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HomeMy WebLinkAbout150588 WALSH CONSTRUCTION INC - PURCHASE ORDER - 9111356 (5)Cityof PURCHASE ORDER PO Number 9111356•. Page 1of2 /�► FO�! O��' c Collins This number must appear d on all invoices, packing slips and labels. Date: 03/04/2011 Vendor: 150588 Ship To: CLRS ADMINISTRATION WALSH CONSTRUCTION INC .' CITY, OF FORT COLLINS 8139 OPEN VIEW PLACE 215 N MASON, 3RD FLOOR , LOVELAND Colorado 80537 FORT COLLINS Colorado 80524-4 Delivery Date: 03/04/2011 Buyer: JOHN STEPHEN N ote: Line Description Quantity UOM Unit Price Extended Ordered :Price' I Waters Way Park 1 LOT LS 1-,207,250.00 Construction PER TERMS AND CONDITIONS OF BID 7125 AND AGREEMENT DATED FEBRUARY 10,,2011 2 Waters Way Park 1 LOT LS 9,000.00 Construction 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 Total $1,216,250.00 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 exemptions. By stamiv the Citv of Fort Collins is exempt from state and local taxes. Our Exemption Number is I L NONWAIVER 98-04502. Federal Excise Tax Exemption Certificale of Registry 84-60W587 is registered with the Collector of Failure of The Purchaser to insist upon shim 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 hncin or by law, failure to promptly notifv the Seller in the even, of a breach, the acceptance ofor payment for goods hereunder or approval ofthc design, shall not rclose the Seller of Goods Rejected. GOODS REJECTED due to failure 10 meet spceifieatioa. either Ohm shipped or due to defects of any of the warranties or obligations of this purchase order and shall not be deemed a waiver of any ri;hl of the damage in Transit, may be returned to you for credit and are not to be replaced except upon receipt of wrinrn purchaser to insist upon strict pedommnce loddifor any of its rights or remedies as to any such goods, regardless instructions from the City of Fort Collins. of when shipped, received or accepted, as to any prior err subsequent default hereunder, nor shall any purported oral modification or rescission of this purchase aide, by the Purchaser operate as a west,,, of nny Of the term, Inspection. GOODS arc subject to the City ofFort Collins inspection on arrival. 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 part of the City of Fort Collins. However, it is to be undttstood that FINAL Scllcr and the Purchaser recognize that in actual economic practice, overcharges resulting from antimiSt ACCEPTANCE is dependent upon completion ofall applicable required inspection pmccdures. violations arc in foci borne 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 Freight Terms. Shipments most he F.O.B., City of Fort Collins. 700 Wood St., Fort Collins, CO 80522, unless otherwise specified an this order. If permission is given to prepay freight and charge separately, the original freight bill most accompany invoice. Additional charges for packing will not be accepted: Shipment Distance. Where manufacturers have distributing poims in various parts of the country, shipment is expected from the nearest distribution point to destination, and excess freight will be deducted From Invoice Ohen shipments are made from greater distance " Permits. Seller shall proems at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and rules of the state, municipality, territory or political subdivision when the work is performed, 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 heralds from end against all liability and lass incurred by them by reason of an asserted or established violation of any such laws. regulations, ordinances, mlea and requirements. Authorization. All panics to this contract agree that the representatives are, in fan, bona fide and possess full and complete authority to bind said panics. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the Icons and conditions stated hncin set forth and any supplementary or additional terns and conditions annexed hereto or incorporated herein by rcfcrencc. Any additional or different tells 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 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 ofpanial 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 ofplacing this order elsewhere and holding the Seller liable for damages. However, the Seller shall not be liable for damages as a result of delays doe to causes not reasonably foreseeable which arc beyond its rasonablc control and without its fault ofncgligcncc, such acts of God acts ofavil or military authorities, governmental priorities, fires, strikes, flood, epidemics, were or rims provided that notice of the conditions causing such delay is given to the Purchaser within five (5) days of the time when the Scller 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 of the delay. 3. WARRANTY. The Seller warrants that all goods, articles, materials and work covered by this adn will conform w_ ith applicable drawings, specifications, samples endlor other descriptions given,will be for the purposes intended, and performedwith 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 harmless from any loss, damage or expense which the Purchase may S Iffe, or incur an account of the Scllcrs breach of warranty. The Sclln shall replace, repair m 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 ofany applicable warranty provided by the Seller after the date of acceptance of the goods Famished hercundn (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials Fumished by the Seller. Acceptance or use ofgoods by the Purchaser shall not constnne a waiver crony claim under this warmnry. Except as otherwise provided in this purchase order. the Sellers liability hmmrdm 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 Cruse. 