HomeMy WebLinkAbout130079 ACCELA INC - PURCHASE ORDER - 9957315City of
F6rt Collins
Page Number: 1
Date: 12/8/2009
Purchase Order Number: 9957315
Delivery Date: 12/7/2009 Buyer: BONNETTE, ED
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 56,272.88
ACCELA MAINTENANCE
D. COLDIRON
AA MAINT LAND MANAGEMENT
AA MAINT ACCELA WIRELESS
AA MAINT CITIZEN ACCESS
Term 12/01 /09-08/31 /09
AA MAINT AUTOMATION
AA MAINT ACCELA GIS EST 10933
AA MAINT SERVICE REQUEST EST 12371
Term 12/04/09-08/31/2010
CDNS to pay $25K on their PO.
MIS to pay $59225.60
Total $84225.60
Inv#MR052034 & HR050267
2 1 LOT
ACCELA MAINTENANCE
D. COLDIRON
City of Fort CqHnO Director of Purchasing and Risk Management
This order is slid 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
2,952.72
Total $59,225.60
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 fionm state and local taxes. Our Exemption Nunder is
9S-04502. Federal Excise Tax Exemption Certificate of Registry 54-60005S7 is registered with the Collector of
Internal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes It)73, Chapter 39-16, 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 written
instructions from the City of Fort Collins.
Inspection. GOODS are subject tothe City of Fort Collins inspection on an iva
Final Acceptance. Receipt ofthe merchandise, services or equipment in response to this order can result in authorized
payment on the pat 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.. Fort Collins. CO 50521, unless
otherwise specified on this order. If permission is given to prepay height and charge separately, the oriental height bill
must accompany invoice. Additional charges for packing will not be accepted.
Shipment Distance. \Vhere manufacturers have distributing points in various parts of the country. shipment is expected
from the nearest distribution point to destination, and excess freight will be deducted from Invoice when shipr ents:a,e
made fi out greater distance.
Permits. Seller shall procure nt sellers sole cost all necessary permits• certificates and licenses required byall applicable
laws, regulations, ordinances and rules ofthe state. municipality, ten itory or political subdivision where the work is
performed, or required by any other duly constituted public authority having jurisdiction over the \vor'k of vendor.
Seller further agrees to hold the City of Fort Collins harmless hour and against all liability and loss incurred by them 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. Iona 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 stated herein
set f trth and any supplementary or additional terns and conditions annexed hereto or 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 stake complete shipment to arrive on your
promised delivery date as noted. Time is ofthe essence. Delivery and performance mbar be e0ieted within the time
stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without
limitation, acceptance ofpartial 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 for damages as a result of delays due to
causes not reasonably foreseeable which are beyond its reasonable conu'ol and without its ftuh ofnegligence, such acts
of God, acts of civil or military authorities, governmental priorities, fires, strikes, flood, epidemics, wars urn riots
provided that notice ofthe 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 delivery shall beextended
for the period equal to the little actually lost by reason of the delay.
3. WARRANTY.
The Seller warrants that all goods, articles. materials and work covered by this order \rill conform with applicable
drawings, specifications. sanples and/or other descriptions given, will Inc lit for the purposes intended, and performed
with the highest degree of care and competence in accordance with accepted standards liar work ofa similar nature.
The Seller agrees to hold the purchaser harmless from any loss. dannage or expense which Ilse Purchaser nmay suffer or
incur on account ofthe Sellers III each of %van arty. The Sellet'shall replace, repair ormake good. without cost to the
purchaser, any defects or' faults arising within one (1) year or within such longer' period of lime as nary Ire presa iled by
law or by the terns of any applicable warranty provided by the Seller after Lite date of acceptance of the goods
furnished hereunder (acceptance not to be ua easonably delayed), resulting front imperfect or dellective \vork done or
materials furnished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute :t waiver of any
claim under this warranty. Except as otherwise provided in this purchase order. the Sellers liability Ilneunder shall
extend to all damages proximately caused by the breach of may ofthe foregoing wan;aties or guarantees. 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 make changes to legal tents by written change order.
