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HomeMy WebLinkAbout102136 KORBY LANDSCAPE LLC - PURCHASE ORDER - 9957550Date: 12/17/2009 City of F6rt Collins Page Number: 1 Purchase Order Number: 9957550 Delivery Date: 12/17/2009 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 OTHER PROPERTY SERVICES 21955 5,554.00 Total $5,554.00 Invoice Address: City of Fort CgWiny Director of Purchasing and Risk Management City of Fort Collins This order is ftValid 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 For Collins is exempt from 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 Internal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1073, Chapter 39-20, 114 (a). Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped o, 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 arrival. Final Acceptance. Receipt ofthe merchandise, services o equipment in response to this order can result in authorized payment on the pan ofthe 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 Foil Collins, 700 Wood St., Foil Collins, CO 80522, unless otherwise specified on this order. If pennission is given to prepay freight and charge separately, the original fi eight bill must accompany invoice. Additional charges for packing will not be accepicd. Shipment Distance. Where manufacturers have distributing points in various parts Oft Ile cmmuy, shipnten is expected from the nearest distribution point to destination, and excess freight will be deducted troll) Invoice When shipments are made from greater distance. Permits. Seller shall procure at sellers sole cost all necessary permits, cenificates and licenses required byall applicable laws, regulations. ordinances and rules ofthe state, numicipality. territory in political subdivision where the work is performed, or required by any other duly constituted public autho ity having jurisdiction over the work ol'vendor. Seller further agrees to hold the City of Fort Collins harmless from and against all liability and loss incurred by them by reason ofan 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 tact, bona fide and possess full and complete authority to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terns and conditions sated herein set forth and any supplementary or additional terms and conditions annexed hereto or incorporated herein byrel'ereice. Any additional or 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 lime stated on the purchase order and the documents attached hereto. No acts ofthe Purchasers including, without limitation, acceptance ofpatial late deliveries, shall operate as a waiver ofthis provision. In the event ofauydelay. 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 lit damages as a result of delays clue 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, govemmenal priorities. fires, strikes, flood, epidemics, was 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 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 lot the purposes intended, and pet finned 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 four any loss, dannage or expense which the Purchaser may suf err or incur on account ofthe Sellers breach of waitanty. 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 wry be prescritxd by law or by the terms of any applicable warranty provided by the Seller afie' the date of acceptance of the goods furnished hereunder(acceptance not to be unreasonably delayed). resulting from imperfect m defective wink 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 vvanauies or guarantees. but such liability shall in no event include loss of profits m 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 nuke any changes to the terms, other than legal terns, including additions to m deletions front rile quantities originally ordered in the specifications or drawings, by verbal or written change order. [fully 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 n) any or all portions oftlte goods then not shipped, subject to any equitable adjustment between the parties as to any wok or materials their in progress provided that the Purchaser shall not be liable totally claims fin' anticipated profits on the uncompleted portion ol'the goods and/or work, for incidental or consequential damages, and that no such adjusunen[ be made in fait, ufthe Seller with respect to any goods which are the Sellers standard stock. No such te-min:uion 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 termination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been produced, sold, delivered and fwnished 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 sufei ed 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 XXV III ofthe Colorado Constitution ("Article XXV II I"), then the provisions of Section 15 of Article XXV I I 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 XXVI11 intentionally violates Section 15 or Section 17(2) of Article XXVI11, then the [Contractor] agrees it shall be ineligible to hold any sole source govenurtent contract, or public employment with the state of Colorado m any of its political subdivisions. fix three 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 party. 10. TITLE-. The Seller vranants full, clear and unrestricted title to [he Purchaser far all equipment. materials, and items furnished in performance of this agreement. fee and clear of any and all ]iens, restrictions, reservations, security interest encumbrances and claims of others. 11. NONWAIVFR. Failure ofthe Purchaer to insist upon strict performance of the terns 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 ofor payment for goods hereunder or approval ofthe design, shall not release the Seller of any ofthe wammlties m obligations of this purchase order and shall not be deenxd a waiver of ny right of the purchaser to insist upon strict perf mnance hereof m any of its rights or remedies as to any such goods, regardless of when shipped, received ur accepted, as to any prior m 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 OI' ANTITRUST CLAIMS. Seller and the Purchaser recognize that in actual economic practice, overcharges resulting from antitrust violations ae In tact lx rue by the Purchaser. Theretofore, fix good cause and as consideration fill executing this purchaseorder, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter acquired under federal or state antitrust Ino-s for such uve,chages relating to the paticular goods m 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 nonconfunning o' 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 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 ofa y tier front all liability and claims ofany nature resulting front the Pei f xmmnce of such work. This release shall apply even in the event of fault ofnegligence ofthe party released and shall extend to the directors, officers and employees of such party. The Seller's contractual obligations. including warranty, shall not be deemed to be reduced. in any way, because such work is pertimned ur caused to be performed by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device, naterial or process covered by letter. patent, trademark or copyright, the Seller shall indemnify and save harmless the Purchaser front any and all claims for infiingernent by reason ofthe use tfsuch patented design, device, material or process in connection with the contract, and shall indemnify the Purchaser 101:ny cost, expense m damage which it may be obliged to pay by reason of such infringement at any time donne the prosecution m otter the completion ofthe woi k. ht case said equipment, or any part thereofm the intended use of the goods, is in such suit held to constitute infringement and [he use of said equipment or pan 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 m pars, replace the same with substantially equal but non-infi inging equipment, or modify it so it Ixcontes non -infringing. 15. INSOLVENCY. If the Seller shall beconne insolvent m bankrupt.make an assignment for the benefit of creditors, appoint a receiver or trustee for airy ofthe Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The defiunions of terms used or the interpretation ofthe agreement and the rights of all parties hereunder shall be construed under: I governed by the laws ofthe State of Colorado. USA. 'file following Additional Conditions apply only in cases where the Seller is to pefonn work hereunder, including the services of Sellers Representative(s), on the premises of others. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Seller's own 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. \Viler ncuerials anti equipment are fwnished by other fit installation or erection by the Seller. the Seller shall receive, unload, store and handle same at the site and become responsible therefix 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 paynnent of workers compensation. including occupational disease benefits. ro its ennployees 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 carry connprehensive general liability including. but not limited to. contractual and automobile public liability insurance with bodily injury and dealt, limits of at least $300,000 for any one person. $500.000 for any one accident and property dannage limit per acciden of .$400.000, The Seller shall likewise require his contractor's, if any, to provide for such compensation and insurance. Before any of [he Sellers or his contractors employees shall do any work upon the premises )(*others. the Seller shall furnish the Purchser with a certificate thm such compensation and insurance I—c been provided. Such certificates shall specify the date when such compensation and insurance have been provided. Such cenificates 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 darage, loss or injury of any kind or nature whatsoever to persons or property caused by m 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 from 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 beput or subject by reason ofany act. action, neglect, omission or default on the pat ofthe Seller, any of his contractors, or any ofthe Sellers or contractors officers, agents or employees. In case:ny 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 default ofthe Seller of any of his contractors m 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 the Sellers own expense. to pay any and all costs. charges. ;attorneys fees and other expenses, any and alljudgments that nuy 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 or other lien be placed upon or obtained against the property of the Purchaser, or said parties in or as a result ofsuclr suits m oche 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 safetyprecautions, furnish and install all guads necessaryfar the prevention of accidents, comply With all laws and regulations With regard to safety including, but without linlitatiun, the Occupational Sat'ety and (health Act of 1970 and all rules and regulations issued pursuant thereto. Revised 04/2001)