HomeMy WebLinkAbout114178 DELL MARKETING LP - PURCHASE ORDER - 9957276F6rt C Collins.
r�
Page Number: 1
Date: 12/7/2009
Purchase Order Number: 9957276
Delivery Date: 12/7/2009 Buyer: HUME,JAMES
Purchase Order number must appear on invoices, packing lists, labels, bills of lading, and all correspondence.
Note:
Line Qty/Units Description Extended Price
1 LOT 7,324.00
1 QUOTE FOR DELL #514867868
n
Total
C�n,tea-, R- 0 / -K- A .
City of Fort CotffinDirector of Purchasing and Risk Management
This order is HQValid over $5000 unless signed by James B. O'Neill Il, 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
$7,324.00
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 fionn stale and local taxes. Our Exemption Number is
98-04502. Federal Excise Tax Exemption Certificate of Registry 84-0000587 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 of 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 For Collins inspection on arrival.
Final Acceptance. Receipt of the merchandise, services of equipment in response to this order can result in authorized
payment on the pat of the City of Foil Collins. However. it is to be understood that FINAL ACCE PTANCr_ is
dependent upon completion of all applicable required inspection procedures.
Freight Temts. Shipments must be F.O.B., City of Fort Collins. 700 Wood Sl.. Fort Collins. CO 80522. unless
otherwise specified on this order. I f permission 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 vat ions pats ofthe country, shipment is expected
fi-omthe nearest distribution point to destination, and excess height will be deducted from Invoice when shipments are
made font greater distance.
Permits. Seller shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicable
laws, regulations, ordinances and rules ofthe state, municipality, teninny 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 Foil Collins harmless firm and against all liability and loss incurred by then) 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 ore- in fact, horn fide and possess full and
complete authority to bind said parties.
LIMITATION OF TERMS. This Pui ctiise Order expressly limits acceptance to the terns and conditions stated herein
set forth and any supplementary or additional terns and conditions annexed hereto or incorporated herein by reference.
Any additional or different terms 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 on your
promised delivery date as noted. Time is ofthe essence. Delivery anti performance must be effected within the tinle
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 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 control and without its fialt ofnegligence, such acts
of God, acts of civil m military authorities, governmental priorities, fires, strikes, flood, epidemics, wars or riots
provided that notice ofthe conditions causing such delay is given to the Purchaser within five (5) days ofthe 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 order will conform with applicable
drawings, specifications. samples and/or otherdescriptions given. will be fit for the purposes intended, and performed
with the highest degree of care 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 suffer or
incur on account ofthe Sellers breach of waTanty. 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 maybe prescribed by
law or by the terns of any applicable waTanty provided by the Seller alter the date of acceptance of the goods
famished hereunder (acceptance not to be unreasonably delayed), resulting fionn in)perfect or defective work done or
materials furnished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver of any
claim under this Waranty. 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 waranies 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 terns by written change order.
5. CHANGES IN COMMERCIAL TERMS,
The Purchaser may make any changes to the terns, other than legal temps, including additions to or deletions front 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, an equitable adjustment shall be made.
6. TERMINATIONS.
The Purchaser may at anytime by written change order, terminate this agreement as to any or all portions of the goods
then not shipped, subject to any equitable adjustment between the parties as to any work or materials then in progress
provided that the Purchaser shall not be liable for any claims for ant icipatetl profits on the uncompleted portion ol'the
goods and/or work, for incidental or consequential damages. and that no such adjustment be ncnde in favor ofthe Seller
with respect to any goods which are the Sellers standard stock. No such tennination 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 from the date the change or tennination is ordered.
S. 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 su flexed 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 eovemnlent contract" within the meaning of
Article XXV II I of the Colorado Constitution ("Article XX V I I I"). then the provisions of Section I5 ofAnicle XXV 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) ofAnicle XXV III intentionally violates Section 15 or Section 17(2) of
Article XXVIIL then the [Contractor] agrees it shall be ineligible to hold any sole sotu'ce govenmlenl contract, or
public employment with the state of Colomdo or any of its political subdivisions. for three years.
9. ASSIGNMENT.
Neither party shall assign, transfer, of convey this order, or any monies due or to become due hereunder Without the
prior written consent of the other party.
The Seller warrants lull, clear and unrestricted title to the Purchaser for all equipment materials, and items frunish a] in
performance of this agreement, flee and clear of any and all liens, restrictions, reservations. security interest
encumbrances and clains of others.
