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HomeMy WebLinkAbout108423 VOGEL CONCRETE INC - PURCHASE ORDER - 9111335City of /100,vF�ort Collins Date: 03/03/2011 Vendor: 108423 VOGEL CONCRETE INC 6330 S COLLEGE AVE FORT COLLINS Colorado 80525 PURCHASE ORDER PO Number Page 9111335 1of2 This number must appear on all invoices, packing slips and labels. Ship To: ENGINEERING DIVISION CITY OF FORT COLLINS 281 N COLLEGE AVE FORT COLLINS Colorado 80521 Delivery Date: 03/03/2011 Buyer: JOHN STEPHEN Note Line Description Quantity UOM Unit Price Extended Ordered Price 1 2010 St.Maint-2011 GID project 1 LOT LS 317,679.16 CO #11 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 $317,679.16 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 1. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt fmm state and meal taxes. Our Exemption Number is 11. NONWAI VER. 99-04502. Federal Excise Tax Exemption Cenifreaic of Registry 94-60(N)587 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the tents and conditions hereof. failure or delay to Internal Revenue. Denver, Colorado (Ref. Colorado Revised Statute, 1973. Chapter 39-26. 114 (a). exercise any rights or remedies provided herein or by Inv, failore to promptly notify the Seller in the event of i breach, the acceptance ofor payment for goods hereunder or approval ofthe design, shall not rcicasc the Seller of Goods Rejected. GOODS REJECTED due to failure to meet specifications. either when shipped or due to defects of any of the warranties or obligations of this purchase order and shall not be dcemed a waiver of any right of the damage in transit, may be returned to you for credit and arc not to be replaced except upon receipt of written purchaser to insist neon strict performance hercoforany of its rights or remedies as many such goods, regardless instructions fmm the City of Fort Collins. of when shipped, received or accepted, as to saw prior or subsequent default hereunder. nor shall any purported oral mrdification or rescission of this purchase metier by the Purchascr operatc as a waiver of any of the termer Inspection. GOODS are subject to the City of Port Collins inspection on arrival. hcrenf. 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 part of the City of Fort Collins. Hownrr, it is to be understood that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges resulting Form antitrust ACCEPTANCE is dependent upon completion of all applicable required inspection procedures violations me in fact borne by the Purchaser. Theretofore, for good cause and as consideration for executing this purchase order, the Seller hereby assigns to the Purchnscr any and all claims it may now have on hereafter Freight Teams. Shipments must be F.O.R.. City of Fort Collins, 7W Wood St, Fort Collins CO 90522, unless acquired under federal or state antitrust laws for such overcharges reining to the particular goods or services otherwise specified on this order. If permission is given to prepay, freight and charge separately. the original freight purchased or acquired by the Purchaser 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 manuhaemrcrs have distributing points in various pans of the country, shipment is If the Purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed upon by the expected fmm the nearest distribution point to destination, and excess freight will be deducted four Invoice when Purchaser and the Seller, and the Seller thereafter indicates its inability ontmvillingness to comply, the Purchaser shipments are made Form greater distance. may cause the work to be perfomcd by the most expeditious means available to it, and the Seller shall pay all costs associated with such work. Permits Seller shall person, at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws regulations ordinances and rules ofthe state, municipality. territory, or political subdivision where the work is paformcd. or required by any other duly constituted public authority having jurisdiction over the work of vendor. Seller further agrees to hold the City of Fort Collins harmless from and against all liability and loss incurred by them by reason of an assemd 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 nod conditions stated herein set forth and any supplementary or additional terms and conditions annexed herein or incommand herein by reference. Any additional oe different terms 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 you promised delivery date as noted. Time is of the essence. Delivery and perfomancc must be effected within the time stated on the purchase order and the documents attached hereon. No act., of the Purchasers including, without limitation, acceptance of partial late deliveries, shall operate as a waiver ofthis provision. In the event of any delay. 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 its a result of delays due to causes not reasonably foreseeable which are beyond its tea onable control and without its fault ofnegligenec, such acts of God, acts ofeivil or military authorities, governmental priorities. Eras, strikes, flood, epidemics, wars or riots provided that notice of the conditions causing such delay is given to the Puehawr within five (5) days of the time when the Seller first received knowledge thereat 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 Scllcr wamnts 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 porpoises intended, and performed with the highest degree of cam and competence in accordance with accepted standards for work of a similar nature. The Seller agrees to hold the purchaser hamlcss From any loss. damage or expense which the Purchaser may suffer or incur on account ofthe Sellers breach of wamnty. 