25-R-121 Sterling McCall Ford Ambulance FY2027RESOLUTION 25-R-121
A RESOLUTION BY THE CITY COUNCIL OF THE CITY
OF SCHERTZ, TEXAS AUTHORIZING A
PURCHASE AGREEMENT WITH STERLING MCCALL
FORD FOR THE PURCHASE OF ONE (1) NEW
AMBULANCE FOR FISCAL YEAR 2026/2027.
WHEREAS, the Schertz EMS Department has chosen Sterling McCall Ford and Frazer,
a HGACBuy Purchasing Cooperative vendor, for the purchase of one (1) Ford Ambulance; and
WHEREAS, the total cost of one ambulance will be no more than $333,550.00; and
WHEREAS, this purchase will be funded with budgeted operating costs from the FY27
approved budget; and
WHEREAS, HGACBuy Purchasing Cooperative is a national online purchasing
cooperative, developed to comply with state laws which require government entities to make
purchases through a competitive procurement process; and
WHEREAS, HGACBuy Purchasing Cooperative gives public entities the advantage of
leveraging the cooperative's ability to obtain bulk discounts, combined with the ease of online,
web -based shopping and ordering; and
WHEREAS, purchases under the cooperative programs meet the requirements under the
Texas Local Government Purchasing Code.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
SCHERTZ, TEXAS THAT:
Section 1. The City Council hereby authorizes the City Manager to sign a Purchase
Agreement with Sterling McCall Ford attached in Exhibit A for one ambulance.
Section 2. The recitals contained in the preamble hereof are hereby found to be true, and
such recitals are hereby made a part of this Resolution for all purposes and are adopted as
a part of the judgment and findings of the City Council.
Section 3. All resolutions, or parts thereof, which are in conflict or inconsistent with any
provision of this Resolution are hereby repealed to the extent of such conflict, and the
provisions of this Resolution shall be and remain controlling as to the matters resolved
herein.
Section 4. This Resolution shall be construed and enforced in accordance with the laws
of the State of Texas and the United States of America.
Section 5. If any provision of this Resolution or the application thereof to any person or
circumstance shall be held to be invalid, the remainder of this Resolution and the
application of such provision to other persons and circumstances shall nevertheless be
valid, and the City Council hereby declares that this Resolution would have been enacted
without such invalid provision.
Section 6. It is officially found, determined, and declared that the meeting at which this
Resolution is adopted was open to the public and public notice of the time, place, and
subject matter of the public business to be considered at such meeting, including this
Resolution, was given, all as required by Chapter 551, Texas Government Code, as
amended.
Section 7. This Resolution shall be in force and effect from and after its final passage,
and it is so resolved.
PASSED AND APPROVED on the , i r �f day of � ����"� Wit= , 2025.
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ATTEST:
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Sheree Courney, Deputy City Secre
Exhibit A — Purchase Agreement
City of Schertz EMS
Purchase A reement
This PURCHASE AGREEMENT made this 25th day of August, 2025 between ("Vendor')
Sterling McCall Ford located at 6445 Southwest Freeway Houston, TX 77074 - and City of Schertz EMS
located at 1400 Schertz Pkwy, Bldg 7 Schertz TX 78154 ("Customer"). WHEREAS, Vendor desires to sell and
Customer desires to purchase certain products, and/or services more specifically described in Q4403-1 dated
8/25/25 for the total amount of $333,550.00 (hereafter "Products"),
Chassis details
• Chassis Make: Ford
• Chassis Model: F-460
• City ordered: 1
• Quoted chassis price (each): $73,250.00
NOW THEREFORE, the parties hereto, for good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, do hereby agree as follows:
Vendor agrees to sell and schedule pickup/delivery as described in Q4403-1 dated 8/25/25 and Customer
shall purchase from Vendor, the Products for the prices as set forth in detail on Q4403-1 dated 8/25/25
2. The sale of the Products is governed by the terms and conditions set forth on Exhibit A, which is attached
hereto and made a part hereof.