5. CHANGES IN COMMERCIAL TERMS.
The Purchaser may make any changes to the tees, other than legal tars, including additions to or deletions horn the
quantities originally ordered in the specifications m drawings, by verbal m WE itten 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 any time by written change order, terminate this aerecnent as to any or all portions of the goods
then not shipped, subject to any equitable adjustment between the panics as nm:nry \vork or materials Ill- in progress
provided that the Purchaser shall not be liable for any clainns fora ticipued protts on the uncompleted portion of the
goods and/or work, for incidental or consequential damages, an(f that no such adjustment Ie nadc in favor ofthe Seller
With respect to any goods which ate 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 (late the change or termination is ordered.
S. COMPLIANCE WITII LAW,
The Seller warrants that all goods sold hereunder shall have been produced, sold, delivered and linaished in strict
compliance with all applicable lays and regulations to which the goods aresubject. 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 quit damages suffCoed by the Purchase' 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 cotnrnct" within the meaning of
Article XXVIII ofthe Colorado Constitution ("Article XXVIII"). then the provisions of Section 15 ofAnicle XXVIII
❑re hereby incorporated into this [Agreement]. In such a case. it"the lC'onuactorl or any other per;son who is a
"contract holder":s defined in Section 2(4.5) ofAnicle XXVIII intentionally violates Secion 15 or Section 17(2) of
Article XXVIII, then the [Contractor] agrees it shall be ineligible m hold any sole source government contract. or'
public employment with the state of Colorado or any of its political subdivisions. tin' three years.
9. ASSIGNMENT.
Neither party shall assign, transfer, or convey this order, or may monies due or to become due hereunder without the
prior written consent ofthe other party.
10. TITLE.
The Seller walrus bill, cleat and unrestricted title to the Purchaser for all equipment, materials, and items furnished in
pertiumnance of this ggteenaenL free and clear of any and all liens. restrictions, reservations, security interest
encunabnunces and claims of others.
1I. NONWAIVER.
Failure of the Purchaser nt insist upon strict performance of the terns and conditions hereof, failure or delay to
exercise any rights m remedies provided herein m bylaw, failure to promptly notify the Seller in the event ofa breach,
the occepla nee of or payment for goods hereunder or approval of the design, shall not release the Seller of any of the
warrant ies or obligal ions of this purchase order and shall not be deemed a waiver of any right of the purchaser to insist
upon strict perflra»ance• 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 de FILIII hereunder. not shall any purported oral modification or
rescission of this purchase order by the Purchnser operate as a waiver of any of the tents hereof
12. ASSIGND•IEN 1 OF ANTFI RfJST CLAIMS.
Scller';all(I the Purchaser recognize that in actual economic practice overcharges resulting from antitrust violations arc
in fact borne by the Purchaser.'I'herctolo— for good cause and as consideration lot 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 for such overcharges relating to the particular goods or services purchased or acquired by the Purchaser
pursuant to this purchase order.
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
I I the Purchaser directs the Seller to con-ect nonconforming or detective goods by a date to be agreed upon by the
Putrchaser and the Seller, and the Sella thereafter indicates its inability or unwillingness to comply, the Purchaser may
cause the \vork tit be perfiarnaed by the most expeditious means available to it, and the Seller shall pay all costs
associated with such work
'I he Seller shall release the Purchaser and its contractors of any t ier fionn all liability and claims of any nature resulting
front the performance of such mvor'k.
This release shall apply even in the event of fault of negligence ofthe party released and shall extend to the directors,
officers and employees ofsuch party.
The Seller's contractual obligations, including warranty, shall not be deemed to be reduced, in any way, because such
\vork is perfinmc(I or caused to be performed by thI e 'urchascr.
