RESCUE
EOUEST FOR P OPOSALS
. FOR STRUCTURAL FIRE FIGHTER
PROTECTIVE CLOTHING
sOLICRAT/ON NUMBER 804
Tualatin Valley Fire and Rescue
(Olsuictjls teqGuasting proposals ter
structural fire righter protective clothing.
(turnout gear) for the Mulct, as wall as
public and nonprofit members d National
Punchedng Partners (NPP). Sign cant
sales potential exists because the
insulting Master Price Agreement for
national proposers will include
tiv cooperae p rchassing language that will
permit use otthe Master Price Agreement
nationwide without the need for
Partiapetng Agencies to duplicate the •
formai solicitation process or expend Staff
resources and funds, The Distract and
NPP desire to enter into a contract (or
contracts) with a qualified company (or
corrpanies) eke can domorsstrate
experience and customer service in
Drowning tumid gear.
Request For Pn000sat (RFP) documents
are available oetlne at www.flrerescue-
pP�,Corn Now-myn00m.Coand
tittp:/hvww.tv}r.comfresourceslindex.
13x . Any addenda• issued will be the.
,proposers' responsibility to check these
webaites for them •
Sealed proposals niusl be received no
later than 4.-09 P.M. Pacific Standard
Time (PST) on Thursday, April .23. 2009
at 20665 SW Blanton Street, /dohs. Ok.
97007. Proposals received after the
designated tune and dare cull: be maimed
unopened.
MirwrityhNornen/Emer-gqirng Small
Business ('MWESS") firms are
encouraged to submit • Proposals . in
response to this solicitation and will not be
discriminated against an the grounds of
race. color, or.. natonaI origin In
consideration for en award of any contact
entered rout pursuant to this •
advertisement.
The District may reiect any proposal not in
compliance with ab prescribed soliatatlen
Procedures and requirements and other
'applicable taw, and may reject any or all
proposals in whole Or in pan when Ifle
oanceilation of r tection is in the bast
interest of the District as determined by
the Distict.
For further Inlmmation, contact Debbie
Vuyiste11e, TVF&R Financial Operations
Manager at delthi9.vlsriste11001lvg.com
DJ-1652202e
STATE OF WASHINGTON KING COUNTY
-SS.
236198 .No.
NATIONAL PURCHASING PARTNERS
Affidavit of Publication
The undersigned, on oath states that he.is.an authorized. representative of The Daily Journal of
Commerce, a daily newspaper, which newspaper is a legal newspaper of general circulation and it is now
and has been for more than six months prior to the date of publication hereinafter referred to, published in
the English language continuously as a daily newspaper in Seattle, King County, Washington, and it is now
and during all of said time was printed in an office maintained at the aforesaid place of publication of this
newspaper. The Daily Journal of Conunerce was on the 12th day of June, 1941, approved as a legal
newspaper by the Superior Court of King County.
The notice in the exact form annexed, was published in regular issues of The Daily Journal of
Commerce, which was regularly distributed to its subscribers :during the below stated period. The annexed
notice, a
BCSB:PROTECTIVE CLOTHING
was published on
03/25/09 04/01/09 04/08./09
The amount of the fee charged for the foregoing publication is the
has been paid in full.
s .. • f S 437.40, which amount
for the State of Was ington,
'ding in Seattle
on
13.0 Pricing:
It is the goal of both MES and HFRP to create a complete value package as part of our proposal. As
such, we have put our best foot forward with very aggressive, below -market pricing on the Morning
Pride turnout gear specification identified in this RFP. This Morning Pride (HFRP) specification has
already been approved by the TVF&R Evaluation Team and has been determined to meet or exceeds all
technical requirements of this RFP.
Date: 4-23-
Municipal Emergency Services, Inc. (MES) 09
Quote For Tualatin Valley Fire
& Rescue
Solicitation:
#804
Special Notes / Terms of Contract: 2 year from award - Price increasenot to exceed
PPI per year for the 3 (1 year) renewal periods
Manufacturer Sell Price Delivery
Part Number Manufacturer Description
Complete Set: 6 to 8
Week
ORTUAL00037 Morning Pride LTO-42B2 Tails Bronze -Tualatin Valley Fire -OR $1,130.64 Ctrt
6 to
8Week
ORTUAL00038 Morning Pride BPR-42B2 Pants Bronze -Tualatin Valley Fire —OR $981.67 Ctrt
6 to
8Week
TOTAL PER SET $2,112.31 Ctrt
Component
Breakdown:
LTO42B2TZ-
LTO-42B2 Morning
Tails Bronze Pride Tails, Bronze (Tualatin Valley Fire & Rescue Spec) $1,130.64
LTOTOS42Z LTO-Tails Outer Shell -Gemini Matrix -EWR -Bronze
LTOTTLB LTO-Tails Thermal Liner -2 Layer E-89/War Glide FC
LTO-Tails Moisture Barrier -Crosstech/Nomex
LTOTMB2 Facecloth
CCSTD-42Z Std-LTO Chinstrap
11**44PHoneywell
e�c
First Responder Products
ihen:Hy 1Wol Fhe Gloup)
IPLC Std-Inspection Port Liner
LNDC-42Z Std-Liner Detachable
PKTLSTD Std-Liner Label Pocket
SATUPST-42Z Std-Take Up Straps 2 Postman
RS-RRSAC Std-Articulating Rapid Rescue Strap with New Coat
TRNY2-TL New York-2 trim -Lime 2-Tone Scotchlite
TR-NY01 New York Trim -Double-Stitched
LTBACK-42Z Back Patch -Gemini Matrix- Bronze
LT-TVFR Custom Patch - Tualatin Valley Fire/Rescue
LTHEMV-42Z Hem Patch wNelcro -Gemini Matrix- Bronze
FF LAST NAME or 1st INITIAL + LAST NAME - avg.
