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HomeMy WebLinkAbout150670 STANTEC CONSULTING SERVICES INC - PURCHASE ORDER - 9103712Date: 711612010 Fort Collins Page Number: 1 Purchase Order Number: 9103712 Delivery Date: 7/1612010 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 1LOT 114,946.00 North College Westside S S Design Phase Services Total $114,946.00 Invoice Address: City of Fort Cq?l`inY Director of Purchasing and Risk Management City of Fort Collins This order is rfolhaild over $5000 unless signed by James B. O'Neill Il, CPPO Accounting Department City of Fort Collins Purchasing, PO Box 580, Fort Collins, CO 80522-0580 PO Box 580 Phone: 970-221.6775 Fax: 970.221.6707 Email: purchasing@fcgov.com Fort Collins, CO 80522-0580 Purchase Order Terms and Conditions 1_ COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt fiom 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 Stares 1973, Chapter39-26, 114 (a). Gaols Rejected. GOODS REIECTED due to failure to of 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 wnlmu instructions from the City of Fort Collins Inspection GOODS are subject to the City of Fort Collins inspection on m.isel. Final Acceptance. Receipt ofthe merchandise, services or equipment in response to this order can result in authorized payment on the pan of the City of Fort Collins. However, it is to be understood that FINAL ACCEPTANCE is dependent upon completion ofall applicable required inspection micedul ex Freight Term, Shipments =at be F.O.B., City of Pon Collins, 700 Wood St, Fort Collins, CO 80522, unless otherwise specified on this order. Ifpermission is given to prepay (eight and charge separately, the original freight bill must accompany invoice. Additional charges for packing will noted accepted. Shipment Distance. Where manufacturers have distributing points in various parts ofthe country, shipment's mpemN from the insured distribution point to destination, and excess freight will he deducted fipm Invoice when shipments are made firm greater distance. Permits _ Seller shall procure at sellers sole cost all necessary call certificates and licenses required by all applicable haws, regulations, ordinances and rules ofthe state, municipality, territory or political subdivision where the work is perbar ed, or required by any other duly constituted public authority having jurisdiction over the work of vendor. Seller furtheragrees to holdthe City effort Collins harmless fiomand against all liabilityand loss incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances, rules and requirements. Authoricatim, All panics to this contract agree that the representatives arc, 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 conditims=led heein set ROPE and any supplementary or additional toms and conditions annexed hereto or uaogrurated 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 arive on your promised delivery date as noted Time is of the essence. Delivery and penfomsmce must be effected within the time stated on the purchase order and the documents toward hereto. No acts of the Purchasers including, without limitation, acceptance ofpartial late deliveries, shall operate as avower ofthis provision. In the event ofanydelay, the Purchaser shall have, in addition to other legal and equitable remedies, the option ofplacing this order elsewhere and holding the Seller liable for damages. However, the Seller shall not be liable for damages as a result ofdelays due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault ofnegligeoce, such was 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 ofany 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 fit ionise purposes intended, and performed with the highest degree of care and competence in accordance with accepted standmds for work ofa similar nature. The Selleragrees to holdthe purchaser harmless 6om any lass, damage or expense which the Purchaser may sufferm meta on account ofthe Sellers breach fwarranty. The Seller shall replace, repair or make good, without cost to the purchaser, any defects or hots arising within one (1)ywr or within such longer period opens, as holy be pro bed by law or by the temp of any applicable warranty provided by the Seller after the date of acceptance of the goods famished hereunder(aeceptance not to be unreasonably delayed), resulting 6om imperfect or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver ofany claim under this warranty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of any 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 toms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the tome, other than legal terns, including additions to or deletions finmthe quantities Originally ordered in the specifications or drawings, by verbal or wrinen change order. Ifany such change affects the amount due or the flay, of perfomrance hereunder, an equitable adjustment shall he made. 6. TERMINATIONS. The Purolator my at any time by written change order, terminate this agreement m to any or all portions ofthe goods then not shipped subject to any equitable adjustment between the panics as to any work or materials then in progress provided that the Purchaser shall not be liable for any claims for anticipered profits on the uncompleted portion ofthe goods and/or work. for incidental or consequential damages, and that no such adjustment be made infavor offfe 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. ]. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days room the date the change or nomination is ordered 8 COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been produced, sold, delivered and famished in strict compliance withal] applicable laws andregulations to which the goods to subject The Seller shdletworm 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 we hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless fiom all costs and damages suffered by the Purchaser as a result of the Sellers felom m aomply with such taw. 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 patty. 10. TITLE The Seller warrants full, clear and unrestricted title to the Purchaser for all equipment materials, anditerm fumuhedu[ performance of this agrmme C fta and clear of any and all lieu, restrictions, reservations, security interest encumbrances and claims of others. 