8.2 SR 10-17-2022Request for Action
To
Item Number
Mayor and Ci T Council
8.2
Agenda Section
Meeting Date
Prepared by
General Business
October 17, 2022
Mark W. Wandersee, Assistant Fire Chief
Item Description
Reviewed by
Purchase Agreement for Fire Department New
Mark. Dickinson, Fire Chief
Reviewed by
Aerial Apparatus
Cal Portner, City Administrator
Action Requested
Approve, by motion, the purchase of the Pierce aerial apparatus for the fire department.
Background/Discussion
At the 2023 Budget Work Session, the Fire Department presented the need to purchase a replacement aerial
apparatus as the current one is no longer compliant with NFPA recommendations.
The Council directed staff to proceed with a specification and purchase agreement. The department worked with
MacQueen Emergency to create the specification for the Pierce apparatus. We have a long working relationship
with both MacQueen and Pierce. These agencies have always produced the highest quality products with
outstanding customer service. They are members of the Huston -Galveston Area Council (HGAC), a cooperative
that provides a guaranteed best price for cities to make purchases of which we are a member.
Financial Impact
The total purchase price of the aerial device is $1,973,100.00. There are proposed additional discounts that can be
achieved by prepayment of either 100% or 50%. The total discounts would be $96,727.00 or $48,364.00
respectively. The prices are valid until 10/31/22 at which point Pierce will have a 6.5% increase to the cost and the
total purchase price after that date will be $2,101,352.00.
Mission/Policy/Goal
This purchase meets the city's mission of keeping the community safe.
Attachments
■ Purchase agreement
■ Proposal letter
The Elk River Vision
A welcoming community with revolutionary and spirited resourcefulness, exceptional
service, and community engagement that encourages and inspires pi ospei l_ y.
M
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Updated.• August 2020
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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
Elk River Fire Department, (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 $2,023,100.00
("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. Only the listed customer person(s)
specified on Exhibit A may be able to authorize and sign the Change Order.
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Ca nce I la t io n/Te r m i nat ion
In the event this Agreement is cancelled or terminated by a party before completion, MacQueen may charge a
cancellation fee. The following charge schedule based on costs incurred may be applied: (a) 10% of the Purchase
Price after order is accepted and entered by MacQueen; (b) 20% of the Purchase Price after completion of approval
drawings, and (c) 30% of the Purchase Price upon any material requisition. The cancellation fee will increase
accordingly as costs are incurred as the order progresses through engineering and into manufacturing. MacQueen
endeavors to mitigate any such costs through the sale of such Product to another purchaser; however, Customer
shall remain liable for the difference between the Purchase Price and, if applicable, the sale price obtained by
MacQueen upon sale of the Product to another purchaser, plus any costs incurred by MacQueen to conduct any such
sale.
8. Delivery, Inspection, and Acceptance
Delivery
Delivery of the Product is approximately 32 to 38 months of the Effective Date of this Agreement. Risk of loss
shall pass to Customer upon Delivery. Delivery shall be made, and title shall pass upon Customer's complete
fulfillment of its obligations arising under Section 4 hereof.
b. Inspection and Acceptance
Upon Delivery, Customer shall have fifteen (15) days within which to inspect the Product for substantial
conformance to the material Specifications, and in the event of substantial non-conformance to the material
Specifications to furnish MacQueen with written notice sufficient to permit MacQueen to evaluate such non-
conformance ("Notice of Defect"). Any Product not in substantial conformance to material Specifications shall
be remedied by MacQueen within thirty (30) days from the Notice of Defect. In the event MacQueen does not
receive a Notice of Defect within fifteen (15) days of Delivery, Product will be deemed to be in conformance with
Specifications and Accepted by Customer.
9. Notice
Any required or permitted notices hereunder must be given in writing at the address of each party set forth below,
or to such other address as either party may substitute by written notice to the other in the manner contemplated
herein, by one of the following methods: hand delivery; registered, express, or certified mail, return receipt
requested, postage prepaid; or nationally recognized private express courier:
MacQueen Equipment, LLC
1125 7th Street East
St. Paul, MN 55106
City of Elk River Fire Department
Fire Chief Mark Dickinson
13073 Orono Pkwy NW
Elk River, MN 55330
10. Standard Warranty
The equipment sold herein will be manufactured by Pierce Manufacturing, Inc. and any warranties are attached
hereto as Exhibit B and made a part hereof. Any additional warranties must be expressly approved in writing by
Pierce's authorized representative and MacQueen.
a. Disclaimer
Other than as expressly set forth in this agreement, neither Pierce, its Parent Company, Affiliates, Subsidiaries,
Licensors, suppliers, distributors, dealers, including without limitation, MacQueen, or other respective officers,
directors, employees, shareholders, agents, or representatives, make any express or implied warranties with
respect to the products provided hereunder or otherwise regarding this agreement, whether oral or written,
express, implied or statutory. Without limiting the foregoing, any implied warranty against infringement, and the
implied warranty of condition of fitness for a particular purpose are expressly excluded and disclaimed.