7 letters -ok to
use 2" letters to fit
LT3S07-SL 7 -3" sewn letters -lime Scotchlite ,
1.5" Velcro/Zipper Coat Closure -Gemini Matrix -
CLZV1-42Z EWR -Bronze
CL-ZBR **Use Brass Zipper**
LNDAPC Dead Air Panels - Coat
CFCC-ARB Coat Cuffs -Arashield Black
ELRN-42Z Elbows Reinforced -Gemini Matrix -EWR -Bronze
Flashlight Strap Only wNelcro -Gemni Matrix -EWR
PKFSV-42Z Bronze
-- Right side
-- Strap to be 1" x 12" - Box "X" Stitched -place
directly below radio pocket
PKHBLNX-
ARB X-Large Half Hi Bellows Pockets -Arashield Black
--6"x10"x2"
**USE 42Z FOR POCKET FLAP**
PKBLC-FW Flap .5" Wider than Bellows Pockets, Both Sides
PK-SFCR-42Z Split Flap on Right Bellows Pocket
PKRCFF-KV Full Kevlar Lined
PKDIVC-KEV Bellows Pocket Divider -Kevlar
--divide right bellows pocket 4" from front
3 Vertical Strips Velcro on Flap/Full Velcro on Pocket
Mic Tab -Gemini Matrix -Bronze
-- Left Chest
--1"x3"
Large Hook on a Patch wNelcro Strap -Gemini Matrix
-Bronze
PKBLC-V1
PKMT-42Z
PKRCPTVS-
42Z
Honeywell
First Responder Products
jlntrnCly'NW fire GrntC)
-- Right Chest
-- Strap to be 1" x 6" -Place strap directly above radio
pocket flap
PKRD-42Z Radio Pocket -Gemini Matrix -Bronze
-- Left Chest
— 7.5" x 3.5" x 1.5"
PKRD-FNL Notch Flap -Left
PKRD-FNR Notch Flap -Right
PKRD-BA4 Bartack All 4 Corners
PKRDFL-K Full Lined with Kevlar (Full Sling)
PKRD-42Z Radio Pocket -Gemini Matrix -Bronze
-- Right Chest
-- 5" x 3.25" x 1.5"
-- as close to shield as possible -trim aligned directly
below Velcro
PKRD-FNL Notch Flap -Left
PKRD-FNR Notch Flap -Right
PKTETHER-
42Z Tether System Openings - Gemini Matrix -Bronze
-- Place inside radio pocket
PKTETHERS-
ARB Substitute Arashield for Kevlar in Tether Openings
WWTLN Nomex-Tabbed Long Wristlets
Bid Spec Only
Price Increase Not To Exceed PPI per Year for the 3 One Year Renewal Periods
Optional items: (These prices are in addition to the discounted prices above)
-- Hem Patch FF LAST NAME or 1st INITIAL + LAST NAME - 7 -3" sewn Lime SL
letters -ok to use 2" letters to fit **SHIPPED LOOSE**
$37.82
BPR42B2PZ -
BPR-42B2 Morning Pants, Bronze (Tualatin Valley Fire & Rescue
Pants Bronze Pride Spec) $981.67
BPRPOS42Z BPR-Pants Outer Shell -Gemini Matrix -EWR -Bronze
BPR- Pants Thermal Liner 2 Layer E-89/War Glide
BPRPTLB Faceclothe
BPR-Pants Moisture Barrier -Crosstech/Nomex
BPRPMB2 Facecloth
CLNFVI-42Z Std-Narrow 1.5" Velcro Fly
IPLP Std-Inspection Port Liner
LNDP Std-Liner Detachable
TRCF2-TL 3" Cuff trim -Lime 2-Tone Scotchlite
TR-CF02 Cuff Trim -Double-Stitched
Honeywell
First Responder Products
,Iclmc:y Ibtal In<Group)
CL-NOTE1 *** Pants Closure Note ***
CL-12 Delete Hook & Dee from Closure
-- and add 1 snap - middle center
CL-FZB Use Brass Zipper
CFAN-ARB Angled Cuffs -Pants -Arashield Black
KNRNC-ARB Knees Cushioned -Arashield Black, Angled Corners
PKBLP-42Z Bellows Pockets -Pants -Gemini Matrix -Bronze
--8"x8"x2"
— Flaps to be 6" long
PKBLP-V1 3 Vertical Strips Velcro on Flap/Full on Pocket
-- 2 Pieces on 5" flap -1 Piece on 3" Flap
PKBLP1-R Bellows Pocket-1 -Removable
- - Left Bellows Pocket to Be Removable
PKBLP1-RS 2 Snaps Added to Bellows Pocket Removable
- - Total of 6 Snaps
PKBLP-FN01 Notch Right Pocket Flap -Right
-- Notch 3" Flap
PKBLP-FN02 Notch Right Pocket Flap -Left
-- Notch 3" Flap
PKBLP-S2 2 Snaps on Bellows Pocket Flap - w/Velcro
-- Place on 5" Porition of Left Bellows Pocket Flap -
**SEE PICTURE**
PKRPFF-KEV Full Kevlar Lined
PKRC5-ARB Reinforced - 5" Ext. Arashield Black
PK-SFL-42Z Split Flap on Left Bellows Pocket
PK-SFR-42Z Split Flap on Right Bellows Pocket
PKBLPSF-42Z Bellows Pocket Side Flap
-- 6"X 6" - Use 2" X 6" velcro - Stitch flap on front of
removeable pocket picture frame - Closing veclro on
pocket and flap - 2" X 2" On Flap and 2" X 4" on
Pocket **SEE PICTURE**
PKDIV-KEV Bellows Pocket Divider -Kevlar
-- divide left bellows pocket 5" from front
PKDIV-KEV Bellows Pocket Divider -Kevlar
--divide Right bellows pocket from front
PKDRP D-Ring -Pointing Down - No Patch
PKMT-42Z
-- Place on front Depth of Left Bellows Pocket - 1"
Down from Top of Pocket - Backed with arashield
Mic Tab -Gemini Matrix -Bronze
— on Right pocket - Pants
--1"x3"
Honeywell
First Responder Products
jhxmerly Tohl fl,eGrip)
RSH PTE-42Z
RSHRNS-
TVFR
SPDBQI
SPP
-- Place on the front 3" portion of the bellows pocket
flap - at the bottom of flap
Tualatin Valley Harness- Exterior Placement
Class II Harness for Tualatin Valley -Exterior
Dynaback Suspenders with Quick Adjust Installed
Suspender Padding
Bid Spec Only
Price Increase Not To Exceed PPI per Year for the 3 One Year Renewal Periods
Optional items: (These prices are in addition to the discounted prices above)
-- Substitute Heat Channel Knees-Arashield Black for Cushioned Knees Arashield Black
-- Substitute BiFlex Heat Channel Knees -42Z with Horizontal Strips in Arashield to be
Black for Cushioned Knees Arashield Black
-- Removable Bellows Pocket as Specced Per Above **SHIPPED LOOSE**
-- Carabiner for TVFR Harness *SHIPPED LOOSE**
$33.76
$26.23
$97.17
$8.80
In addition to net pricing on the TVF&R Morning Pride turnout gear specification, our proposal is also
offers general discounts from published list prices on a broad list MES manufacturing partners. These
strategic manufacturers offer a wide array of popular products covering virtually all fire and emergency
response application categories, including the full line of Honeywell First Responder Products and their
market -leading brands.
