HomeMy WebLinkAboutTHERMO ELECTRON CORPORATION - CONTRACT - CONTRACT - ATOMIC ABSORPTION SPECTROPHOTOMETERThermo
ELECTRON CORPORATION
USER INFORMATION
Sue Reed
City of Fort Collins
4316 W Laporte Ave
Fort Collins CO 80521
PHONE: 970-416-2161
FAX: 970-416-2150
E-MAIL:
BILLING INFORMATION
City of Fort Collins
Accounts Payable
PO Box 580
Ft Collins CO 80522-0580
933199
SERVICE CONTRACT #: 19488-2
QUOTATION EXPIRATION DATE: 7/18/2004
SERVICE CONTRACT INFORMATION
CONTRACT PERIOD:
4/19/2004 thin 4/18/2005
CONTRACT TYPE:
Essential Support Plan
SERVICE REP:
Gene Hayes
FIN CODE:
26.10.10
Customer aF=s to make full payment within thirty days of invoice. Alternative payments are available at an additional finance fee. Prices shown on this sheet are
exclusive of all state, local, use, excise, and/or other taxes.
Item Number Serial # Description Price
M6 AA 601330 ATOMIC ABSORPTION SPECTROPHOTOMETER
GF95 Furnace (M6 & MQ2)
$4,191.00
$1,850.00
The Essential Support Plan allows you to properly budget for the expenses related to one preventive maintenance visit and unlimited
emergency on -site visits for problem resolution. Coverage is provided during normal business hours, 5 days a week, 9 hours per day,
excluding holidays. A 72-hour or less response time is provided for the on -site emergency visits. The plan also includes constunabies
as specified by a Thermo engineer during the preventative maintenance visit, repair parts (non -consumable) for the on -site emergency
visits, 2-hour technical support response time, automatic case logging, software updates, and access to available online support
resources.
Exclusions: Consumables such as anti arc bonnets baffles, buffer/center/oscillator/power tubes, burner heads, calibration standards,
detectors, diaphragms, external gas control or venting equipment, filters, fuses, glow plugs, graphite parts, hoses, impingement beads,
lamps, nebulizers, open optics, o-rings, pressure switches, sample cones, sample prep and glassware items, software media, spray
chambers, stylet, torches, tubing, and work coils. Components that are no longer available from Thermo suppliers, or products that
cannot be repaired as result; nor complete replacement of equipment covered under the agreement.
Thermo Electron looks forward to providing service on those instruments specified above subject to the terms and conditions stated on
the reverse side of this document.
CONTRACT TOTAL: $6,041.00
ACCEPTANCE OF CONTRACT THERMO
�4 s/lam Q o
Signature HCRW zr� hsir� 7b;re0m, Date Date
CIJ,I e� H.'�llt�✓s
ServiceContract Wilt
PO# (An invoice will be issued after receipt of hard copy P.O.) Title
If you have any questions, please contact one of our Service Contract Specialists, or your local Field Service Representative.
SERVICE AGREEMENT TERMS AND CONDITIONS
Thermo Electron Corporation agrees to perform and Customer agrees to pay for the (b) Maintenance or replacement of media (i.e., floppy disks, printer supplies, etc.)
servicing of equipment subject to the following terms and conditions. This order shall whatever the reason for loss, failure or damage is not covered by this Agreement.
be deemed accepted upon the issuance of a purchase order, or the commencement of (c) The servicing of ran -Thermo Electron material or equipment is not covered by this
Service by Thermo Electron. Thermo Electron objects to any additional or different Agreement This includes non -Thermo Electron material m equipment purchased for
terms contained in Customer's response. This offer expires on the quote expiration Engineering Specials.
date of the cover page. (d) Beta -site support is not covered by this Agreement.
(e) Service calls made to tram operators, not equipment malfunction, are not covered
1. Service: Thermo Elechim will maintain those instruments identified on the cover
sheet ("equipment") to ensure they operate within Thermo Electron's equipment
specifications, within the 48 contiguous United States and the District of Columbia,
Monday through Friday (excluding Thermo Electron holidays) during the hours of
8:00 am to 5:00 pm. local standard time ("Normal Hours") for the term of the
agreement. The equipment must be operated according to the Operator's Manual(s)
and any malfunction must be reported promptly to Thermo Electron.
(a) Service calls requested outside of Normal Hours and service of those items not
identified on the cover sheet will be billed at Thermo Electron's current service rates.
(b) Thermo Electron provides various levels of Service at the Customer site (s) or
Depot repair. The level of Service provided to Customer is stated on the cover sheet of
this order.
2. Term: (a) the term of this Agreement is stated on the cover page. Thermo
Electron reserves the right to withhold service purchased under this Agreement if
Customer fails to make payments as due. Should nonpayment extend beyond 30
(thirty) days after receipt of written notice, Thermo Electron may cease providing
service. Customer shall nevertheless pay for all amounts due and payable prior to
suspension of Service.
(b) Both parties have the right to cancel this Agreement by providing written notice 30
(thirty) days in advance to the other party. Customer shall pay for all amounts due and
payable prim to termination of Service. Thermo Electron will reimburse Customer on a
pro rate basis up to the termination date for any payments made in advance.
