HomeMy WebLinkAbout109014 R C HEATH - PURCHASE ORDER - 3301431 (5)City of Fort Collins
Page Number: 1
City of Fort Collins
Date: 11/20/03
Purchase Order Number: 3301431
Delivery Date: 03/07/03 Buyer: STEPHEN, JOHN
Purchase Order number must appear on invoices, packing lists, labels, bills of lading, and all correspondence.
Note:
Line Qty/Units Description Extended Price
1 1 LOT
ADDENDUM TO PO 3301431
PER CHANGE ORDER #5
1 1 LOT
ADDENDUM TO PO 3301431
PED ACCESS PORTION PER CHANGE ORDER #5
1 1 LOT
ADDENDUM TO PO 3301431
STREET MAINTENANCE PER CHANGE ORDER #5
1 1 LOT
ADDENDUM TO PO 3301431
PER CHANGE ORDER #6
1 1 LOT
ADDENDUM TO PO 3301431
PED ACCESS PER CHANGE ORDER #6
7,692.00
2,849.00
3,432.00
70,469.93-
7,042.25-
Purchase Order Terris and Conditions
1. COMMERCIAL DETAILS.
Invoice Address. To ensure prompt Payment said invoices in duplicate to.
City of Fort Collins Accounting Division
P.O. Box 580
Fort Collins, CO 80522
Tax exeation s. By statute the City of For Collins is exempt from state and local taxes. Our Exemption NumM
is 98-0,1502. Federal Excise Tax Exemption Certificate of Registry 84-WO0587 is registered with the Collector of
Inland Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1973, Chapter 39�26, 114 (a).
Goods Rejected. GOODS REJECTED due m failure m meet specifications, either when,hippW or due to defers
of damage in transit, may he returned in you for credit and we not to be replaced except upon receipt of written
instructions from the City of Fiat Collins.
Inspection. GOODS are subject to the City of For Collins inspection on SoLIal.
Find Aces ptaxce Receipt ofthe comicand se, swim or equipment in response to this order can result in authaittd
payment on the pan of the City of Fort Collins. However, it is to be understood that FINAL ACCEPTANCE is
dependent upon completion of all applicable required inspection Procedures.
Freight Tents. Shipnens must be F.O.B., City of Foot Collins, 700 Woad St,, Fort Collins, CO 80522, unless
otherwise specified on this ceer d. If so mtoisSion is given prepay freight and charge separately, the origiwl freight
bill most xCompany invoice. Additional charges for pact will not be accepted.
Shipment Distance. Where manufacturers have distributing points in van. pats of the country, shipment is
expected from the nearest distribution point to destination, and excess freight will be deducted from Invoice what
Shipments me made from greater distance.
Permits. Sella shall procure at sellers sole cost all necessary porous. certificates and licenses required by all
applicable laws, regulations, ordinances and rules of the state, municipality, territory or political subdivision where
the wodr is performed or required by any other duly constituted public authority having jumodirnon over the work
of vendor. Sella fuller agrees to hold the City of Fort Collins harmless from and against all liability and loss
incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances, rules
and requiremew s.
Authorization. All patia to this commit agree Nat the representatives are, in fact, bona fide and possess full and
complete authority to bind said parties.
LIMITATION OF TERMS, This Purchase Order expressly limits acceptance in the terms and conditions stated
herein set forth and any supplementary or additional turns and conditions annexed hereto or incorporated heteln by
reference. Any additional or different terms and conditions proposed by seller are objected to and hereby rejected.
2. DELIVERY.
PRASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arlve m your
ptornised delivery done as noted Time is of the aamee. Delivery and performance must be eH<cted within the time
stated an the purchase under and the documents attached hereto. No acts of the Purchases including without
limitaim,accepmn ofpatidlasedeliveries,shilloperatemawavaofthisprovision. Intheeventofanydelay,
the Purchaser shall have, in addition to Other legal and equitable remedies, the option ofplaing this order elsewhere
and holding the Sella liable for damages. However, the Sella shall rim be liable for damages as a result of delays
due to ceases not reasonably foreseeable which we beyond its reasonable control and without its fruit of negligence,
such acts of God, was of civil or military mthorities, governmental priorities, fires, strikes, food CSubmics, wine
or rives provided that notice of the Conditions micam, such delays given to the Purchaser within five (5) days of the
time when the Sells than received knowledge thereof In the event of my such delay, the date of delivery shall be
extended for the period equal to the time sctudly lost by reason of the delay.