Honeywell First Responder Product Brands: *
• Morning Pride protective clothing
• Morning Pride helmets (5 yr. warranty with cleaning & care program)
• Pro Warrington leather boots
• Ranger rubber boots
• Servus rubber boots
• Honeywell boots
• American Firewear gloves
• American Firewear hoods
• American Firewear bags
Honeywell
First Responder Products
(k medy TWaI f'Ire Grap)
• Fire Warrior thermal imagers
• Morning Pride Kore Kooler chairs
* Honeywell offers a lifetime warranty against defects in material or workmanship on all products they
manufacture.
As the largest distributor of such products in the United States, MES is able to offer our TVF&R and
NPP stakeholders the opportunity to bundle their fire and emergency services product purchases, which
will provide additional process savings opportunities to TVF&R/NPP end -users through use of this
agreement.
Honeywell
First Responder Products
(lamely TWaI Fire Group)
Manufacturer
3M Company
5.11 Tactical
$I
% Discount
10%
20%
SCHED;
Manufacturer
Junkin Safety Appliance Co.
Kocheck Co.
% Discount
10%
10%
Able 2 Products
Air Systems Int' 1
Ajax Tool Works, Inc.
Akron Brass
Allegro Industries
Aluminum Ladder Co.
Amerex Extinguishers
10%
10%
10%
15%
10%
10%
Koehler -Bright Star, Inc.
Lacrosse Safety & Industrial
Lakeland
Le Maitre Special Effects
Morning Pride/Honeywell
Niedner Hose
10%
10%
10%
5%
20%
15%
American Firewear/Honeywell.
Angus Fire Hose
Ansul, Inc.
Base-X
10%
20%
15%
10%
3%
North American Fire Hose Co.
North Safety
Northline Coupling Systems
Nupla Corp.
OHD
15%
10%
10%
10%
Buckeye
C & R Industries
Camelbak
5%
5%
Pacific Reflex Signs
Pelican Products, Inc.
5%
10%
5%
PGI Inc.
10%
10%
Cardiac Science
CET Fire Pumps Mfg.
CMC Rescue
Duo Safety Ladder Corp.
Dupont Personal Protection
Elkhart Brass
Ergodyne Corp.
Federal Signal Corp.
Ferno
Fire Brigade Mfg., Inc.
Fire-Com Corp.
Firehooks Unlimited, Inc.
Flamefighter Corp.
Fold -Da -Tank
Gemtor
Glas-Master
Grace Industries
Groves, Inc.
5%
5%
10%
10%
15%
10%
10%
10%
10%
5%
5%
10%
10%
5%
5%
10%
10%
10% •
Pigeon Mountain Industries
POK Firefighting Equipment
Power Hawk Technology, Inc.
Pro Warrington/Honeywell
R & B Mfg.
RAE Systems
Ranger/Honeywell
Red Head Brass, Inc.
RIT Rescue & Escape Sys.
Rock-N-Rescue
Sava
Scott Health & Safety
Servus/Honeywell
South Park Brass Corp.
Streamlight, Inc.
Super Vacuum Mfg. Co.
Task Force Tips, Inc.
Tele-Lite, Inc.
10%
10%
10%
20%
5%
5%
20%
10%
5%
5%
10%
10%
20%
10%
10%
10%
10%
Hale Products, Inc.
Hannay Reels, Inc.
Harrington, Inc.
HavisShield
Hurst/Airshore
Hurst/Vetter
Infinity
5%
10%
10%
10%
5%
5%
Tempest Technology Corp
TNT
Total Fire Group/Honeywell
TVI Corporation
Whelen Engineering
Zimatic
5%
10%
10%
20%
3%
10%
10%
5%
Honeywell
First Responder Products
ibimrty RMi fire Gmup)
Structural Fire Fighter Protective Clothing
Request for Proposal Solicitation No. 804
Notice of Intent to Extend Contract Term
Municipal Emergency Services and all other interested parties are hereby notified of
Tualatin Valley Fire & Rescue's intent to extend the Master Purchase Agreement,
entered into between Tualatin Valley Fire & Rescue and Municipal Emergency Services,
through July 31, 2014, pursuant to Article 3.1 of the Master Purchase Agreement.
Please contact Bruce R. Busch, Legal Counsel, National Purchasing Partners and
FireRescue GPO, at 800.810.3909 or Bruce.Busch@mynpp.com with questions or
concerns.
TUALATIN VALLEY FIRE & RESCUE:
Date \J0(j i
BY: i r ►c i�i C.K.
ITS: 9 vrc hcs;AJ) inaA e r
Amendment to Structural Fire Fighter Protective Clothing
Master Purchase Agreement
Volume Pricing Reduction
This Amendment to the Master Purchase Agreement is entered into this 1< day of
February, 2011 by the TUALATIN VALLEY FIRE & RESCUE ("Purchasers")
MUNICIPAL EMERGENCY SERVICES, INC. ("Supplier") based upon the sales and/or
service of Structural Fire Fighter Protective Clothing.
