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HomeMy WebLinkAbout191616 DIONEX CORP - PURCHASE ORDER - 9950447 (2)Date: 11 /27/2009 City of F6rt Collins Page Number: 1 Purchase Order Number: 9950447. Delivery Date: 1/15/2009 Buyer: DICK,OPAL Purchase Order number must appear on invoices, packing li s, labels, bills of lading, and all correspondence. Note: THIS PURCHASE ORDER IS FOR THE PROCUREMENT F GOODS AND/OR SERVICES, AS NEEDED DURING THE CURR NT CALENDAR YEAR. DOLLAR AMOUNTS SPECIFIED ARE ESTIMATES A0 NOT A PROMISE TO PURCHASE ANY MINIMUM AMOUNT OF SUC OODS AND/OR SERVICES. Line Qty/Units / Description Extended Price 3 1 LOT 2009 Blanket Order 11 Water Quality Lab llty oT rort Loqpin7 uirector oT vurcnasing ana KISK management This order is HQValid 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 3,500.00 Total $3,500.00 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 Number 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 to be replaced except upon receipt of written instructions fi om the City of Fort Collins. Inspection. GOODS are subject to the City of Fort Collins inspection on arrival. Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can result in authurized payment on the pan 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 Terms. Shipments must be F.O.B., City of Foil Collins. 700 Wood St.. Fort Collins. CO 80522. unless otherwise specified on this order. Ifpennission is given to prepay freight and charge separmely. the original feight bill must accompany invoice. Additional charges for packing will not be accepted. Shipment Distance. Where manufacturers have distributing points in various pans oRhe country, shipment is expected fromthe nearest distribution point to destination, and excess freight will be deducted from Invoice when shipments are made from greater distance. Permits. Seller shall procure at sellers sole costa] I necessarypennits, certificates and licenses required by all applicable laws, regulations, ordinances and rules oft he state, municipality, territory 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 finrther agrees to hold the City of Foil Collins harmless from and against all liability and loss inclined 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, bona 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 forth and any supplementary or additional tens 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. ? DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on ,your promised delivery date as noted. Time is of the essence. Delivery and 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 of partial late deliveries, shall operate as a waiver of this provision. In the event ofanydelay, 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 ofnegligence, 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 of any such delay. the date ofdelivery 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 other descriptions given, will be tit fit the purposes intended, and perforned with the highest degree of care and competence in accordance with accepted standards for work ofa sinnilar nature. The Seller agrees to hold the purchaser harmless from any loss. damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of warranty. 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 may be prescribed by law or by the terms of any applicable wan inty provided by the Seller after the date of acceptance of the goods famished hereunder (acceptance not to be unreasonably delayed), resulting linot inhperfect or defective work dune a materials furnished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver orally claim under this warranty. Except as otherwise provided in this purchase older. the Sellers liability hereunder shall extend to all damages proximately caused by the breach ofany of the foregoing warranties 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 terms, other than legal tens, including additions to or deletions from the quantities originally ordered in the specifications or drawings, by verbal or written change order. If any such change affects the amount due m the time of performance hereunder, in equitable adjusnment shall be made. 6. TERMINATIONS. The Purchaser may at anytime by written change order, terminate this agreement as to any or all potions ofthe 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 anticipated profits on the uncompleted portion of the 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 adjustment must be asserted within thirty (30) days from the date the change or termination 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 ate 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 suffered by the Purchaser as a result of the Sellers failure to comply with such law. If and only to the extent this [Agreennent] constitutes a "sole source govenunent contract" within the meaning of Article XXV I I I of the Colorado Constitution ("Article XX V I I I"). then the provisions of Section 15 of Article X X V I I I are hereby incorporated into this [Agreement]. In such a case, if the tC'oanactorI or any other person who is a "contract holder" as defined in Section 2(4.5) of Article XXV III intentionally violates Section 15 or Section I7(2) of Article XXV I I I, then the [Contractor] agrees it shall be ineligible to hold any sole source government contract. or public employment with the smte of Colorado or any of its political subdivisions, lit three years. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the prior written consent of the other party. 10. TITLE. 'File Seller warrants full, clear and unrestricted title to the Purchaser for all equipment, materials, and items famished in performance of this agreement, 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 performance of the terns and conditions hereof, failure or delay to exercise nny rights or remedies provided herein or by law. 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 wa i a t ies ur obligations of this purchase order and shall not be deemed a waiver orally right of the purchaser to insist upon strict performance 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 default hereunder, not shall any pu'poned oial modification or rescission of this purchase ortfer by the Purchaser operate as a waiver of nny of the tens hereof. 12. ASSIGNMENTOF ANTITRUST CLAIMS. Seller and the Purchaser recognize that in actual economic practice, overcharges resulting from antitrust violations are in fact borne by the Purchaser. Theretofore, fur good cause and as consideration for executing this purchaseorder, the Scller hereby assigns to the Purchaser any and all claims it cony now have o hereafter acquired tinder federal or state antitrust laws fix 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. If the Purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed upon by the Purchaser and the Scller• 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 I'urchaser and its contractors of any tier fionn all liability and claims of any nature resulting from the pet timnanee 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 party. The Seller's contactual obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is pet fimned or caused to he performed by the Purchaser. 14. PATENTS. Whenever 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 from any and all claims for infiingemeut lry reason of the use of such patented design, device, material or process in connection with the contract. and shall indemnify 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 or after the completion of the work. ]it 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 of said 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 non-intiinging equipment• or modify it so it becomes non-infiinging. 15. INSOLVENCY. If the Sellershall become insolvent or bankrupt, make an assiennnent for the benefit ofcreditors. appoint a receiveror trustee lit any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16, GOVERNING LAW. The definitions of leans used or the interpretation of the agreement and the rights of afl parties hereunder shall Ile construed under anti governed by the laws of the State of Colorado. USA. The hollowing Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Reptesentative(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 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 at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment are famished by others fit installation or erection by the Seller, the Seller shall receive, unload, store and handle same at the site and become responsible therefor' as though such naerials and/or equipment were being furnished bythe Seller underthe order. 18. INSURANCE. The Scller shall, at 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 of the state in which the work is to be done. The Seller shall also carry 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 damage limit per accident uf.$400,000. The Seller shall likewise require his contractors, if any, to provide for such compensation and insurance. Belize any of the Sellers or his contactors employees shall do any work upon the premises of others, the Seller shall furnish the Purchaser with a certificate that such compensation and instance 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 and 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 or injury of any kind or nature whatsoever to persons or property caused by or resulting from the execution of the 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 OOicers, agents and employees from and against any and all claims, losses, dannages, charges or expenses. whether direct or indirect. and whether to persons or property to which the Purchaser nay be put or subject by reason of any act, action. neglect. omission or default on the pat of the Seller, any of his contractors, or any of the 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 al any time on account or by reason of any act, action, neglect, omission or default of the Seller of any of his contactors 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 cosm ch:uges, attorneys lees and other expenses. any and alljudgments that may be inclined by orobtainedagainst the Purchaser or any of its or their officers, agents or employees in such suits o other proceedings, and in case judgment or other lien be placed upon or obtained against the property ofthe Purchaser, or said parties in oras a result of such suits or of her proceedings. the Seller will at Once cease the same to be dissolved and dischuged by giving Iwnd or otherwise. Tfie 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. Revisal 04/2000