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HomeMy WebLinkAbout102552 CSU CASHIERS OFFICE - PURCHASE ORDER - 9957439Date: 12/11/2009 City of FF,6,-rt„Collins Page Number: 1 Purchase Order Number: 9957439 Delivery Date: 12/11/2009 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 2,995.00 Project Mngmt Course 67736 2 1 LOT 2,995.00 Project Mngmt Course 67735 Total $5,990.00 Qn,� Invoice Address: City of Fort CorTinoDirector of Purchasing and Risk Management City of Fort Collins This order is nNQlhalid 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 Foil 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 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 written instructions from the City of For Collins. Inspection. GOODS are subject to the City of For Collins inspection on arrival. Final Acceptance. Receipt ofthe merchandise, services or equipment in response to this order can result in authorized payment on the par 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 Tetras. Shipments must be F.O.B., City of Foil Collins, 700 Wood St., Foil Collins, CO 80522, unless otherwise specified on this order. Ifpertnission is given to prepay freight and charge separately, the original fieight bill must accompany invoice. Additional chin ges for packing will not be accepted. Shipment Distance. Where manufacturers have distributing points in various parts of the country. shipment is exlxcted from the nearest distribution point to destination, and excess freight will be deducted fi-om Invoice when shipments are made four 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 of the state, municipality, ten itory or political subdivision where the work is performed. or required by any other duly constituted public authority having jilt indiction over the work of vendor. Seller father agrees to hold the City of Fort Collins hmanless front and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulations, ot dinances. rules and requirements. Authorization. All parties to this contract agree that the representatives are, in fact. 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 stated herein set forth and any supplementary or additional terns and conditions annexed hereto or incorporated herein byreference. Any additional or different tents 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 perfonnance nnrst be effected within the time stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance ofpartiel pate deliveries, shall operate as a waiver ofthis provision. lathe 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 for damages as a result of delays due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault ofneglieence, such acts of God, acts of civil or military authorities, governmental priorities, fires, strikes. food, epidemics, wars or riots provided that notice ofthe conditions causing such delay is given to the Purchaser within five (5) days ofthe time 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 1-untried 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 sufer or incur on account ofthe Sellers breach of warranty. The Seller shall replace, repair or nuke good. without cost to the Purchaser, any defects or faults arising within one (1) year or within such longer period of time as ntny be prescribed by law or by the terms of any applicable warranty provided by the Seller after the date of acceptance of the goods famished hereunder (acceptance not to be unreasonably delayed), resulting Isom imperfect or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall not constitrne a waiver of any claim under this wammrty. 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 w•ammnties 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 tenor 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 or deletions li oinlhc quantities originally ordered in the specifications or drawings, by verbal or written change order. If any such change affects the amount due m the minx of perfonnance hereunder. an equitable adjustment shall be node. 6. TERMINATIONS. The Purchaser may at any time 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 pan ies 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 adjustment be made in fitvor ofthe Seller with respect to any goods which are the Sellers standard stock. No such tenninat ion shall relieve the Purchaser m the Seller of any of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim far adjustment must be asserted within thirty (30) days fi oat the date the chance 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 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 paws 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 firm all costs and damages suffered by the Purchaser as a result ofthe 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 Anicle XXVIII are hereby incorporated into this [Agreement]. fit such a case, if the [Contractor] or any other person who is a "contract holder" as defined in Section 2(4.5) ofAnicle 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, for three years. 9. ASSIGNMENT. Neither party shall assign, ttansfer, or convey this order, or any monies due or to become due hereunder without the prior written consent ofthe other party. Io. TITLE. The Seller wan ants fill, clew and unrestricted title to the Purchaser for all equipment, matei ials. and items fumished in performance of this agreement, fire and clear of any and all liens, restrictions, reservations, security interest encumbrances and clains of others. 11. NONWAIVER. Failure ofthe Purchaser to insist upon strict performance ofthe terns and conditions hereof, failure m delay to exercise any rights m 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 of the design. shall not release the Seller of any of the tvananties or obligations of this purchase order and shall not be deemed a woiverofamy right ofthe purchmerto insist upon strict performance 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, not shall any purported oral modification or rescission of this purchase order by the Purchaser operate as a waiver of any ofthe tents hereof. 12. ASSIGNMENT OF ANTITRUST CLAIMS. Seller and the Purchaser recognize that in actual economic practice, overcharges resulting front 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 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 comet nonconforming or 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 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 ofany tier front all liability and claims ofany nature resulting front the perfornrutce otsuch work. This release shall apply even in the event of fault of negligence ofthe party released and shall extend to the directors, officers and employees of such patty. The Seller's contractual obligations, including warranty, shall not be deemed to be 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, material or process covered by letter, patent, trademark or copyright, the Seller shall indemnify and save harmless the Purchaser firm any and all clains for infiingement by reason ofthe use of such patented design, device, material or process in connection with the contract, and shall indemnify the Purchaser for any cost, expense or damage which it may be obliged to pay by reason of such infiingenrent it any time during the prosecution or after the completion ofthe work. In case said equipment, or any pan thereof or the intended use ofthe goods, is in such suit held to constitute infringement and the 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 or parts, replace the same with substantially equal but non -infringing equipment, or modify it so it becomes nun -infringing. 15. INSOLVENCY. If the Seller shall become insolvent m bankrupt, make an assignment for the benefit ofcreditors, appoint a receiveror trustee lire any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 10. GOVERNING LAW. The definitions of terns used or the interpretation ofthe agreement and the rights of all parties hereunder shall be consulted under and governed by the laws ofthe State of Colorado, USA. 'File following Additional Conditions apply only in cases where the Seller is to perfornt work hereunder, including the services of Sellers Representative(s), on the premises of others. 17. SELLERS RESPONSIBILITY The Seller shall catty 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, ontplete the work at Seller's own expense and to the satisfaction ofthe Purchaser. When materials and equipment are fiunished 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 fitntished by the Seller under the order. 18. INSUKANCE. 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 of the state in which the work is to be done. The 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. 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 the entire responsibility and liability for any and all damage, loss or injury of any 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 indemnify and hold harmless the Purchaser and anyor 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 be put or subject by reason of any act, action, neglect, omission or default on the part of the Seller, any of his conrmctors, or any of the Sellers or contractors officers, agents or employees. In case anysuit or other proceedings shall be brought against the Purchaser• or its of iceis, agents or employees at any tinte on account or by reason of any act, action, neglect, omission or default ofthe Seller of any of his contractors or any of its or their oficers, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the sanme at the Sellers own expense, to pay any and all costs: charges, attorneys fees mud other expenses. any and alljudgments that maybe incurred by or obtainedagainst 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 ofthe Purchaser, or said parties in oras a result of such suits or other proceedings, the Seller will at once cause the same to lx 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 limilation. the Occupational Safety and Health Act of 1970 and all rules and regulations issued pursuant thereto. Revised 04/2009