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 nfany applicable warranty provided by the Seller after the date of acceptance ofthe goods famished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall nor constitute a waiver ofany claim under this wamnty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of any ofthe foregoing wamnties 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 terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal terms, including additions to or deletions from the quantities originally ordered in the specifications or drawings, by verbal ar written change order. If any such change affects the amount due or the time of perfomancc hereunder. an equitable adjustment shall he made. 6. TERMINATIONS. The Purchaser may at 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 betwten the panics 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 good and/or work, for incidental or consequential damages, and that no such adjustment be made in favor of the Seller with respect to any good which ire the Sellers standard stock. No such tennianion shall relieve the Purchaser or the Seller ofany ofthcir obligations as to any good delivered hcrcnndcr. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days fmm the date the change or termination is ordered. R. COMPLIANCE WITH LAW. The Seller warrants that all mod sold hacunder shall have been produced. sold, delivered and famished in strict compliance with all applicable laws and regulations to which the goods are subject. The Seller shall cxcade and deliver such documents as may be required to effect or evidence compliance. All Imes 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 homilec fmm all casts and damages suffered by the Purchaser as a result of the Seller; failure to comply with such law. 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. The Scllawamnts full, clear and unrestricted title to the Purchaser for all equipment materials, and items furnished in performance of this agreement, free and clear of any and all liens, restrictions, reservations, security interest encumbrances and claims ofothcrs. The Seller shall rchana, the Purchaser and its contractors of any tier From all liability and claims of any nature resulting From the performance ofsoch work. This release shall apply even in the event of fault of negligence of the parry released and shall extend to the directors, officers and employees of such party. The Seller's contractual obligations, including wamnty, shall not he deemed to be reduced, in any way, because such uerk is perfomcd or caused to be performed by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device, material or pmecsscovered by letter, patent. trademark rr copyright the Seller shall indemnify and save hamlcss 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 Purchnscr for any cost cxpcns r dnmagc which it inay be nbligcd In pay by rcasnn of such infringement at any time during the prosecution m after the completion of the work. In ease said equipment. or any part therenf or the intended use of the goods, is in such suit held to constitute infringement and the use of said equipment or part is enjoined. the Seller shall, at its own expense and at its option, either pmatre for the Purchnscr the right to continue using slid equipment or parts, replace the same with substantially equal but noninfringing equipment, or modify it so it becomes noninfringing. 15. INSOLVENCY. If the Seller shall bceomc inowhent or bankrupt, make an assignment for the benefit of co ditors, appoint a receiver or trustee for any of the Sellers property or busing, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions oftcros used or the interpretation ofthc agreement and the rights ofall panics hcrcnndcr shall be construed under and governed by the Imes ofthe State ofColotado. USA. The fallowing Additional Conditions apply only in cases where the Seller is to rerfom work hereunder. including the services of Sellers Represenmtive(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 suffer materials before Seller's final completion and acceptance, enmplem the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment are furnished by others for installation or erection by the Seller. the Seller shall receive, unload. store and handle same nt the site and become responsible therefor as though such materials and/or equipment were being famished by the Seller under the order. 19. INSURANCE. The Seller 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 Inns 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 (cast S300.01)0 for any one person. S500,000 for any one accident and property damage limit per accident of S400,000. The Seiler shall likewise regnim his contractors, if any, to provide for such eo rfcnsatinn and insurance. Before, any of the Sellers or his contractors employees shall do any work upon the prcmiscs ofothcrs, the Scllcr shall famish the Purchaser with a cer ificatc 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 Seller hereby assumes the entire responsibility and liability for ary and all damage. loss or injury, nfany kind or nature whatsoever to persons or property caused by or resulting boom the execution ofthe work pmvided for in this purchase order or in connection herewith. The Scllcr will indemnify and hold harmless the Purchaser and any or all of the Pmshascrs officers, agents and employees from and against any and ill claims, losses damages, charges or expenses. whether direct or indirect and whether to persons or properly in which the purchaser may be put or subject by reason of any act, action, neglect, omission or default on the part of the Scllcr, any of his contractors, or any of the Scllcrs or contractors offeem. agents or cntployccs In case any suit or other proceedings shall be bought against the Purchase, or its oRccrs. agents or employees in any time nit erection or by reason of aay act. action, neglect. umission or default of the Seller of anv of his contractors or any of its or their officers, agents or employees as aforesaid, the Seller hereby agrees to assunm the defense Ihcmuf and to defend the same at the Sellers own expense, to pay any and all costs, charges. attorneys fees and other expenses. any and all judgments that may be incurred by or obtained against the Purchaser or any of its or their officers. agents or employees in such suit or other proceedings, and in case judgment or other lien be placed upon or obtained against the property, of the Purchaser. or said parties in or as a result ofsoch snits or other proceedings. the Seller will at once cause the same to be dissolved and discharged by giving bond or otherwise. The Scllcr and his contractors shall take all safety precautions, furnish and install fill guard necessary for fire 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 therein. Revised 03/2010