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HomeMy WebLinkAbout218285 WASTE MANAGEMENT OF COLORADO - PURCHASE ORDER - 9957499Date: 12/16/2009 F6rt of Page Number: 1 Purchase Order Number: 9957499 Delivery Date: 12/15/2009 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 Streets Sand Trap Clean -out Total R 0AjbAF_ City of Fort CYfflnDirector of Purchasing and Risk Management This order is rtulhalid 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 6,127.77 $6,127.77 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 stare and local taxes. Our Exenmption 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 clue to defects of damage in transit, may be returned to you for credit and are not to be replaced except upon receipt of mitten instructions fiom the City of Fort Collins. Inspection. GOODS we subject to the City of Fort Collins inspection on ariva Final Acceptance. Receipt oft he 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 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. I f permission 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 pars ofthe county. shipment is expected from the nearest distribution point to destination, and excess freight will be deducted from 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 of the 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 For Collins harmless from and against all liability and loss incun ed by them by reason of an asserted or established violation of any such laws, regulations. ordinances, rules and requirentenis. Authorization. All parties to this contract agree that the representatives are, in fact. bona fide and 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 teens 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 of the essence. Delivery and performance must be effected within the tine 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 of 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 damages as a result of delays due to causes not reasonably foreseeable which are beyond its reasonable control and without its flint ofnegligence. such acts of God, acts of civil or military authorities, governmental priorities, tit es. sti ikes. flood, epidemics, wars or riots provided that notice of the conditions causing such delay is given to the Purchaser within five (5) clays of the tittle when the Seller first received knowledge thereof. In the event of:my such delay, the date ofcfelivery sh:dl 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 conform with applicable drawings, specifications, samples and/or other descriptions given, will be fit for the proposes intended, and performed with the highest degree of care and competence in accordance with accepted standards for work of a similm nature. The Seller agrees to hold the purchaser harmless fiona any loss, dammage or expense which the Purchaser any suffer or incur on account of the Sellers breach of wartamty. The Seller shall replace repair or make good, without cost to the purchaser, any defects m faults arising within one( 1) year or within such longer period oftinne as nn:ayte prescrited by law or by the terms of any applicable warranty provided by the Selle alter the date of acceptance of the goods fumished hereunder (accepmnce not to be unreasonably delayed), resulting from imperfect or defective work done or materials famished 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 of the foregoing wananics or gumatees, 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 teens by written change osier. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terns, other than legal terns, including additions to or deletions fionn the quantities originally ordered in the specifications or drawings, by verbal m written change order. I f any such change affects the amount due or the time of performance hereunder, an equitable adjustment shall be made. G. 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 m materials then in progress provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion orthe goods and/or work, for incidental or consequential damages, and that no such adjustment be ancient fivor ofthe Seller with respect to any goods which are the Seller standard stock. No such termination shall relieve the Purchaser or file Seller of any of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must beasserted 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 fiunished in strict compliance with all applicable Imes and regulations to which the goods are subject. The Seller sh:dl executeand deliver such documents as may be lectured 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 indenmify, and hold the Purchaser harmless from all costs and damages suffered by the Purchase' 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 of the Colorado Constitution ("Article XXVII I"), then the provisions of Section 15 ofArticle XXVII 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 XXVIII, then the [Contractorl 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, fur three years. 9. ASSIGNMENT. Neither party shall assign. transfer. or convey this order. or any monies due m to become due hereunder without the prior written consent of the other party. In. Trru- The Seller warrants lull. clear and unrestricted title to the Purchaser for all equipment, mutedals, and items fumished in perfimance of this agreement. tree and clear of any and all liens. restrictions, reservations, security interest encumbi anees and claims of other:s. 11. NONWAIVER. Failure of the Purchase]- to insist upon strict perfonremce of the teens and conditions hereof, failure or delay to exercise :any rights or remedies provided herein m by law, failure to promptly notify the Seller in the event of a breach, the acceptance of or payment for 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 perf'unnance hereof or any of its lights or remedies as to any such goods, regardless of when shipped, received or accepted, as to :my prior or subsequent default hereunder, not shall any proposed oral modification or rescission of this purchase order by the Purchaser operate as a waiver of:mv of the tents hereof. 12. ASSIGNMEN"r OF ANTITRUST CLAIMS. Seller:nd the Purchaser recognize that in actual economic practice, overcharges resulting fiomantitrust violations are in fact borne by the Purchaser. Theretofore, for good cause and as consideration fur 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 particular 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 nonconforming or defective goods by a date to be agreed upon by the Purchaser and the Sellcr. and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser may cause the work to be perfumed by the most expeditious means available to it. and the Seller shall pay all costs associated with such work. 'file Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting from the performance of such work. This release shall apply even in the event of fault of negligence of the party rele.'sed and shall extend to the directors, officers and employees of such party. The Seller's convactual obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is performed m' 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 indenmify and save harmless the Purchaser from any and all claims for infiingement by reason of the use of such patented design. device. material or process in connection with the contract, and shall indenmify the Purchaser fm any cost. expense or damage which it maybe obliged to pay by reason of such infringement w any time during the prosecution or after the completion of the work. In case said equipment, or any pail thereofor the intended use of the goods, is in such suit held to constitute infringement 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 same with substantially equal but non -infringing equipment, or modify it so it becomes nun-infinging. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt, stake an assignment for the benefit of creditors, appoint a receiver or trustee for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. Ili. GOVERNING LAW. 'File 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 work hereunder, including the services of Sellers Representative(s), on the premises of others. 17. SELLERS RESPONSIBILITY. The Seller shall cant' on said work at Seller's ow•n risk until the same is fully 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, mplete the work at Seller's own expense and to the satisfaction ofthe Purchaser. When owerials and equipmet are furnished by others for installation or erection by the Seller, the Seller shall receive, unload, store and handle saute at the site and become responsible thcrefoi as though such materials and/or equipment were being furnished by the Seller under the order. 18. INSURANCE. The Seller shall. at his own expense, provide for the payment ofworkes 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 w•m$ is to be done. The Seller shall also carry conmprehensive general liability including, but not linnited to, contactual 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. Before any of the Sellers or his contractors employees shall do any work upon the premises of others, 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 file entire responsibility and liability for any and all damage, loss or injury of any kind or nature whatsoever to persons or propety caused by m resulting from the execution of the work provided for in this purchase oiler or in conncetion herewith. The Seller will indlenmify, and hold harmless the Purchaser and anyor all of the I'urchusers officers. agents and employees from and against any and all claims, losses, dammages, charges or expenses. whether direct or indirect. and whether to persons or property to which the Purchaser maybe put or subject by reason of any act. action, neglect, omission or default on the pail of the Seller, airy of his 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 hereby agrees to assume the defense thereof and to defend the saute at the Sellers own expense, to pay any and all costs, charges, attorneys fees and other expenses, may and alljudgments that maybe inclined by or obtained against The Iurchaser 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 oras a result of such suits art 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 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 04/2009