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HomeMy WebLinkAbout113275 ALLER-LINGLE-MASSEY ARCHITECTS PC - PURCHASE ORDER - 9954699 (2)Date: 12/10/2009 City of /,.fit Collins Page Number: 1 Purchase Order Number: 9954699 Delivery Date: 8/3/2009 Buyer: STEPHEN, JOHN Purchase Order number must appear on invoices, packing lists, labels, bills of lading, and all correspondence. Note: Line Qty/Units Description Extended Price 2 1 LOT Change Order 1 725 E Vine City of Fort CqXinf Director of Purchasing and Risk Management This order is nNolhalid over $5000 unless signed by James B. O'Neill 11, 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 5,100.00 Total $5,100.00 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 Foil Collins is exempt fool state ad local taxes. Our Esennlnion 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 Fort Collins inspection on at riva Final Acceptance. Receipt ofthe 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 than FINAL ACCEPTANCE is dependent upon completion of all applicable required inspection procedures. Freight Terns. Shipments must be F.O.B., City of Foil Collins. 700 Wood St.. For Collins, CO 80522. unless otherwise specified on this order. Ifpeimission is given to prepay freight and charge sepa tatc]y, the or freight bill must accompany invoice. Additional charges for packing will not be accepted. Shipment Distance. Where manufacturers have distributing points in various parts of the country. shipment is expected It the newest distribution point to destination, and excess IT eight will be deducted f ion, I nvoice when shipnncnts are made from greater distance. Permits. Seller shall procure at sellers sole cost all necessary permits. cell ificues and licenses required by all applicable laws, regulations. ordinances and rules of the state, municipality, ten inn 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 Fort Collins harmless Gout and against all liability and loss insured bythem 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 fact, bona tide and possess full and complete authority to bind said patties. LIMITATION OFTERMS. This Purchase Order expressly limits acceptance to the terns and conditions stated herein set forh and any supplementary or additional terms and conditions annexed hereto or incogxxmedherein byrefa-ence. 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 stake complete shipment to alive on vow' promised delivery date as noted. Time is of the essence. Delivery and perfimnance must be effected within the time 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 m a waiver of this provision. bn the event ofanydelay. the Purchaser shall have, in addition to other legal and equitable remedies. the option of placing this or 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 ofnegligence. such acts of God, acts of civil or military authorities, governmental priorities, fires, strikes, flood. epidemics. wars 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 of deliveryshall be extended for the period equal to the time actually lost by reason of the delay. 3. WARRANTY, The Seller Warants 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 fix the purposes intended, and perforated 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 fi�om any loss, damage or expense Which the Purchaser nnav suffer Or incur on account of the Sellers breach of wmnanty. The Seller shall replace, repair or make good. Without cost to the purchaser, any defects or faults arising Within one( I) year or Within such longer period of time as mray be prescribed by law or by the tents 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 done or materials furnished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver of anv 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 for tvaranties or guarantees. but such liability shall in no event include loss of profits or loss of use. NO IMPLIED WARRANT)' OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser nuay stake changes to legal terns by written change Lind . 5. CHANGES IN COMMERCIAL TERMS. The Purchaser stay make any changes to the teens. other than legal tents, includine additions tool deletions from the quantities originally ordered in the specifications or drawings. by verbal or written change order. If any such change affects the amount due or the time of performance hereunder, tar equitable adjustment shall be made. 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 panics as to any work or materials then in progress provided that the Purchaser shall not be liable for mty clains for anticipated profits on the uncompleted portion of the goods and/or; Work, for incidental or consequential damages, and that no such adjustment be nvutie in favor ofthe Sellcr 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) days front the date the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller wan -ants that all goods sold hereunder shall have been produced, sold delivered and furnished in su'ict compliance with all applicable laws and regulations to which the goods ;tie 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 inemporatedin agreements of this character are hereby incorporated herein by this reference. The Seller aerees to indemnify and hold the Purchaser harmless from all costs and damages Sliferretd 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 XXVIII ofthe Colorado Constitution ("Article XXVIII"), then the pnivisions of Section 15 ofAnicle XXVII I are hereby incorporated into this [Agreement]. In such a case, if the [Connactorl or any other person Who is a "contract holder" as defined in Section 2(4.5) of Article XXV III intentionally violates Section 15 or Section 17(2) of Article XXVIII, then the [Contractor] agrees it shall be ineligible to ]told any sole source government contract. or public employment With the state of Colorado orally 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 of the other party. 