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HomeMy WebLinkAbout466241 INDUSTRIAL DIESEL SERVICE & SALES LLC - PURCHASE ORDER - 9111258PURCHASE ORDER PO Number Page City of PURCHASE 9111258 I of z 6rt Collins This number must appear on all invoices, packing slips and labels. Date: 03/01/2011 Vendor: 466241 Ship To: INDUSTRIAL DIESEL SERVICE & SALES LLC 2515 E MULBERRY ST FORT COLLINS Colorado 80524 OPERATIONS SERVICES CITY OF FORT COLLINS 300 Laporte Avenue Building B FORT COLLINS Colorado 80521 Delivery Date: 03/01/2011 / Buyer: JAMES HUME Note: / Line Description Quantity UOM Unit Price Extended Ordered Price ACS Pro-Series30HD Coupler/Frt 1 LOT LS 5,982.00 #32012 C3. O✓la.�sQ sl— City of Fort Collins Director of Purchasing and Risk Management This order is not valid 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 Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Terms and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax escmptioos. By statute the City of Fort Collins is exempt Intrastate and local taxes.0 it Exemption Number is I I. NONWAIVER. 99-4,1502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof, failure or delay to Internal Revenue. Denver, Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39-26. 114 (a). exercise any rights or remedies provided herein or by law, failure to promptly notify the Scicr in the event of a breach, the acceptance ofm payment for goods hereunder or approval of the design, shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to men specifications, either when shipped ar due to defects of any of the warranties or obligations of this purchase order and shall not be deemed a waiver array right of the damage in transit, may be rearmed to you for credit and am not to be replaced except upon receipt of written purchaser to insist upon strict perfommncc hcrcefor any of its rights or remedies as to any such goocks. rcgnrdlcc instruction, from the City of Fox Collins. of when shipped, received or accepted, as to my prior or subsoqucnt default hereunder, nor shall any purported oral modification or rescission of this purchase order by the Purchaser opcmlc as a waiver of any of the here's Inspection. GOODS are subject to the City of Foe Collins inspection on amral. hereof. Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the pan of the City of Fort Collins. However, it is to be understood that FINAL. Seller and the Purchaser recognize that in actual economic practice, overcharges resulting from antitrust ACCEPTANCE is dependent neon completion ofall applicable required inspecinn pmeedurcs violations ore in fast home by the Purchaser. Theretofore, for good cause and as consideration for executing this purchase order, the Seller hereby assigns In the Purchaser any and all claims it may now have or hereafter Freight Terns. Shipments must be F.O.B., City of Pon Collins. 700 Wood St.. Fort Collins, CO 80522, unless acquired under federal or state riodrust laws for such overcharges relating to the particular goods or services otherwise specified on this order. If pcmuission is given to prepay freight and charge separately, the original freight purchased or acquired by the Purchnscr pursuant to this purchase order. bill must accompany invoice Additional charges for packing will not be accepted. 13. PURCHASERS PERFORMANCE OP SELLERS OBLIGATIONS. Shipment Distance. Where manufacturers have distributing points in vanons pans of the country, shipment is If the Purchaser directs the Seller to correct nonconforming or defective goods by a date to he agreed upon by the expected from the nearest distribution point to destination, and excess freight will be deducted from Invoice when Purchaser and the Seller, and the Seller thcrea0cr indicates its inability or nmwillingress to comply, the Parchascr shipments are made from greater distance. may cause the work to be performed by the most expeditious means available to it, and the Scllcr shall pay all costs associated with such work. Permits. Seller shall procure at sellers sole cost all necessary permits. cenificatcs and licenses required by all applicable laws, regulations, ordinances and talcs of the 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 vendm. Seller fnnhcr agrees to hold the City of Von Collins harmless form and against all liability and loss incurred by them by reason of an asserted or esablishcd violation of any such laws, regulations. ordinances, roles and requirements. Authori Ation. All panics to this contract agree that the representatives arc, in fact. bona fide and possess full and complete authority to bind said panics. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the tcmu and conditions stated herein set Inch and any supplementary or additional temu and conditions annexed hereto or incorporated herein by reference. Any additional or different terra and conditions proposed by seller arc 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 of the essence. Delivery, and performance must he effected within the lime stated on the purchase order and the documents touched hereto. No acts of the Purchasers including, without limitation. acceptance of partial late deliveries, shall operate as a waiver of this prevision. In the event army delay, the Parchascr 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 u result of delays due to enuacs not reasonably foreseeable which arc beyond its reasonable control and without its fault ofnegligence, such acts of God, acts ofeivil or military authorities, governmental priorities, frcs, strikes, Bond, 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 of delivery shall be extended for the period equal to the time actually lost by reason ofthe 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 for the purposes intended, and performed with the highest degree of care and competence in accordance with accepted standards for work of a similar nature. The Seller agrees to hold the purchaser harmless form any lees, damage or expense which the Purchnscr may suffer or incur on account of the Scllcrs breach of ommanty. The Scllcr shall replace, repair or make good, without cast to the purchaser, any defects or Faults arising within one (1) your or within such longer period of time as may be prescribed by law or by the terms army applicable warranty provided by the Seller after the date of acceptance of the goods furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials famished by the Scllcr. Acceptance or use of goods by the Purchaser shall not constitute a waiver of any claim under this warranty. Except as otherwise provided in this purchase order, the Scllcrs liability hereunder shall extend to all damages proximately caused by the breach array 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. CHANCES IN LEGAL TERMS. The Purchaser may make changes to legal tcmts by wrincn change order. 