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 wnneti change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal lanes, 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 ofperfomtance hereunder, an equitable adjustment shall be 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 behacen 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 gads and/or work for incidental or consequential damages, and that no such adjustment be made in favor of the Sclle, with respect to any goods which are the Sellers standard stock. No such termination shell relieve the Purchaser or the Seller ofany oftheit obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim fro adjustment must be asserted within thirty (30) days from the date the change or termination is ordered. S. COMPLIANCE WTTH LAW. The Seller warrants that all goods sold hereunder shall have been produced, sold, delivered and famished in strict compliance with all applicable laws and regulations to which the goods arc subject. The Seller shall execute and dcliva such documents as may be required to effect or evidence compliance. All laws and regulations required to be incorporated in agrrements of this character are hereby incorporated hncin by this reference. The Scllcr agrees to indemnify and hold the Purchaser harmless fium all costs and damages mf c"d by the Purchaser as a result Of the Sellers failum, to comply with such law. 9. ASSIGNMENT. Neither parry shall assign. Transfer, or convey this order, or any monies due or to become due hereunder without the prim wrinrn consent of the other party. 10. TITLE. The Selle, warrants full, clear and unrestricted title to the Purchaser for all equipment materials. and items burnished in perfrrecance of this agreement free and clear of any and all liens, restrictions, reservations, security interest encumbrances and claims of others. acquired under federal or state antitrust laws for such overcharges relating to the particular good or services purchased or acquired by the Purchaser pursuant to this Purchasc order. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchaser directs the Seller to correct nonconforming or defective goods by a dmc to be agreed upon by the Purchaser and the Scllcr, and the Seller therca Rer indicates its inability or unwillingness to comply, the Purchaser may cause the work to be performed by the most expeditions means available to it, and the Seller shall pay all costs essacimed with such work. The Seller shall release the Purchaser and its contractors of anv tier from all liability and claims of env nature resulting from the performance of such work. This release shell apply even in the event of fault of negligence of the rely released and shall extend to the directors, ofrccm and employees of loch party. The Scllcr's contractual obligations, including ondsory, 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 Scllcr is required to use any design, device, material or process covered by letter, patent. trademark Or copyright, the Scllcr shall indemnify and save her icss the Purchaser front 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 Purchaser for any cost. expense or damage which it may be obliged to pay by reason of such infringement at anv time during the prosecution are a0e, the completion of the wort,. In on said equipment, are any pan thereof or 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 own expense and are its option, either procure for the Purchaser the right to continue using said equipment or pans, replace the same with substantially equal but noninfringing equipment, or modify it m it becomes noninfringing. 15. INSOLVENCY. If the Seller shall become insolvcm or bankrupt make an assignment fro the benefit of creditors, appoint a receiver or trustee for any of the Sellers property or business, this Cola may forthwith be canceled by the Purchaser without liability. , t 16. GOVERNING LAW. The definitions ofterres used or the interpretation OFthe agreement and the rights of all panics hereunder shall be construed under and governed by the laws ofhh State of Colorado. USA. The following Additional Conditions apply only in cases where the Seller is to perform work hounder. including the services ol'Scilers Reprcsentative(s), on the promises ofothers. 17. SELLERS RESPONSIBILITY. The Seller shall carryon said work at Selld.s own risk until the same is fully c mtpleted and accepted, and shall, in case of any accident destruction or injury to the work and/or materials before Seller's final completion and acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment are famished by others for installation or ntttion by the Scllcr, the Seller shall receive, unload, store and handle same at the site and become responsible therefor as though such materials and/or equipment were being Finished by the Seller under The order. 18. INSURANCE. The Seller shell, 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 laws of the state in which the work is to be done. The Scllcr shall else deny comprehensive general liability including, but not limited to, contractual and automobile public liability insurance with bodily injury and death limits of al least S300,000 for any one person. S500.000 for any one accident and property damage limit per accident of S400,0(u). The Seller shall likewise rcquim his connectors, if any, to provide for such compensation and insurance. Before any of the Sellers Or his contraetoes employees shall do any work upon the premises ofothcm, the Scllcr shall (4rnish the Purchaser with a certificate that such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and unsound, have been provided. Such certificates shall specify the date when such compensation and insurance expires. The Seller agrees that such compensation and insrrnnce shall be mainlined 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 whalsmver to persons or proper caused by or resulting Form the execution ofhhe 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, damage,. 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 pan of the Seller, any of his contractors, err any of the Scllcrs or contractors offus, agents err employees. In ease any suit or other proceedings shall be brought against the Purchaser, or its officers. agents or employees at any time on account or by reason of any act, action, neglect, omission or default of the Seller of any of his contractors or any of its or their officers, agents or employees as aforesaid, the Seller bunchy agrees to assume the defense thereof 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 Pumbasm or any of its or their officers, agents or employees in such suits or other proceedings, and in disc judgment or other lien be placed upon are obtained against the property ofthe Purchaser, or said panics in or as a result of such suits or other proceedings, the Seller will at area cause the same to be dissolved 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 rules and regulations issued pursuant Thereto. Revised 0312010