RECITALS
WHEREAS, Purchaser and Supplier entered into a Master Purchase Agreement an
or about July 20, 2009 and by this reference incorporated herein; and
WHEREAS, Article 4.6 provides for a pricing/discount reduction at any time upon
notice and acceptance by Purchaser; and
WHEREAS, Supplier has provided notice of its desire to offer a pricing/discount
reduction in those instances where the manufacturer offers incentives for large volume
orders; and
WHEREAS, Purchaser and Supplier desire that the Master Purchase Agreement
shall be amended in part to reflect the pricing/discount reduction option for large volume
orders;
NOW, THEREFORE, Purchaser and Supplier enter into the following:
AMENDMENT TO MASTER PURCHASE AGREEMENT
1. Pricing/Discount adiustment on Structural Fire Fighter Protective
Clothing. Attachment A to the Master Purchase Agreement shall be amended in part to
reflect the following new pricing discount adjustments for large orders as follows:
ATTACHMENT A
to Purchase Agreement dated July 20, 2009 by and between
SUPPLIER and PURCHASER
PRODUCTS, SERVICES, SPECIFICATIONS AND PRICES
Supplier offers a fixed unit and general catalog discount off list pricing
structure as provided in Section 11 of the Supplier's Proposal.
From time to time, larger volume discounts may be offered on orders of 300
sets or more. Those discounts are determined at the time of quotation.
Pricing contained in this Attachment A shall be extended to all National
Purchasing Partner and FireRescue GPO members upon execution of the
National Purchasing Partners intergovem-mental Cooperative Purchase
Agreement Participating Agency Endorsement and Authorization.
2. Full Force and Effect. In each and every other respect, the terms of the
Master Purchase Agreement, as amended, entered into between the parties on or about
July 20, 2009 shall remain in full force and effect during the term of the agreement and
the parties hereto hereby ratify said Master Purchase Agreement in its entirety, as if fully
set out herein, along with the modifications identified herein.
IN WITNESS WHEREOF, the parties have hereto signed this Amendment on the
day and year first above written.
TUALATIN VALLEY FIRE & RESCUE:
Date . / /S/ if
BY:
ITS: Controller
MUNICIPAL EMERGENCY SERVICES, INC.:
Date .2//51•2011
ITS: Vice President, Western Operations
STRUCTURAL FIRE FIGHTER PROTECTIVE CLOTHING
MASTER PURCHASE AGREEMENT
This Master Purchase Agreement dated as of July 20, 2009 is by and between the
TUALATIN VALLEY FIRE & RESCUE ("Purchaser") and Municipal Emergency Services,
Inc. ("Supplier").
RECITALS
WHEREAS, the Supplier is in the business of selling certain structural fire fighter
protective clothing and related products and services, as further described herein; and
WHEREAS, the Supplier desires to sell and the Purchaser desires to purchase certain
products and related services all upon and subject to the terms and conditions set forth herein;
and
.WHEREAS, the Supplier desires to extend the terms of this Master Purchase Agreement
to members of FireRescue GPO and National Purchasing Partners, LLC.
NOW, THEREFORE, Supplier and Purchaser, intending to be legally bound, hereby
agree as follows:
ARTICLE 1- CERTAIN DEFINITIONS
1.1 "Parties" shall mean the Purchaser and Supplier.
1.2 "Agreement" shall mean to this Master Purchase Agreement, including the main
body of this Agreement and Attachments A-F attached hereto and by this reference incorporated
herein, including Purchaser's Request for Proposals Solicitation No. 801 (herein "RFP") and
Supplier's Proposal submitted in response to the RFP (herein "Supplier's Proposal") as
referenced and incorporated herein as though fully set forth (sometimes referred to collectively
as the "Contract Documents").
1.3 "Applicable Law(s)" shall mean all applicable federal, state and local laws,
statutes, ordinances, codes, rules, regulations, standards, orders and other governmental
requirements of any kind, including, but not limited to, those relating to (i) affirmative action and
equal employment opportunity, (ii) nondiscrimination based on race, color, creed, religion, sex,
age, ethnic origin or existence of a disability, (iii) wages and hours, (iv) workers' compensation
and unemployment insurance, (v) labor and employment conditions, (vi) occupational safety and
health and (vii) the environment and the use and handling and disposal of toxic and/or hazardous
substances and materials.
1.4 "Employee Taxes" shall mean all taxes, assessments, charges and other amounts
whatsoever payable in respect of, and measured by the wages of, the Supplier's employees (or
subcontractors), as required by the Federal Social Security Act and all amendments thereto
and/or any other applicable federal, state or local law.
1.5 "Purchaser's Destination" shall mean such delivery location(s) or destination(s) as
Purchaser may prescribe from time to time.
1.6 "Products" shall mean the products and/or services to be sold by Supplier
hereunder as identified and described on Attachment A hereto and incorporated herein, as may
be updated from time to time by Supplier to reflect products and/or services offered by Supplier
generally to its customers.
1.7 "Purchase Order" shall mean any authorized written, electronic, telephone or fax
order sent or made by Purchaser pursuant hereto, including, but not limited to, written purchase
orders, requisitions sent by fax machine, and orders in such other form and/or mode of
transmission as Purchaser and Supplier may from time to time agree. Each Purchase Order will
specify the following items: National Purchasing Partners/FireRescue GPO contract number,
specific Products requested (by id number), unit price per Product, quantity, delivery schedule,
destination (with contact/recipient), and total price of the Purchase Order. Each Purchase Order
issued under this Agreement shall be made part of, and be incorporated into this Agreement, and
shall reference this Agreement on the face of each Purchase Order. Should any Purchase Order
not conform to or satisfy the terms of this Agreement, Supplier shall have five (5) business days
after receipt to reject the Purchase Order. By not rejecting the Purchase Order within five (5)
business days, Supplier will have accepted the Purchase Order. Acceptance by Supplier is
limited to the provisions proposed by Supplier or Purchaser shall apply. In addition, the parties
agree that this Agreement and accepted Purchase Orders constitute a contract for the sale of
goods and/or services and satisfy all statutory and legal formalities of a contract.
1.8 "Unemployment Insurance" shall mean the contribution required of Supplier, as
an employer, in respect of, and measured by, the wages of its employees (or subcontractors) as
required by any applicable federal, state or local unemployment insurance law or regulation.
