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HomeMy WebLinkAbout112975 LARIMER COUNTY SOLID WASTE - PURCHASE ORDER - 9957266Date: 12/7/2009 City of F6rt Collins Page Number: 1 Purchase Order Number: 9957266 Delivery Date: 12/6/2009 Buyer: DICK,OPAL 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 80,000.00 Residuals Disposal at Water Treatment Facility City of Fort Cc)Wno Director of Purchasing and Risk Management This order is alid 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 Total $80,000.00 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 front state and local taxes. Our Exemption Number is 99-04502, Federal Excise Tax Exemption Certificate of Registry 54-6000587 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 ill' damage in transit, may be returned to you for credit and are not to be «placed except upon receipt of written instructions from the City of Fort Collins. Inspection. GOODS are subject tothe City of Fort C'.oII ins inspection on mri- Final Acceptance. Receipt ofthe merchandise, services of equipment in response to this order can result in authorized payment on the par 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 Foil Collins, 700 Wood St.. Fort Collins. CO 80521 unless otherwise specified on this order. If permission is given to prepay f eight and charge separately, the original freight bill nnrst accompany invoice. Additional charges for packing will not be accepted. Shipment Distance. Where manufaconers have distributing points in various parts of the country. shipment is expcctcd from the nearest distribution point to destination, and excess freight will be deducted front Invoice when shipments arc trade fioni greater distance. Permits. Seller shall ptocure at sellers sole cost all necessary pennies, certificates and licenses required by all applicable laws, regulations, ordinances and rules ofthe state, nrmicipality, territory or political subdivision where the work is performed. of required by any other duly constituted public authority having Jurisdiction over rile vvotk of vendor. Seller father agrees to hold the City of For Collins harmless fiom and against all liability anti loss incurred by dtemby 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 terms and conditions stated herein set fork mad any supplementary or additional tents and conditions annexed hereto of incoilxxnted herein by reference•. Any additional or different tents and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT innnediately if you cannot make complete shipment to arrive on your promised delivery date as noted. Time is ofthe essence. Delivery and perfomtance must be effected within the time stated on the purchase order and the documents attached hereto. No acts ofthe Purchasers including, without limitation, acceptance ofpartial 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 ofplacing this order elsewhere mul holding the Seller liable far 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 rives provided that notice ofthe conditions causing such delay is given to the Purchaser within five (5) days ofthe little when the Seller first received knowledge thereof. In the event of airy such delay, the date of delivery shall be extended for the period equal to the tinge actually lost by reason ofthe delay. 3.WARRANTY. The Seller warrants that all goods, articles, materials and work covered by this order will can fin-n. with applicable drawings.. specifications, samples and/or other descriptions given, will be fit for the purposes intended. anti performed with the highest degree of care and competence in accordance with accepted standards fir work ofa similar nawlc. The Seller agrees to hold the purchaser harmless from any loss. damage or expense which the Purchaser mazy stffelor incur un account ofthe Sellers breach of wananty. -file 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 oftime as may be In esc ibctl by law of by the tents of any applicable wall anty provided by the Seller alter the date of acceptance of the goods furnished hereunder (acceptance not to be unreasonably delayed). resulting (rout imperfect of detective work done or materials furnished by the Seller. Acceptance of use of goods by the Purchaser shall not constitute a waiver of any claim under this wananty. Except as otherwise provided in this purchase order. the Sellers liability hereunder shall extend to all danvages proximately caused by the breach of any ofthe f negoing 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 Puchasei may make any changes to the tents, outer than legal teals, including additions to of deletions fionrthe quantities originally ordered in the specifications or drawings, by verbal of written change order. If any such change affects the amount due or the time of perfonmance hereunder. an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may nt anytime by written change order, terminate this agreement as to any or all portions of die goads 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 dic goods and/or work, for incidental of consequential damages, and that no stich adjustment be Trade in Lwoi 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 mist be asserted within thirty (30) days from the date the change or termination 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. 'file Seller shall execute and deliver such documents as may, be required to effect of evidence compliance. All lays and regulations required to be incorporated in agreements oft his character are hereby incorporated herein by this I cference. The Seller agrees to indeninify and hold the Purchaser hannless from all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such Inv. If:ud only to the extent this [Agreement] constitutes a "sole source eoveinnient coniract" within the meaning of Article XXVll l of the Colorado Constitution ("Article XXV II I"). dten the provisions ofSeaion lsof Article \XVIII are hereby incorporated into this [Agreement]. In such a case. it the [Conlractot[ of an}• other person wbo is "contract holder" as defined in Section 2(4.5) ofAiticle XXVIII intentionally violates Section 150l* Section 17(2) of Article XXVIII, then the [Contractor] agrees it shall be ineligible to hold any sole source government cononct, or public employrnent with the state of Colorado or any of its political subdivisions. tot three yeai:s. 9. ASSIGNMENT. Neither paity shall assign, transfer. of convey this order. of any nionies due or to become due hereunder without the prior written consent ofthe other party. l0. TITLE. 