HomeMy WebLinkAbout432739 ODELLS BREWING - PURCHASE ORDER - 9957375Date: 12/10/2009
City o
F6rtC'ollins
Page Number: 1
Purchase Order Number: 9957375
Delivery Date: 12/9/2009 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 25,000.00
PAVERS INSTALLATION REFUND
PAVER INSTALLATION REFUND
Total $25,000.00
Invoice Address:
City of Fort CojlflinDirector of Purchasing and Risk Management City of Fort Collins
This order is 4qValid 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
1. COMMERCIAL DETAILS.
Tax exemptions. By statute the City of Fort Collins is exempt from sere and local taxes. Our Exemption Nnmbet is
98-04502. Federal Excise Tax Exemption Certificate of Registry 84-600f1587 is registered with the Collector of
Internal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1073, Chapter 39-26, 1 14 (a).
Goods Rejected. GOODS REJECTED due to failure to Inert spceiticmions, 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 leCCipl of written
instructions fiom the City of Fort Collins.
Inspection. GOODS are subject to the City of Fort Collins inspection on arrival.
Final Acceptance. Receipt ofthe merchandise, services or equipment in respnnsr to this order can result in authorized
payment on the pan of die City of Fort Collins. However. it is to be undCst od that FINAL ACCEPTANCE is
dependent upon completion of all applicable required inspection procedures.
Freight Tents. Shipments must be F.0.13., City of Fort Collins, 700 Wood St_ Fort Collins. CO 90522, unless
otherwise specified on this order. If permission is given to prepay ficight and charge separately, the original Ihight bill
must accompany invoice. Additional Charges for packing will not be accepted.
Shipment Distance. Where manufacturers have distributing points in various parts of the counnn%shipnurn is expected
from the nearest distribution point to destination, and excess freight will be deducted limn Invoice when shipments are
made ftom greater distance.
Permi Is. 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, territory or political subdivision where• the work is
perforated, or required by any other duly constituted public authority having jurisdiction over the work of vendor.
Seller father agrees to hold the City of For Collins harmless from and against all liability and loss incurred by them by
I eason of an asserted or established violation of any such laws, regulations. ordinances, rides 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 smied herein
set forth and any supplementary or additional terms and conditions annexed hereto or incorporated herein by reference.
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 in arrive on your
promised deliverydate as noted. Time is ofthe essence. Delivery and pertlxmmocc must be effected within the tittle
stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, tvithout
limitation, acceptance of partial late deliveries, shall operate as a waiver of this provision. In the event ofany delay, 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 tit damages as a result of delays due to
causes not reasonably foreseeable which are beyond its reasonable control and without its fault OflIc0igenee. such acts
of God, acts of civil or military authorities, governmental priorities. lines, strikes. flood, epidemics. wars or it
provided that notice ofthe conditions causing such delay is given to the Purchaser within live (5) days of the time
when the Seller first received knowledge thereof hh the event ofany such delay, the date ofdeliveryshall beextended
for the period equal to the time actually lost by reason ofthe belay.
3.WARRANTY.
The Seller warrants that all goods, articles• materials and work covered by this order will conform with applicable
drawings, specifications, sannples and/or other descriptions given, will be fit for the purposes intended• and pei haoxd
with the highest degree of care and competence in accordance with accepted standards for work of a sinlila r nature.
The Seller agrees to hold the purchaser harntless frontally loss. damage or expense which the Purchaser stay suffer or
incur on account ofthe Sellers breach of warranty. The Seller shall replace. repair or stake good. without cost to the
purchaser -any defects or faults arising within one (I) year or within such longer period of time as nay be prescribed by
law or by the terns of any applicable wananty provided by the Seller after the date of acceptance ol'tile roods
furnished hereunder (acceptance not to be unreasonably delayed), resultine lionh impertect or defective work bone or
materials tarnished 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 hc'etmder shall
extend to all damages proximately caused by the breach of any ofthe lorcuoine, Warranties or guarantees, but such
liability shall in no event include loss of profits or loss of use. NO IMPLIED WARRAN1Y 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 order.
5. CHANGES IN COMMERCIAL TERMS.
The Purchaser mayntake anychanges to the temps. other than legal terns, including additions to or deletions frontthe
quantities originally ordered in the specifications or drawings, by verbal or written change order. If arty such change
affects the amount due m the time of performance hereunder, an equitable adjustment shall be matte.
6. TERMINATIONS.
The Purchaser may at anytime by written change order, terminate this agrcennent 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 clains for anticipated prottis on the uncompleted portion ofthe
goods and/or work. for incidental or consequential damages. and that no such adjustment be male in fhvor of the Scller
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) clays front the slate 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 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 a rredt ofthe
Sellers failure to comply with such law.
Hand only to the extent this [Agreement] constitutes a "sole source govcnntent contact" within the meaning of
Article XXVIII ofthe Colorado Constitution ("Article XXVIII"), then the provisions of -Section 15 ofArticle XXVIII
are hereby incorporated into this [Agreement]. In such a case, if the [C'ontracton] or any other person who is a
"contract holder" as defined in Section 2(4.5) ofArtiche 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 govenmtent contract. or
public employment with the state of Colorado or any of its political subdivisions, fix three years.