3. WARRANTY.
The Sella wamns Nat all goods, articles, materials and work covered by this order will conform with applicable
dmwinis specifranms, samples andor other desecnpfiaa given, will Ise fit for the purposes intended, and perfamod
with the highest degree of care and competence in accordance with accepted amdards for work of a similar ranee.
The Sells We. to hold the purchaser barnles from any loss, danagc or expense which the Purchaser may suffer
Or incur on =want of flue Sellers breech of warranty. The Seller shall replace, repair or make goad, without cost m
the purcbaer, my defers or hauls easing within one (I) year or within such longer period of time as may be
presenbed by law or by the terms of any applicable warranty provided by the Seller after the date of acceptance of
the goods fumisM1ed htemda (acceptance not m be unreasonably delayed), resulting from imperfect or defective
work done or materials famished by the Seller. Aceepance or use ofgoods by the Purchaser shall not constitute a
waiver of my claim under this warranty. Except as otherwise provided in this purchase order, the Sellers liability
hereunder shill extend to all damages proximately caused by the breach of my of the foregoing warranties or
guarantor, bon such liability shall in no event include loss of profits or loss of use. NO IMPLIED WARRANTY OR
MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY.
4. CHANGES IN LEGAL TERMS.
The Purchaser may make charges to legal tons by written change order.
5_ CHANGES IN COMMERCIAL TERMS.
The Purchaser may make my changes on the tams, other than legal terms, including additions to or deletions from
the quantifies originally sderW in the specifications or drawings, by verbal or written change order. If my such
change affects the amount due or the time of performance hereunder, an equitable adjustment shall be made.
6. TERMINATIONS.
The Purchaser may a my time by window change order, terminate this agreement as to any or all portions of the
goods men nor stopped, subject to my equitable Separation between the parties as to any work Or materials then in
progress provided Nat the Purchaser shall not be liable for my claims for anticipated profrs an the unmropleted
Portion ofthe goods and/or work for incidened m coase,senti. damages, and that no such sdju rnew be made in
favor ofthe Sella with respect to my goods which we the Sellers standard stock. No such termination shall relieve
the Purchaser or the Sella of my of their obligations as in my goads delivered hereunder.
7. CLAIMS FOR ADJUSTMENT.
Any claim for adjustment must Its, assatM within thirty (30) days from the date the change ortermination is ordered.
8. COMPLIANCE WITH LAW.
The Seiler warmna Nat all goods sold hi mmda shall bave been produced, sold, delivered and finished in strict
Compliance with all applicable laws and mutations in which the goads are subject. The Sella shall execute and
deliver such documents as may be required to effect or evidence compliance. All laws and regulatiors required to
be woo ported in agreements of this character ere hereby incorporated herein by this reference. The Seller agrees
to indemnify and hold the Purchaser hornless Rom all ewes and damages suffered by the Purchaser as a result of
the Sellers failure to comply with such law.
9. ASSIGNMENT.
Neither party shall assign, vmsfer, or convey Nis order, or my comics due or to become due hereunder without the
prior written consent of the other party.
10. TITLE.
The Seller warrants full, then and unrestricted fide to the Purchaser for all equipment, materiels, and items firmished
in p rfornunce of this agreement free and ilea of any and all liens, restrinioox maystians, s.ty interest
encumbrances and claims of others.
