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HomeMy WebLinkAboutCENTER FOR PERFORMANCE EXCELLENCE - PURCHASE ORDER - 9111433, PO Number Page Cityof PURCHASE ORDER s���as3 ' 1of2 This number must appear Fort Collins on all invoices, packing Islips and lafiels. Date: 03/08/2011 Vendor: 482592 Ship To: CITY MANAGER CENTER FOR PERFORMANCE EXCELLENCE CITY OF FORT COLLINS 2002 CARIBOU DR, STE 100 300 LAPORTE.AVE FORT COLLINS Colorado 80525 CITY HALL WEST - 1 ST FLOOR FORT COLLINS Colorado 80521 Delivery Date: 03/08/2011 Buyer: JAMES O'NEILL Note: Line Description Quantity UOM Unit Price Extended Ordered Price Performance Excellence Consultant c3. 0%1�s� 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 1 LOT LS 44,750.00 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 1. COMMERCIAL DETAILS. • Tax exemptions. By statute the City of Fort Collns is exempt from state and local taxes. Our Exemption Number is 11. NONWAIVER. :. 98-04502. 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 imts and conditions hencor failure Or delay to Internal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1973, Chapter 39-26. 114 (a). exercise any rights err remedies provided herein or by law, failure to promptly notifv the Seller in the event of a breach, the acceptance ofor payment for goads hereunder or approval of the design, shall not release the Seller of Goads 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 deemed a waiver of any right of the damage in transit, may be remained to'you for credit and arc no to be replaced except upon receipt of written purchaser to insist upon strict performance hereof or any of its rights or remedies as to any such goods, regardless instructions from the City of Fan Collins. of when shipped, reached or accepted, as to any prior or subsequent default hereunder, nor shall any purported oral modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the tcmw Inspection. GOODS arc subject to the City of Fort 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. autharfzed payment on the part of the City of Ion Collins. However, it is to be understood that FINAL Seller and the Purchaser recognize that in actual ¢atomic practice, overcharges resulting front antitrust ACCEPTANCE is dependent upon completion ofall applicable required inspection procedures. violations are in fact home 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 new have or hereafter Freight Terms. Shipments most be F.O.B.. City of Fort Collins. 700 Wood St., Fort Collins. CO 80522, unless acquired under federal at state antitrust Imes for such overcharges relating to the particular goods or services other -vise specified an 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 pocking will not be accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS, Shipment Distance. Where manufacturers have distributing points in various parts of the country, shipment is Ihhc Purchaser directs the Seller ro correct nonconforming or defective galls bye dart It be agreed upon by the shipments from the nearest icatu distn point to destination.,and cxcess,frcight will be deducted from Invoice when Purchaser and the Scllcr, and the Seller thereafter indicates its inability at unwillingness to comply, the Purchaser shipments are made from greater distance. may cause the work to be performed by the most expeditious means available to it, and the Seller shall pay all rnct< ncerciatM with O,rh with _ Permits. Seller shall procure atidlers sole cost all.nocessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and rules of the'statc, municipality, territory at political subdivision where the work is performed, or required by any other duly constituted public amhority having jurisdiction over the work of vendor. Seller further agrees to hold the City of Fort Collins harmless farm and against all liability and loss incurred by them by reason of an assured or established violation array such laws, regulations, ordinances. rates and requirements. Authorization. All parties to this contract agree that the representatives arc, in fan, 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 conditions staled herein sit faith all any supplementary or additional terms and conditions annexed hereto at incorporated herein by reference. Any additional or different tcmvs 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 premised delivery date as noted. Time is critic essence. Delivery and poll mtance must be effected within the time stated on the purchase order and the documents attached M1crdo. No acts of the Purchasers including, without limitation, acceptance ofpanial late deliveries, shall operate as a waiver of this 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 far damages. However, the Scller shall not be liable for damages as a msull of delays due to comes rim reasonably foreseeable which are beyond its reasonable canal and without its fault ofnegligerme. such acts of God, acts ofcivil or military authorities, governmental priorities, fires mikes, 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 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 entered by this order will conform with applicable drawings, specifications, 'samples andhir other descriptions given, will be fit far the purposes intended, and performed with the highest degree create and competence in accordance with accepted standards far, work of a similar nature. The Seller agree to hold the purchaser harmless from any loss, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of warranty. The Sella shall replace, repair or make good, without osl to the purchaser, env defects or faults arising within one (1) You or within such longer period of time as may be prescribed by law at by the terms of any applicable want my provided by the Seller after the date of acceptance o(thc goods furnished hereunder (acceptance not to be amcaseembly delayed), resulting farm imperfect or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver of any claim rirder this warranty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach afany of the foregoing warranties or guarantees, but Such liability shall in no event include Ion ofpmftts or loss of usc. 