11. NONWAIVER Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof, failure or delay to esourso any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event ofa breach, the acceptance ofor payment fin r goods hereunder or approval ofthe design, shall not elease the Seller f any ofthe warriantew or obligations ofthis purchase order and shall noted deemed a waiver ofany right ofthe 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 pilot or subsequent default hereunder, nor shall any pryorted oral modification or rescission ofthis purchase order by the Purchaser operate as a waiver of any ofthe tears hereof 12. ASSIGNMENT OF ANTITRUST CLAIMS. Seller and the Purchaser recognize that in actual economic pramice, overcharges resulting 6om antitrust viola are in fact Wme by the Purchaser. Theretofore, for good 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 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. If the Purchaser dhects the Seller to correct 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 emrply, the Purchaser may cause the work to he 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 ronorand s Ofany ties fiom all liability and claims ofany nature resulting fiom the perfmmn um ofsuch wink. This release shall apply even in the event of fault of rogligenee ofthe party rnlensed and shall extend to the directors, officers and employees Of such party. The Settees contractual obligations, including warranty, 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 squired to use wry design, device, wondered or process covered by letter, patent torremmrk or copyrightthe Sellershall indemnifyandsavehmmless the Purchaserftomanyandalldowm frinfivrgerewby mon offs, use ofsuch parented design, device, material or process in connection with the contract, and shall inde rr ity the Purchase for any cast, expense or cartage which it may be obligedai pay by reason ofsuch infringement at anytime during the prosecution ism orafter the completion uteofthe inwork. Incase said equipment, equipment anypart or pan is njointended e Seller the goods, ism such suit held to constitute ieither pros and the use orchid equipment or pan is enjoined, the Seller shall, at its area expense and at its option either procure for the Purchaser qui the t, or to continue using said equipnent or pans, capita the same with substantially equal but non-infiinging equipment or modify it so it heorrrs non-infiinging. 15. INSOLVENC'Y. If the Selle, hall become insolvenl or bankrupt make an assignment for the benefit ofereditors, appoint a receiver or trustee for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability 16. GOVERNING LAW. The definitions of terns used or the interpretation of the agreement and the rights of all ponies hereunder shall be consumed under' and governed by the laws of the State of Colorado, USA. The following Additional Conditions apply only in cases where the Seller is to perform wink hereunder, including the services of Sellers Representative(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 core of my accident destruction or injury to the work and/or materials before Sellers final completion and acceptance, complete the work at Seller's own expense and to the satisfaction ofthe Purchase. When materials and equipment are furnished by others for installation or erection by the Seller, the Seller shall receive, unload, store and handle same at the site and became responsible therefor as though such materials whor equipment were being famished "a SCller under the or der_ I8. INSURANCE. The Seller shall, at his own expense, provide far the payment ofwarkers conipensmme, including occupetionaldieeme becefits, to its employees employed on or in connection with the work covered by this purchase order, and/or to thew dependents in aecmdonce with the laws of the some in which the work is to be done The Seller shall aid carry comprehensive general liability including, but not limited to, nconractual end 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 i ecidem of $400,000. The Seller sheaf likewise require his contractors, if any, to provide for such compensation and insurance. Before any Of the Sellers or his contractors employees shall do any work upon the premises ofoders, the Seller shall fmish the Purchaser with a certificate that such compensation and insurance have been provided. Such certificates shall spoody the dare when such compensation and announce 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 ofany kind or nature whatsoever to persons or property caused by or resulting 6om the execution of the work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser andanyor all of the Purchasers officers, agents and employees from and against any and all claims, losses, damages, charges or expenses, whether direct or indirect and whether to persons or property to which the Purchaser maybe put or subject by reason Of MY act action, neglect, omission or default on the pan ofthe Seller, any of his contractors, or my ofthe Sellers or contractors officers, agents or employees. In cue any suit or other proceedings shall be brought against the Purchaser, or its officers, agents or employees many time on account or by reason ofany Oct, action, neglect, mmscfn or default of the Seller of any of his contractors or any of its or their affects, agents or employees as affromid, the Sell,, hereby agrees mussumc,he defense droufand to der d the same at Sellers own expense, to pay any and all costs, charges, attorneys fees and other expenses, any and alljudgments that may be inwned by or olttamedagahst the Purchaser or ally of Its or their officers, agents or employees in such suits or other proceedings, and in case judgment or other lien be placed upon or obtained against the property ofthe Purchaser, msaidpanies inoras insult ofsuch suits or other proceedings, the Seller will at once cause the same to be dissolved and discharged bygivingbond Or otherwise. The Seller and his contractors shall take all saftyprecautiwel, famish and install all gas ingthe essaryft the prevention of accidents, comply with all laws and regulations with regard to safety including but without hartariom the Occupational Safety and Health Act of 1970 and ail mIw and r,.Iatims issued pursuant thereto. Revised 03/2010