Loading...
HomeMy WebLinkAboutDISTINCTIVE WELDING INC - PURCHASE ORDER - 9956545Date: 10/30/2009 City of /110' „ort Collins Page Number: 1 Purchase Order Number: 9956545 Delivery Date: 10/30/2009 Buyer: HUME,JAMES 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 Security Screens-Cvc Cntr Grg City of Fort Cqfin Director of Purchasing and Risk Management This order is HQValid over $5000 unless signed by James B. O'Neill II, 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 9,280.00 Total $9,280.00 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 Foil Collins is exempt lion 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 I ntemal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1073. 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 retuned to you for credit and are not to be replaced except upon receipt of written instructions fiom the City of Fort Collins. Inspection. GOODS ate subject to the City of Fort Collins inspection on arrival Final Acceptance. Receipt ofthe merchandise, services or equipment in response to this or can result in authorized payment on the part of the City of Fort Collins. However, it is to be understood that FINAL ACCEPTANC'I, 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., 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 ofthe county, shipment is expected from the nearest distribution point to destination, and excess freight will bededucted from Invoice when shipments arc 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 Riles ofthe state, municipality, ten itory 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 farther 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 ofany such laws, regulations, ordinances, rules and requirements. Authorization. All parties to this contract agree that the representatives are, in fact, bona tide and possess full 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 teens and conditions annexed hereto or incorlx)rated herein by reference. Any additional or different tears and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot stake complete shipment 10 arrive on your promised delivery date as noted. Time is ofthe essence. Delivery and perforcumce must be effected within the time stated on the purchase order and the documents attached hereto. No acts of the Purclusers including. without limitation, acceptance ofpatial late deliveries, shall operate as a waiver of this provision. In the event ofanydelay, the Puchaser 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 dannges as a result of'delays due to canes not reasonably foreseeable which are beyond its reasonable control and without its fault ofnegligence, such acts of God, acts of civil or military authorities, governmental priorities, fires, strikes. flood. epidemics. was or riots provided that notice ofthe conditions causing such delay is given to the Purchaser within five (5) days ofthe lime when the Seller first received knowledge thereof. In the event ofanysuch delay, the date ofdelivery shall be extended for the period equal to the time actually lost by reason of the delay. 3.WARRANTY. The Seller wan -ants that all goods, articles, materials and work covered by this order will conronn with applicable drawings, specifications, samples and/or other descriptions given, will be tit for the purposes intended, and performed with the highest degree of care and competence in accordance with accepted standards for work of a similar nature. The Seller agrees to hold the purchaser harmless from any loss. damage or expense which the Purchaser may stt or incur on account ofthe Sellers breach ofwarranty. The Seller shall replace. repair of make good, without cost to the purchaser, any defects or faults arising within one(]) year or within such longer period of tinte as stay beprescribed by law or by the terns of any applicable warranty provided by the Seller after the date of acceptance of the goons famished hereunder (acceptance not to be unreasonably delayed), resulting foul 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 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 may make any changes to the tears, other than legal tens, including additions to or deletions from the quantities originally ordered in the specifications or drawings, by verbal or written change order. I f any such change affects the amount due or the time of performance hereunder, an equitable hdjusmrent shall be made. 6. TERMINATIONS. The Purchaser may at anytime 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 m any work or materials then in progress provided that the Purchaser shall not be liable for any clains for anticipated profits on the uncompleted portion ofthe goods and/or work, for incidental or consequential damages. and that no such adjustnent be made in favorof the Seller with respect to any goods which are the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller ofany of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must beasserted within thirty (30) days fi one the date the change or tenninnion is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been produced, sold delivered and furnished in su'ict compliance with all applicable laws and regulations to which the goods arc subject. "file Seller shall execute turd deliver such documents as nnay 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. 