11. NON WAIVER.
Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof, failure or delay to
exercise any rights or remedies Provided herein or by law, failure to promptly notify the Sella in the event of a
break, the secepaace of or payment for goods hereunder Or approval of the design, shall not reason, the Seller of
any of the warranties Or obligations of this purchase order and shall not be doomed a waiver of any right of the
ptummic, to insist upon strict performance hereof a any of its rights or remedies as many such good,, regardless
of when shipped, assayed or accepted as to any prior or subsequent default heeunder, nor shill any purported and
Modification or museum of this purchase order by the Purchaser operate as a waiver of any of the tans half
12. ASSIGNMENT OF ANTITRUST CLAIMS.
Sella and the Purchaser recognize that in actual economic ptmtim, overcharges resulting from antitrust violations
are in fact home by case Purchaser Theretofore, for good cause and as consideration for excauling this purchase ords,
the Sells hereby assigns to the Puncheon my and all claims it may now have or hereafter acquired under federal or
slide antitrust laws for such overcharges relating in the particular goods or services purchased at aquird by the
Purchaser putsumn to this purchase order.
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
If the Pamheser directs the Seller in correct nonconforming Or defective goods by a date to b, agreed upon by the
Punch or and the Seller, and the Sella thereafter indicates its inability or unwillingness to Comply, the Purchaser
may cause the work to be performed by the most expeditious motors available to it, and the Sella shall pay all costs
associated with such work.
The Seller shall release the Purchaser and its contractor of any tier from all liability and claims of any man.
resulting from the paformrmce of such work.
This release "I apply even in the event of fault of negligence of the party released and shall emend in the direcmrs,
offcas and employees of such parry.
'The Seller's Command obligations, including warmly, shall not be donned m be reduced, in my way, because such
works performed or caused to be performed by the Purchaser.
14. PATENTS.
Whenever the Seller is required to use any design, device, material mprocess Covered by least, parent, trademark
or copyright, the Sella shall indemnify and save harmless the Purchaser from any and all claims far infringement
by reason of the on of such patrnted design, device, material or process in cormmion with the contract, and shall
indemnify the Purchaser for any cost, expense or damage which it may be obliged to pay by reason of such
infringement a my time during the prosecution or after the Completion of the work. In case said equipment, or any
pat thereof or the intended use of the goods, is in with suit held to Constitute infiingernmt and the use of sold
equipment or pan is squired, the Sells shall, at its own expense and a it, option, enter procure for the Purchaser
the right to continue using said equipment or pats, replace the same with substantially equal but nos -infringing
Criminal, or modify it so it becomes non-infiinging.
15. INSOLVENCY.
If the Seiler shall become insolvent or bankrupt make an assignment for the benefit of creel cis , appoint a receiver
nr trustee fa my of the Sellers property or business, this Order may forbwith be canceled by the Purchaser without
liability
16 GOVERNING LAW.
The definitions of terms uned Or the interpretation of the agreement and the rights of all patties hereunder shall he
consumed under and governed by the laws of the State of Colombo, USA.
The following Additional Conditions apply only in cases where the Sella is to perform work hereunder, including
the services of Sellers Representative(s), on the premises of others
Il. SELLERS RESPONSIBILITY.
The Seller shall cany on said work at Selle''s own risk until the same is fully Completed and accepted, and shall, in
case of my accident, destruction Or injury to the work adrar materials before Sellers find completion and
azcepsmce, complae the work at Sellers own expense and to the sadsfa[ion oFNe Purchaser. When materials and
equipment are finished by other for installation or amount by the Seller, the Sells shall receive, reload, store and
handle same a the site and become responsible therefor as though such materials and/or equipment were being
furnished by the Sella under the order.
T INSURANCE.
The Seller shdh a his own expense, provide for the payment of workers Compensation, b this
including occupationd
disease benefiu, to its accordance
employed la arm crnmmion with the work Covered by this purchase orris A.
to their mprndensi in e accordance with the laws of the eras in tad to the wank al a be done. The Seller shall also
carry comprehensive general liability including, but not limited to, y me panel rend automobile public liability
insurance with bodily injury and death limits of Cut least no Seiler
mY one likewise
ra $50ure his c for any one my, 1.
Said property damage limit per accident of a Before The Seller dtdl likewise require his caoyees s, if any, m
Provide for such compensation and insurance. Before my of the Sellers or a c corn'actors employees shall m any
work upon have
promises of Others, the Seller th.l famish the Purchae with s certificate Nat such Compemaim and
insurance hose hem provided. Such coecify t shill specify the done when such cid ins m and insurance have
hem provided Such pe ifcton shall specify the done oohs such until after
and insurance expires. The Seller
agrees that such compensation and insurance shall be meinc'ned until after the entire work is Completed and
accepted.