'I he Seller warrants fill, clear and unresu'icted title to the Purchaser for all equipment, materials, and items firnished in performance of this agreement, free and clear of any and all liens, restrictions, reservations, security interest encumbrances and claints of others. 11. NON\\AlVEIL. Failure ofthe I'mchasci to insist upon strict performance of the terns and conditions hereof, failure or delay to exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event ofa breach. the acceptance of of payment for goods hcieunderor approval oRhe design, shall not release the Seller of any of the warranties or obligations o(this purchase order and shall not be deemed i waiver ofany right oftlne purchaser to insist upon strict 1- t6lnrutce hereof of any of its rights of remedies as to any such goods, regardless of when shipped, received or accepted. as to any prior or subsequent default hereunder, not shall any purported oral modification or rescission M this purchase order by the Purchaser operate as a waiver of any of the terms hereof. 12. ASS IG NAI ENT OF ANTITRUST CLAIMS. Seller anti the Purchaser recognize that in actual economic practice, over chages resulting fi omi antitrust violations are in Fact borne by the I'urchnsei. l'heretofoic. for good cause and as consideration fur executing this purchase order, the Seller hereby assigns to the Purchaser any and all gluten it may now have or hereafter acquired under federal of state antitrust Imes tort 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 Seller, and the Seller theieniter indicates its inability of unwillingness to comply, the Purchaser may cause the work to be perforated 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 ofany tier from all liability and claims of any nature resulting front the performance of such work. This release shall apply even in the event of fault of negligence ofthe patty released and shall extend to the directors. officers and employees ofsuch party. The Seller's contractual obligations. including wananty, shall not be deemed to be reduced, in any way, because such work is performed or 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, trademark of copyright, the Seller shall indemnify and save hmniless the Purchaser from anv and all claims for infiingement by reason ofthe use of such patented design, device, material or process in connection with the contract, and shall indemnify the Purchaser lit any cost. expense or d:unage which it may be obliged to pay by reason of such iti ingentent at any time during the prosecution of after the completion ofthe work. In case said equipment, of any pail thereofoi 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 of pans, replace the same with substantially equal bill non -infringing equipntcnt. of modify it so it becomes non -infringing. 15. INSOLVENCY. If the Seller shall become insolvent or bankup[. make al assigintent for the belie liI ofcreditom appoint a receiver or truss cc fill* any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16, GOVERNING LAW -rile detinit ions of terns used or the interpretation oft lie agreement and the rights of all parties hereunder shall be consorted undcl* and governed by the laws of the State of Colorado, USA_ The tbllowing 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. 17. SELLERS RESPONSIBILITY. The Seller shall cant' on said work at Seller's own risk until the same is fully completed and accepted. and shall, incase of any accident, destruction or injury to the work and/or materials before Sellers final completion and acceptance. mplete the work at Seller's own expense and to the satisfaction ofthe Purchaser. When materials and equipment me bi nished by others for installation or erection by the Seller, the Seller shall receive, unload, store and handle same at the site and become responsible therefor us though such materials mad/or equipment wete being famished by the Seller uncle, the order. IS. INSUIRANCF. The Seller shall. at his own expense, provide for the payment of workers mnlpensation, including occupational disease benefits, to its employees employed on or in connection witlit lie work covered by this purchase order, and/or totheir dependents in accordance with the laws of the 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 insur:ncewith bodily injury and ticath limits of at least S300 000 for any one person, S500,000 for any one accident and property damage limit per accident of S4t10,000. The Seller shall likewise require his contractors, if -any, to provide for such compens Lion and insurance. Before any of the Sellers or his contractors employees shall do any work upon the premises of others. the Seller shall Finnish 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. 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 SCIICr hereby assumes the entire responsibility and liability for any and all damage, loss or injury of nny kind or nature whalsoevtr to persons or properly caused by of 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 officers. agents and employees from and against any and all claims, losses, damages, charges or expenses. whether direct of indirect. and whether to persons or property to which the Purchaser maybe put or subject by reason of any act. action. neglect, omission of default on the pan ofthe Seller, any ofhis contractors, or illy ofthe Sellers or contractors officers, agents or employees. In case any suit of other proceedings shall lie brought against the Purchaser. or its officers• agents ol* employees at any time on accotmt of by ienson of airyact, action. neglect, omission or dethult ofthe Seller of any of his contractors or any of its of their officers. agents of employees as aforesaid. the Seller hereby agrees to assume the defense thereof and m defend the same at the Sellers own expense, to pay any and all costs, charges, attorneys fees and other expenses. any anti alljudgments that may lie incurred by of obtained against Elie Purchaser or any of its or their ollicers. agents of employees in such suits or other proceedings, and in case judgment or other lien be placed upon of obtained against the property ofthe Pul chaser. of said parties in or as a result of such suits of other proceedings, the Seller will at once cause the same to be dissolved and discharged bygiving bond or other ise. "I lie Seller and his contractors shall take all safety pi ecautions. furnish and install all guards necessary far 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