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HomeMy WebLinkAbout109420 HYDRO CONSTRUCTION CO INC - PURCHASE ORDER - 9956818 (2)Date: 11 /16/2009 of F6rt Collins Page Number: 1 Purchase Order Number: 9956818 Delivery Date: 11/16/2009 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 LOT 39,936.00 Security Improvements W.O. #H-WTF-2009-6 Total $39,936.00 Dn"o,'Invoice Address: City of Fort CqFinDirector of Purchasing and Risk Management City of Fort Collins This order is rhahalid 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 from state and local taxes. Oil] 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, 1 la (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 Fort Collins. Inspection. GOODS are subject to the City of Fort Collins inspection on ail iea Final Acceptance. Receipt oft he merchandise, services or equipment in response to this order cam 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 For Collins, 700 Wood St., Fort Collins. CO 80521 unless otherwise specified on this order. Ifpenmission 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 varions parts of the county, shipment is expected fiom the nearest distribution point to destination, and excess freight will be deducted fiom Invoice when shipments are made from greater distance. Permits. Seller shall procure at sellers sole cost all necessary permits, certificates and licenses required byall 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 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 terms and conditions stated herein set forth and any supplementary or additional terns and conditions annexed hereto or incorporated herein by reference. Any additional or different tern 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 perfornhance ]]]List be effected within the tittle 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 waiverof this provision. In the event ofanydelay, 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 fur dnnhages 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 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 time when the Seller first received knowledge thereof. In the event of any such delay, the date ofdelivery shall 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 fit 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 fiom any loss, damage or expense which the Purchaser ]]may stiller or incur on account ofthe Sellers breach of wara ty. 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 as may 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 firmished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute it waiver of any claim under this waranty. Except as otherwise provided in this purchase order. the Sellers liability hereunder shall extend to all damages proximately caused by the breach of any ofllie 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 terns, other than legal terns, including additions to m deletions from the quantities originally ordered in the specifications or drawings, by verbal m 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 anytime by written change order, terminate this agreement as to any or all portions ofthe 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 claims for anticipated profits on the uncompleted portion ofthe goods and/or work, for incidental or consequential damages, and that no such adjustment be nude 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 temtination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been produced, sold, delivered and fumished 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 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 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) 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 or any of its political subdivisions, fin'three years. 9. ASSIGNMENT. - Neither party shall assign, transfer, or convey this order, or any nmonies due or to become due hereunder without the prior written consent ofthe other party. Effiffm The Seller warants full. clear and unrestricted title to the Purchaser for all equipment. materials, and items furnished in perfinn]ance of this agreement. fiee 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 performance of the terns and conditions hereof, failure or delay to exercise any rights or remedies provided herein or by Irv, failure to promptly notify the Seller in the event of a breach. the acceptance of m payment fur goods hereunder or approval ofthe 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 ofthe purchaser to insist upon strict performance hereof m 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, not shall any purported oral modification or 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 Nuchaser recognize that in actual economic practice. overcharges resulting from antitrust violations are in fact borne by the Purchaser. Theretofore. forgood cause and as consideration for executing this purchaseorder, the Seller hereby assigns to the Purchaser any and all clains it may now have m hereafter acquired under federal or state antitrust laws fin such overcharges relating to the pi ticular goods m services purchased or acquired by the Purchaser pursuant to this purchse order. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. I f the I'Lirchascr 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 m unwillingness to comply, the Purchaser may cause the work m 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 fiom all liability and clainms of any name resulting from the performance of sucli work. This release shall apply even in the event of fault of negligence ofthe petty released and shall extend to the directors, officers and employees of such parry. The Seller's contractual obligations, including wan'anty, shall not be deenmed to be reduced, in any way, because such work is perfonned or caused to be performed by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device, material m process covered by letter, patent, trademark or copyright the Seller steal I inde]]ni fv and' i%,e harnless the Purchaser from any and all claims for infringement by reason ofthe use ofsuch patented design. device, nhaterial or process in connection with the contract, and shall indemnify the Purchaser for any cost. expense or damage which it maybe obliged to pay by reason of such infringenment at any tinge during the prosecution or 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 constitote infringement and the use of said equipment or par 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 pars. replace the same with substantially equal but non -infringing equipment. or modify it 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 trustee fix any ofthe Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 10. GOVERNING LAW. The definitions of iems 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. 'file following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Representativc(s). on the premises of others. 17. SELLERS R FSPONSIBILIIY. 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 materials before Seller's final completion and acceptance, mplete the work at Seller's own expense and to the satisfaction ofthe Purchaser. When materials and equipnment arc furnished by others fir installation or erection by the Seller, the Seller shall receive, unload, store and handle same at the site and become responsible thcrefiru as though such materials and/or equipment were being fumished bythe Seller under the order. IS)INSURANC'.E. The Seller shall. at his own expense, provide for the payment of workers compensation, including occupational disease benefits, to its enployees employed on m 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 connprchensive general liability including, but not limited to, corn actual 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 far such compensation and insurance. Befne any ofthe Sellers or his contractors employees shall do any work upon the premises ofoduas, the Seller shall furnish the Purchaser with n 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 or injury of any kind or nature o•hitsoevei 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 indemnify and hold harmless the Purchaser and any or all of the Purchasers officers, agents and employees front 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 of any act action, neglect omission or default on the part ofthe Seller, any of his contractors, or any of the Sellers or contractors oflicers, agents or employees. In case any suit or other in shall he brought against the Purchaser. or its oflicers, agents or employees at anytime on account or by reason of any act, action, neglect omission m default of the Seller of any of his contractors or any of its m 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 tees and other expenses, any and alljudgments that maybe incurred by or obtained against the Purchaser or any of its or their oflicers, agents or employees in such suits m 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 as a result o Psuch 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 0412009