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HomeMy WebLinkAbout140747 INSTITUTE FOR PARTICIPATORY MANAGEMENT - PURCHASE ORDER - 9957353Date: 12/9/2009 City of ort Collins Page Number: 1 Purchase Order Number: 9957353 Delivery Date: 12/9/2009 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 1 1 LOT SDIC Course Training PER INVOICE #2020a 2 1 LOT Conference and Travel Tuition fee Handbooks and materials Total City of Fort CollflinylDirector of Purchasing and Risk Management This order is ri�QValid over $5000 unless signed by James B. O'Neill II, 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 8,115.00 2,012.50 $10,127.50 Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Terms and Conditions 1. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt front state and local taxes. Our Exenmption Nunmber is 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered mrith the Collector of I ntemal Revenue. Denver. Colorado (Ref. Colorado Revised Statutes 1073. Chapter 30-26. 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 wriuen instructions from the City of Fort Collins. Inspection. GOODS ate subject to the City of Fort Collins inspection on ❑o v:d. Final Acceptance. Receipt ofthe merchandise, services or equipment in response to this order can result in author ized payment on the part 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 Tents. Shipments must be F.O.B., City of Fort Collins. 700 Wood St., Fort Collins. CO 80522, unless otherwise specified on this order. I f permission is given to prepay freight and charge separately, the original height bill must accompany invoice. Additional charges for packing will not be accepted. Shipment Distance. Where manufacturers have distributing points in vat ions pares of the country. shipment is expected from the nearest distribution point to destination, ;and excess Geight will be deducted lints Invoice• when shipments arc made front greater distance. Permits. Seller shall procure at sellers sole cost all necessary permits, cent iticmes and licenses required by Al applicable laws. regulations. ordinances and rules of the state, municipality. lei I itory or pill it ical subdivision where the work is performed, or required by any other duty constituted public authority having jurisdiction over the work of vendor. Seller liufher agrees to hold the City of Fort Collins harmless from and against all liability and loss incurred by thenhby reason of an asserted or established violation of any such laws, regulations, ordinances, rules and requiremtents. Authorization. All parties to this contract agree that the representatives are. in fact. bona tide and possess hill and complete authority to bind said patties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the tents :cod conditions stated herein set forth and any supplementaryor additional terns and conditions annexed hereto or incorfomned 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 make complete shipment to arrive un your promised delivery date as noted. Time is ofthe essence. Delivery and performance must be eflected within the time stated on the purchase order and the documents attached hereto. No acts ofthe Purchasers including, without limitation, acceptance of partial late deliveries, shall operate as a waiver of this provis ion. In the event of any 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 for damages as a result of delays due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault Of negligence, such acts of God• acts of civil or military authorities, governmental Priorities, tit es. 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 (late of delivery 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 oiler will cuntinnt With applicable drawings, specifications, samples and/or other descriptions given. Will be fit lot the purposes intended. and pet foormed with the highest degree of care and competence in accordance with accepted stan(Imtls for work ofa similar nature. The Seller agrees to hold the purchaser harmless from any loss, damage or expense which the Purchaser moray suffix a incur on account ofthe Sellers breach of warranty. The Seller shall replace repair or make good Without cost to the purchaser, any defects or faults at within one (1) yeat or Within such longer period of timme as may to presctibed by law or by the terns of any applicable wmrmny provided by the Seller after the date of acceptance of the goods furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or (letictive o•ork done or materials furnished by the Seller. Acceptance or use of goods by the Purchaser Shull 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 warranties m gu:tangs. 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 stake changes to legal terns by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser moray make any changes to the terns, other than legal tents, including additions to of deletions fiontihe quantities originally ordered in the specifications m drawings, by verbal m written change order. If any 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 m any or all portions ofthe goods then not shipped, subject to any equitable adjustment between the parties as to any work of materials then in progress provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion ofthe goods and/or work, for incidental or consequential damages, and that no such adjustment be made in favor ofthe Seller 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 adjustnent must be asserted within lhitty (30) days from the date the change or terninatiun is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been pi oduced. sold delivered and furnished in strict compliance with all applicable laws and regulations to which the goods it subject. The Seller shall execute and deliver such documents as may be required to effect or evidence compliance. All Imes and regulations required to be incorporated in agreements of this charncter 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 resudl of the Sellers failure to comply with such law. If and only to the extent this [Agreement] constitutes a "sole source governnment contract" within the meaning of Article XXVIII ofthe Colorado Constitution ("Article XXVI II"), then the provisions ol'Sectiun 1 5 of Article XXV 11I are hereby incorporated into this [Agreemment]. In such a case. if the [Colillacloz I or ally other person who is a "contract holder" as defined in Section 2(4.5) of Article XXV III intent ionully violates Section 15 or Section 17(2) of Article XXVIII, then the [Contractor] agrees it shall be ineligible to hold any sole source govenument cO11111 , or public employment with the state of Colorado or any of its political subdivisions, fill three years. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this order, or nay nmonies due or to become due hereunder without the prior written consent ofthe other party. 10. TITLE. The Seller Warrants till, clear and unrestricted tide to the Purchaser for all equipmment, materials, and items famished in perfinnt:mce of this agreement, free and clear of any and all liens, restrictions, reservations, security interest encumbrances and claims of others. 11. NONWAIVI-R. Failure ofthe I'urchasc•r to insist upon Stitt 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 fill goods hereunder or npproval of the design• shall not release the Seller of any ofthe w:tn;mties or obligations ofthis Purchase order and shall not be deemed a waiver ofany right of the Purchaser to insist upon strict perfurnmance hereof or any of its rights or remedies as to any such goods, regardless of when shipped received ur 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 ofthe terns hereof. 12. ASSIGNMENT OF ANTITRUST CLAIMS. Seller and the Purchaser recognize that in actual economic practice. overcharges resulting fronm antitrust violations are in filet borne by the Purchaser. Theretofore. for good cause and as consideration for executing this PuICIIMeordei, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter acquired under federal or state antitrust Imes for such overcharges relating to the particularr goods or services purchased or acquired by the Purchaser pursuant to this purchase order. 1 3. PURC'IIASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchaser directs the Seller to correct noneonforning in defective goods by a date to be agreed upon by the I'rrchascr:unl the Seller, and the Seller thereafter indicates its inability or umvilbrigness to comply, the Purchaser may cause the wank to be pertbrned by the most expeditious means available to it, and the Seller shall pay all costs ❑ssociatc(1 with such work. The Seller shall release the Purchaser and its contractors of any tier fronm all liability:nd claims of any nature resulting front the petiinmance of such work. This release shall apply even in the event of fault ofnegligence ofthe party released and shall extend to the directors. o(ficcrs and employees of such Party. The Seller's contractual obligations, including warranty, shall not be deented to be reduced, in :my way, because such work is performed or caused to be performed by the Purchaser. 14. PA"ITN"I:S. Whenever the Seller is required to use any design, device, material m process covered by letter, patent, trademark or copyright, the Seller shall indenmify and save harmless the Purchaser from any and all claims far infiingentent by reason ofthe use ofsuch patented design, device, material or process in connection with the contract, and shall indemnifythe Purchaser IT, any cost, expense or damage which it may be obliged to pay by reason of such infiingenhent at anytime during the prosecution m after the completion ofthe work. In case said equipment, or any pan thereof or the intended use of the goods, is in such suit held to constitute infringement and the use ofsaid 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 pans. replace the same with substantially equal but nun -infringing equipment. or modify it so it becomes nun -infringing. 15. INSOLVENCY, If the Sellcr shall bea»ne insolvent or bankrupt. nmke nn assignment for the benefit ofcreditnrs. appoint a receiver or trustee f l any ofthe Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions of tents used or the interpretation ofthe agreement and the rights of all parties hereunder shall be constt'ued under mid governed by the laws ofthe State of Colorado. USA. The hollowing Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the sen•ices 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 :end accepted and shall, in case of any accident. destruction or injury no the work and/or materials before Seller's final completion and acceptance, ,mplcre the .cork m Seller's o,vu expense and to the satisf pion ofthe Puchaser. When materials and equipment arc furnished by others lion installation or erection by the Seller, the Seller shall receive, unload, store and handle sane at the rile and become responsible therelbr ns though such materials and/or equipment were being funished by the Seller under the order. 18. INSURANCE. The Seller shall, m his own expense. provide fir the payment of workers compensation, including occupational disease benctits, to is employees employed on or in connection With the work covered by this pa*chase 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 conmprehensive general liability including. but not limited to, contractual and automobile public liability insurancewith bodily injury and death limits ofat least $300.000 for any one person. S500.000 fur any one accident and property damage limit per accident of S400.000. The Seller shall likewise require his contractors. if any, to provide for such compensation and insurance. Before any of the Sellers or his cone actors employees shall do any work upon the In enmises of others, the Seller shall tarnish 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. 'file 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 of 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 indenmify and hold harmless the Purchaser and any m all of the Purchasers olticers, agents and employees from and against any and all claims, losses, damages. charges or expenses. whether direct or indirect. and whether to persons of property to which the Purchaser moray be put or subject by reason of any act. action. neglect, omission or default on the pan ofthe Seller. anv of his contractors, or any of the Sellers ur cunn:tctors officers. agents or employees. In case any suit or other proceedings Shull be brought against the Purchaser. or its officers, agents or employees :u anytime on account or by reason of any act, action, neglect, omission or defiurll ofthe Seller of any of his contractors or 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, auorneys fees and other expenses. any and alljudgnments that may be incurred by m obtained against the Purchaser ur any of its or their officers, agents or employees in such suits or other proceedings, and in case judgment ur other lien be placed upon ur obtained against the property ofthe Purchaser, or said parties in oras aresuh of such suits in other proceedings. the Seller will at once cause the same to be dissolved and discharged bygivuag bxond or otherwise. The Seller and his contractors shall take all safety precautions. bullish 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:nd Health Act of 1970 and all rules and regulations issued pursuant thereto. Revised 04/2001)