11. NONWAIVER.
Failure of the Purchaser to insist upon strict performance ofthe terns and conditions hereof, failure m delay to
exercise any rights or remedies provided herein m by law, failure to pron)ptly notify the Seller in the event ofa breach.
the acceptance of or payment for goods hereunder or approval ofthe design, shall not release the Seller of any of the
warranties or obligations of this purchase order and shall not be deemed a waiver o f any right o f the purchaser to insist
upon strict performance hereof of any of its rights or remedies its to any such goods, regardless of when shipped,
received or accepted. is to anv prior or subsequent default hereunder. not shall any purported oral modification or
rescission of this purchase order by the Purchaser operate is a waiver of any ofthe terms hereof.
12. ASSIGNMENT OF ANTITRUST CLAIMS.
Scller and the Purchaser recognize that in actual economic practice, overcharges resulting from antitrust violations ate
in fact home by the I'urch;ser. Theretofore. for good cause and as consideration for executing this purchase order. the
Seller hereby assigns to the Purchaser a)y and all claims it may now have or hereafter acquired under federal or state
antitrust IIWS for such overcharges relating to the pan icular goods of services purchased or acquired by the Purchaser
pursutut to this purchase order.
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
If the Purchaser directs the Seller to collect nonconforming or defective goods by a date to be agreed upon by the
Purchaser and the Seller. and the Seller thereafter 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 of any t ier fionn all liability and clains of any nature resulting
fionn the performance ofsuch work.
This release shall apply even in the event of fault of negligence of the patty released and shall extend to the directors,
officers and employees of such party.
The Seller's comment:d obligations, including warranty, shall not be deenned to be reduced, in anyway, because such
work is I- lonned or caused to be 1-hued by the Purchaser.
14. PATENTS.
\Vhenever the Seller is required to use any design, device, material or process covered by letter. patent, trademark or
copyright, the Seller shall indemnify and save harmless the Purchaser fron) any and all clains for infiingement by reason
ofthe use ofsuch patented design, device, material or process in connection with the contract and shall indemnify the
Purchaser f r any cost expense or damage which it nay be obliged to pay by reason of such infi'ingement at any time
during the prosecution or after the completion of the work. In case said equipment, or any pat thereoftor the intended
use of the goods, is in such suit held to constitute infringennent and the use of said equipment of pat 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 non-infiinging equipment, or modify it so it becomes
non-inliingiug_
15. INSOLVENCY.
Ifthe Scller shall become insolvent or bankrupt n)ake:un assignn)ent for the benefit ofcreditots, appoint areceiver or
trustee for ally of the Sellers property or business, this order may forthwith be canceled by the Purchaser without
liability.
16. GOVERNING LAW.
The dclinitions of tenors used or the interpretation ofthe agreement and the rights of all parties hereunder shall be
Construed under and governed I)), the laws ofthe 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 Representative(s), on the premises of others.
IT SELLERS RESPONSIBILITY.
The Scller shall canyon said work it Seller's own risk until the same is filly connpleted and accepted, and shall, in case
of any accident, destruction m injury to the Work and/or.materials before Seller's final completion and acceptance,
complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment arc
furnished by others for installation m erection by the Seller, the Seller shall receive unload, store and handle same at
the site anti become responsible theretbi as though such materials and/or equipment were being furnished bythe Scller
undertlie order.
18. INSURANCE.
The Seller shall, it his own expense, provide for the payment of workers 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 laws ofthe state in which the work is to be done- The Seller shall also cant'
comprehensive general liability including, but not limited to. contractual and automobile public liability insurance with
bodily injury and death limits of at least $300,000 for any one person, $500,000 for any one accident and property
dannage limit per accident of $400.000. The Seller shall likewise require his contactors, if any, to provide for such
connpenrttion and insurance Before any of the Sellers m 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 spccily the date when such compensation and insurance expires. The Seller agrees that such
compensation and insur:uce 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 or 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 indemnify and hold harmless the Purchaser and any or all of
the Purchasers officers, agents and employees from and against any and all clains, losses, damages, charges or
expenses. whether direct m indirect, and whether to persons of property to which the Purchaser may be put or subject
by reason of any act, action. neglect, omission or default on the pat ofthe Seller, anyofhis contractors. or any ofthe
Sellers of contractors officers. agents of employees. In case anysuit or other proceedings shall be brought against the
Purchaser, or its officers, agents or employees at any tine on account of by reason of any act action, neglect omission
or default ofthe Seller of any of -his contactors m any of its or their officers, agents m 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, attorneys fees and other expenses, any and alljudgments that maybe incurred by m obtained ngainst
the Purchaser 01 any of its or their officers, agents or employees in such suits of other proceedings, and in case
judgment or other lien be placed upon or obtained against the property ofthe Purchaser, or said parties in or as a result
o f such su its or other proceedings, the Seller will at once cause the same lobe dissolved and discharged by giving bond
m 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