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HomeMy WebLinkAbout150670 STANTEC CONSULTING SERVICES INC - PURCHASE ORDER - 9957367Date: 12/9/2009 City of F6rt Collins Page Number: 1 Purchase Order Number: 9957367 Delivery Date: 12/9/2009 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 1 LOT 16,281.00 Downtown Alley Sanitary Sewer Jefferson & Montezuma Alleys / Total $16,281.00 Invoice Address: City of Fort CoffinCoffiny Director of Purchasing and Risk Management City of Fort Collins This order is n 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 Terms and Conditions I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt front state and OCal lases. Our Exemption Number is 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Intemal Revenue, Denver. Colorado (Ref Colorado Revised Statutes 1973, Chaplet 30-26. 114 (a). Goods Rejected. GOODS REJECTED due to failure to meet specifications. either when shipped m 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 Fort Collins. Inspection. GOODS are subject to the City effort Collins inspection on art iv:d. Final Acceptance. Receipt ofthe merchandise, services or equipment in response to this order can result in authorized payment on the pail of the City of Fort Collins. However, it is to be understood that 17INAL ACCEPTANCE is dependent upon completion of all applicable required inspection procedures. Freight Terns. Shipments must be F.O.B., City of Fort Collins. 700 Wood St., Foie Collins. CO 80522, unless otherwise specified on this order. If permission is given to prepay ficieht and charge separately. the original freight hill must accompany invoice. Additional charges for packing will not be accepted. Shipment Distance. Where nunufacturers have distributing points in various parts of the county. shipment is especled fromthe nearest distribution point to destination, and excess height Will be deducted horn Invoice when shipments:ue 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 front and aeoinst 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 connect agree that the representatives :ue, in fact, bona fide and possess full and complete authority to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance m the teens and conditions stated herein set forth and any supplementary or additional terns and conditions aniiexe(I hereto or incorporated herein by reference. Any additional m different terns and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot nuke complete shipment to arrive on your promised delivery date as noted. Time is ofthe essence. Delivery and perfmn:mce nnrst he elfecied avithin the time stated on the purchase order and the documents attached hereto. No acts ofthe Purchasers including, without limitation, acceptance ofpmtial late deliveries, shall operate as a waiver ofthis provision. In the event of nydelay. the Purchaser shall have, in addition to other legal and equitable remedies. the option of placing this order elsewhere :aid holding the Seller liable for damages. However, the Seller shall not be liable lee damages as a result of delays due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault ofnegligence, such acts of God, acts of civil m military authorities, governmental priorities, tires, strikes. flood, epidemics. Wars or riots provided that notice ofthe conditions causing such delay is given to the Purchaser within five (5) days ofthe tinne when the Seller first received knowledge thereof. In the event of any such delay, the date of delivery sledl be extended for the period equal to the time actually lost by reason ofthe 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 tit liar the purposes intended, and perfnnted with the highest degree of care and competence in accordance with accepted standards file work of a similar nature. The Seller agrees to hold the purchaser harmless firm any loss, damage or expense Which the Purchaser may sufTer or incur on account ofthe Sellers breach of wananty. The Seller shall replace, repair or make good, Without cost to the purchaser, any defects or faults arising Within one (1) year or within such longer period of time as may be prescribed by law or by the teens of any applicable warranty provided by the Seller after [he date of acceptance of the goods burnished hereunder (acceptance not to be unreasonablydelayed), resulting from imperfect or defective av0rk done or materials fumished by the Seller. Acceptance or use of goods by the Purchaser shall not coast it tic :I Waiver of any Claim under this waraanty. Except as otherwise provided in this purchase order. the Sellers liability hereunder shall extend to all damages proximately caused by the breach of any ofthe 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 terns by written change order. 5, CHANGES IN COMMERCIAL TERMS. The Purchaser nary make any changes to the terra, other than legal Icrnns. including additions to Or deletions f}onn 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 performance hereunder. an equitable adjusunent shall be nude. 6. TERMINATIONS. The Purchaser may at any time by written change order. terminate this agrecnnent as to any nr all portions ofthe goods then not shipped, subject to nny equitable adjustment between the parties as to any work or materials then in progress provided that the Purchaser shall not be liable for nny el:aints for anticipated profits on the uncompleted portion of the goods and/m work, for incidental or consequential damages, and that no such adjustment be made in favor ofthe Seller with respect to:ny goods which ate the Sellers standard stock. No such rennintuion shall relieve the Purchaser or [he 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 front 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 m evidence compliance. All laws and regulations required to be incorporated in agreements of this chatacter are hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless from all costs and damages sullercd 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 XXVIII"). then the provisions of Section 15 ofAnicle 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) ofAnicle XXVIII intentionally violates Section 15 m Section 17(2) of 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 m any of its political subdivisions, fi, three years. 9. ASSIGNMENT. Neither party shall assign, transfer, 01 convey this order, Or any nnonies due or Iu become due hercI, Oder without IIIc prior written consent of the other pail), l0.'fll'I-1- The Seller warrants full, cle:u and unrestricted title to the Iurchaser for all equipment, materials, and items finnished in perlintnance of this agreement, tree and clear of any and all liens, restrictions. reservations, security interest encumbrances and claims of others. 