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HomeMy WebLinkAbout166269 GARNEY CO - PURCHASE ORDER - 9955515 (2)Date: 9111 /2009 City of Fort Collins Page Number: 1 Purchase Order Number: 9955515 Delivery Date: 9/11/2009 Buyer: DICK,OPAL Purchase Order number must appear on invoices, packing lists, labels, bills of lading, and all correspondence. Note: Line Qty/Units 1 1 LOT Sanitary Sewer Replacement Description Alpine St. Human Bean Alley Dn"a,' Q - O'n" 7— City of Fort C iny Director of Purchasing and Risk Management This order is dQjhalid over $5000 unless signed by James B. O'Neill ll, CPPO City of Fort Collins Purchasing, PO Box 580, Fort Collins, CO 80522-0580 Phone: 970.221-6775 Fax: 970-221.6707 Email: purchasing@fcgov.com Extended Price 31,364.60 Total $31,364.60 Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Terms and Conditions I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-0000597 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 dcl'ects of damage in transit, may be returned to you for credit and are not to he replaced except upon receipt of written instructions fi•om the City of Fort Collins, Inspection. GOODS are subject to the City of Fort Collins inspection on atrieal Final Acceptance. Receipt ofthe merchandise, services or equipment in response to this order can result in authorized payment on the part 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 Terms. Shipments must be F.O.B., City of Fort Collins, 700 Wood St., Fort Collins. CO 80522. unless otherwise specified on this order. Ifpermission is given to prepay freight and charge separately, the original freight bill must accompany invoice. Additional charges for packing will not be accepted. Shipment Distance. Where manufacturers have distributing points in various pans of the country, shipment is expected fi•om the neatest distribution point to destination, and excess fi•eight will be deducted fionm Invoice when shipments are made from greater distance. Permits. Seller shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and rules ofthe state, municipality, territory or political subdivision where the work is performed, 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 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 requirements Authorization. All parties to this contract agree that the representatives arc, in fact. bona fidenmd possess fill and complete authority to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terns and conditions stated herein set forth and any supplementary or additional terms and conditions annexed hereto or incorporated herein by reference. Any additional or different terns and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your promised delivery date as noted. Time is ofthe essence. Delivery and pertmnance 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 ofpartial late deliveries, shall operate as a waiver of this provision. In 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 Lin damages as a result of delays due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault of negligence, such acts of God, acts of civil or military authorities, governmental priorities, fires, strikes. flood, epidemics. wars or riots provided that notice ofthe conditions causing such delay is given to the Purchaser within five (5) days ofthe time when the Seller first received knowledge thereof. In the event ofany such delay. the date of deliveryshall be 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 contruin with applicable drawings, specifications, samples and/or other descriptions given, will be fit for the purposes intended, and performed with the highest degree of care and competence in accordance with accepted standards for mvurk of a similar nature. The Seller agrees to hold the purchaser harmless from any loss, damage or expense which the Purchaser stay sufferor incur on account ofthe Sellers breach of warranty. The Seller shall replace, repair or make good, without cost to the purchaser, any defects or faults arising within one (I) year or within such longer period of time asmay bepreseribed by law or by the terms of any applicable warranty provided by the Seller ahem the date of acceptance ofthe goods furnished hereunder (acceptance not to be unreasonably delayed), resulting loom 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 heretrnder'shall extend to all damages proximately caused by the breach orally 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 make changes to legal terms by written change miller. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal terms. including additions to or deletions fi•ornthe 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 performance hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement as to anv or all portions of thegoocit then not shipped, subject to any equitable adjustment between the patties as to any work or materials then in progress provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion ofthe goods and/or work, for incidental or consequential damages, and that nor such adjustment be made in favor ofthe 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 from 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. 'fhe Seller agrees to indemnify, and hold the Purchaser harmless firm all costs and damages sutlered by the Purchaser 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 XXVIII ofthe Colorado Constitution ("Article XXV Ill"), then the provisions of Section 15 of Article XXVIII 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) or Article XXVIII, 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 become due hereunder without the prior written consent of the other party. 10 TITLE The Seller wan'ants full, clear and unrestricted title to the Purchaser for all equipment, materials, and items furnished in performance of this a(n•eement, fiee and clear of any and all liens, restrictions, reservations, security interest encumbrances and claims of othus I I. NONWAIVER. Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof, ftlihue or delay to exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event ofa breach, the acceptance of or payment for goods hereunder or approval ofthe design, shall not release the Seller of any of the wana.nties or obligations of this purchase order and shall not be deemed a waiver orally right ofthe purchaser to insist upon strict perfin'numce 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 under by the Purchaser operate as a waiver of any of the tents hereof 12. ASSIGNMENT OF ANTITRUST CLAIMS Seller and the Purchaser recognize that in actual economic practice, overcharges resulting from antitrust violations are in fact Lome by the Purchaser. Theretofore, 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 antiuvst laws fin'such overcharges relating to the particular goods m services purchased or acquired by the Purchaser pursuant to this purchase order. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. if the Purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed upon by the Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser may cause the work to be performed by the most expeditious means available to it, and the Seller shall pay all costs associated with such work. The Seller shall release the Purchaser and its contractors of any tier firm all liability and claims orally nature resulting from the performance ol'such work. This release shall apply even in the event of fault of negligence of the party released and shall extend to the directors, officers and employees of such pasty. The Seller's contractual obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is performed or caused to be performed by the Purchaser. 14. PATENTS Whenever the Seller is required to use any design, device, material or process covered by letter, patent, trademark or copyright, the Seller shall indemnify and save harmless the Purchaser from any and all claims forinfiingement 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 any time during the prosecution ur after the completion ofthe work. In case said equipment, or any part thereofor the intended use of the goods, is in such suit held to constitute infringement mid the use of said equipment or part is enjoined, the Seller shall, at its own expense and at its .option, either procure for the Purchaser the right to continue using said equipment or ports, replace the same with substantially equal but non -infringing equipment. or modify it so it becomes non-infi inging. 19 INSOLVENCY I f the Seller shall bccnne insolvent or bankrupt, stake an assignment for the benefit of creditors, appoint a receiver or trustee for any of [lie Sellers property or business, this order may forthwith be canceled by the Purchaser without liability la GOVERNING LAW. The definitions of terms used or the interpretation of the agreement and the rights craft 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 work hereunder, including the services of Sellers Representatke(s). on the premises ofothers. 17. SELLERS RESPONSIBILITY. The Seller shall cant' on said work at Seller's own risk until the same is fully completed and accepted and shall. in case of any accident, destruction it injury to the work and/or materials before Seller's final completion and acceptance, complete the work at Seller's own expense and to the satisfaction ofthe Purchaser. When materials and equipment are furnished by others for installation or erection by the Seller, the Seller shall receive, unload, store and handle same at the site and become responsible therefor asthough such materials and/or equipment were being furnished by the Seller under the order. 19 INSURANCE. The Seller shall at his own expense, provide for the payment ofworkers 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 conm(mrehensive general liability including, but not limited to, contractual and automobile public liability insurance with bodily injury 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. Befiae any critic Sellers or his contractors employees shall do any work upon the premises of abets. the Seller shall furnish the Pnrehaserwill) 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 certificauex 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 tot- any and all damage, loss or injury orally kind or nature whatsoever to persons or property caused by or resulting fi•om the execution ofthe work provided for inthis purchase order art in connection herewith. The Seller will indemnify and hold harmless the Purchaser and any or all of the Purchasers officers, agents and employees fi-om and against any and all claims, losses, damages, charges or expenses. whether direct or indirect, and whether to persons or property to which the Purchaser may be put or subject by reason orally act, action, neglect, omission or default on the port ofthe Seller, any of his contractors, or any ofthe Sellers or contractors officers, agents or employees. In cse any suit or other proceedings shall be brought against the Purdurser, 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 hereby agrees to assume the defense thereof and to defend the same at the Sellers own expense, to pay any and all costs, charges, attorneys fees and other expenses, any and all judgments that may be incurred by or obtainedagainst 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 ofthe Purchaser, or said parties in oras a result ofsuch suits or other proceedings, the Seller will at once cause the same to be dissolved and discharged bygiving bond or otherwise. "fhe Scller and his contractors shall take all safety precautions, furnish and install all guards necessaryfor 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 04/2001)