HomeMy WebLinkAbout109447 INDEPENDENT SALT COMPANY - PURCHASE ORDER - 9100367 (2)Date: 7/1612010
City of
�,.F�ort Collins
Page Number: 1
Purchase Order Number: 9100367
Delivery Date: 1/13/2010 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
5 Addendum to PO 9100367
1 LOT
Total
This order is rtQthalid 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
10,000.00
$10,000.00
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 exerrmtions. By statute the Cay of Fort Collies k exempt from state and local taxes. Our Exmgnion Number is
98-04503. Federal Excite Tax Exemption Certificate of Begisvy 846000587 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 men specifications, either when shipped or due to defects of
damage in transit, may be resumed 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 effort Collins Inspection on anivid
Final Acceptance. Receipt ofshe merchandise, services orequipment foramina, to this order canresult in authorizd
payment on the part of the City of For Collins. However, it is to he understood that FINAL ACCEPTANCE is
dependent upon completion ofall applicable required inspection procedures.
Freight Tema. Shipments roast be P.O.B., City of Fort Collins, 7W Wood St, Fort Colms, CO 80522, unless
otherwise specified on this order Ifpemdssion is given to prepay height and charge separately, the migind fteightbdl
must acemryany invoice. Additional charges for peeking will not hr accepted.
Shipment Distance. Where manufacturers have distributing points in various parts ofthe country,sh@nrntie expected
from the neared disobution point to destination, and exceas freight will b deducted fiom/nvo icewhenalromensare
msde from greater distance.
Permits. Seller shall procure a sellers sole cost all necessary Famuts, certificates and licenses requredby all applicable
laws, leguminous, ordinances and mks of the state, municipality, territory or political subdivision where the work is
perfortred, or required by any other duly contributed public authority having jurisdiction over the work of vendor.
Sella further agrees to hold the City of Fort Collins harmless floor and against all liability and loss incurred by than by
reason of an assured or established violation of any such laws, regulations, ordinance, rates and requirements.
AuthorGation. All parties to this convect sace that the repreentatives are, in fact Was fide and posses full and
complete authority to bind said parties.
LIMTEAT10NOFTERMS. This Purchase Ordaexpmslybmitsacceptancewthetermsandcmdfiomstadh an
se forth and any supplementaryor additional taro and conditions annexed hereto orbcorynratdherein byrefaence.
Any additional or different tarm and conditions proposed by seller are objected to and hereby rejected.
2. DELIVERY.
PLEASE ADVISE PURCHASING AGENT immediately ifyou minor take complete shipment to move on your
promised delivery date as note. Time is ofthe essence. Delivery and performance most be effected within the time
stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without
limitation, acceptance ofpar id late deliveries, shall operate as awaiver ofthis provision. In the even, ofany delay, the
Parchasa shall have, in addition to other legal and equitable remedies, the option titillating this order elsewhere and
holding the Sella liable for damage. However, the Seller shall not be liable for damages as a result ofddays due to
causes not reasonably foreseeable which are beyond its reasonable control and without its halt ofnegligemmce, such arts
of God, arts of civil or military authorities, governmental priorities, fires, strike, Flood, epidemics, wars or riots
Provided that notice of the conditions cowing such delay is given to the Pmnchwa within five (5) days of the time
when the Seller Cost received knowledge thereof In the event ofany such delay, the date ofdehvery shall be extended
for the period equal to the time actually lost by reason ofshe delay.
3. WARRANTY.
The Seller wararm that all goods, articles, materiels and work covered by this order will conform with applicable
drawings, specifications, sarnmes and/or other descriptions given, will In fit for thepurio ses intended, and perfomd
with the highest degree of care and comparacc, in accordance with narrated! standard for work of a shrWar nature.
The Seller agrees to hold the purchaser hamMess from any loss, damage or expense which the Purchaser my surer or
omt ofshe Sellers bremb of warranty. The Sella shall rapture, repair or make good, without con to the
purchaser, defects or faults arising withinone (1) yawor within such longeoperiodinflate, astray beprcsasbdby
law or by the terms of any applicable warranty provided by the Sella after the date of acceptance of the goods
furnished hera nder (acceptance not to be unreasonably delayed), resulting ham immortal or defective work done or
materials famished by the Sella. Acceptance or me of goods by the Purchaser shall not wnditme a waiver of any
claim under this warmity. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall
extend to ell damages proximately caused by the beach of any of the foregoing warranties or guxrantces, but such
liahility 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 Purebwer may make changes to legal terms by written change order.