(c) Renewal of Agreement The annual charge for a subsequent term shall be the
entreat charge in effect at the start of the new term. Thermo Electron agrees to waive
its right to bill the Customer for bringing the equipment into good operating condition
if there is no lapse between the end date of this Agreement and the beginning of the
renewal. To renew this Agreement, Customer must sign a Renewal Service Agreement
accompanied by a purchase order.
3. Payment: Customer agrees to make U.S. or Canadian currency payment of the
total charge as a single payment within thirty days of the start of the Term or in an
alternative payment schedule. All payment is net 30 (thirty) days. Charges are
exclusive of all state, local, use, excise end other taxes. Any such tax shall be paid by
the Customer, unless the Customer furnishes a valid tax exemption certificate to
Thermo Electron.
4. Parts: The service level defines when the cost of parts are included, with the
exception of certain consumables, i.e., those parts which are consumed in the normal
and usual operation of the equipment Examples of consumables include, but are not
limited to, are: sample prep & analysis consumables, paper, ink cartridges, ribbons,
pens, lamps, data media
5. Initial Condition ofEqutpment: Pricing of services is based on the assumption that
the equipment operates in accordance with product specifications on the start of the
Term Therm Electron reserves the right to verify equipment condition at its current
service rate prior to the start of the Term.
6. Equipment Afadifroation: At the discretion of Thermo Electron and with Customer
approval, modification may be made to equipment during service by Therm Electron
in order to improve performance or reliability. No additional charge will be made for
this service. Any Customer requests to modify or add ran -Thermo Electron approved
devices or accessories to equipment are outside the scope of this Agreement.
7. Limiladonr: (a) Exceptional Causes of Equipment Malfunction. Repair of
equipment malfunction for the following abnormal conditions is not covered by this
Agreement and will be performed by Thermo Electron at its current service rate for
travel, labor and pans:
i. Shipping damage incurred enroute to Customer's site or because of moving
equipment Thermo Electron will promptly provide a cost estimate for repairs to
the consignee for filing claims to carriers for shipping damage.
u. Flood, lightning, earthquake, tornado, hurricane or fee, bombing, armed conflict,
malicious mischief sabotage or other natural or marrmade disasters.
its. Physical abuse, misuse, sprinkler damage, electrical surge or abnormal power
variation.
iv. Repairs, maintenance, or modifications made by anyone other than Thermo
Electron trained personnel or without Thermo Electron's supervision and/or
approval-
V. Relocation and remstallatiem of equipment are not covered under this Agreement;
although upon request Thermo Electron, will supervise the removing, crating,
relocation and reinstallation of equipment at Thermo Electron's current service
rate.
by this Agreement.
(f) Service calls made as a result of customer -identified areas of responsibility, i.e.
malfunctions related to proper site facilitization (power, water, temperature, hurnidity,
vibration, dust, era.) or site computer/data network issueshmegrity,
8. Warranty: Thermo Electron's sole obligation under this Agreement is to provide
service as described in section 1, Service. THERMO ELECTRON MAKES NO
WARRANTIES, EXPRESS OR IMPLIED WARRANTIES, INCLUDING BUT NOT
LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS
FOR A PARTICULAR PURPOSE AND ANY OTHER OBLIGATIONS OR
LIABILITIES WHETHER IN CONTRACT, WARRANTY, NEGLIGENCE OR
OTHERWISE. SELLER SHALL NOT BE LIABLE FOR ANY DIRECT,
INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INCIDENTAL
DAMAGES INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF
BUSINESS PROFITS AND BUSINESS INTERRUPTION ARISING OUT OF THE
USE OR INABILITY TO USE PRODUCTS OR SERVICES SOLD HEREUNDER.
In no event will Thermo Electron's liability exceed the total charge of this Service
Agreement.
9. Indemnification: Thermo Electron agrees to indemnify and save Customer, its
officers, directors, employees, agents and representatives harmless from all losses,
expenses, demands and claims made against Customer, its officers, directors,
employees, agents and representatives because of any personal injuries, death or
property damage to the extent it is caused by the negligence or willful misconduct of
Thermo Electron, its employees, agents in representatives in connection with its
performance of services under this agreement, in no event shall Thermo Electron he
liable for indirect, special, consequential or incidental damages, regardless of whether
Thermo Electron (a) has been informed of the possibility of such damages or (b) is
negligent
10. Insurance: Seller maintains insurance policies which have the following minimum
limits and coverage: (a) Comprehensive general liability insurance for a limit of
$1,000,000 (one million) for each occurrence and $2,000,000 (two million) in the
aggregate, (b) Statutory workers' compensation and employer's liability insurance and
(c) Automobile liability insurance for a limit of $1,000,000 (one million) for single
limit Copies of certificates of insurance evidencing the specified coverage are
available upon request
11. Customer Responsibilities: Customer shall provide Therm Electron personnel
reasonable access to equipment whenever service is required Customer shall
cooperate with Therm Electron personnel so that service can be performed efficiently
and without interruption. Thermo Electron shall be allowed use of Customer
equipment which Thermo Electron personnel deem necessary for performance of
service. Customer shall be responsible for the procurement, installation, and
maintenance of all noon -Thermo Eleetrom communication media including but not
limited to telephone and communication equipment for the remote transmission of
data Charges for such equipment or media in connection with the performance of
service under this Agreement shall be home by Customer.