3. The Term of this Agreement shall commence on 8/25/25 and expire 1 year from execution date or upon
unit completion and acceptance, whichever is later.
4. If the parties have entered into any additional covenants, promises, terms and conditions not otherwise
specified herein or in any schedule or Exhibit hereto, said special provisions shall be set forth in Exhibit A.
If there shall be any conflict within the provisions of this Agreement, the following order of priority shall
apply: this PURCHASE AGREEMENT, Exhibit A, Customer's purchase order, Vendor's invoice.
IN WITNESS WHEREOF, the undersigned have executed and delivered this Agreement as of the day and year
first above written.
Title Information
Enter Exactly as it needs to appear
Owner
Name:
Address:
Lien Holder (If Applicable)
Name:
Address:
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City of Schertz EMS
Purchase Agreement Signature Page
City of Schertz EMS
Sign:
Print:
Title:
Date:
*Insert Vendor Name (if applicable)*
Sign:
Print:
Title:
Date:
Frazer, Ltd.
Sign:
Print: Adam Fischer
Title: Vice President, Sales & Marketing
Date:
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City of Schertz EMS
LIST OF EXHIBITS:
EXHIBIT A: Standard Terms and Conditions
EXHIBIT A
Standard Terms and Conditions
INVOICING AND PAYMENT TERMS: Vendor shall submit one (1) original invoice per payment due. The
invoice(s) shall include the items listed in accordance with the quote mentioned in the Sale Agreement with
reference to the Customer's Purchase Order Number.
If the Sale Agreement provides for any progress (or advance) payments based on specific milestones or
activities, Vendor's invoice shall certify to the accomplishment or performance by Vendor of said milestone or
activity, and that Customer has obtained a security interest in such Products to the extent of such payment.
Payment shall be due upon receipt of the invoice and delivery of the unit to the Customer unless previously
negotiated.
CANCELLATION POLICY: Cancellation of orders must be submitted in writing to sales@frazerbilt.com at least
180 days before the projected production completion date. Failure to adhere to this timeline may result in the
application of a cancellation fee amounting to 25% of the total purchase order price.
NON -APPROPRIATION:
The Customer's obligation to make payment is contingent upon the availability and appropriation of funds by the
local county government (or other authorized governmental funding authority). In the event the Customer does
not receive sufficient funds, if funds are de -appropriated, or if the Customer does not receive legal authority to
expend funds for this agreement, then the Customer shall have no obligation and this agreement shall be deemed
terminated without penalty, liability, or further obligation on the part of the Customer, effective immediately upon
written notice to Frazer.
CHASSIS PAYMENT CONSIDERATION: Please note that payment for the chassis may have been issued prior
to the 180-day cancellation window. Therefore, cancellation requests or refunds pertaining to the chassis will be
at the discretion of the respective dealerships.
DELIVERY TERMS: The products listed in the estimate are to be delivered Free On Board (FOB) Destination to
Houston,TX. Customer representative(s) will pick up the unit at upfitter location, 7219 Rampart St., Houston, TX
77081 and transport it to their final destination at customer expense unless otherwise specified in the Vendor
quote.
TERMINATION FOR CAUSE: Customer may terminate this Sale Agreement and any corresponding Purchase
Order, or any part thereof, for cause including, but not limited to the following Vendor actions: (1) any default or
breach of any of the terms and conditions of the Sale Agreement, (2) failure to provide Customer, upon request, a
reasonable assurance of future performance, or (3) bankruptcy, dissolution, or suspension of payments by judicial
decree. If Vendor does not cure such failure within a period of five (5) days or such a longer period as Customer
may authorize in writing after the date such notice is sent to Vendor, then termination may proceed.