19 PROTECTION AGAINST ACCIDENTS AND DAMAGES.
The Seller hereby assumes the entire responsibility and liability for my and all damage, lass or injury of any kind
or nature whatsoever to persons or Property caused by Or resulting from the execution of the work Provided for in
this purchaze Order or in connectiew herewith. The Seller will indemnify and hold bootless the Purchaser and my
or all of the Purchaser officers, agents rend an aloyea form Said Winter my and all claim, lores, damages, charges
or expenses, whether direct or indirect, and whether in persons or property in which the Purchaser may Ise put or
subject by reason of my at, when, neglect omission or defnult m the pan of the Sella, my of his Contractors, or
my ofthe Sellers Or contractors officers, Wom or employees. In case my suit Or Other proceedings shall be Nought
against the Purchaser, or its offncm, Mar s or employees a my time on account or by reason of my set, action,
neglect, emission or default ofthe Sella of my ofhis contractor or my of is or their officer, egens Or employees
as aforesaid, the Sella hereby agrees to assume the defense thoof and to defend the same at the Sellers own
expense, to pay my and all Costs, charges, Always fees and other expenses, my and all judgments Nat may be
attuned by or obtained against the Purchaser or my Of we s their oRlcet, exams is employees in such suits or other
proceedings, ands sae judgment or other lien be placed upon or obtained against the property of the Purchaser,
or said praxes in or as a result of such suits or Other prccedings, the Sella will at once cause the same to be
dissolved and discharged by giving bond or otherwise. The Seller and his C.I.'S shall also ill safety precourn e.
famish and inaall all guards necessary for the prevention of exidcns, Comply with all laws and regulations with
regard to Safety including, but without limitation, the Occupationd Safety and Health At of 1990 and all Odes and
regulations issued p.m.,thereto.
Revised 1119
m^r
City of F E
--
Page Number: 2
Date: 11/20/03
City of Fort Collins Purchase Order Number: 3301431
Delivery Date: 03/07/03 Buyer: STEPHEN, JOHN
Purchase Order number must appear on invoices, packing lists, labels, bills of lading, and all correspondence.
Note:
Line Oty/Units Description Extended Price
1 1 LOT 25,747.47
ADDENDUM TO PO 3301431
STREET MAINTENANCE PER CHANGE ORDER #6
1 1 LOT 10,856.73-
ADDENDUM TO PO 3301431
PARKS PER CHANGE ORDER #6
Total $48,648.44-
City of Fort C:qrnf Director of Purchasing and Risk Management City of Fort Collins
This order is alid over $2000 unless signed by James B. O'Neill II, CPPO, FNIGP Accounting Department
City of Fort Collins Purchasing, PO Box 580, Fort Collins, CO 80522-0580 PO Box 580
Phone: 970-221-6775 Fax: 970.221-6707 Email: info@ci.fort-collins.co.us Fort Collins, CO 80522-0580
Purchase Order Teams and Conditions
1. COMMERCIAL DETAILS.
Invoice Addra w. To unsure prompt Payment mail invoices in duplicate to
City of Fat Collins Accounting Division
P.O. Box 580
Fat Collins, CO 80522
Tax exemptions. By statute the City of Fort Collins is exempt from state and I=d taxes. Our Exemption Number
is 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of
Internal Revenue, Deaver, Colorado (Ref Colorado Revised Statutes 1973, Chapter 39-26. 114 (a).
Goods Rejected. GOODS REJECTED due to failure in meet spaifrcations, either when shipped or due to defects
of damage in nransit, may be resumed to you for credit and are not to be replaced except upon receipt of written
imwctims Tom the City of Fort Collins.
Inspection. MODS ere subject to the City of Fort Collins inspection on arrival.
Fired Acceptance. Receipt ofhe merchendiec, services or equipment in response to this order can result in mthafmd
paymmt on the part of the City of I. Collins. However, it is to is understood that FINAL ACCEPTANCE is
dependent upon completion of alp applicable required inspection procedures.