5. CHANGES IN COMMERCIAL TERMS.
The Purchaser ray make any changes to the terns, other flan legal terms, 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 or the time ofperfomance heremder, an equitable adjustment shall be made.
6. TERMINATIONS.
The Purchaser my any tune by written change order, formate this agreement as to any or all portions ofthe goods
then not shipped, subject to any reputable djuatmenr between the parties m to any work or materials then in progress
provided that the Purchases shall not be liable for any claims for anticipated pro fits on the uncompleted portion of the
goods and/or walk, for incidental or crosequeatial damages, and that no such sdjustmmtas rode in favor ofthe Seller
with respect to any goods which arc the Sellers standard stock. No such twormation shall relieve the Purchaser or the
Sella of any of their obligations as to any goods delivered hereunder.
]. CLAIMS FOR ADJUSTMENT.
Any claim for adjustment rust be asserted within chitty (30) days ftwn the daze the change or lemdnation is ordered.
8. COMPLIANCE WITH LAW.
no Seller warrants that all goods sold hereunder shall have been produced, sold, delivered and furishd in strict
compliance with aRapplicable laws andregulations to which the goods are subject The Seller shallcvamearddeliver
such documents w ray be required to effect or evidence compliance. All laws and regulations required to be,
incoryomted in sgrevrcnts of this character are hereby incorporated herein by this reference. The Seller agrees to
indamify and hold the Purchaser harness from all costs and damages suffered by the Purchaser an a result of the
Sellers failure to comply with such law.
9. ASSIGNMENT.
Neither party shall assign, transf , or convey this order, or my loonies due or to become due himander without the
prior written consent ofshe other party.
10. TITLE.
The Sella warrants full, clear and unreetriad title to the Financier for all equipment, numerous, and items famished in
performance of the agreamnt fice and clear of my and all has, restrictions, reservations, security interest
encumbrmces and claim of others.
11. NONWAIVER.
Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof, failure or delay to
exercise any rights or remedies provided herein or by law, falum to promptly notify the Seller in the event ofa breach,
the acceptance ofor payment for goods hereunder or approval ofthe design, shall not release the Seller ofmy oftbe
warranties or obligations of the purchase order and shall not be deemed a waiver orally right of the purchaser to fain
upon strict perfamance 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, nor shall any purported oral modification or
rescission of this prichwe order by the Purchaser operate w a waiver of any of the terns hereof
12. ASSIGNMENT OF ANTITRUST CLAIMS.
Seller and the Purchaserrecogniae that in actual economic practice, overcharges resulting from ansitrustviolatinware
in fact home bythe Purchaser. Theretofore, forgood cause and as consideration for executing this purchase order, the
Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter acquired most federal or state
contrast laws for such overcharges relating to the particular goods or services purchased or acquired by the Purchase
Farmhand to this purchase order.
13, PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
If the Purchaser d reas the Seller to corect nonconforming or defective goods by a date to he agreed upon by the
Purchaser and the Seller, and the Seller thereafter indicares its inability or unwillingness to comply, the Purchaser may
use the work to be performed by the most expeditious mores available to it, and the Seller shall pay all casts
associated with such work.
The Sella shall release the Purchaser and its contractors ofanytie fiomlll liabitityandclaims ofsaynature resulting
from the performance ofsuch 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 emngnoyees of such party.
The Sellers contractual obligations, including warranty, shall not be deemed to he reduced, in any way, became such
work is performed or caused to Ie peromed by the Purchaser.