1.9 "National Purchasing Partners" is a subsidiary of a nonprofit health care system
and provides group purchasing marketing and administrative support for governmental entities
and non-profit institutions within its membership. National Purchasing Partners' membership
includes participating public and non-profit entities across North America.
1.10 "Participating Agencies" shall mean members of National Purchasing Partners
and FireRescue GPO for which Supplier has agreed to extend the terms of this Master Purchase
Agreement pursuant to Article 2.5 and Attachment C herein.
ARTICLE 2 — AGREEMENT TO SELL
2.1 Supplier hereby agrees to sell to Purchaser such Products as Purchaser may order
from time to time by Purchase Order, all in accordance with and subject to the terms, covenants
and conditions of this Agreement. Purchaser agrees to purchase those Products ordered by
2
Purchaser by Purchase Order in accordance with and subject to the terms, covenants and
conditions of this Agreement.
2.2 All Purchase Orders issued by Purchaser to Supplier for Products during the Term
(as hereinafter defined) of this Agreement are subject to the provisions of this Agreement as
though fully set forth in such Purchase Order. In the event that the provisions of this Agreement
conflict with any Purchase Order issued by Purchaser to Supplier, the provisions of this
Agreement shall govern. No other terms and conditions, including, but not limited to, those
contained in Supplier's standard printed terms and conditions, on Supplier's order
acknowledgment, invoices or otherwise, shall have any application to or effect upon or be
deemed to constitute an amendment to or to be incorporated into this Agreement, any Purchase
Order, or any transactions occurring pursuant hereto or thereto, unless this Agreement shall be
specifically amended to adopt such other terms and conditions in writing by the parties.
2.3 Notwithstanding any other provision of this Agreement to the contrary, Purchaser
shall have no obligation to order or purchase any Products hereunder and the placement of any
Purchase Order shall be in the sole discretion of Purchaser. Without limiting the generality of
the foregoing, the actual quantity of Products to be purchased hereunder shall be determined by
Purchaser in its sole discretion. This Agreement is not exclusive. Supplier expressly
acknowledges and agrees that Purchaser may purchase at its sole discretion, products which are
identical or similar to the Products described in this Agreement from any third party.
2.4 In case of any conflict or inconsistency between any of the Contract Documents,
the documents shall prevail and apply in the following order of priority:
(i) This Agreement;
(ii) Supplier's Proposal; and
(iii) The RFP.
Supplier has provided no Exceptions to the RFP Solicitation.
2.5 Extension of contract terms to National Purchasing Partners, LLC and FireRescue
GPO
2.5.1 Pursuant to Section 1.0 of the RFP, Supplier agrees to extend the same
terms, covenants and conditions available to Purchaser under this
Agreement to other government agencies and non-profit entities that are
members of National Purchasing Partners, that have executed a National
Purchasing Partners IGA as a Participating Agency as may be required by
the government agency's local regulations, and that wish to access this
Agreement in accordance with Attachment C which is attached hereto and
incorporated herein by reference ("Participating Agencies"). Each
Participating Agency will be exclusively responsible for and deal directly
with Supplier on matters relating to ordering, delivery, inspection,
acceptance, invoicing, and payment for Products in accordance with the
terms and conditions of this Agreement as if it were "Purchaser"
3
hereunder. Any disputes between a Participating Public Agency and
Supplier will be resolved directly between them under and in accordance
with the laws of the State in which the Participating Public Agency exists.
Pursuant to the RFP, TUALATIN VALLEY FIRE & RESCUE shall not
incur any liability as a result of the access and utilization of this
Agreement by other NPP Participating Agencies.
2.5.2 This Solicitation meets Oregon public contracting requirements and may
not be appropriate under or meet Participating Agencies' procurement
laws. Participating Agencies are urged to seek independent review by
their legal counsel to ensure compliance with all local and state
solicitation requirements.
2.5.3 Supplier acknowledges execution of a Vendor Administration Fee
Agreement with National Purchasing Partners, LLC, pursuant to the RFP.
2.6 Oregon Public Agencies are prohibited from use of products and services offered
under this contract that are already provided by qualified nonprofit agencies for disabled
individuals as listed on the Department of Administrative Service's Procurement List
("Procurement List") pursuant to ORS 279.835-.855. See www.OregonRehabilitation.org/qrf for
more information. Supplier shall not sell products and services identified on the Procurement
List (e.g., reconditioned toner cartridges) to Purchaser or Participating Agencies within the state
of Oregon or to public institutions in other states with similar restrictions.
ARTICLE 3 - TERM AND TERMINATION
3.1 The term of this Agreement shall commence on the date hereof and shall continue
for two (2) years, expiring on July 31, 2011 (the "Original Term"), subject to any earlier
termination as provided herein. Upon termination of the original two (2) year term, this
Agreement shall automatically extend for up to three (3) successive one (1) year periods;
provided that the Lead Contracting Agency, through NPP, and/or the Proposer may opt to
decline extension of the Master Purchase Agreement by providing notification in writing least
thirty (30) calendar days prior to the annual automatic extension anniversary of the original
Master Purchase Agreement term.
3.2 Either party may terminate this Agreement by written notice to the other party if
the other party breaches any of its obligations hereunder and fails to remedy the breach within
thirty (30) days after receiving written notice of such breach from the non -breaching party.
ARTICLE 4 - PRICING, INVOICES, AND PAYMENT
4.1 Purchaser shall pay Supplier for all Products ordered and delivered in compliance
with the terms and conditions of this Agreement on the terms and at the price or prices specified
for each such Product on Attachment A. Unless Attachment A or Supplier's Proposal expressly
provides otherwise, the per unit pricing and general catalog discount off list schedule for
Products set forth in Section 11 of Supplier's Proposal and attached to Attachment A hereto shall
4
remain fixed for the entire term of the agreement but manufacturer pricing is not guaranteed and
may be adjusted based on the next manufacturer price increase. Unless otherwise directed by
Purchaser for expedited orders, Supplier shall utilize such common carrier for the delivery of
Products as Supplier may select; provided, however, that for expedited orders Supplier shall
obtain delivery services hereunder at rates and terms not less favorable than those paid by
Supplier for its own account or for the account of any other similarly situated customer of
Supplier.
