Agenda - Council - 04/14/2015 - Laserfiche WebLink

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PURCHASING AGENT AGREEMENT THIS AGREEMENT is made by and between Brennan Construction of Minnesota Inc. ("Agent") and the City of Ramsey ("Owner"), a Minnesota city generally exempt from paying state sales and use tax under Minn. Stat. § 297A.70; and WHEREAS, Owner is undertaking the construction on its property of certain improvements generally described as Ramsey Fire Station No. 2 ("the Project"); and WHEREAS, Owner wishes to purchase on its own account materials, supplies and equipment for the Project (collectively "Tax -Exempt Materials") as described in the attached Exhibits 1 and 2 ; and WHEREAS, Owner has solicited separate bids for the Tax -Exempt Materials, the award of which was not contingent upon the successful award of any other part of the Project; and WHEREAS, Agent is the successful bidder for the Tax -Exempt Materials; and WHEREAS, Agent desires to act as Owner's purchasing agent for purposes of acquiring the Tax -Exempt Materials for use exclusively in the Project IT IS THEREFORE AGREED between the parties hereto that: 1. This Agreement is made with reference to, and where applicable shall be governed by, the specifications and provisions set forth in the Contract Documents as such are defined in the Owner/Contractor Agreement for the Project. 2. Owner appoints Agent to act as its purchasing agent for purchasing the Tax -Exempt Materials, and further authorizes Agent to appoint such subagents as Agent deems appropriate for carrying out the purposes of this Agreement, which subagents shall have similar powers of appointment. 3. It is understood and agreed that: (a) Owner takes title to the Tax -Exempt Materials at the point of delivery; (b) Owner assumes the risk of loss for all Tax -Exempt Materials; and (c) Owner bears all risk for defects in the Tax -Exempt Materials, including Tax -Exempt Materials incorporated into the real estate. 4. Agent (and any subagents) shall include the following Notice to Vendors/Suppliers in all purchase orders and other documents furnished to a vendor or supplier in connection with the purchase of any Tax -Exempt Materials: NOTICE TO VENDORS/SUPPLIERS The materials to which this document relates are being purchased by Brennan Construction of Minnesota, Inc. (name of Agent) as the purchasing agent of the City of Ramsey ("the Owner"). It is the Owner's obligation, not the purchasing agent's, to pay for the materials. Because the Owner is a city of Minnesota, this purchase is exempt from sales tax under Minn. Stat. § 297A.70. 5. Agent shall exercise reasonable care in performance of its duties as purchasing agent, including the inspection of the Tax -Exempt Materials for obvious or apparent defects or the failure of such materials to conform to the plans, specifications and all Contract Documents relating to the Project. 6. Owner shall pay the sum of $1,685,000.00 for all of the Tax -Exempt Materials purchased by Agent under this Agreement. Agent shall direct vendors and suppliers to deliver invoices for the Tax -Exempt Materials to Owner in care of Agent at Brennan Construction of Minnesota, Inc., 124 East Walnut Street, Suite 20, Mankato, MN 56001 (Agent's address). Agent shall submit invoices for payment to Owner, less retainage of five percent (5%), which invoices shall be due and payable upon Owner's receipt of the invoices.