'file Seller agrees to indemnify and hold the Purchaser harmless from all costs and dannages sullered by the Purchaser as o result of tbe 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 III"), then the provisions of Section 15 ofAnicle XXVIII are hereby incorporated into this [Agreement]. [it such a case, if the [Contractor) m any other person who is "contract holder" as defined in Section 2(4.5) ofAnicle XXVII I 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 yeas. 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 ofthe other party. 10. TITLE. The Seller wannnts fill, clear and unrestricted title to the Purchaser for all equipment, materials, and items famished in performance of this agreement, flee 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 ofthe tents and conditions hereof, failure or.cielay to exercise any 6glus 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 ofany ofthe wanant ies or ohligal ions of this purchase order and shall not be deemed a waiver ofany right of the purchaser to insist upon su'ict perfinntance 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 terms hereof. 12. ASSIGNMENT OF ANTITRUST CLAIMS. Seller and the Purchaser recognize that in actual economic practice, overcharges resulting fi om antitrust violations are in fact borne 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 antitrust laws for such overcharges relating to the pail icular goods or 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 nonconformting 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 per by the most expeditious means available to it, and the Seller shall pay all costs associated with such pork. The Seller shall release the Purchaser and its contractors ofany tier from all liability and claims ofany nature resulting fitmn the lierfannaice of such work. This release shall apply even in the event of fault of negligence of the piny released and shall extend io the directors, officers and employees of such party. The Seller's contractual obligations, including warranty, shall not be deenned to he 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, nmaterial or process covered by letter, patent, trademark or copyright. the Seller shall indennify and save hamless the Purchaser from any and all clains for infiingement by reason of the use ofsuch patented design, device, material or process in connection with the contact, and shall indemnify the Purchaser for any cost, expense or damage which it nmty be obliged to pay by reasal of such infiingement at anytime during the prosecution or after the completion of the work. In case said equipment, or any pan thereof or the intended use ofthe goods, is in such suit held to constitute infiingennent and 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 pans, replace the sanne with substantially equal but non -infringing equipment, or modify it so it becomes non -infringing. 15. INSOLVENCI', I I the Seller shall become insolvent or bankrupt, make an assignment for the benefit ofereditors, appoint a receiver or trustee for tiny ofthe Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 10. GOA'ERNING LAW. Tire definitions of tens used or the interpretation ofthe agreement and the rights of all parties hereunder shall be construed under and governed by the laws ofthe State of Colorado. USA. The following Additional Conditions apply only in cases where the Seller is to per work hereunder, including the services of Sellers Representative(s), on the in of others. 17. SELLERS RESPONSIBILITY. The Seller shall canyon said work at Seller's own risk until the same is filly completed and accepted, and shall, incase of any accident, destruction or injury to the work and/or naterials before Seller's final completion and acceptance. complete the work at Seller's own expense and to the satisfaction of the 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 as though such materials and/or equipment were being furnished by the Seller under the order. IS. 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 ofthe state in which the work is to be done. Tire 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 $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. Belbre any of the Sellers or his conmactors 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 damage, loss en injury ofany kind or nature whatsoever to persons or property caused by or resulting from the execution ofthe work provided for in this purchase order or in connection herewith. The Seller will indemmnify and hold harmless the Purchaser and any or all of the Purchasers officers, agents and employees from and against any and all claim, losses, damages, charges or expenses, whether direct or indirect, and whether to persons or property to which the Purchaser maybeput or subject by reason ofany act, action. neglect, omission or default on the pail ofthe Seller, anyofhis contractors, oranyofthe Sellers or contractors officers, agents or employees. In case airysuit or other proceedings shall be brought against the Purchaser. or its ollicers, agents or employees at any time on account or by reason of any act, action, neglect, omission or defiult ofthe Seller ofany 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 saute at the Sellers own expense, to pay any and all costs. chtuges, attorneys fees and other expenses, any and alljudgments that maybe 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 air obtained against the property of the Purchaser, or saidpaties m or as a 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, Punish and install all guards necessary for the prevention of accidents, connply 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