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. S. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the teems, other than legal terms, including additions to or deletions from the quantities originally ordered in the specifications or drawings, by verbal or wrincn change order. If any such change affects the amount due or the time ofperformance hereunder. an equitable adjustment shall be made. 6. TER.IINATIONS. The Purchaser may at any time by written change order, terminate this agreement aS 10 any or all Portions of the goods then rim shipped, subject to any equitable adjustment between the panics es 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 goods and/or work, for incidental or consequential damages, and that no such adjustment be made in favor fthe Seller with respect to any goods which arc 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. 7. CLAIMS FOR ADJUSTMENT. Any claim far adjustment must be assured within thirty (30) days from the date the change or termination 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 with all applicable laws and regulations to which the goods are subject. The Seller shall execute and deliver such documents is may be required to effect orevidenec compliance. All laws and regulations required to be incorporated in agreements of this character an hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless from all casts and damages suffered 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, at any monies due or to become due hereunder without the prior written consent critic ether parry. 10. TITLE. The Seller warrants full, cleat 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 liens, msmictions, reservations, security interest encumbrances and claims ofothers. t .e The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting farm the performance of such work. This release shall apply even in the event of fault of negligence of the party released and shall extend to the directors, oRmcrs and employees ofsnch parry. The Seller's 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 required to use any design, device. material or process covered by letter, patent, trademark or copyright, the Seller shall indemnify and save harmless the Purchaser from any and all claims for infringement by reason of the use of Such patented design, device, material at process in connection with the contract, and shall indemnify the Purchaser for any cast, expense or damage which it may be obliged to pay by reason ofsnch infringement at any time during the prosecution or after the completion of the work. Incase said equipment, or 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 its own expense and at its option, either possum for the Purchaser the right to continue using said equipment or parts, replace the same with Substantially equal but mminfinging equipment, or modify it an it hecome5 noninfringing. 15, INSOLVENCY. If the Seller shall became insolvent at bankrupt, make an assignment for the benefit of creditors, appoint a reaiver or trustee far any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The dcfeutiens arteries used or the interpretation ofthc agreement and the rights are]] parties hereunder shall be,_ construed under and governed by the laws ofthe State of Colorado, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Scllers Reproscmativc(s), on the premiss of others. 17. SELLERS RESPONSIBILITY. The Seller shall tarty 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 and/or materials before Sellers final completion cad acceptance, complete the work at Seller's own expense and to the Satisfaction of the Purchaser. When materials and equipment arc furnished by others for installation or erection by the Seller, the Seller shall re rive, unload, store and handle same at the site and become responsible therefor as though such materials and/or equipment were being fumishcd by the Seller under the order. 18. INSURANCE. The Sella shall, at 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 in which the work is to be done. The Seller shall also carry comprehensive general liability including, but not limited to, contmetual and automobile public liability insurance with b6dily injury and death limits of at least 5300,000 for env one person. S300A00 for any one accident and property damage limit per accident of $400.000. The Seller shall likewise require his contractors, if any, to provide for such compensation and inmenacc. Before any of the Sellers or his contractors employees shall do any work upon the premises ofmhers, the Seller shall famish the Purchaser with a certificate that such compensation and insurance have been provided. Such certificates shall specify the data when such compensation and insurance have been provided. Such certificates Shall Speciy, 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 at injury array kind or nature whatsoever to persons or property caused by at resulting from the execution of the work provided for in this purchase order or in connection herewith. The Seller will indcmniy and hold harmless the Purchaser and any at 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 pan of the Seller, any of his contractors, at any of the Sellers or contractors officers, agents or employees. In case any suit err other proceedings shall be brought against the Purchaser, err 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 hereby agrees to assunru the defense thereof and to defend the same at Sellers own expense, to pay any and all costs, charges, attomcys fees and other expenses. any and all judgments that may be incurred by or obtained against the Purchaser or any of its at 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 of the Purchaser, or said panics in or as a result ofsueh suits or other proceedings, the Seller will at once cause the same to be dissolved and discharged by giving band 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 mles and regulations issued pursuant thereto. Revised 03/2010