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HomeMy WebLinkAbout264533 NAZTEC INC - PURCHASE ORDER - 9265 (2)City of F�6rt Collins Page Number: 1 Date: 12/9/2009 Annual Purchase Order Number 9265 Delivery Date: 1/6/2009 Buyer: STEPHEN, JOHN Purchase Order number must appear on invoices, packing lists, labels, bills of lading, and all correspondence. Note: THIS PURCHASE ORDER IS FOR THE PROCUREMENT OF GOODS AND/OR SERVICES, AS NEEDED DURING THE CURRENT CALENDAR YEAR. DOLLAR AMOUNTS SPECIFIED ARE ESTIMATES AND NOT A PROMISE TO PURCHASE ANY MINIMUM AMOUNT OF SUCH GOODS AND/OR SERVICES. Line Qty/Units Description Extended Price 2 1 LOT 6,000.00 Controller Supplies addendum Total $6,000.00 Invoice Address: City of Fort CqFinjll Director of Purchasing and Risk Management City of Fort Collins This order is ftValicl 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 Fort Collins is exempt Gum state and local taxes. Our Exemption Number is 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-60005S7 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 finilure to meet specifications. either when shipped or (file 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 Foil Collins. Inspection. GOODS are subject to the City of Fort Collins inspection on aniva Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can result in authorized payment on the pail of the City of Foil Collins. However, it is to be understood that FINAL ACCEPTANCE is dependent upon completion of all applicable required inspection procedures. Freight Tents. Shipments Must be F.O.B., City of Foil Collins, 700 Wood St., Foil Collins, CO g0522. unless otherwise specified on this order. Ifpenuission 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 of the county, shipment is eNtecil,d from the nearest distribution point to destination. and excess freight will be de(lucled 11'0111 Invoice when shine—ts:u'c nnade from greater distance. Permits- Seller shnll procure at sellers sole cost all necessary permits. certificates and licenses required by;dl applicable laws, regulations, ordinances and rules of the state, municipality, territory m 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 from and against all liability and loss incurred by therm by reason of an asserted or established violation of any such Imvs, regulations. ordinances, rules and requirements. Authorization. All parties to this contract agree that the representatives are, in fact, b(ma fide and possess fill and complete authority to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the tents and conditions stated herein set forth and any supplementay m additional terms and conditions annexed hereto in incorporated herein by reference. 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 nuke complete shipment to arrive on your promised delivery date m noted. Time is of the essence. Deliveryand performance 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 ofpatial late deliveries, shall operate as a waiver of this provision. In the event ofanydelny. 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 m causes not reasonably foreseeable which are beyond its reasonable control and without its fault ofnegligegce, 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 ofany such delay. the date of del ivery 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 coulixnn with applicable drawings, specifications, samples and/or other descriptions given. will be fit for the purposes intended, and performed with the highest degree of cue and competence in accordance with accepted standards for work ofa similar nature. The Seller agrees to hold the purchaser harmless from any loss. damage or expense which the Purchaser may sutler or incur on account of the Sellers breach of war only. The Seller shall replace. repair or stake good. without cost to the purchaser, any defects rfaults arising within one( 1) year or within such longer period of time m nay beprescribed by law or by the tenors 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 lion imperfect or defective work done or materials furnished by the Seller. Acceptance m use of goods by the Purchaser shall not constitute.1 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 of the fixegoing warranties or guarantees. but such liability shall in no event include loss of profits or loss ill use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SIIALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may hake changes to legal terns by written change onfei. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terns, other than legal terns, including additions to or deletions from the quantities originally ordered in the specifications or drawings, by verbal or written change order. I f any such change affects the amount due or the time of perfonttance hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser nay 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 m materials then in progress provided that the Purchaser shall not be liable for any claims for anticipated profits on tine uncompleted portion of the goods and/or work, for incidental or consequential damages, and that no such adjustment be wide in favor ofthe Seller with respect to any goods which are the Sellers standard stock. No such termination shall relieve the Purchaser m 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. S. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been produced, soli delivered in(] furnished in strict compliance with all applicable laws and regulations to which the goods are subject. The Seller shall execute and deliver such documents m 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 hattnless f om all costs and damages suffered by the Purchaser as it 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 XX V I I I of the Colorado Constitution ("Article XX V I I I"). then the provisions of Sect ion 15 of Article XX V 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 XXV I II intentionally violates Section 15 in 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, tansfer. or coney this order, or any monies due or to becone due hereunder without the prior written consent of the other party- 10. TITI-L. The Scller wvariants lull, clewand unrestricted title to the Purchaser for all equipment, materials, and items furnished in per lot finance of this agreement. fiee and clear of any and all liens, restrictions, reservations, security interest encumbrances and claims of others. 1I. 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 ofa breach. the acceptance of or payment for goods hereunder or approval of the design. shall not release the Seller of any of the warranties or obligations of this purchase order and shall not be deemed a waiver of any right of the purchaser to insist upon strict performance hereof m 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, 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 zinc] the Purchaser recognize that in actual economic practice. overcharges resulting from antitrust violations are in tact borne by the Purchaser. Theretofore, for good cause and as consideration fix 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 fix such overcharges relating to the particular goods or services purchased or acquired by the Purchaser pursuatM to this purchase order. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. It 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 theteafier 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 ofany tier from all liability and elifi s of any nature resulting horn the performance of such work. This release shall apply even in the event of fault of negligence of the party released and shall extend to the directors. officers and employees of such pony. The Seller's conMnetual obligations, including warranty, shall not be deemed to be reduced, in anyway, because such work is pertiuttned 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, utrndenark or copyright, the Seller shall indemnify and save harmless the Purchaser frontally and all chains for int ingentent by reason of the use of such patented design, device, material orprocess in connection with the contract, and shall indennify 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 m after the completion of the work. In case said equipment, or any pat thereofor the intended use of die goods, is in such suit held to constitute infringement and the use of said equipment m 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 substwvially equal but non -infringing equipment, m modify it so it becomes ntln-in -ingin L'. 15. INSOLVENCY. If the Sellershall become insolvent or bankrupt, Make rat assignment for the benefit ofereditors, appoint a receiveror trustee fur any of the Sellers property or business, this mder may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW, The definitions of tents used or the interpretation of the agreement and the lights of all parties hereunder shall be constnned under and governed by the Imes of the State of Colorado. USA. The Billowing Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Represeniative(s). on the premises of others. IT SELLERS RESPONSIBILITY. The Scller shall canyon 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, complete the work nt Seller's otvn expense and to the satisfxtion of the Purchaser. \Vhen nnaterinls and equipment are furnished by others for installation or erection by the Seller, the Seller shall receive. unload. store and handle same at the site a beconne responsible theretir as though such materials and/or equipment were being furnished by the Seller under the order. I8. INSURANCE. The Seller shall, at his own expense. provide for the payment ofworkers 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 lawns of the state in which the wvork is to be dame. The Seller shall also cant' connprehensive general liability including, but not limited to, contactual and automobile public liabilityinsut'ancewith 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 $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 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 ail 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 m injury of any kind or nature whatsoever to persons m property caused by or resulting from the execution of the work provided for in this purchase oiler or in connection herewith. The Seller will indenaidy and hold hi nmless the Purchaser and any or all of the Pn'ehaSer'S officers. agents and employees from and against any :and all clains, losses. damages, charges m expenses. whether direct or indirect. and whether to persons or property to which the Purchaser maybe put or subject by reason of :inv act. action. neglect. omission or default on the pan of the Seller. any of his contractors, or any of the Sellers or conractors officers. agents or employees. In case any suit or other proceedings shall bebrought against the Purchaser. or its officers, agents or' employees at any time on account mr by reason of any act, action, neglect, onmission or default of the Seller of any of his contractors or any of its or their officers, agents or employees as aforesaid, till, Seller hereby agrees to assume the defense thereof and to defend the same at the Sellers own expense. to pay any and all costs. chnrees, attorneys fees and other expenses, any and alljudgments that may 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 o f the Purchaser, or said parties in or as a result of such snits or other proceedings, the Seller will at once cause the sanme to be dissolved and discharged by gwung 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 limitation. the Occupational Safety and Health Act of 1970 and all rules and regulations issued pursuant thereto. Revised 04/2009