9. ASSIGNMENT.
Neither party shall assign. transfer. or convey this order, or any monies clue or to beconte due hereunder without the
prior written consent ofthe other party.
RUM
The Seller ttarrants till, clew :and unrestricted title to the Purchaser fix all equipment. materials, and items ftunished in
pettinmance of this ❑meentent. tree and clear of any and all liens, restrictions, reservations, security interest
encumbrances :uul claims of others.
11, NONWAIVER.
Failure of the Putchaset' to insist upon strict performance of the terns anti conditions hereof. failure or delay to
exercise anv rights or remedies provided herein or by Inv. 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 on obligations of this purchase order and shall not be deemed a waiver of any right ofthe purchaser to insist
upon strict pertonnance 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 defn It hereunder, nor 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 01: ANTITRUST CLAIMS.
SCIICr and the Purchaser recognize that in actual economic practice, overcharges resulting from antitrust violations are
in fact bonne by the Purchaser. Theretotixe, fair good cause and as consideration for executing this purchrseorder, the
Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter acquired under federal or state
antitrust laws tot such overcharges relating to the particular goods or services purchased or acquned by the Purchaser
pursuant m this purchase Order.
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
If due I'urchaser 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 or unwillingness to comply, the Purchaser nnay
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 Sellcr shall release the Purchaser and its contractors of arty tier front all liability and claims ofany nature resulting
front the perfin'mance of such 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 party.
The Seller's Cnntacwal obligations, including ,vananty, shall not be deemed to be reduced, in any way, because such
work is pelf crated or caused to be perfxnnned by the Purchuser.
14. PA TENTS.
Whenever the Seller is required to use any design, device, notetial or process covered by letter% patent, trademark or
copyright. the Seller shall inlenaity anti save ha niless the Purchaser front any and all claints fix itAingentent byreason
of the use ofsuch patented design. device. material or process in connection with the contract. and shall indemnify the
Purchnser tin' any cost, expense or damage which it may be obliged to pay by reason ofsuch infringement at Illy time
during the prosecution of after the completion ofthe work_ IIIcase said equipment. or anypart thereofor the intended
use of the goods, is in such suit held to constitute infilingentent and the use of said equipment or pan is enjoined, the
Scller shalt.: t its own expense and at its option. either procure tot the Purchaser the right to continue using said
equipnhcm art pans, replace the saute with substantially equal but non -infringing equipment, or modify it so it becontes
non -infringing.
15, INSOLVENCY.
It the Sellcr shall become insolvent or bankrupt, nuke an assignment tot the henefrt ofcreditors, appoint a receiveror
trustee tinany ofthe Sellers properly or business, this order may forthwith lac canceled by the Purchaser without
liability.
16. GOVERNING LAW.
The definitions of tennis used or the inietpretation of the agreement and the rights of all parties hereunder shall Ire
construed under and governed by the laws ofthe State of Colorado. USA.
The iollowing Additional Conditions apply only in cases where the Sellcr is to perform work hereunder, including the
set' vices Ot Sellers Representative(s), on the premises of others.
17, SELLERS RESPONSIBILITY
'Ihe Scller shnll gamy ou said Work at Seller's own risk until the same is truly completed and accepted. and shall, in case
of any accident. destruction or injury to the work and/or materials beftne Seller's final completion and acceptance,
complete the work at Sellet's otvn expense ernd io the satisfaction ofthe Purchaser. When nuterials and equipment are
Punished by others for installation or erection by the Seller, the Seller shall receive, unload, store and handle same at
the site and Income responsible theref tr as though such ntatenials and/or equipment were being furnished by the Seller
under the order.
18. INSURANCE.
The Sellershall. at his own expense, provide for the payment ofworkers compensation, includingoccupational disease
benefits, to its employees employed on or in connection with the work eovc'ed by this purchase order, and/or to their
dependents in accordance with the laws ofthe 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 ;nd death limits of at least $300,000 for any one person, .$500.000 for any one accident and property
damage limit per accident of S400.000. The Seller shall likewise require his contractors. Tarty, to provide fx such
compensalion and insurance. Itetrac any of the Sellers or his contractors employees shall do any work upon the
premises of others, the Seller shall tartish the Purchuser 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.
10. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
'I het• Seller hereby assumes the entire responsibility and liability for any and all damage. loss or injury of any kind or
nature tvhalsoevet to persons or property caused by m resulting fivm the execution ofthe work provided for in this
purchase order or in connection herewith. The Seller will indennnily and hold harmless the Purchaser and any orall of
the Purchasers offices. agents and employees fiom and against any and all clains, losses. damages. 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 pan ofthe Seller. any ofhis contractors, orany ofthe
Seller or contractors officers, agents or employees. In case any suit m other proceedings shall be brought against the
Punchasen, on its officers. agents or employees at tray tine on account or by reason of any act, action, neglect, omission
or default of the Scller of any of his contractors or any of its m their oflicers, 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 ad other expenses, any anti alljudgments that may be incurred by or obtained against
the Purchaser on any of its of 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
ofsuch suits or other proceedings. the Seller will at once cause the same to be dissolved and discharged by giving bond
tar 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/_1009