Freight Terms. Shipments most be P.O.B., City of Fort Collins, 7W Wood St., Fort Collins, CO 80522, .less
otherwise specified an this order. Ifpamission is given to prepay freight and charge separately, the anginal freight
bill must awompmy invoice. Additional charges for picking will net be accepted.
Shipment Distance. Whore manufacturm have distributing Points in various pars of the country, shipment is
expected from the nearest distribution point to destination, and excess freight will be deducted from Invoice when
shipments are made from greats distance.
Resnais, Sella shall procure m sellers sole cast all necessary permits, certificates and licenses required by all
applicable laws, regulatimrs, committees and roles ofthe lam, municipality, territory or Political subdivision where
the work is performed, or required by my mhm duly cautioned public authority having jurisdiction over the work
of vendor. Sella further we. to held the City of Fort Collins harmless from and against all liability and loss
incurred by them by rem alof an asserted or established violation of my such laws, regulations, ordinances, mi.
and requirements.
Authotirstion. All parties to this contract agree that the repri eau Ives .,.,a fact, It... fide and possess full and
complete authority to bind said pani..
LIMITATION OF TERMS. This Purchme Order expressly limits acceptance to the terns and conditions stated
herein set forth and my supplementary, or additional tram and conditions annexed hereto or incorporated herein by
reference. Any additional or different terms and additions proposed by sell, me objected to and hereby rejected.
2. DELIVERY.
PLEASE ADVISE PURCHASINGAGENT immediately if you cannot make complete shipment to arrive an your
promised the purchase
date as noted Time u of the =setae. Delivery and o sea race must hreffected within the time
stated on she purchase order and me documents lwatched
Waste harem. No acts is the Purchasers including, without
the Purch acceptance shalhave,
affile, in add late to ofla le shill d equitable
bl a waiver . the
provision. In Ne event of my delay,
theholdni=shallhave,inefoitiontoes legal andegwreble remcdirs. Ne option of plating this order elsewhere
and holding n Seller liable for damages. However, Ne Sailer shall not be liable for damages f a result of delays
due sautes rimrewofciivforeseeablewhichme beyonditsreasonablecontrol and without its fardsofnegligence,
such rots of God, ens of civil or military authorities, such
delay isat prioritiesefires, strikes, fiend, epidemic, wan
roots provided that notice ofine conditions cawing sack delay is given to she Purchase within five liv days ofthe
time ohm she Sella fret racfvd knowledge Hereof y me event of any such delay. the dale of delivery shall be
extmdad for the period equal m the time actually last by reasov of she delay.
3. WARRANTY.
The Sella wamanm that all goods, articles, mocnals and work covered by this order will cmfosen with applicable
Nawings, specifications, samples md/m other dtsenpions given, will be fit for the pmpmes intended, and perfonwd
with the highest degree of care and competence in aceordmce with aceeptd standards for work of a similar nature.
The Sella agrees to hold the purchaser horMws fiom any loss, damage or expense which me Purchaser may suffer
or inew on went of the Sellers breach of warmty. The Sella shall rep]me, repair or make good, without cost to
the purchaser, my dnfres or faults arising within one (1) year or within such longer period of time as may be
presenbed by law or by the term of my applicable warranty provided by the Sid ter who the doe of acceptance of
the goods famished hereunto (acceptance not to be co mso sibly delayed), resulting from imperfect or defective
work done or materials fumished by the Seller. A=eprence or use of goods by the Purchaser shall not constitute a
giver of my claim under this warranty. Except as aherwise Provided in this purchase order, the Sellers liability
hereunder shall extend to all deranges Proximately mused by the breach of my of the foregoing wamnties or
Statements, but such liability shall in an exam include less of profits a low of use. NO IMPLIED WARRANTY OR
MERCHA TEABIL TY OR OF FITNESS FOR PURPOSE SHALL APPLY.
4. CHANGES IN LEGAL TERMS.
The Purchaser may make changes to legal terms by written change order.