Statements made by sales representatives or in promotional materials do not constitute warranties.
b. Exclusions of Incidental and Consequential Damages
In no event shall MacQueen be liable for consequential, incidental, or punitive damages incurred by Customer or
any third party in connection with any matter arising out of or relating to this Agreement, or the breach thereof,
MACQUEEN
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regardless of whether such damages arise out of breach of warranty, tort, contract, strict liability, statutory
liability, indemnity, whether resulting from non -delivery or from MacQueen's own negligence, or otherwise.
11. Insurance
MacQueen maintains the following limits of insurance with a carrier(s) rated A- or better by A.M. Best:
Commercial General Liability Insurance:
Products/Completed Operations Aggregate: $ 2,000,000
Each Occurrence: $ 2,000,000
Umbrella/Excess Liability Insurance:
Aggregate: $ 5,000,000
Each Occurrence: $ 5,000,000
The Customer may request MacQueen to provide the Customer with a copy of a current Certificate of Insurance
with the coverages listed above.
12. Indemnity
The Customer shall indemnify, defend and hold harmless MacQueen, its officers, employees, dealers, agents or
subcontractors, from any and all claims, costs, judgments, liability, loss, damage, attorneys' fees or expenses of any
kind or nature whatsoever (including, but without limitation, personal injury and death) to all property and persons
caused by, resulting from, arising out of or occurring in connection with the Customer's purchase, installation or use
of goods sold or supplied by MacQueen which are not caused by the sole negligence of MacQueen or Pierce.
13. Force Majeure
MacQueen shall not be responsible nor deemed to be in default on account of delays in performance due to causes
which are beyond MacQueen's control which make MacQueen's performance impracticable, including but not
limited to civil wars, insurrections, strikes, riots, fires, storms, floods, other acts of nature, explosions, earthquakes,
accidents, any act of government, delays in transportation, inability to obtain necessary labor supplies or
manufacturing facilities, allocation regulations or orders affecting materials, equipment, facilities or completed
products, failure to obtain any required license or certificates, acts of God or the public enemy or terrorism, failure of
transportation, epidemics, quarantine restrictions, failure of vendors (due to causes similar to those within the scope
of this clause) to perform their contracts or labor troubles causing cessation, slowdown, or interruption of work.
14. Default
The occurrence of one or more of the following shall constitute a default under this Agreement:
(a) the Customer fails to pay when due any amounts under this Agreement or to perform any of its obligations
under this Agreement; (b) MacQueen fails to perform any of its obligations under this Agreement; (c) either
party becomes insolvent or become subject to a bankruptcy or insolvency proceedings; (d) any representation
made by either party to induce the other to enter into this Agreement is false in any material respect; (e) the
Customer dissolves, merges, consolidates, or transfers a substantial portion of its property to another entity; or
(f) the Customer is in default or has breached any other contract or agreement with MacQueen.
15. Relationship of Parties
Neither party is a partner, employee, agent, or joint venture of or with the other.
16. Assignment
Neither party may assign its rights and obligations under this Agreement unless it has obtained the prior written
approval of the other party.
17. Governing Law: Jurisdiction
Without regard to any conflict of law's provisions, this Agreement is to be governed by and under the laws of the
state of Minnesota.
MACQUEEN
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18. Facsimile & Electronic Verified Signatures
The delivery of signatures to this Agreement by facsimile transmission and/or electronic verified shall be binding as
original signatures.
19. Entire Agreement
This Agreement shall be the exclusive agreement between the parties for the Product. Additional or different terms
proposed by the Customer shall not be applicable, unless accepted in writing by MacQueen's authorized
representative. No change in, modification of, or revision of this Agreement shall be valid unless in writing and signed
by MacQueen's authorized representative.
20. Conflict
In the event of a conflict between the Customer Specifications and the MacQueen Proposal, the MacQueen Proposal
shall control.