4.2 Supplier shall submit original invoices to Purchaser in form and substance and
format reasonably acceptable to Purchaser. All invoices must reference the Purchaser's Purchase
Order number, contain an itemization of amounts for Products purchased during the applicable
invoice period and any other information reasonably requested by Purchaser, and must otherwise
comply with the provisions of this Agreement and such reasonable requirements as may be
prescribed by Purchaser from time to time. Invoices shall be addressed as directed by Purchaser.
4.3 Unless Attachment A or Supplier's Proposal (Attachment D) expressly provides
otherwise, the prices specified on Attachment A include (i) all taxes and duties of any kind
which Supplier is required to pay with respect to the sale of Products covered by this Agreement
and (ii) all charges for packing, packaging and loading.
4.4 Notwithstanding any other agreement of the parties as to the payment of
shipping/delivery costs and subject to Attachments A and F herein, Supplier shall offer delivery
and/or shipping costs prepaid FOB Destination to the requesting Participating Agency. If there
are handling fees, these also shall be included in the pricing. Supplier shall bear all risk of loss
during transit.
4.5 Except as specifically set forth on Attachments A and F, Purchaser shall not be
responsible for any additional costs or expenses of any nature incurred by Supplier in connection
with the provision of the Products, including without limitation travel expenses, clerical or
administrative personnel, long distance telephone charges, etc. ("Incidental Expenses"). To the
extent that Attachment A expressly requires Purchaser to reimburse Supplier for Incidental
Expenses, and notwithstanding anything else set forth in this Agreement, including Attachment
A, Purchaser shall not be responsible for any such reimbursement unless the expenses to be
reimbursed are (i) approved, in each instance, in advance by Purchaser; and (ii) substantiated by
appropriate receipts and related documentation. It is acknowledged and agreed that Purchaser
may, as a condition of its approval of any such Incidental Expense reimbursement, require in
each instance Supplier to utilize suppliers or service providers prescribed by Purchaser, which
may include suppliers or service providers which are affiliated with Purchaser.
4.6 Price reductions or discount increases may be offered at any time during the
contract term and shall become effective upon notice of acceptance from Purchaser.
ARTICLE 5 - INSURANCE
During the term of this Agreement, Supplier shall maintain at its own cost and expense
(and shall cause any subcontractor to maintain) insurance policies providing insurance of the
5
kind and in the amounts generally carried by reasonably prudent manufacturers in the industry,
with one or more reputable insurance companies licensed to do business in the states where
Products are to be sold hereunder.
ARTICLE 6 - INDEMNIFICATION
Supplier agrees that it shall indemnify, defend and hold harmless Purchaser, its respective
officials, directors, employees and agents (collectively, the "Indemnities"), and National
Purchasing Partners from and against any and all damages, claims, losses, expenses, costs,
obligations and liabilities (including without limitation reasonable attorney's fees), suffered
directly or indirectly by any of the Indemnities by reason of, or arising out of, (i) any breach of
any covenant, representation or warranty made by Supplier in this Agreement, (ii) any failure by
Supplier to perform or fulfill any of its obligations, covenants or agreements set forth in this
Agreement, (iii) the negligence or intentional misconduct of Supplier, any subcontractor of
Supplier, or any of their respective employees or agents, (iv) any failure of Supplier, its
subcontractors, or their respective employees to comply with any Applicable Law, (v) any
litigation, proceeding or claim by any third party relating in any way to the obligations of
Supplier under this Agreement or Supplier's performance under this Agreement, (vi) any
Employee Taxes or Unemployment Insurance, or (vii) any claim alleging that the Products or
any part thereof infringe any third party's U.S. patent, copyright, trademark, trade secret or other
intellectual property interest. Such obligation to indemnify shall not apply where the damage,
claim, loss, expense, cost, obligation or liability is due to the breach of this Agreement by, or
negligence or willful misconduct of, Purchaser or its officials, directors, employees, agents or
contractors. In addition, Supplier shall not be liable for infringement claims related to
nonstandard or special -order product, the design of which is provided to Supplier by Purchaser.
The provisions of this Article shall survive the expiration or termination of this Agreement.
LIMITATION OF LIABILITY: IN NO EVENT WILL EITHER PARTY BE LIABLE
FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY
DAMAGES IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT,
INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR INJURIES TO PERSONS OR TO
PROPERTY OR LOSS OF PROFITS OR LOSS OF FUTURE BUSINESS OR REPUTATION,
WHETHER BASED ON TORT OR BREACH OF CONTRACT OR OTHER BASIS, EVEN IF
IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
ARTICLE 7 - WARRANTIES
Purchaser shall refer to Supplier's Proposal for all Supplier and manufacturer express
warranties, as well as those warranties provided under Attachment B herein.
ARTICLE 8 - INSPECTION AND REJECTION
8.1 Purchaser shall have the right to inspect and test Products at any time prior to
shipment, and within a reasonable time after delivery to the Purchaser's Destination. Products
not inspected within a reasonable time after delivery shall be deemed accepted by Purchaser. The
6
payment for Products shall in no way impair the right of Purchaser to reject nonconforming
Products, or to avail itself of any other remedies to which it may be entitled.
8.2 If any of the Products are found at any time to be defective in material or
workmanship, damaged, or otherwise not in conformity with the requirements of this Agreement
or any applicable Purchase Order, as its exclusive remedy, Purchaser may at its option and at
Supplier's sole cost and expense, elect either to (i) return any damaged, non -conforming or
defective Products to Supplier for correction or replacement, or (ii) require Supplier to inspect
the Products and remove or replace damaged, non -conforming or defective Products with
conforming Products. If Purchaser elects option (ii) in the preceding sentence and Supplier fails
promptly to make the necessary inspection, removal and replacement, Purchaser, at its option,
may inspect and sort the Products and Supplier shall bear the cost thereof. Payment by Purchaser
of any invoice shall not constitute acceptance of the Products covered by such invoice, and
acceptance by Purchaser shall not relieve Supplier of its warranties or other obligations under
this Agreement.
