Loading...
HomeMy WebLinkAboutRes 2012-04-01 Agreement Anna Fire-sell surplus equipment.pdfCITY OF ANNA, TEXAS RESOLUTION NO. 2012-04-01 A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING AN AGREEMENT WITH ANNA FIRE AND RESCUE AUXILIARY ASSOCIATION, INCORPORATED, FOR THE TRANSFER OF FURNISHINGS AND EQUIPMENT IN EXCHANGE FOR THE PURCHASE OF FURNISHINGS AND EQUIPMENT FOR THE FIRE STATION WHEREAS, the City Council ("Council") of the City of Anna, Texas ("City') wishes to transfer ownership of certain personal property, specifically certain furnishings and equipment that no longer have value for operational purposes; and WHEREAS, the Council intends that said furnishings and equipment be transferred to Anna Fire and Rescue Auxiliary Association, Inc. ("AFR") to be sold by AFR with the proceeds being used by AFR solely for expenses directly associated with the purchase of furnishings and equipment for the City's Fire Station; and WHEREAS, the Council finds and determines that the furnishings and equipment referenced in the foregoing paragraph furthers the City's public purpose of providing facilities in the City's Fire Station that support the City's ability to protect the health, safety and welfare of the City's citizens and the general public; and WHEREAS, the Council finds that the Agreement attached hereto as Exhibit A ("Agreement") provides sufficient safeguards to assure that all value provided by the City under the Agreement will be used solely for a public purpose; NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS THAT: Section 1. Recitals Incorporated The recitals set forth above are incorporated herein for all purposes as if set forth in full. Section 2. Approval of Agreement The Council hereby approves the Agreement, attached hereto as EXHIBIT A, incorporated herein for all purposes, and authorizes the City Manager to execute same on its behalf. PASSED AND APPROVED by the City Council of the City of Anna, Texas on this 24th day of April, 2012.®, APROVE _ATTEST: bawe�ffR. bi- Mayor N a Wilkison, Cit Secretary RES. 2012-04-01 Agreement Anna Fire -sell stiorasie40ioll ", PAGE 1 04-24-12 AGREEMENT This Agreement (this "Agreement") is made by and between the City of Anna, Texas ("City"), and Anna Fire and RescueAu liary Incorporated ("AFR") and is entered into on this to day of /�' , 2012. Section 1. Summary For and in consideration of the mutual promises and obligations set forth herein, this Agreement governs the transfer of ownership by the City to AFR of certain Furnishings and Equipment, in accordance with the provisions of this Agreement. Section 2. Definitions Meanings. For purposes of this Agreement, the following meanings shall apply: (1) City shall mean the City of Anna, Texas, a home -rule municipality incorporated under the laws of the State of Texas. (2) AFR shall mean Anna Fire and Rescue Auxiliary Association, Incorporated, a nonprofit corporation incorporated under the laws of the state of Texas. (3) Furnishings and Equipment shall mean items of personal property in the City of Anna Fire Station transferred under this Agreement that that no longer have value for operational purposes as determined by the City Manager, specifically including three refrigerators, a gas commercial grade griddle, two deep fat fryers, various cabinets, vent a hoods and kitchen items, and a box freezer. Section 3. General Requirements (1) The City will deliver the Furnishings and Equipment to AFR. (2) AFR shall undertake to sell the Furnishings and Equipment at a garage sale or other method of sale approved by the City Manager that will provide members of the public a fair opportunity bid on or otherwise make an offer to purchase said Furnishings and Equipment. (3) AFR will use all proceeds from the sale of the Furnishings and Equipment to purchase furnishings and equipment for the City of Anna Fire Station as authorized by the City Manager. (4) AFR shall promptly return to the City any Furnishings and Equipment that it is unable to sell in accordance with this Agreement. Section 4. Amendment AGREEMENT PAGE 1OF4 This Agreement may not be amended except pursuant to a written instrument signed by both parties. Section 5. Notice Notice as required by this Agreement shall be in writing delivered to the parties via U.S. certified mail, return receipt requested, at the addresses listed below: City of Anna City Manager City of Anna 111 N. Powell Parkway Anna, Texas 75409 AFR President 305 S. Powell Parkway Anna, Texas 75409 Each party shall notify the other in writing within 10 days of any change in the information listed in this section. Section 6. No Waiver of Immunity; No Third -Party Beneficiaries Nothing in this Agreement waives any governmental immunity available to the City under Texas law. The provisions of this Agreement are solely for the benefit of the parties hereto and are not intended to create or grant any rights, contractual or otherwise, to any other person or entity. Section 7. Entire Agreement This Agreement represents the entire and integrated Agreement between the City and AFR and supersedes all prior negotiations, representations and/or agreements, either written or oral with respect to the matters set forth herein. Section 8. Governing Law and Venue This Agreement shall be governed by the laws of the State of Texas as to interpretation and performance. Any and all legal action necessary to enforce this Agreement shall be brought in a court of competent jurisdiction in Collin County, Texas. Section 9. Severability The provisions of this Agreement are severable. In the event that any paragraph, section, subdivision, sentence, clause, or phrase of this Agreement shall be found to be contrary to the law, or contrary to any rule or regulation having the force and effect of the law, such decisions shall not affect the remaining portions of this Agreement. Section 10. Contract Interpretation AGREEMENT PAGE 2 OF 4 This Agreement is the result of negotiation between the parties, and shall, in the event of any dispute over the meaning or application of any portion thereof, be interpreted fairly and reasonably, and not to be more strictly construed against one party than another, regardless of which party originally drafted the section in dispute. Section 11. Force Majeure If a party is prevented or delayed from performing any of its obligation hereunder due to a natural or manmade event or condition not caused by such party and beyond such party's reasonable control, then such party's performance of those obligations shall be suspended until such time as the event or condition no longer prevents or delays performance. If any event or condition results in the creation of amounts of refuse in excess of ordinary amounts, then the parties shall discuss, but shall not be bound to conclude, terms and conditions for collection of those excess amounts. AGREEMENT PAGE 3 OF 4 Section 12. Assignment It is understood and agreed that AFR shall not assign, sublet, or transfer any of the rights and duties under the terms of this Agreement without the prior written approval of the City. Section 13. Effective Date This Agreement shall be effective upon the date first stated herein, and performance of such Agreement shall begin as soon thereafter as practicable, or as specified herein. SIGNATURES: Anna Fire and Rescue Auxiliary Association, Incorporated By:///"— Frank Roma, its President AGREEMENT PAGE 4 OF 4