5. CHANGES IN COMMERCIAL TERMS.
The Producer say make my changes to the terms, othm than legal terms, including additions to or deletions from
the 9nmtifirs originally ordered in the specifications or drawings, by verbal or written change order. If any such
chmge affects the amount due or the time of performances hereundm an equitable adjustment shall be made.
6. TERMINATIONS.
The Farnham may at any time by wrinm change order, terminate this agreement in to my or all portions of the
goads then not shipped, subject an my acoustic adjusmrms between the parties ra to my work or materials then in
Progress Provided that the Purchaser shall net be liable for any claims for anticipated profit on the uncompleted
portion of the goods unions work for incidental a concessionaire] damages, and that no such adjustment be made in
favor of the Sella with respect w my gods which are Ne Sellers stmdad stock. No smh terminationshill relieve
the Purchaser or the Sella of my of their obligations as to any gods delivered havonda.
]. CLAIMS FOR ADJUSTMENT.
Any claim for adjustment most be ama d within minty (30) days from Is date the change or trrninetim is underact
8. COMPLIANCE WITH LAW,
The Sella sorrows that all goods sold hereunto shall have been produced sold, delivered and fumiNed in strict
compliance with all applicable laws and regulations to which the goods are subject. The Sella shall execute and
deliver such documents a may be required to effect or evidence compliance. All laws and regulations required to
be incorporated in agreements of this charmter are hereby incorporated herein by this reference. The Sella agrees
to indemnify and hold the Purchmer harmless horn all were and during= suffered by the Purchaser as .esult of
me Seller failure to comply with such law.
9. ASSIGNMENT.
Neither puny shall ensign, transfer, or convry this order, or my mdics due or to become due heranden without the
prim written consent of the other perry.
10. TITLE.
The Sella worms full, clear and unrestricted title wNe Purchaser fa all equipment, materials, and item finnewhed
in performance of this agreement. free and clear of any and all lie., restrictions, reservations, security interest
encumbrances and claims of others.
11. NONWAIVER.
Failure of the Purchuser to insist upon strict performance of the terns and conditions hereof, failure or delay to
exercise any rights or remedies provided herein or by law, failure to promptly notify the Sella in the event of a
breach, the acceptance of or payment for goods hereunder or approval of the design, shall not release the Sella of
any of the warranties or obligations of this purchase order and shall not be deemed a waiver of any right of the
purchaser to insist upon strict performance hereof or any of its rights or remedits as to any such goods, regardless
of when shipped received or accepted, as to my prior or subsequent default hereunder, nor shall my purported oral
modification or rescission of this purchase order by the Purchaser operate as a waiver of my of the terms hereof
12. ASSIGNMENT OF ANTITRUST CLAIMS.
Seller and the Purchaser recognize that in actual =Downie Practice, overcharges ranking from without violations
are in fact bane by the Purchase. Theretofore, for goad cause and as co.idemtion for executing this purchase order,
the Seller hereby assignt to the Purchaser my and all claims it may now have or hereafter acquired under fcdaal or
state antitrust laws for such overcharge existing to the particular goods cur services purchased or acquired by the
Purchnsa pursuant to this purchase order.
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
If the Purchaser threes the Seller to correct nonconforming or defective goods by a date to Ire agreed upon by the
Purchaser and the Sella, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser
may mice the work to be performed by the meet expeditious enema available to it, and the Sella shall pay all cons
associated with such wen*.
The Sella shall release the Purchaser and is contractors of my tier from all liability and claims of my nature
resulting ti. the performance of such work.
This release shall apply even in the event of fault of negligence of the parry mlmsol and shall exand to the directors,
officers and employees of such party.
The Seller's constructed obligations, including war unty, shall not c stemmed to be reduced in my way, barman, such
work is performed or mused to be performed by the purchaser.
14. PATENT$.
Whenever the Sella is required to use any design, device, material or process covered by letter, parent, trademark
or copyright, the Seller shall indemnify and save harmless the Purchaser from my and all claims far infringement
by reason of the use of such patented design, device, nowenal or process in connection with the contract, and shill
indemnify the Purchaser for any cost, expense or damage which it may be obliged to pay by reason of such
infringement at my time during the prosecution or after the compleion of the work. In ewe said equipment, or my
part thereof or the intended use of the goods, is in such suit held to constitute infringement and the we of said
equipment or pan is enjoined the Seller shall, o its own expense and at its option, either procure fa the ParcM1wm
the right to continue using said equipment or pans, replace the same with substantially equal but rim -infringing
equipment, or modify it so it becomes non -infringing.
