HomeMy WebLinkAbout116519 MAXWELL PRODUCTS - PURCHASE ORDER - 9957313Date: 12/8/2009
City of
F6rt Collins
Page Number: 1
Purchase Order Number: 9957313
Delivery Date: 12/7/2009 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 23,000.00
1 LOT
50,000 LBS CRACKSEAL
MATERIAL. MATERIAL BOXES MUST BE THE SMALLER SIZE APPROPRIATE
FOR CRAFCO AUTO LOADER USE.
$.46/lb delivered
R- OA&-0,7-
City of Fort CgWiny Director of Purchasing and Risk Management
This order is 0QValid 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
Total $23,000.00
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 Fort Collins is exempt from state and local taxes. Our Exemption Nu i'l- 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 ni be replaced except upon receipt of written
instructions f out the City of Fort Collins.
Inspection. GOODS are subject to the City of Fort Collins inspee
Final Acceptance. Receipt ofthe merchandise. services of equipment in response n) this order Cava result in authorized
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 Terns. Shipments must be F.O.B., City of Fort Collins, 700 Wood St.. Foe Collins. CO S0522, unless
otherwise specified on this order. Ifpernission is given to prepay freight and charge separately, the original fieight bill
must accompany invoice. Additional charges for packing will not be aecepnd.
Shipment Distance. Where manufacturers have distributing points in various parts oft lie country, shipment is expected
from the nearest distribution point to destination, and excess height will be deducted from Invoice when shipments are
made from greater distance.
Permits. Seller shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicablc
laws, regulations, ordinances and rules of the state, municipality, tertitoty of political subdivision where the work is
performed, or required by any othei . duly constituted public authority ha\ iug jurisdiction over the work of vendor.
Seller further agrees to hold the City of Fort Collins harmless fi-onm and against all liability and loss incurred bythena by
reason of an asserted or established violation of any such laws, regulations, ordinances. lutes and re,lonenents.
Authorization. All parties to this contract agree that the representatives are, in tract. Ixnr fde;ad possess till ;cod
complete authority to bind said parties.
LIMITATION OF TERMS. This Purchase Order expressly limits acceptacc• ro till tans and conditions stue(I herein
set forth and any supplementary or additional terns and conditions annexe(I hereto or incorporated herein by relerence,
Any additional or different terns and conditions proposed by seller are objected to and hereby rejected.
2. DELIVERY.
PLEASE ADVISE PURCHASING AGENT immediately ifyou cannot stake complete shipment to arrive on your
promised deliverydate as noted Time is ofthe essence. Delivery and performance nmust be effected within the time
stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without
limitation, acceptance ofpattial late deliveries, shall operate as a waiverof this provision. In the event ofaiycleluay, the
Purchaser shall have, in addition to other legal and equitable iene(lies, the option of placing this order elsewhere and
holding the Seller liable fur damages. However, the Seller shall not be liable for danmages as a result of delays (tile to
causes not reasonably foreseeable which axe beyond its reasonable control and without its Ihrlt ofneelieence, such acts
of God, acts of civil or military authorities, govemmenml priorities, fires. strikes. flood epidemics, wars or riots
provided that notice ofthe conditions causing such delay is given to the Purchaser ivithin live (5) days of die time
when the Seller first received knowledge thereof. In the event ofnny such delay, the (late of delivery shall beextended
fertile 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 contium with applicable
drawings, specifications, samples and/or otherdesci iptions given. will be fit for the purposes intended. and pci forted
with the highest degree of care and competence in accordance with accepted stand ids tilt work ofa similar natrne.
The Seller agrees to hold the purchaser harmless fi-ona ally loss, (lanmrge or expense which the Purchaser tray stificl or
incur on account ofthe Sellers breach of \varranty. The Seller shall replace, repair or make good without cost to the
purchaser, any defects or faults arising within one (1) year or within such longer period of time as niay le prescribed by
law of by the tennis of any applicable warranty provided by the Seller alter the date of -acceptance of the goods
fumished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect of defective work done or
materials furnished by the Seller. Acceptance or use ofgoods 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 hereunder shall
extend to all damages proximately caused by the breach of any ofthe foregoing wart unies or guarantees. but such
liability shall in no event include loss of profits or Toss of use. NO IMPUED WARRANTY OR
MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY.