14. PATENTS.
Whenevar the Seller is required to use illy design, device. material or process covered by letter. patent. trademark or
copyright. the Seller shall indemnity and save harmless the Purchaser f}onn any and all claims for infiingentent by reason
of the use of such patented design, device, material or process in connection With the contract, and shall indemnify the
Purchaser till any cost, expense or damage which it may be obliged to pay by reason of such infringement at any time
during rite prosecution or afie'the completion ofthe work. In case said equipment, or any pat thereofm the intended
use ob'the goods. is in such suit held to constitute infringement :and the use of said equipment or pat is enjoined. the
Seller shall, at its own expense and at its option, either procure fix the Purchaser the right to continue using said
equipment or pans, replace the sane \vith substantially equal but non -infringing equipment, or modify it so it becomes
nun -infringing.
15, INSOI.V ENC Y,
Ifthe Seller shall become insolvent or bankrupt, make an assignment for the benefit ofcreditors, appoint a receiveror
trustee for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser Without
liability.
10. GOVERNING LAAV.
The &11111tions of terns used or the interpretation ofthe agreement and the rights of all parties hereunder shall be
construed under and govenred by the laws of -the State of Colorado, USA_
The following Additional Conditions apply only in cases where the Seller is to perlimn work hereunder, including the
services of Sellers Represe tative(s). on the premises of others.
17. SELLERS RESPON'SIBILI FY
The Seller shall carryon said work at Seller's own risk until the same is fill• completed and accepted, and shall. incase
of any accident. destruction or injury to the work and/or nmenals before Seller's final completion and acceptance.
complete the work at Seller's own expense and to the satisfaction ofthe Purchaser. When materials and equipment are
furnished by others bin' installation or erection by the Seller, the Seller shall receive, unload, store and handle saute at
the site and become responsible lheref tr as though such materials ancVor equipment were being furnished bythe Sellcr
undo the order.
IS. INSURANCE.
The Seller shall. at his own expense, provide for the payment ofworkers compensation• includingoccupationaldisease
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 ofthe state in which the work is to be done. The Seller shall also carry
comprehensive general liability including, but not limited to, conu'actual and automobile public liability insurance with
bodily injury and death limits of at least $300,000 fit any one person. $500.000 for any one accident and property
danagc limit per accident of S400 000. The Seller shall likewise require his contractors, if: ny, to provide fur such
compensation and insurance. Bcfore any ofthe Sellers or his contractors employees shall do any work upon the
premises of others, the Scllvt shall bullish the Purchaser with a certificate that such compensation and insurance have
been provided- Such certificates shall speciby the date when such compensation and insurance have been provided.
Such certificates shall specifv the (rate when such compensation and insurance expires. The Seller agrees that such
compensation and insurance shall be maintained until Mier the entire work is completed and accepted.
19. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
The Seller hereby assumes tile• entire responsibility and liability for any and all damage• loss m injury of any kind m
nature whatsoever to persons m property caused by or resulting from the execution ofthe work provided for in this
purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser and any m all of
due Purchasers officers. agents and employees front and against any and all claims, losses, damages, charges or
expenses. whether direct or indirect. and whether to persons m property to which the Purchaser may beput orsubject
by reason ofany act. action, neglect, omission or defhult on the part ofthe Seller any of his contractors, or any of the
Sellers or contractors offices. agents or employees. In case a ny suit or other proceedings shall be brought against the
Purchaser. or its offices. agents or employees it any time on account or by reason of any act. action, neglect, omission
or elefmlt ofthe Seller ofany of his contractors or any of its or their officers. agents or employees as aforesaid, the
Seller hercbv agrees to assume the defense thereof and to defend the same at the Sellers own expense. to pay any and
all costs, charges. anorneys tees and other expenses. any and alljudgmerns that may be incurred by orobtained against
the Iurchaser 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 m obtained against the property ofthe Purchaser, m said parties in oras a result
of'suclt suits or other proceedings, the Seller will at once cause the same to be dissolved and discharged bygiving land
or otherwise. The Sellerand his con0'actors 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 0411009