21. Additional Orders
Company, at its sole discretion, will allow the terms of this contract to be extended to both the Customer, as well as
to other Municipal, State, or Federal agencies for similar unit(s). Company will allow tag on / additional orders for up
to three (3) years from the date of contract execution. To facilitate pricing, Company will quote the original price plus
manufacturer's price increases or Producer's Price Index (PPI) whichever is greater as it applies to either Fire Apparatus
and/or commercial heavy truck industries. Additionally, any regulatory changes (NFPA, EPA, Engine Emissions, FMVSS,
etc.) will also have to be added to the price as they become applicable. Change orders to the original specification will
need to be authorized, signed, and accepted by Company. Any entity using this tag-on/additional orders program will
be required to sign a new contract commencing the relationship. Additionally, if required by the Purchaser, any new
tag -on / additional orders that require a "separate' Performance bond will be separately priced. This contract,
including its appendices, embodies the entire agreement between the parties relating to the subject matter contained
herein and merges all prior discussions and agreements. No agent or representative of Company has authority to make
any representations, statements, warranties, or agreements not herein expressed and all modifications of
amendments of this agreement, including any appendices, must be in writing and executed by an authorized
representative of each of the parties hereto. No surety of any performance bond given by Company to the Customer
in connection with this Agreement shall be liable for any obligation of Company arising under the Standard Applicable
Warranty.
22. Signatures
This Agreement is not effective unless and until it is approved, signed, and dated by MacQueen's authorized
representative.
Accepted and Agreed to:
MACQUEEN EQUIPMENT, LLC CITY OF ELK RIVER FIRE DEPARTMENT
Signature:
Name:
Title:
Date:
Signature:
Name:
Title:
Date:
4
MACQUEEN
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EXHIBIT A — PURCHASE PAYMENT TERMS & CONDITIONS
MacQueen Equipment, LLC
1125 7th Street East
St. Paul, MN 55106
Customer Name City of Elk River Fire Department Date October 12, 2022
Quantity
Chassis Type
Body Type
Price per Unit
1
Enforcer
Aerial
$2,023,100.00*
*Houston -Galveston Area Council (HGAC) Consortium Pricing.
*Includes $50,000.00 Customer Contingency Fund*
**Contract Pricing only valid if signed and returned for processing prior to October 30, 2022**
PERFORMANCE BOND: Included the contract price.
100% PREPAYMENT OPTION: DUE AT CONTRACT EXECUTION TO BE APPLICABLE.
If 100% prepayment is made with contract, deduct $96,727.00 from contract price.
Payment due with contract is $1,926,373.00. Initial here to accept:
50% PREPAYMENT OF $1,011,550.00 OPTION: DUE AT CONTRACT EXECUTION TO BE APPLICABLE.
If 50% prepayment of $1,011,550.00 is made with contract, deduct $48,364.00 from contract price.
Initial here to accept:
Only the below listed person(s) are authorized to make changes to product specifications on behalf of the Customer.
Name Title
This contract is available for inter -local and other municipal corporations to utilize with the option of adding or deleting
any Company available options, including chassis models. Any addition or deletion may affect the unit price.
"PAYMENT TERMS" 100% of contract Drice or anv balance is due Drior to vehicle(s) release at the Pierce
Manufacturing Plant (Appleton, WI).
"TAXES" Federal, State, and Local Taxes are not included in the contract price.
"LATE PAYMENT" A late fee of .033% of the sale price will be charged per day for overdue payments beginning ten
(10) days after the payment is due for the first thirty (30) days. The late fee increases to .044% per day until the
payment is received.
[NOTE: If deferred payment arrangements are required, the Customer must make such financial arrangements through a financial institution acceptable to MacQueen.] All
taxes, excises and levies that MacQueen may be required to pay or collect by reason of any present or future law or by any governmental authority based upon the sale,
purchase, delivery, storage, processing, use, consumption, or transportation of the Product sold by MacQueen to the Customer shall be for the account of the Customer and
shall be added to the Purchase Price. All delivery prices or prices with freight allowance are based upon prevailing freight rates and, in the event of any increase or decrease in
such rates, the prices on all unshipped Product will be increased or decreased accordingly. Delinquent payments shall be subject to a carrying charge of 1.5 percent (1.5Y) per
month or such lesser amount permitted by law. MacQueen will not be required to accept payment other than as set forth in this Agreement. However, to avoid a late charge
assessment in the event of a dispute caused by a substantial nonconformance with material Specifications (other than freight), the Customer may withhold up to five percent
(5Y) of the Purchase Price until such time that MacQueen substantially remedies the nonconformance with material Specifications, but no longer than sixty (60) days after
Delivery. If the disputed amount is the freight charge, the Customer may withhold only the amount of the freight charge until the dispute is settled, but no longer than sixty
(60) days after Delivery. MacQueen shall have and retain a purchase money security interest in all goods and products now or hereafter sold to the Customer by MacQueen or
any of its affiliated companies to secure payment of the Purchase Price for all such goods and products. In the event of nonpayment by the Customer of any debt, obligation
or liability now or hereafter incurred or owing by the Customer to MacQueen, MacQueen shall have and may exercise all rights and remedies of a secured party under Article
9 of the Uniform Commercial Code (UCC) as adopted by the state of Minnesota.