5. CHANCES IN COMMERCIAL. TERMS. The Purchaser may make any changes to the terms other than legal terms, including additions to or deletions from the quantities odginally ordered in the s,recificar ire, or d.min)_., by verbal or wrincn charge order. If any such change affects the amount due or the time ofperformanee hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may al any time by written change order, terminate this agreement as to any or all portions of the goods then not shipped, subject to any equitable adjustment benseen the panics as many work or materials then in progress pmvidcd that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion of the good and/or work, for incidental or consequential damage., and that no such adjustment be made in favor of the 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 grads delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment most be asserted within thirty (30) days from the date the change or termination is ardcrcd. 9. COMPLIANCE WITH LAW, The Seller warrants that all goods said hereunder shall have been produced, sold, dclivercd and famished in .strict compliance with all applicable laws and regulations to which the good arc 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 i empa ated in agreements of this character am 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 Scllcrs failure to comply with such Irv. 9. ASSIGNMENT. Neither parry shall assign, transfer, or convey this order, many monies due or to become due hereunder without the prior written consent of the other party. 10. TITLE, The 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 lien. restrictions, rcia mmions, security interest encumbrances and claims of ethers. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting from the performance ofsuch work. This release shall apply even in the event of fault of negligence of the Troy released and shall extend to the directors, officers and cmployccs ofsuch party. The Scllcrs contractual obligations, including warranty, .shall not be termed to be reduced. in any may, because such work is performed or caused to he performed by the Parchascr. 14. PATENTS. Whenever the Seller is required to use any design, device, material or presses covered by letter, patent, trademark or copyright. the Seller shall indemnify and save houncss the Purchaser from any and all claims for infringement by reason of the use of such patented design, device, material or process in connection with the contract and shall indemnify the Parchascr Forney cost, expense or damage which it may be obliged to pay by reason of s ch infingement at any time during the prosecution or aficr the completion of the work. In case said equipment or any part thercnim 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 pmicam for the Purchnscr the right to continue using said equipment or parts, replace the come with substantially equal but noninfringing equipment, or modify, it set it bcconms noninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt make an assignment for the benefit of creditors, appoint a receiver or trustee for any of the Sellers property or business, this order may fonhwith be canceled by the Parchascr without liability. 16. GOVERNING LAW. The definitions of terms used mire interpretation ofthc agreement and the rights ofall panics hcrcunder.shall be construed under and governed by the laws ofthe Stmc of Colorado. USA. The following Additional Conditions apply only in cases ..here the Seller is to perform work hereunder, including the services t Scllcrs Represenmtive(s), on the premises ofothcrs. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Seller's own risk until the same is fall_, completed and accepted, and shall. in case of any accident. destn¢lion or injury to the work and/or materials before Sellers final completion and acceptance, complete the work at Sellers own expense and to the salisfaction ofthe Purchaser. When materials and equipment arc famished by others for installation car erection by the Seller, the Seller shall receive, unload, store and handle same at the site and become responsible therefor as though such materials matter equipment were being furnished by the Seller tinder the order. IS. INSURANCE. The Seller shall, at his own expense, provide for the payment of workers compensation, including occupational disease benclits, 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 he done. The Seller shall also carry comprchensivc general liability including, but not limited to, contractual and automobile public liability insurance with brsily injory and death limits of at (cast S300.000 for any one pso on, S500,000 for any one accident and property damage limit per accident of S400.000. The Seller shall likewise require his contractors, if my, to provide for such compensation and insurance. Before any of the Sellers or his contractors cmployccs shall do any work upon the premises ofothers, the Seller shall famish the Parchascr 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 Scllcr 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 in Nry ofany kind or nature whatsoever to persons or property, caused by or resulting from the execution of the work provided for in this purchase order err in connection herewith. The Seller will indemnify and hold hamtcs 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 or indirect, and whether to persons or property to which the Purchaser may be put or subject by reason of any act, action. neglect omission or default on the part of the Seller. .any of his contractors, or any of the Sellers or commoner officers. agents or employees. In case any suit or other proceedings shall be brought against the Purchaser, or its officers, agents or employees at any lime on account or by reason of any act, action, neglect, emission or default of the Seller of any of his contractors or any of its or their olficcrs, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the same at the Scllcrs unit expense, to pay any and all costs, charges, attorneys fees and other expenses, any and all judgments that may he incurred by or obtained against the Purchaser or any 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 critic Purchnscr, or said panics in or as a result of such suits err other procccdings. the Seller will nt once cause the same to he dissrlecd and discharged by giving bond or otherwise. The Seller and his contractors shall take all safety precautions, famish 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 miles and regulations issued Pursuant thereto. Revised 0312010