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HomeMy WebLinkAbout134057 DECOR LTD - PURCHASE ORDER - 9957511Date: 12/16/2009 City of Fit Collins, Page Number: 1 Purchase Order Number: 9957511 Delivery Date: 12/16/2009 Buyer: HUME,JAMES Purchase Order number must appear on invoices, packing lists, labels, bills of lading, and all correspondence. In Note: Line Qty/Units Description Extended Price 1 1 LOT Flooring for Meter Shop Provide all laobr, materials, equipment for installing porcelain floor tile, rubber base and walk -off carpet, per your Bid Proposal dated December 7, 2009. City of Fort CoPrif Director of Purchasing and Risk Management This order is nNQValid 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 11,321.00 Total $11,321.00 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 Fort Collins is exempt from state and local taxes. Out 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, 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 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 Pot Collins inspection on an ivam Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can result in authorized payment on the pat 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. If 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 pats ofthe country, shipment is expected fiom the nearest distribution point to destination, and excess freight will be deducted fi oin 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 fiuther agrees to hold the City of Fort Collins hatless fioni and against all liabilityand 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 Ihet. bona fide and possess full and complete authority to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the term and conditions stated herein set forth and any supplementary or additional terns aid conditions annexed hereto of incorfamrated herein byreference. Any additional of 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 performance must be effected within the time stated on the purchase order and the documents attached hereto. No acts ofthe Purchasers including. without limitation, acceptance ofpartial late deliveries, shall operate ns a waiver ofthis provision. ]it 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 dannages. However, the Seller shall not be liable fur daniages as a result of delays due in causes not reasonably foreseeable which ate beyond its reasonable control and without its fhuht ofnegligence, 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 tinie when the Seller first received knowledge thereof In the event of any such delay, the date of delivery 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 perfonned with the highest degree of care and competence in accordance with accepted standards for work ofa similar nature. The Seller agrees to hold the purchaser harmless fiom any loss. damage or expense which the Purchaser nnay suffer or incur on account ofthe Sellers breach of wannnty. The Seller shall replace, repair urn make good. without cost to the Purchaser. any defects or faults wising within one( 1) year of within such longer period oft inic as naay be prescribed by law or by the terns of any applicable warranty provided by the Seller after the date of acceptance of the goods furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work clone 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 terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terns. other than legal term, including additions to or deletions fromthe quantities originally ordered in the specifications m drawings, by verbal or ivritten change order. If any such change affects the amount due of the time of performance hereunder, an equiuhle 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 of the goods and/or work, for incidental or consequential damages. and that no such adjusrment be made in favor ofthe Seller with respect to any goods which are the Sellers standard stock. No such termination shall relieve the Purchaser o 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 form the date the change of 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. The Seller agrees to indemnify and hold the Purchaser harmless from all costs and damages suffered by the Purchaser as it result ofthe Sellers failure to comply with such Irv. 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 15ofAiticle XXVIII are hereby incorporated into this [Agreenment). 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 of Section 17(2) of Article XXVIII, then the [Contractor) agrees it shall be ineligible to hold any sole source government contact, or public employment with the state of Colorado or any of its political subdivisions, tinthree 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 ofthe other pity. 10. TITLE. The Sellerwariants fill, clear and unrestricted title to the Purchaser fix all equipment materials, and items fiimished in pet fornance of this agreement, tree and clear of any and all liens, restrictions, reservations. security interest encumbrances and claims of others. I I. NONWAIVER, Prilure of the Purchaser to insist upon strict performance of the teens and conditions hereof, failure or delay to exercise any rights or remedies provided herein of bylaw, failure to promptly notify the Seller in the event ofa breach, the acceptance ufoi payment lot goods hereunder of approval ofthe design, shall not release the Seller ofany of the warranties or obligations of this purchase order and shall not be deemed a waiver of any right ofthe purchaser to insist upon s lict performance hereof of airy of its rights or remedies as to any such goods, regardless of when shipped. received or accepted, as to any prior urn subsequent default hereunder, not shall any purported oml modification or rescission of this purchase order by the Purchaser operate as a waiver of any ofthe term hereof. 12. ASSIGNMENT OF ANTITRUST CLAIMS. Seller and the Purchaser recognize that in actual economic practice, overcharges resulting fiom antitrust violations aye in lint 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 claim it may now have or hereafter acquired under federal or state antitrust laws for such overcharges relating to the particular goods of 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 m defective goods by a date to be agreed upon by the Purchaser and the Seller, and the Seller thereafter indicates its inabilityor unwillingness to comply. the Purchaser may cause the work to be perforated 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 fYonn all liabilityand claims ofany nature resulting lions the performance of such work. This release shall apply even in the event of fault of negligence ofthe parry released and shall extend to the directors. officers and employees ofsuch party. 'file Seller's contactual obligations, including waranty, shall not be decnned to be reduced, in any way, because such work is pet fonned 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 for infingement by reason of the use of such patented design, device, material m process in connection with the conti act. and shall indemnify the Purchaser for any cost, expense or damage which it may be obliged to pay by reason of such infringement at any time during the prosecution On after the completion ofthe work. In case said equipment. of any pat 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 of pans, replace the sonic with substantiallyequal but non-infi'inging equipment, or modify it so it becomes nun -infringing. 15, INSOLVENCY. I f the Seller shall become insolvent or bankrupt make an assignment for the benefit ofa editors, appoint a receiver or trustee for :try ofthe Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The 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 fullowing 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 Sellei's own risk until the same is fully completed and accepted, and shall, in case of any accident, destruction of injury to the work and/or naterials before Seller's final completion and acceptance, oniplete the work at Seller's omen 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 sate at the site and become responsible therefor as though such materials and/or equipment were being furnished by the Seller under the ordn-. I8. INSURANCE. The Sellershall, ;it his own expense, provide fur the payment ofworkeis compensation, includingoccupational disease benefits, to its enmployees 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 cant' comprehensive general liability including. but not limited to, contractual and automobile public liability insn'ancewith bodily injury and death limits orat least $300,000 for any one person, $500.000 f x 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. Betbie any ofthe Sellers of his contactors employees shall do any work upon [lie premises of others. the Seller shall furnish the Purchaser with a certificate that such compensation and insurance hive been provided. Such certificates shall specify the date when such compensation and insurance have !teen provided. Such ceitificues 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. 'rile Seller hereby assumes the entire responsibility and liability fm' any and all damage, loss or injury orally kind or nature whatsoever to persons or property caused by of resulting font 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 enmployees fiom and against any and all clainm, losses, daniages, charges or expenses. whether direct or indirect, and whether to persons or propeny to which the Purchaser nmay be put of subject by reason of any act, action, neglect, omission or default on the pat ofthe Seller, any of his contractors, or any of the Sellers or contactors officers, agents or employees. In case any suit or other proceedings shall be brought against the Purchaser. or its officers. agents or employees at am timme on necount of by reason of any act, action, neglect omission of default ofthe Seller of any of his contractors or any of its of their officers, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the sane at the Sellers own expense, to pay any and all costs. charges, attorneys fees and other expenses. any and all judgements that niay be 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 m other lien he placed upon of obtained against the propeny o f the Purchaser, or said parties in or as a result of such suits of other proceedings, the Seller will at once cause the sanne 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 necessity 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 0411009