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City of Schertz EMS
Vendor may also terminate this Sale Agreement and any corresponding Purchase Order for cause, and Vendor
will not be in breach of same, in the event any supplier to Vendor fails to deliver Products and/or component parts
in a timely fashion and Vendor cannot make alternate accommodations in order to comply with the Parties'
agreed upon completion and delivery dates.
CHANGE ORDERS: Vendor has the right to modify the Purchase Order requirements and conditions as needed
and will advise Customer in writing of such requested changes. Vendor shall not proceed with any changes
without Customer's written authorization. Any request by Customer to change the terms or conditions of the
Purchase Order, including product specifications, options, and price, must be made in advance of the production
job order release. Any changes made after the release of the production job order will incur a $350 fee per
change order made in a 24 hour period and will be included on a secondary invoice. Vendor reserves the right to
refuse changes requested by the Customer.
MARKET VOLATILITY AND FEATURE AVAILABILITY: Frazer strives to maintain transparency and proactive
communication with its customers. Due to market volatility, supply chain disruptions, or other unforeseen
circumstances, certain options, brand names, materials, or features may become unavailable during the
production process. In such instances, Frazer will notify the customer promptly and work collaboratively to identify
and implement suitable alternatives that uphold the functionality, quality, and design standards of the product.
Frazer appreciates the customer's understanding as it navigates these challenges and remains committed to
delivering products that meet or exceed customer expectations.
IMPORT DUTIES AND TARIFF DISCLAIMER:
The pricing provided in this estimate is based on current market conditions as of the date of issuance and does
not account for potential import duties, tariffs, or other fees that may be imposed on goods imported from
non-U.S. countries. Should such charges come into effect prior to the fulfillment of the order, these additional
costs may be reflected in the final pricing. Frazer will provide timely notice of any such changes, including a
detailed explanation of the impact, and will work in good faith with the customer to minimize any adverse effects.
Frazer values its relationship with the customer and encourages open communication to address any questions
or concerns that may arise.
PROPRIETARY INFORMATION, CONFIDENTIALITY AND ADVERTISING: All commercial, financial or technical
information in any form that Vendor provides to Customer shall be deemed proprietary and confidential and
Customer shall not disclose such information to third parties without Vendor's written consent. Termination of the
Sale Agreement shall not relieve the Customer of this confidentiality obligation. Upon Vendor's request, Customer
shall return all confidential information to Vendor along with any reproductions, in whole or in part. The
confidentiality obligation does not apply to information that is in the public domain through no fault of Customer or
to information lawfully within Customer's possession prior to the date of the Purchase Order, as evidenced by
Customer's written records.
INDEMNIFICATION: To the extent permitted by the laws and constitution of the State of Texas, Customer
shall fully release, indemnify, defend and hold harmless Vendor, its co -venturers, its contractors, and
their respective affiliates, and Vendor's and their respective directors, officers and employees (including
agency personnel) ("Vendor Group") from and against any and all claims arising out of the Customer's
purchase, use, sale or incorporation of any Products purchased from Vendor into Customer's products or
equipment wherein it is claimed or alleged that Vendor's Products are defective or violate any warranty,
standard of care, industry standard or governmental regulation or term or condition of any Purchase
Order without regard to any allegation of negligence on the part of the Vendor Group as it pertains to
Vendor's Products.
Vendor shall fully release, indemnify, defend and hold harmless Customer, its co -venturers, its
contractors, and their respective affiliates, and the Customer's and their respective directors, officers and
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City of Schertz EMS
employees (including agency personnel) ("Customer Group") from and against any and all claims arising
out of the Customer's purchase, use, sale or incorporation of any Products purchased from Vendor into
Customer's products or equipment wherein it is claimed or alleged that Vendor's Products are defective
or violate any warranty, standard of care, industry standard or governmental regulation or term or
condition of any Purchase Order without regard to any allegation of negligence on the part of the
Customer Group as it pertains to Vendor's Products.