8.3 The provisions of this Article shall survive the expiration or termination of this
Agreement.
ARTICLE 9 - SUBSTITUTIONS
Except as otherwise permitted hereunder, Supplier may not make any substitutions of
Products, or any portion thereof, of any kind without the prior written consent of Purchaser.
ARTICLE 10 - COMPLIANCE WITH LAWS
10.1 Supplier agrees. to comply with all Applicable Laws. Without limitation of the
foregoing sentence, Supplier shall comply with all applicable equal employment opportunity,
affirmative action, and all other contract clauses required by Applicable Law and shall, at
Supplier's expense, secure and maintain in full force during the Term of this Agreement, any and
all licenses, permits, approvals, authorizations, registrations and certificates, if any, required by
Applicable Laws in connection with the performance of its obligations hereunder. At Purchaser's
request, Supplier shall provide to Purchaser copies of any or all such licenses, permits, approvals,
authorizations, registrations and certificates.
10.2 Purchaser has taken all required governmental action to authorize its execution of
this Agreement and there is no governmental or legal impediment against Purchaser's execution
of this Agreement or performance of its obligations hereunder.
ARTICLE 11- PUBLICITY / CONFIDENTIALITY
11.1 No news releases, public announcements, advertising materials, or confirmation
of same, concerning any part of this Agreement or any Purchase Order issued hereunder shall be
issued or made without the prior written approval of the parties. Neither party shall in any
advertising, sales materials or in any other way use any of the names or logos of the other party
without the prior written approval of the other party.
7
11.2 Any knowledge or information which Supplier or any of its affiliates shall have
disclosed or may hereafter disclose to Purchaser, and which in any way relates to the Products
covered by this Agreement shall not, unless otherwise designated by Supplier, be deemed to be
confidential or proprietary information, and shall be acquired by Purchaser, free from any
restrictions, as part of the consideration for this Agreement.
ARTICLE 12 - RIGHT TO AUDIT
Subject to Supplier's reasonable security and confidentiality procedures, Purchaser, or
any third party retained by Purchaser, may at any time upon prior reasonable notice to Supplier,
during normal business hours, audit the books, records and accounts of Supplier to the extent that
such books, records and accounts pertain to sale of any Products hereunder or otherwise relate to
the performance of this Agreement by Supplier. Supplier shall maintain all such books, records
and accounts for a period of at least three (3) years after the date of expiration or termination of
this Agreement. This Article 12 and Purchaser's rights hereunder shall survive the expiration or
termination of this Agreement for a period of three (3) years after the date of such expiration or
termination and Purchaser shall continue to have the right to audit during such period.
ARTICLE 13 - DELIVERY REQUIREMENTS
TIME IS OF THE ESSENCE WITH RESPECT TO EACH PURCHASE ORDER
ISSUED HEREUNDER. If Supplier for any reason anticipates difficulty in complying with the
required delivery date, or in meeting any of the other requirements hereunder or under any
Purchase Order, Supplier shall promptly notify Purchaser in writing. Except as otherwise
provided in Article 18 below, if Supplier does not comply with the applicable delivery schedule,
in addition to any other remedies it may have, Purchaser may require delivery by fastest method
available and any actual out-of-pocket charges or costs resulting from such method (including,
but not limited to, premium shipping rates, etc.), if any, must be fully prepaid and/or absorbed by
Supplier without additional cost to Purchaser. It is Supplier's responsibility to comply with the
delivery schedule applicable to each Purchase Order accepted by Supplier.
ARTICLE 14 - RISK OF LOSS AND PASSAGE OF TITLE
Supplier shall have the risk of loss of or damage to any Products until passage of title to
Purchaser. Purchaser shall have the risk of loss of or damage to the Products after title has passed
to Purchaser. Title to Products shall not transfer until the Products have been delivered to and
accepted by Purchaser at Purchaser's Destination.
ARTICLE 15 - REMEDIES
Except as otherwise provided herein, any right or remedy of Supplier or Purchaser set
forth in this Agreement shall not be exclusive, and, in addition thereto, Supplier and Purchaser
shall have all rights and remedies under applicable law, including without limitation, equitable
relief. The provisions of this Article shall survive the expiration or termination of this
Agreement.
8
ARTICLE 16 - RELATIONSHIP OF PARTIES
Supplier is an independent contractor and is not an agent, servant, employee, legal
representative, partner or joint venturer of Purchaser. Nothing herein shall be deemed or
construed as creating a joint venture or partnership between Supplier and Purchaser. Neither
party has the power or authority to bind or commit the other.
ARTICLE 17 - NOTICES
All notices required or permitted to be given or made in this Agreement shall be in
writing. Such notice(s) shall be delivered to the address specified below:
If to Purchaser:
Tualatin Valley Fire & Rescue
ATTN: Debbie Vuylsteke
20665 SW Blanton Street
Aloha, OR 97007
If to Supplier:
Municpal Emergency Services
Attn: Kurt Klinkhammer
3801 Fruit Valley Rd STE C
Vancouver, WA 98660
with a copy to:
Bruce R. Busch
COO, Legal Counsel
National Purchasing Partners, LLC
1100 Olive Way, Suite 625
Seattle, WA 98101
Either party may change its notice address by giving the other party written notice of such
change in the manner specified above.
ARTICLE 18 - FORCE MAJEURE
Delay in performance or non-performance of any obligation contained herein shall be
excused to the extent such failure or non-performance is caused by force majeure. For purposes
of this Agreement, "force majeure" shall mean any cause or agency preventing performance of
an obligation which is beyond the reasonable control of either party hereto, including without
limitation, fire, flood, sabotage, shipwreck, embargo, strike, explosion, labor trouble, accident,
riot, acts of governmental authority (including, without limitation, acts based on laws or
regulations now in existence as well as those enacted in the future), acts of God, and delays or
failure in obtaining raw materials, supplies or transportation. A party affected by force majeure
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shall promptly provide notice to the other, explaining the nature and expected duration thereof,
and shall act diligently to remedy the interruption or delay if it is reasonably capable of being
remedied. In the event of a force majeure situation, deliveries or acceptance of deliveries that
have been suspended shall not be required to be made upon the resumption of performance.