14. PATENTS.
Whenever the Seller is occurred to use any design, device, material or process covered by letter, parent, trademark or
copyright. the Seller shall indeuni, lord save hatMess the Purchases fiomany and all eleven t, and shall
the
ofthe use ofsuch Isolatedexper design, device, material easy be
li connection with the contract, andshml indemnify at my t the
during
for soycoop expense or damage which itmaybe obligedtopay by reaon mypainfringementhe anytime
usingthe prosecution orafter the ld to cerionofshewok.[ncasesaid equipment oranypan or part
the intended
use ofthe goods is in suchsuitheld to its option infringement cod the a afraid equipment or part is enjoined, the
Seller shall, at its own expense and at its option, either procure for the Purchaser she right to continue using said
equipment or parts, replace the same with subetantiallyequul but nominfnnging equipment, nrmodify it so itbecortes
norm -infringing.
15. MSOLVENCY.
Ifthe Sella shall become ,solvent or lonlnupt make an assigmnent forthebermak oferedisors, appoint conceiver or
trustee for any of the Seller property or business, this order may forthwith be canceled by the Purchaser without
liability.
16, GOVERNING LAW.
The definition of terms rued or the interpretation ofthe agreement and the rights of all parties hereunder shall be
cersmued under and governed by the laws of the State of Colorado, USA,
The following Additional Conditions apply only incases where the Sella is to perform work hereunder, including the
services of Sellers Representative(s), on the premises of others.
17. SELLERSRESPONSIBILITY.
The gegaalle learyonsaidwork a Seller's own risk until the some is fully conmleredandaccepted, and shag incase
of any accident, destruction or injury to the work and/or noterials before Sellers final completion and telephones,
wrrmlate the work at Seller's own expense andto the satisfaction ofthe Purchases. Wnaaroteriale and aluipmentare
famished by others for Installation or election by the Seller, the Sella shall receive, unload, store and handle same at
the site and become responsble therefor as though such materials and/or equipment were being famished by the Seller
under the rota.
18. INSURANCE
The Set asball, of his own expense, provide for the payment ofworkers 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 m which the work is to be done. The Sella shall also may
comprehensive general liability including, but not lnnited to, contractual and autarmobile, public liability insurance with
handily injury and death limits of at least $300,WO for any one person, $500,000 for any one accident and property
dartage limit per accident of $400,000. The Sella shall likewise require his contractors, if any, to provide for such
compensation and wumnce. Before any of the Sellers or his contractors employee shall der any work upon the
premises ofothers, the Sella shall human the Purchaser with a certificate that such wmpereation and insurance have
been provided. Such certificates shall specify the date when such compensation and insurance have ban provided.
Such certificates shall specify the date when such compensation and insurance expires. The Seller agree that such
compensation and amount shall be maintained wail arm the came work is completed and accepted.
19. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
The Seller hereby common 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 fiom the execution ofshe work Provided for in this
purchase order or in connection herewith. The Seller will indeneify and hold harmless the Purchaser and my or all of
the Purchasers officers, agents and employees from and against any and all claims, losses, damage, charges or
expenses, whether direct or inure t, and whether to persons or property to which the Purchaser may be put or subject
by reason of my act, action, neglect. omission or default on the par ofthe Seller, my of his contractors, err my of the
Sellers or contractors officers, agents or employee. In case any such or other proceedings ahall be brought against the
Purchaser, or its atficas, agents or employees art anytime on account or by reason of my act, action, t glad otrission
or default of the Seller of my of his contractors or any of its or their officers, agents or employees as aforesaid, the
Seller hereby agrees to weom the de<se themcfand to defend the come at the Sellers own expese, to pay any and
all costs, charges, attorneys fees and other expenses, any and allpidgments that maybe incurred by or obamd aging
the Purchasa or any of its or their officers, agents or employees in such suds or other proceedings, and in case
judgment or other liamb placed upon or obtained apinet the property ofthe Purchaser, or said parties in or ara result
of a inch suits or other proceedings, the S eller will at once cause the same to be dissolved and discharged by givf mmg bond
or oherwhe. The Seiler end his contractors shall take all safdypraautiow, famish andinstMl all guardsuaessaryfor
the prevention of accidents, comply with all laws and regulations with regard to safely including, but without
IdmWtion, the Occupational Safety and Health Act of 1970 and all rules and regulations issued pursuant thereto.
Revised 03/2010