15. INSOLVENCY.
If the Seller shall become insolvent or bankrupt, more an assignment for the benefit of creditors, appoint a receiver
or hustee fa my of the Sellers Property or business, this coda may forthwith be canceled by the Entrance without
liability.
16. GOVERNING LAW.
The definitions of terns iced or the intexpassion of the agreement and the rights of all parties hereunder shall be
construed under and governed by the laws of the Slate of Cal mado, USA.
The following Additional Conditions apply only in cases white, the Sella is to perform work hereunder, including
the services of Sellers Represerwaro (s), on the premises of others.
17. SELLERS RESPONSIBILITY.
The Seller shall tarty on said work at Seller's own risk until the same is fully completed and accepted, and shill, in
cue of any accident, destruction car injury to the work and/or materials before Sellers final completion and
acceptance, complete the work a Sellers own expense and to the satisfaction of the Purchaser. When materials and
equipment are famished by others for installation or erection by the Seller, the Sella shall receive, unload, store and
handle same at the site and become responsible therefor as though such materials and/or equipment were being
famished by the Seller under the order.
18. INSURANCE.
The Seller shall, at his own expense, Provide for the payment of workers compensation, including occupational
disease benefit, to is employees employed an or in correction with the work covered by this purchase ardor, super
to their dependent, in accordance with the laws of the state in which the work is to be done. The Sella shall also
carry comprehensive general liability including, but not limited to, cmrractual and automobile public liability,
corrosion with fourthly injury and death limits of inteat $3W,00o for my me person, $5nobly) for my one accident
and property damage limit Per accident of S400,000. The Seller shall likewise require his contractors, if my, to
Provide for such compassable and insurance. Before my of the Sellers or his contractors employees shall do my
work upon the premises of others, the Sella shall famish the Pachasa with a certificate than such wmpence new and
insurance have been Provided. Such certificates shall specify the date when such cmnpeaeoion and insurance have
barn Provided. Such certificates shall spneity the date when such compensation and insurance expire. The Sella
agrees than such compmsmion and insurance shall be maintained until after the entire work is completed and
incepood
19. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
The Sella hereby assumes the entire responsibility and liability for my and all damage, loss m injury of any kind
or name whatsoeva or persons or property caused by or resulting from the execution of the work Provided for in
this purchase order or in connection hamith. The Seller will indemnify and hold hampers the Purchaser and my
or all fthe Purchmes offhcas, agents and employees boon and ag.I.t my and all claims, losses, damages, chargcs
or expenses, whether direct or indirect, and whether to Persons or Property to which the Purchase may be put or
subject by ream of any mt, action, neglect, omission or defanit an me pert of the Seller, my ofhis contractors, or
my ofthe Sellers or contractors officers, was or amployces. In case my suit or other prareedings shall be brought
against the Purchases, or its officers, agent or employees at my time on account or by reason of my act, action,
neglect, omission or default of the Seller of my of his contractors, any of its or mein officers, agents or employes
as aforesaid, the Sella hereby agrees at assume the defense thereof and to defend the same at the Sellers own
expense, to pay my and all costs, charges, anomrys has and other expenses, my and all judgments mat may be
incurred by or obtained agdno the Purchaser or my offs or their effrcen, agents or employees in such suits or rimer
proceedings, and in case judgment or room Ifrn be placd upon or abortion what the property of me Purehmm
or said parties in or as a reach of such suit or order Proceedings, the Sella will o once cause the same to be
dissolved and discharged rd giving bwdor otherwise. The Seller and hfs comply withal[
i shall lake all safety precautions,
furnish and install all guards necessary for the n, the Occ of=ciders, comply with all laws and regulations with
regard io s issued
including= but without limitation, the Occupational Safety and Health Act of 1970 and all roles and
regulations issued pursuant thecae.
Revised I Il9