Customer Initials:
LIMITATIONS ON DAMAGES: In the event of any dispute, disagreement or breach alleged by Customer on the
part of Vendor, Customer's exclusive and sole remedy shall be repair or replacement, if practical, of the module,
or component part, by Vendor. If Vendor is not able to effectuate a repair, replacement, or cure that brings the
module, or component part, into compliance with the Parties' agreement, then Vendor shall refund the sale price
to Customer. In no event shall Vendor be liable to Customer, or to any third -party acting through Customer, for
any additional, consequential or punitive damages, or damages for lost sales, revenue or profits claimed by
Customer or any third -party acting through Customer.
FORCE MAJEURE: A force majeure delay shall mean any delay or other unforeseeable causes beyond the
reasonable control of the party affected, provided that any such delay is not caused, in whole or in part, by the
acts or omissions of the party so delayed and further provided that such party is unable to make up for such delay
with reasonable diligence and speed. If any such cause delays Vendor's performance, the delivery date or time
for completion may be extended by a period of time reasonably necessary to overcome the effect of such delay;
however, Vendor shall take all reasonable measures to mitigate the effects of the force majeure event and to
minimize such delay. A party affected by a force majeure event shall notify the other parry of such force majeure
event within forty-eight (48) hours of its knowledge of such event for the event to be considered a bona fide force
majeure event.
TITLE AND RISK OF LOSS: Title to the Products shall transfer to Customer upon receipt of Products by
Customer or its agent unless otherwise stated in the Sale Agreement. Notwithstanding the above, risk of loss of
the Products shall remain with Vendor until delivered to Customer.
WAIVER: Vendor's failure to exercise or enforce any right in the Purchase Order, or any other right or privilege
under law, or Vendor's waiver of any breach by Customer shall not constitute a waiver or modification of any
terms, conditions, privileges or rights whether of the same or similar type, unless Vendor gives such waiver in
writing.
LIENS: Vendor waives and relinquishes all existing and future liens and claims (statutory or otherwise) for the
Products specified in the Purchase Order, and warrants that the Products will be free and clear of all liens, claims
or encumbrances of any kind.
INSPECTION, REVIEW AND WITNESSING: Customer and/or the ultimate owner of the Products have the right
to inspect and attend testing of the Products at Vendor's premises (or its supplier's or subcontractor's premises)
with reasonable advance notice. If any inspection is made on the premises of Vendor or its supplier, Vendor,
without additional charge, shall provide all reasonable facilities and assistance for the safety and convenience of
the inspectors in the performance of their duties.
APPLICABLE LAW AND VENUE: The Sale Agreement shall be governed and interpreted in accordance with the
laws of the State of Texas, without reference to any principle of conflict of laws. Customer and Vendor expressly
exclude the application of the Convention on International Sale of Goods to the Sale Agreement. Venue for all
judicial, administrative, or regulatory proceedings shall be Guadalupe County, Texas.
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OWNERSHIP OF DOCUMENTS: Title to all drawings, specifications, calculations, technical data and other
documents that Customer submits in accordance with the Purchase Order shall vest with Vendor. Vendor shall
have the right to use such documents for any purpose pertaining to the manufacture, assembly, and delivery of
the Products.
Title to all drawings, specifications, calculations, technical data, and other documents that Vendor submits to the
Customer shall vest with the Customer. Customer shall have the right to use such documents for any purpose
pertaining to the installation, operation, and maintenance of the Products.
INSURANCE: Vendor shall comply with the project insurance requirements for which the Products are being
provided. Customer shall provide specific reasonable levels required as soon as such levels are available, which
shall not exceed $1,000,000 for any non -statutory category other than excess liability umbrella, which shall not
exceed $4,000,000. When requested by Customer, Vendor shall provide certificates of insurance as proof of
same.
SURVIVAL: The provisions of the following Paragraphs of these Terms and Conditions shall survive any
cancellation or termination of the Purchase Order: (Proprietary Information, Confidentiality and Advertising),
(Indemnification). (Liens). and (Applicable Law and Venue).
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