HomeMy WebLinkAbout179020 AGILENT TECHNOLOGIES - PURCHASE ORDER - 9953732Date: 6/18/2009
City of
fit Collins
Page Number: 1
Purchase Order Number: 9953732
Delivery Date: 6/18/2009 Buyer: DICK,OPAL
Purchase Order number must appear on invoices, packing lists, labels, bills of lading, and all correspondence.
Note
Line Qty/Units Description Extended Price
1 GCMS #US10452700/US10215082 6,024.06
2 GC 1 GC STANDALONE MODULE
Quote US-nb-Cityof-19481
Sept. 1, 2009 - August 31, 2010
E�ZiI�I!>�.Ii7diiul•`11►11�►/_\►L�i�_[e%7� ►��I��I
2009-2010 MAINTENANCE AGREEMNT
Total
1,314.56
$7,338.62
City of Fort Co�fln Director of Purchasing and Risk Management City of Fort Collins
This order is alid over $5000 unless signed by James B. O'Neill II, CPPO 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: purchasing@fcgov.com Fort Collins, CO 80522-0580
Purchase Order "Perms and Conditions
1. COMMERCIAL DETAILS.
Tax exemptions. By statute the City of Foil Collins is exempt from state and local taxes. Our Exemption Number is
98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of
Internal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1973, Chapter 39-26, 114 (a).
Goods Rejected. GOODS REJECTED due to failure to meet specifications. either when shipped or due to defects of
damage in transit. may be returned to you for credit and are not to be replaced except upon receipt of written
instructions from the City of Foil Collins.
Inspection. GOODS are subject to the City of Fort Collins inspection on an iva
Final Acceptance. Receipt of the merchandise, services m equipment in response to this order can result in authorized
payment on the pail of the City of Foil Collins. However, it is to be understood that FINAL ACC EPTANCIi is
dependent upon completion of all applicable required inspection procedures.
Freight Terns. Shipments must be F.O.B., City of For Collins, 700 Wood St., Fort Collins, CO 80521_1 unless
otherwise specified on this order. If permission is given to prepay freight and charge separately, the original fi eight bill
must accompany invoice. Additional charges for packing will not be accepted.
Shipment Distance. Where manufacturers have distributing points in various pars of the county, shipnx:nt is expected
fiom the nearest distribution point to destination, and excess fi-eight will be deducted front Invoice when shipments are
made from greater distance.
Permits. Seller shall procure at sellers sole cost all necessary permits, cenifcates :and licenses required by all applicable
Imes, regulations, ordinances and rules of the state, municipality, territory or political subdivision where the work is
perforated, or required by any other duly constituted public authority having jurisdiction over the work of vendor.
Seller further agrees to hold the City of Fort Collins harmless fi om and against all liability and loss incurred by them by
reason of an asserted or established violation of any such Imes, regulations, ordinances, rules and requirements.
Authorization. All parties to this contract agree that 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 to the terns and conditionssmted herein
set forth and any supplementary or additional terms and conditions annexed hereto or incorporated herein by reference.
Any additional or different teas and conditions proposed by seller are objected to and hereby rejected.
2. DELIVERY.
PLEASE ADVISE PURCHASING AGENT immediately if you cannot stake complete shipment to arrive on your
promised delivery date as noted. Time is of the essence. Delivery and performance must be effected within the time
stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without
limitation, acceptance of partial late deliveries, shall operate as a waiver o f this provision. 111 the event of any delay, the
Purchaser shall have, in addition to other legal and equitable remedies, the option of placing this order elsewhere and
holding the Seller liable for damages. however, the Seller shall not be liable for damages as a result of delays due to
causes not reasonably foreseeable which at e beyond its reasonable control and without its halt ofnegligence, such acts
of God, acts of civil or military authorities, governmental priorities, fires, strikes, flood, epidemics, wars or riots
provided that notice of the conditions causing such delay is given to the Purchaser within five (5) days of the tinge
when the Seller first received knowledge thereof. In the event of any such delay, the date of delivery shall Ire extended
for the period equal to the time actually lost by reason of the delay.
3. WARRANTY.
The Seller warrants that all goods, articles, materials and work covered by this order will conform with applicable
drawings, specifications, samples and/or other descriptions given, will be fit for the purposes intended. and perfonned
with the highest degree of care and competence in accordance with accepted standards for work of a similar mute.