'file Seller urmrants fill, clear and unrestricted title to the Purchaser for all equipment. materials, and items furnishedin perfintnaunce of this agreement. Gee and clear of any and all liens. restrictions, reservations, security interest encumbrances and claims of others. 11. NONWAIVER. Failure of the Purchaser to insist upon strict performance of the terns and conditions hereof, failure or delay to exercise any rights or remedies provided herein or bylaw. 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 u'attanties or obligations of this purchase order and shall not be deemed a waiver of any right of the purchaser to insist ❑poll strict pel lorniance hereof or any of its tights or remedies as to any such goods, regardless of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purported oral modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the tents hereof. 12. ASSIGNMENT OF ANTITRUST CLAIMS. Seller and the Purchaser recognize that in actual economic practice, overcharges resulting Hour antitrust violations are in fret borne by the Iurchaser. Theretofore. forgood cause and as consideration ti r executing this purchaseorder, the Seller hereby assigns to the Purchaser awry and all claims it may now have or hereafter acquired under federal or state antin'ust I3wS COT such overcharges relating to the particular goods or services purchased or acquired by the Purchaser plasuant to this purchase order. 13. PURC'IIASERS 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 Seller. and the Seller thereafter indicates its inabilityor unwillingness to comply, the Purchaser may cause the work to bc• performed by due 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 ofany tier front all liability and claims ofany nature resulting from the perfor lance ofsuch work. This release shall apply even in the event of fault of negligence of the party released and shall extend to the director's, officers and employees ofsuch party. The Seller's contractual obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is per LOT fined or caused to be per 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. tire Seller shall indemnify and save hatmless the Purchaser front any and all claims for infiingement by reason of the use ofsuch patented design, device, material or process in connection with the contract, and shall indemnifythe Purchaser for any cost. expense or daunage which it may be obliged to pay by reason of such infringement at anytime during the prosecution or nlier the completion of the work. In case said equipment. or any putt thereofor the intended use of the goods, is in such suit held to constitute infiingentent and the use ofsaid equipment or pail 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 nun -infringing equipment, or modify it so it becomes non -infringing. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt make tan assignment for the benefit ofcreditors, appoint a receiver or trustee fix ally of the Sellers property or business. this or may forthwith be canceled by the Purchaser without liabilil" 10. GOVERNING LAW. The definitions of terns used or the interpretation of the agreement and the rights ofall patties 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 Representutive(s), on the premises of othets. 17. SELLERS RESPONSIBILITY. 'fhe Sellcr shall entry 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, plc -he work art Sellcr's otvn expense and to the satisfaction of the Purchaser. When materials and equipment are finished by othets tort installation or erection by the Seller, the Seller shall receive unload, store and handle same at the site and beanmc responsible therefor as though such materials and/or equipment were being furnished bythe Seller under lire order. IS. INSURANCE. 'file Seller shall, et his Oa•n expense, provide for the payment of workers compensation, including occupational disease henefits, 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 tally comprehensive general liability including, but not limited to. contractual and automobile public liability insurancewith bodily injury and death limits ofla least $300,000 for any one person. $500,000 for any one accident and property damage limit per accident of $4t10,000. 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 ofothers, 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 alter 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 m persons or property caused by or resulting from the execution of the work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold haniless the Purchaser and any oral) 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 propene to which the Purchaser pray be put or subject by reason of any act action, neglect, omission or default on the part of the Seller, any of his contractors, or any of the Sellers or contractors officers. agents or employees. Incase 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 a ny act action, neglect. omission or default of the Seller of any of his connectors or any of its or their officers. agents or employees as aforesaid, the Seller hereby aerees 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. any and alljudgntents that may be incurred by or obtainedagainst the Purchser 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, orsaid parties in orm aresult Of such suits or other proceedings. the Seller will at once cause the saute to be dissolved and discharged by giving bond or othervist•.'Ihe Sellcr and his contractors shall take all safety precautions, furnish and install all guards necessary fin' the prevention (it' 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 04/2001t