1111R1III NO:111491:1r_]iN101.1LTA IM*0Z11 �x.Y. W0111]:11x400C.11r:Iaall Y410111 a-ITe]0:11:11LTA 111►Ism 113► by_1►1OZK07►1171111Ice] 0MU_11ra.IF_3Y.l;
October 11, 2022 BETWEEN MACQUEEN AND City of Elk River Fire Department (customer) WHICH TERMS AND CONDITIONS
ARE HEREBY INCORPORATED IN, AND MADE PART OF, THIS PURCHASE DETAIL FORM AS THOUGH EACH PROVISION WERE
SEPARATELY SET FORTH HEREIN, EXCEPT TO THE EXTENT OTHERWISE STATED OR SUPPLEMENTED BY MACQUEEN HEREIN.
Is Customer Name and Address listed on page 2 to be used on Certificate of Origin (CO)? ❑ Yes ❑ No
If not, please provide correct name and address to be listed on CO.
Is there a lienholder? ❑ Yes ❑ No
If yes, please provide lienholder information.
/\ MACQU EEN e
Y EMERGENCE'
PERFu RM,. LASE Nu QTVLR_.
MINNESOTA ILLINOIS INDIANA MISSOURI NEBRASKA NORTH DAKOTA SOUTH DAKOTA
EM-102
October 11, 2022
Fire Chief Mark Dickinson
City of Elk River Fire Department
13073 Orono Pkwy NW
Elk River, MN 55330
Subject: Proposal for one (1) Pierce Enforcer Aerial
Proposal / Bid #1003
Dear Fire Chief Mark Dickinson,
With regard to the above subject, please find attached our completed proposal.
Pricing, is as follows, including 50% & 100% prepay option.
Pricing Summary:
Sale Price — $1,973,100.00*
*Houston- Galveston Area Council (HGAC) Consortium Pricing.
100% Performance Bond:
Included in the above price.
100% Prepayment Option:
Should the City of Elk River Fire Department elect to make a 100% prepayment at contract
execution, a discount of ($96,727.00) can be subtracted from the above "Sale Price"
resulting in a revised contract price of $1,876,373.00.
50% Prepayment of $986,550.00 Option:
Should the City of Elk River Fire Department elect to make a 50% prepayment of
$986,550.00 at contract execution, a discount of ($48,364.00) can be subtracted from the
above "Sale Price".
Terms and Conditions:
Taxes — Not Applicable
Freight — F.O. B. —Appleton, WI / Shipping to Elk River, MN
Terms — Net due prior to vehicle(s) release at the Pierce Manufacturing Plant
(Appleton, WI). Net due at Contract signing for Prepay discount to be
applicable.
Delivery — 32 to 38 months from receipt and acceptance of contract.
/\ MACQU EEN e
Y EMERGENCE'
PERFu RM,. LASE Nu QTVLR-.
MINNESOTA ILLINOIS INDIANA MISSOURI NEBRASKA NORTH DAKOTA SOUTH DAKOTA
Said apparatus and equipment are to be built and shipped in accordance with the specifications
hereto attached, delays due to strikes, war, or international conflicts, or other causes beyond
our control not preventing, could alter the delivery schedule.
The specifications herein contained, shall form a part of the final contract, and are subject to
changes as desired by the purchaser, provided such changes are acknowledged and agreed to
in writing by the purchaser.
This proposal for fire apparatus conforms with all Federal Department of Transportation (DOT)
rules and regulations in effect at the time of bid, and with all National Fire Protection Association
(NFPA) Guidelines for Automotive Fire Apparatus as published at the time of bid, except as
modified by customer specifications.
The attached proposal is valid until October 30, 2022. After October 31, 2022, Sale Price will
increase to $2,101,352.00.
We trust the above and the enclosed to be full and complete at this time; however, should you
have any questions or require additional information, please do not hesitate to contact me at
651-261-9885 or dan.corcoran(a�macqueengroup.com .
We wish to thank the City of Elk River Fire Department for the opportunity to submit our
proposal.
Respectfully,
Daw Corcoraw
Dan Corcoran
Apparatus Sales
MacQueen Equipment LLC
DBA MacQueen Emergency Group