The Seller agrees to hold the purchaser hamless firort any loss, damage or expense which the Purchaser may su0er or
incur on account of the Sellers breach of warranty. The Seller shall replace, repair m make good without cost to the
purchaser, any defects or faults arising within one (I) year or within such longer period of time m ncny be prescribed by
law or by the terns of any applicable warranty provided by the Seller after the date of acceptance of the goods
fumished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or
materials furnished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver of any
claim under this warranty. Except as otherwise provided in this purchase order, the Sellers liability hereancler shall
extend to all damages proximately caused by the breach of any of the foregoing warranties or guarantees, but 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 rake changes to legal terms by written change order.
5. CHANGES IN COMMERCIAL TERMS.
The Purchaser may make any changes to the terms, other than legal terns, including additions to or deletions li out the
quantities originally ordered in the specifications or drawings, by verbal or written change order. If any such change
affects the amount due or the time of perfonnance hereunder, an equitable adjusument shall be made.
6. TERMINATIONS.
The Purchaser may at any time by written change order, terminate this agreement as to any or all portions of the goods
then not shipped, subject to any equitable adjustment between the parties as to any work or materials then in progress
provided that the Purchaser shall not be liable for any clairrs for anticipated profits on the uncompleted portion of the
goods and/or work, for incidental of consequential damages. and that no such adjustment benode in favor of the Seller
with respect to any goods which are the Sellers standard stock. No such termination shall relieve the Purchaser or the
Seller of any of their obligations as to any goods delivered hereunder.
7. CLAIMS FOR ADJUSTMENT.
Any claim for adjustment must be asserted within thirty (30) days fromm the date the change or termination is ordered.
8. COMPLIANCE WITH LAW,
The Seller warrants that all goods sold hereunder shall have been produced sold, delivered and furnished in strict
compliance with all applicable laws and regulations to which the goods are subject. The Seller shall execute and deliver
such documents as may be required to effect or evidence compliance. All laws and regulations required to be
incorporated in agreements of this character are hereby incorporated herein by this reference. The Seller agrees to
indemnify and hold the Purchaser harmless from all costs and damages suffered by the Puuchaer as a result of the
Sellers failure to comply with such law.
If and only to the extent this (Agreement] constitutes a "sole source government contract" within the meaning of
Article XX V I I I of the Colorado Constitution ("Article XXV I I I"), then the provisions o f Section 15 o I Article XX V I I I
are hereby incorporated into this [Agreement]. In such a case, if the [Contractor] or any other person who is a
"contract holder" as defined in Section 2(4.5) of Article XXVIII intentionally violates Section 15 or Section 17(2) of
Article XXV III, then the [Contractor] agrees it shall be ineligible to hold any sole source government contract, or
public employment with the state of Colorado or any of -its political subdivisions. for three years.
9. ASSIGNMENT.
Neither party shall assign transfer, or convey this order, or any monies due or to beconte due hereunder without the
prior written consent of the other party.
10. TITLE
The Seller warrants full, clear and unrestricted title to the Purchaser for all equipment, materials, and items fumished in
perfonnance of this agreement, free and clear of any and all liens, restrictions. reservations, security interest
encumbrances and claims of others.
11. NONWAIVER.
Failure of the Purchaser to insist upon strict perfomtance 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 Seller in the event of a breach,
the acceptance of or paynnent f �r goods hereunder or approval of the design, shall not release the Seller 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 perfonnance hereof or any of its rights or remedies as to any such goods, regardless of when shipped,
received or accepted, as to any prior or subsequent default hereunder, nor shall any purported oral modification or
rescission of this purchase order by the Purchaser operate as a waiver of any of the terns hereof.
12. ASSIGNMENT OF ANTITRUSTCLAIMS.
Seller and the Purchaser recognize that in actual economic practice, overcharges resulting front antitrust violations are
in fact borne by the Purchaser. l'heretolin'e, for good cause and as consideration for executing this purchase order, the
Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter acquired under federal or state
antitrust haws fbr such overcharges relating to the pauticulai goods of services purchased or acquired by the Purchaser
pursuant to this purchase order.
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
It the Purchaser directs the Seller to correct nonconforming m defective goods by a date to be agreed upon by the
Purchaser and the Seller, and the Seller thereafter indicates its inability or umvillingness to comply, the Purchaser may
cause the work to be perfonned by the most expeditious means available to it,.and tthe,Seller shall pay all costs
associated with such work t +_ �- '"•?.. .? v
The Seller shall release the Purchaser and its contractors of any tier fionn all liability and claims of any nature resulting
front the performance of such work.