ARTICLE 19 - WAIVER
No delay or failure by either party to exercise any right, remedy or power herein shall
impair such party's right to exercise such right, remedy or power or be construed to be a waiver
of any default or an acquiescence therein; and any single or partial exercise of any such right,
remedy or power shall not preclude any other or further exercise thereof or the exercise of any
other right, remedy or power. No waiver hereunder shall be valid unless set forth in writing
executed by the waiving party and then only to the extent expressly set forth in such writing.
ARTICLE 20 - PARTIES BOUND; ASSIGNMENT
This Agreement shall inure to the benefit of and shall be binding upon the respective
successors and assigns of the parties hereto, but it may not be assigned in whole or in part by
Supplier without the prior written consent of Purchaser which shall not be unreasonably withheld
or delayed. Supplier shall not delegate its duties under this Agreement nor assign monies due or
to become due to it hereunder without prior written consent of Purchaser. Purchaser may freely
assign this Agreement to an instrumentality thereof or to a third party responsible for
administering this Agreement on behalf of Purchaser.
ARTICLE 21- SEVERABILITY
To the extent possible, each provision of this Agreement and any Purchase Order shall be
interpreted in such a manner as to be effective and valid under applicable law. If any provision of
this Agreement or any Purchase Order issued in accordance with this Agreement is declared
invalid or unenforceable, by judicial determination or otherwise, such provision shall not
invalidate or render unenforceable the entire Agreement or Purchase Order, but rather the entire
Agreement or Purchase Order shall be construed as if not containing the particular invalid or
unenforceable provision or provisions and the rights and obligations of the parties shall be
construed and enforced accordingly.
ARTICLE 22 - INCORPORATION; ENTIRE AGREEMENT
22.1 All the provisions of the Attachments hereto are hereby incorporated herein and
made a part of this Agreement. In the event of any apparent conflict between any provision set
forth in the main body of this Agreement and any provision set forth in the Attachments,
including,the RFP and/or Supplier's Proposal, the provisions shall be interpreted, to the extent
possible, as if they do not conflict. In the event that such an interpretation is not possible, the
provisions set forth in the main body of this Agreement shall control.
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22.2 This Agreement (including Attachments and Contract Documents hereto)
constitutes the entire agreement of the parties relating to the subject matter hereof and supersedes
any and all prior written and oral agreements or understandings relating to such subject matter.
ARTICLE 23 - HEADINGS
Headings used in this Agreement are for convenience of reference only and shall in no
way be used to construe or limit the provisions set forth in this Agreement.
ARTICLE 24 - MODIFICATIONS
This Agreement may be modified or amended only by a writing executed by both parties
hereto.
ARTICLE 25 - GOVERNING LAW
This Agreement shall be governed by and interpreted in accordance with the laws of the
state in which the Purchaser exists, without regard to its choice of law provisions.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and
year first written above.
PURCHASER:
B y:
Name:
Title: ' ; • u (A.\ i�L. 9 Wl3Y
TUALATIN VALLEY F I• & RESCUE
Dated: Nk=st)sA-- 13 , XiG°(
SUPPLIE
By:
Name: Thomas Hubregsen
Title: _President
Municipal Emergency Services
Dated: 7/20/2009
By:
Name: Debra Guzm
Title: Chief Financi . Officer
Dated: 5413101
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ATTACHMENT A
to Purchase Agreement dated July 20, 2009 by and between SUPPLIER and
PURCHASER.
PRODUCTS, SERVICES, SPECIFICATIONS AND PRICES
Supplier offers a fixed unit and general catalog discount off list pricing structure as provided in
Section 11 of the Supplier's Proposal.
Pricing contained in this Attachment A shall be extended to all National Purchasing Partner and
FireRescue GPO members upon execution of the National Purchasing Partners
Intergovernmental Cooperative Purchase Agreement Participating Agency Endorsement and
Authorization.
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ATTACHMENT B
to Purchase Agreement dated July 20, 2009 by and between SUPPLIER and
PURCHASER.
ADDITIONAL SELLER WARRANTIES
To the extent possible, Supplier will make available all warranties from third party
manufacturers of Products not manufactured by Supplier, as well as any warranties identified in
this Agreement and Supplier's Proposal.
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ATTACHMENT C
to Purchase Agreement dated July 20, 2009 by and between SUPPLIER and
PURCHASER.
PARTICIPATING AGENCIES
Purchaser served as the Lead Contracting Agency in cooperation with National
Purchasing Partners and on behalf of other government agencies that desire to access the Master
Purchase Agreement. Supplier must deal directly with any Participating Agency concerning the
placement of orders, issuance of the purchase orders, contractual disputes, invoicing, and
payment. The Purchaser is acting as "Lead Contracting Agency" for the Participating Agencies
and shall not be held liable for any costs, damages, etc., incurred by any other Participating
Agency.
The subsequent contract shall be construed to be in accordance with and governed by the
laws of the State in which the Participating Agency exists. Each Participating Agency is required
to execute a National Purchasing Partners Member Intergovernmental Cooperative Purchasing
Agreement ("IGA"), all as set forth on the National Purchasing Partners web site,
www.mynpp.com, under the Supplier Contract Data Sheet. The IGA allows the Participating
Agency to purchase products from the Supplier in accordance with each Participating Agency's
legal requirements.
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ATTACHMENT D
to Purchase Agreement dated July 20, 2009 by and between SUPPLIER and
PURCHASER.
Supplier's Proposal
(The Supplier's Proposal is not attached hereto.)
(The Supplier's Proposal is incorporated herein.)
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ATTACHMENT E
to Purchase Agreement dated July 20, 2009 by and between SUPPLIER and
PURCHASER.
Purchaser's Request for Proposal
(The Purchaser's Request for Proposal is not attached hereto.)
(The Purchaser's Request for Proposal is incorporated herein.)
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ATTACHMENT F
to Purchase Agreement dated July 20, 2009 by and between SUPPLIER and
PURCHASER.
SUPPLIER ADDITIONAL TERMS OF PURCHASE, IF ANY.
RETURNS:
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