4. CHANGES IN LEGAL TERMS.
The Purchaser may make changes to legal terns by written change order.
5. CHANGES IN COMMERCIAL TERMS.
The Purchaser may make any changes to the semis, other than legal terns. including additions to or deletions hour 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 perfomance hereunder, all equitable adjustment shall be made.
6. TERMINATIONS.
The Purchaser may m any time by written chaige order,, terminate this agrecnment as to any or all portions ofthegoods
then not shipped, subject to any equitable adjustment between the parries as to anv work or materials then in progress
provided that the Purchaser shall not be liable for any claims fill anticipated prifits on the unconmpleted portion of ihc
goods and/or work, for incidental or consequential damages, and that no such adjus'tmcnt le made in f. vor ofihe Scller
with respect to any goods which are the Sellers standard stock. No such tei rrunatio{t shell relieve the Purchaser or the
Seller of any of their obligations as to any goods delivered hereunder.
7. CLAIMS FOR ADJUSTMENT.
Any claim for adjusunent must be asserted within thirty (30) days from the date the change or terinination 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 suflered 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 XXV III ofthe Colorado Constitution ("Article XXVI II" ). then the ptoyisions of Section 15 ofAilicle XXVI II
are hereby incorporated into this [Agreement]. In such a case. if the [Contracturf or anv other person who is
"contract holder" as defined in Section 2(4.5) of Article XXVI II intentionally violates Section 15 or Section 17(2) of
Article XXVIII, then the [Contractor] agrees it shall be ineligible to hold ally sole source govenuncnt contend, or
public employment with the state of Colorado or any of its political subdivisions. for three years.
9. ASSIGNMENT.
Neither party shall assign, transfer, of convey this order, mr any monies due or to become due hereunder without the
prior written consent ofthe other petty.
10. TITLE
The Seller warrants full, clear and unrestricted title to the Purchaser for all equipment, materials, and items famished in
performance of this ❑gieenent, free 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 perfwtannce of the teens and conditions hereof, failure or delay to
exercise any rights of remedies provided herein of bylaw, failure to promptly notify the Seller in the event ofa breach.
the acccpcace of or payment for goods hereunder m approval of the design. shall not release the Seller of any of the•
warranties of obligor ions oft his purchase order and shall not be cieented a waiver of any right ofthe purchaser to insist
upon su iet 1-1hnuancc hereof or any of its rights of remedies as to any such goods, regardless of when shipped,
received or accepted, as to any prior m subsequent default hereunder, not shall any purported oral modification or
rescission of dais purchase oI(lei by die Purchaser operate as a waiver of any oft he tenns hereof.
12, ASSIGNMENT OF ANTITRUST CLAIMS.
Seller and the Purchaser recognize that in actual economic practice. overcharges resulting fioni antitrust violations arc•
in fact bonne by the Purchaser. Theretofore, fox good cause and as consideration for executing this purchaScorder, the
Seller hereby assigns to the Purchaser any and all claims it nray now have of hereafter acquired under federal or state
;urtitrust hors tux such overcharges relating to the paiticulargoods of services purchased of acquired by the Pnehaser
pursuant to this purchase older.
13. PURCHASERS PERFORMANCE OP SELLERS OBLIGATIONS.
If the 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 innbility or unwillingness to comply, the Purchaser stay
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;nd its contrnctors of any tier from all liability and claims of anv nature resulting
Bunt tire• perfinncaca of such work.
This lei-seshall apply even in the event of fault of negligence ofthe parry released and shall extend to the directors,
o0iceis and enaplopees of such patty.