12. General: Thermo Electron agrees not to knowingly disclose any information or
data obtained pursuant to the performance of this Agreement when such information or
data is clearly identified as proprietary. Thermo Electron reserves the right to
determine the assignment of its employees in the performance of this Agreement
Neither party shall assign this Agreement without prior consent of both parties. This
document constitutes the complete and exclusive agreement between Thermo Electron
and the Customer concerning the servicing of equipment and no addition to or
modification of any provision of this Agreement shall be binding on Thermo Electron
unless made in writing and signed by a duly authorized representative of Thermo
Electron. This Agreement shall be governed by the internal laws of the State of
Wisconsin, and the United States. Customer consents to venue and jurisdiction over
any action related to this Agreement in the United States District Court for the Wester
District of Wisconsin or the Circuit Court for Dane County, Wisconsin, and any
provision (s) of this Agreement which in any way contravenes the law of any state or
country in which this Agreement is effective shall to the extent of such contravention
of law, be deemed separable and shall not affect any other provision or the validity of
this Agreement In the event of any legal proceeding between the Seller and Buyer
relating to this Agreement, neither party may claim the right to a trial by jury, and both
parties waive any right they may have under applicable law or otherwise to a right to a
trial by jury-
Standard Provisions Of Robert Tardy & Associates, Inc.
This Agreement is entered into this 21day of May, 2004 by and between the City of Fort Collins. hereinafter
referred to as the Client, and Robert Tardy & Associates, Inc., hereinafter referred to as RTA, a corporation,
officed at 7434 Queen Circle, Arvada, Colorado 80005-3565.
1. Independent Contractor RTA is an independent contractor in the general field of composting and
residuals management. RTA will perform all work under this Agreement as an independent contractor and
will not be considered an agent or employee. RTA is not entitled to workers' compensation benefits and is
obligated to pay all federal and state taxes on any moneys earned pursuant to this Agreement.
2. Scope or Schedule Changes Any scope or schedule change must be agreed to in writing to be effective.
3. Payment Terms The Client shall reimburse for actual and necessary costs of any required reproduction
costs, travel, lodging, and telephone expenses directly related to service provided hereunder. The Client
shall pay RTA a per hour fee of $55 per hour, for consulting services, within 15 days of invoice dates. If not
timely paid, the Client will be liable for 1.5% interest per month on the unpaid balance, attorneys' fees and
costs of collection.
4. Insurance and Indemnification RTA will maintain comprehensive automobile liability insurance
covering claims for injuries to members of the public and or damages to property of others arising from use
of motor vehicles, including on -site and off -site operations, and owned, non -owned, or hired vehicles as
required by the State of Colorado.
RTA agrees to perform its services in a competent and professional manner in accordance with generally
accepted practices and standards, provided however, that RTA's liability for a breach of its professional
standard of care or failure to otherwise fulfill obligations under this Agreement shall be limited to an amount
equal to the compensation it has received for the technical services (and related costs and expenses) rendered
under the terms of this Agreement.
RTA agrees to indemnify, defend and hold the Client harmless from and against any and all loss, damage,
claim or liability (including without limitation reasonable attorneys' fees) to the extent arising out of the
negligent acts, errors or omissions of RTA.
To the extent permitted by law, the Client agrees to indemnify, defend and hold RTA harmless from and
against any and all loss, damage, claim or liability (including without limitation reasonable attorneys' fees)
to the extent arising out of the negligent acts, errors or omissions of the Client or its employees or agents.
5. Subconsultants RTA may engage the services of lower -tier sub -consultants, who will perform services
in a competent and professional manner in accordance with generally accepted practices and standards.
RTA is not responsible for the acts and omissions of its lower -tier sub -consultants or of persons either
directly or indirectly employed by them.
6. Confidentiality and Proprietary Information RTA will keep confidential all information obtained in
connection with the services under this Agreement and shall not disclose it without the written consent of the
Client or unless it is otherwise generally available to the public. All documents, technical data, drawings,
specifications and analyses produced or obtained in the course of performing work under this Agreement are
and will remain the property of the Client.
7. Suspension or Termination of Services Either party may terminate this Agreement by giving seven
days written notice to the other party. In the event that the Client terminates this Agreement, RTA will be
paid for services rendered to the date of termination plus related unpaid reimbursable expenses.
S. General This Agreement constitutes the entire Agreement between the parties, supersedes all prior
agreements, and may not be amended except by written amendment signed by both parties.
This Agreement shall be governed by, construed, and enforced with the laws
of the State of Colorado.
Robert Tardy & Associates, 6
c. Ci of Fort Collins
By Robert J. Tardy, President in 0'1 I