11. NONWAIVER. Failure ofthe Purchaser to insist upon strict performance ofthe tents 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 payment for goods hereunder or approval ofthe design, shall not release the Seller of anyof the w: riant ies or obligat ions oft his purchase order and shall not be deemed a waiver of any right ofthe purchaser to insist upon strict performance hereof m any of its rights or remedies as to airy such goods, regardless of when shipped. received or accepted. as to any prior or subsequent default hereunder. not shall any purported oral modification m rescission Of this purchase order by the Purchaser operate as a waiver of any ofthe terns hereof. 12. ASSIGNMENT Of-- ANTITRUST CLAIMS. Seller and the Iurchaser recognize that in actual economic practice, overcharges resulting from antitrust violations me intact bonze by the Purchaser. Theretofore, for good cause and as consideration for executing this purchase order, the Seller herehy assigns to they Purchaser any and all claims it may iinw have or hereafter acquired uncler federal or state ;uniu'ust hnvs to, Such ove•rchnrges relating to the particular goods or services purchased or acquired by the Purchaser pursuant Io this purchase order: ' 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the PUr'clnSCr' directs the Seller to comet nonconfomting or defective goods by a date to be agreed upon by the Purchaser and the Seller, alit] the Seller thereafter indicates its inability m unwillingness to comply, the Purchaser new cause the work to be petitioned 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 ofany tier fionn all liability and chains of any nature resulting limn the perfiunnance OFsuch work. This release shall apply even in the event of fault of negligence ofthe party released and shall extend to the directors. officers and employees Of such party. 'I'hc Seller's contractual obligations, including warranty. shall not be deemed to to reduced, in any way, because such work is pertbrined or caused to be Pei frnned by the Purchaser. 14. PATENTS. WI-iever the• Scller is required to use any Design, Device material or process covered by letter, patent, tidemark or copyright, the Seller shall indemnily and save harmless the Purchaser from any a nd all claims fin infiingement by reason of the use of such patented design. device. material m process in connection with the contract, and shall indemnify the Purchaser' for any cost. expense m dunnage which it may be obliged to pay by reason of such infringement at any time during the prosecution 01-after the completion ofthe Work. In case said equipment, m any put thereof or the intended use ofthe goods, is in such suit held to constitute infingenent middle use of said equipment or pail is enjoined, the Seller shall, at its own expense and at its option, either procure fin' the Purchaser the right to continue using said equipment or pans, replace the same with substantially equal but non -infringing equipment. m modify it so it becomes non -infringing. 15. INSOLVENCY. If the Seller shall become insolvent m bankrupt. make ata assignment for the lenefit ofcreditors, appoint a receiver or trustee liar any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions of terms used or the interpretation ofthe agreement and the rights of all parties hereunder shall be construed under and governed bythe laws of the State of Colorado, USA - The tollowine Additional Conditions apply only in cases where the Seller is to perf rut work hereunder, including the services of Sellers Representauive(s), on the premises ofothers- 17. SELLERS RESPONSIBILITY. T"he Seller shell cony on said work ❑t Seller's own risk until the saute is fit ly completed and accepted. and shall, in case of any accident. destruction Or 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 oft Ile Purchaser. \Vhen 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 ihereli,r as though such materials and/or equipment were being I'm nished by the Seller under the amber. I S. INSURAN'CE. The Scller shall at his own cgense provide tin the povnnent of\vmrkers 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 Imes 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 injury and death limits of at least S300.000 for any one person. S500.000 for any one accident and property damage limit per occident of S400.000. The Seller shall likewise require his contractors, if any, to provide for such compensaion and insurance. Belore any ofthe Sellers or his contractors employees shall do any work upon the prcnnises of others, the Seller shall liunish the Purchaser with a certificate that such compensation and insurance have been provided. Such certificates shall specily the date when such compensation and insurance have been provided. Such ceitilicates shall specify the date when such compensation and insurance expires. The Seller agrees that such compensation and insurance shalt 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 damage, loss or injury of any kind or nature whatsoever to persons or properly caused by or resulting from the execution ofthe work provided for in this purchase order or in connection herewith. The Seller will indennify:nd hold harmless the Purchaser and any m all of the Purchasers officers, agents and employees Irony and against any and all claims, losses, damages, charges or expenses, uehelhei direct or indirect: and whether to persons or property to which the Purchaser may be put or subject by reason ofany act. action, neglect. omission or default on the pan ofthe Seller. anyof his contractors. or any ofthe 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 anytime on account or by reason of any act, action• neglect, omission or clef hilt ofthe 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 [he Sellers own expense, to pay any and all costs, charges, attorneys fees and other expenses, any and all judgments that stay be incurred by or obtained against the Pm'ChaSCI' or any of its tar their officers, agents 0r employees in such suits or other proceedings, and in case judgment Or other lien be placed upon m obtained against the property of the Purchaser. or said parties in or as a result ofsuch suits or other proceedings. the Seller will at once cause the same to be dissolved and dischaiged bygiving bond or otherwise The Seller and his contactors shall take all safely precautions. furnish and install all guards necessaryfor the prevention of accidents, comply with all lames and regulations with regard to safety including, but without linnit:via I. the Occupational Safety and Health Act of 1970 and all rules and regulations issued pursuant [hereto. Revised 04/'_001)