The Seller's contrncmal obligations, including warranty, shall not be cleemed to be reduced, in any way, because such
work is pci lonned of 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, tradeniak of
copyright. the Seller shall indemnify and save harmless the Purchaser f ioni any and all claims fix infiingennent by reason
of the use ofsuch patented design, device, material or process in connection with the connect. and shall indemnify the
Purchase fix any cost, expense or damage which it may be obliged to pay by reason of such infringemcnt at any time
during the prosecution or after the corrnpletion ofthe work. In case said equipment of any par thereof of the intended
use of the goods, is in such suit held to constitute infringement and the use of said equipment or par 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 swine with substantially equal but non -infringing equipment, or modify it so it becomes
non-infi i,L'ne.
15. INSOLVENCY.
If the Seller shall becunie insolvent of bankrupt, make an assignment for the benefit oferedimrs, appoint a t'eceiveror
trustee• tux any of tile Sellers property or business, this order may forthwith be canceled by the Purchaser without
liability.
16. GOVERNING LAW.
The (ICtinill nas of tans used or the interpretation of the agreement and the rights of all parties hereunder shall lie
construed under atul governed by the laws ofthe State of Colorado, USA.
The following Additional Conditions apply only in cases \where the Seller is to perform worn hereunder, including the
services of Sellers Repiesentative(s), cot the premises ofothers.
17. SELLERS RESPONSIBILITY.
Pile Seller shall carry an said work at Seller's own risk until the same is f idly completed aid accepted, and shall, in curse
of any accident destruction or injury to the work and/or materials before Seller's final completion and acceptance.
oniplete the wo.k at Seller's own expense and to the sat isfiietion ofthe Purchaser. R'lien materials and equipment are
furnished by others fix installation or erection by the Seller, the Seller shall receive, unload, store and handle sane at
the site:acl become responsible therefor os though such materials and/or equipment were being furnished bythe Seller
under ihc• order.
IS. INSURANCE.
The Scller shall, at his o\vn expense, provide fix the payment of\workers compensation, inducting 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. bit[ not limited to. contractual and automobile public liability insurance with
bodily injury and death limits of ut least S300,000 for any one person. S500,000 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. Belize airy of the Sellers or his contractors employees shall do any work upon the
premises of -others, tie Seller shall furnish the Purchaser with a certificate that such compensation and insurance have
been provided Such catifictnes shall specify the dare when such compensation and insurance have been provided.
Such certificates shall specify the date \\'hell such compensation and insurance expires. The Seller agrees that such
compensation and insurance shall lie maintained until alter the entire work is completed and accepted.
19. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
'file Seller hereby assumes the entire responsibility midi livability fur any and all damage, loss of injury of any kind of
nature wh lsoever to persons or property caused by or resulting from the execution of ihc work provided for in this
purchase order of in connection herewith. The Seller will indemnify and hold hornless the Purchaser and any or all of
the Purchasers of7icet:s, agents and employees from and ngainst any and all claims, losses, damages, charges of
expenses. whether (direct or indirect and whether to persons or property to which the Purchaser may be put or subject
by reason ofany ;act. action, neglect. omission or default on the pan ofthe Seller. ❑nyofhis contractors, of anyofthe
Sellers or contractors officers. agents or employees. In case any suit or other proceedings shall be brought against the
Purchaser. or its officers, agents or employees at any tint\' on account or by reason ofany act action, neglect, omission
or default a( file Seller of any of his contractors or any of its m their officers. agents of 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
❑II costs, chrrees, attorneys fees and other expenses, any and nllju(denments that maybe incurred by of obtained against
due Purchaser or ally of its or their otlicers, agents or employees in such suits or other proceedings, and in case
ju(Ignaa or other lien fir plied upon or obtained against the properly ofthe Purchaser, or said parties in oral a result
of snch suits or other proceedings. the Sellerwill at once cause the same to bedissolved and discharged by giving bond
or other\rise. The Sellci and Iris contractors shall take :all safety precautions, furnish and install all guards necessarytilt
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 040009