This release shall apply even in the event of fault of negligence of the petty released and shall extend to the directors,
officers and employees of such party.
The Seller's contractual obligations, including wan'anty, shall not be deemed to be reduced, in any way, because such
work is performed or caused to be pet foated by the Purchaser.
14. PATENTS.
Whenever the Seller is required to use any design, device, material or process covered by letter, patent, tademark or
copyright, the Seller shall indennify and save hamlless the Purchaser front any and all clains for infiingentent by reason
ofthe use ofsuch patented design, device, material or process in connection 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 infi-ingement at anytime
during the prosecution or after the completion of the work. In case said equipment, or any part thereof or the intended
use of the goods, is in such suit held to constitute infringement and the use of said equipment or pan is enjoined, the
Seller shall, at its own expense and of its option, either procure for the Purchaser the right to continue using said
egtiipntent or pans, replace the saute with substantially equal but non -infringing equipment, or modify n so it becomes
non -infringing.
15. INSOLVENCY.
If the Seller shall become insolvent or bankrupt, make an assignment for the benefit of creditors, appoint a receiver or
truster for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without
liability.
16. GOVERNING LAW.
The definitions of tents used or the interpretation of the agreement and the rights of all parties hereunder shall be
construed under and governed by the laws of the State of Colorado, USA,
The following Additional Conditions apply only in cases where the Seller is to perform wok hereunder, including the
services of Sellers Representative(s), on the premises of others.
17. SELLERS RESPONSIBILITY.
The Seller shall canyon said work at Seller's own risk until the same is fully completed and accepted, and shall, incase
of any accident, destruction or injury to the work and/or materials before Seller's final completion and acceptance,
etntplete the work art Seller's awn expense and to the satisfxtion ufthe Purchaser. \Vhcn materials and equipment arc
firmished by others fbr installation or erection by the Seller, the Seller shall receive, unload, store and handle same at
the site and become responsible therefor as though such materials and/or equipment were being fumished 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
benefits, to its employees employed on or in connection with the work covered by this purchase order, and/or to their
dependents in accordance with the laws of the state in which the work is to be done. The Seller shall also carry
comprehensive general liability including, but not limited to, contractual and automobile public liability insurance with
bodily injup, and death limits of at least $300,000 for any one person, $500.000 for any one accident and property
damage limit per accident of $400.000. The Seller shall likewise require his contractors, if any, to provide for such
compensation and insurance. Before any of the -Sellers or his contractors employees shall do any work upon the
premises ofothers, the Seller shall furnish the Purchaser with a certificate that such compensation and insurance have
been provided. Such certificates shall specify the date when such compensation and insurance have been provided.
Such certificates shall specify the date when such compensation and insurance expires. The Seller agrees that such
compensation and insurance shall be maintained 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 any and all dauaage, loss or injury of any kind or
nature whatsoever to persons or property caused by or resulting fi ran the execution of the work provided for in this
purchase order of in connection herewith. The Seller will indemnify and hold ha niless the Purchaser and any or all of
the Purchasers officers, agents and employees from and against any and all claims, losses, damages, charges or
expenses, whether direct or indirect, and whether to persons or properly to which the Purchaser nay be put or subject
by reason of any act, action, neglect, omission or default on the pail of the Seller, any of Iris contractors, or any of the
Sellers or contractors officers, agents or employees. In case any suit or other proceedings shall be brought against the
Purchaser, or its officers, agents or employees at any time on account or by reason of any act, action, neglect, omission
or default of the Seller of any of his contractors or any of its or their officers, agents or employees as aforesaid, the
Seller herebv agrees to assume the defense thereof and to defend the same at the Sellers own expense, to pay nny and
all costs. chat ges. attorneys fees and ocher expenses, any and alljudgments that may be incurred by or obtained against
the Purchaser or any of its or their officers, agents or employees in such suits or other proceedings, and in case
judgment or other lien be placed upon or obtained against the property of the Purchaser, or said parties in or ma result
of such suits or other proceedings, the Seller will at once cause the same to be dissolved and discharged by giving bond
or otherwise. The Seller and his contractors shall take all safety precautions, furnish and install all guards necessary for
the prevention of accidents. comply with all laws and regulations with regard to safety including, but without
limitation, the Occupational Safety and Health Act of 1970 and all rules and regulations issued pursuant thereto.
Revised 04/2009