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HomeMy WebLinkAbout130757 DLT SOLUTIONS INC - PURCHASE ORDER - 9111577City of Fort Collins PURCHASE ORDER Date: 03/1612011 Vendor: 130757 DLT SOLUTIONS INC 13861 SUNRISE VALLEY DR. #400 HERNDON Virginia 20171 PO Number Page 9111577 left This number must appear on all invoices, packing slips and labels. Ship To: MIS CITY OF FORT COLLINS 215 N MASON, 3RD FLOOR FORT COLLINS Colorado 80524-4 Delivery Date: 03/16/2011 Buyer: ED BONNETTE Note: PER QUOTE #3500153 DATED 3/8/2011 FROM JEREMIAH JOHNSON. Line Description Quantity UOM Ordered Unit Price Extended Price 1 PEOPLESOFT UPK DEVELOPER 1 LOT LS 6,392.39 CSI#14480924 QTY (100) 5/24/2011-5/23/2012. 2 JDE ENTERPRISEONE EONE UPK 1 LOT LS 6,392.38 CSI#14480924 QTY (100) 5/24/2011-5/23/2012. 784.77 Invoice Address: 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 City of Fort Collins Purchasing, PO BOX 580, Fort Collins, CO 80522-0580 Accounting Department Phone:970-221-6775 Fax: 970-221-6707 Email:purchasing@fcgov.com PO Box 580 Fort Collins, CO 80522-0580 Purchase Ordcr Tcrms and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is 11. NONWAIVER. 98-04502. Federal Excise Tax Exemption Certificate of Registry R4-6000581 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of ncc reruns 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 Seller in the event of a breach, the acceptance of or payment for goods hereunder or approval critic design, shall not release file Seller of Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to defects of any of the ware tnics or obligations of this purchase order and shall net be deemed a waiver of any right of the damage in transit may be trimmed to you for credit and are not to be replaced except upon receipt of written purchaser to insist upon strict performance hcreofor any of its rights or remedies is to any such goads, regardless instructions from the Cite of Fort Collins. of when shipped. received 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 (prime as a waiver of any of the terms Inspection. GOODS arc subject to the Citv of Fnrt 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 understand that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges resulting from antitrust ACCEPTANCE is dependent upon completion ofall applicable required inspection procedures. violations are in fact home by the Purchaser. Theretofore, for goad 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 be F.O.B., City of Fort Collins, 700 Wood St, Fort Collins, CO 80522, unless acquired under federal or state antitrust laws for such overcharges relating 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 OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacturers have distributing paints in various parts of the country, shipment is If the Purchaser directs the Seller to correct nomoonfoming ordefnow, goods bye date to be 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 thereafier indicates its inability onmmillmiptic to comply, the Purchaser shipments arc made From greater distance. may muse the work to be performed by the most expeditious means available to it, and the Seller shall pay all costs associated with such work. Permits. Seller shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicable Imes, regulations. ordinances and rules of the state, municipality, territory or political subdivision where the work is performed. or required by any other duly Constitrrted public authority having jurisdiction over the work of vender. Seller further agrces to hold the City of Fort Collins harmless from and against all liability and loss incurred by them by reason of an aesencd or established violation of any such Iovs, regulations, ordinances, rules and requirements. Aufl orintion. 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 means and conditions stated herein set forth and any supplementary or additional mma and conditions annexed hereto or incorporated herein by reference. Any additional or different terns 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 arrive on your promised delivery date as noted. Time is of the essence. Delivery and performance must be effected within the time stated on the purchase order and the documents attached hereto. No aco, of the Purchasers including, without limitation, acceptance of partial laic deliveries. shall operate as a waive, 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 as a result of delays due to causes not reasonably foreseeable which arc beyond its reasonable control and without its fault of negligence, such acts of God, acts ofeivil 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 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 cam and compdcnc, in accordance with accepted standards for work of a similar nature. The Seller agrees to hold the purchaser hamless Form any loss, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of xmmnty. 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 have or by the terms of any applicable warranty provided by the Seller after the date of acceptance of the goods famished hereunder (acceptance not to he unreasonably delayed), resulting four imperfect or defective wort: done or materials famished by the Seller. Acceptance or rise of goods by the Purchaser shall not constitute a waiver fany claim undo this wamnty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach ofany of the foregoing warranties or guarantees, but such liability shall in no event include loss ofprofits 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 toms, other than legal tans, 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 ofperformance 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 between 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 ponion of the goads and/or work, for incidental or consequential damages. 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 ofany oftheir obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days from the date the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller wamnts that all goods sold hereunder shall have been produced, sold, delivered and furnished in strict compliance with all applicable laws and regulations to which the goods 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 incorporated in agreements of this character are 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 attire Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, mnsfcq or convey this order. or any monies due or to become dnc hereunder without the prior written consent of the other party. 10. TITLE. The Seller wamnts 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 liens, restrictions, resets:ations, security interest encumbrances and claims of others. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting fmm the performance ofsueh work. This release shall apply even in the event of fault of negligence of the party released and shall extend to the directors, officer, and cmpleyecs of such party. The Seller', contractual obligations, including wamnty, 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, tradenrnrk or copyright, the Seller shall indemnify and save hamless the Purchaser from any and ill claims for infringement by reason of the use of such patented design, devices 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 any time during the prosecution or after the completion Witte work. In case said equipment or any part thereof or the intended use of the ponds, is in such suit held to constitute infringement and the use of said equipment or part is enjoined, the Seller shift], at its own expense and at its option, either procure for the Purchaser the right to continue using said equipment or parts, replace the same with substantially equal bud noninfringing equipment, or modify it so it becomes nonin Dinging. 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 forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions of terms used or the interpretation of the agreemenl and the rights of all panics hereunder shall be confined under and governed by Jim Imvs of dhc State cf Colorado. USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the services of Scllcrs Representative(,), on the promises efufhets, 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 and/or materials before Seller's final completion and acceptance, complete the work at Scllcrs own expense and to the, satisfaction of the Purchaser. When materials and equipment are famished by others for installation or erection by the Seller, the Seller shall receive. unload. store and handle same at the side and become responsible therefor as though such materials and/or equipment were being furnished by the Seller under the order. 19. INSURANCE - The Seller shall, rt 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 Seller shn11 also carry comprehensive general liability including, but not limited to, contractual and automobile public liability insurance with bodily injury and death limits of at Issas S300.000 for anyone person, S500,000 for any one accidentand property damage limit per accident of S400,000. The Seller shall likewise regiirc his contractors, if any, to provide for such compensation and inSmarec. Before any of the Sellers or his contractors employee, shall do any work upon the premises of others, the Seller shall furnish the Purchaser with a certificate that such compensation and insurance have been provided Such centurions shall specify the date .when such compensation and insurance have been provided Such certificates ,shall specify dhc doe 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 auun,es the entire responsihil ity and liability for any and all damage, loss or injury of any kind or nature whatsoever to persons or pri caused by or resulting from the execution of the work provided for in this purchase order or in connection hcrc uh. The Seller will indemnify and held hnrmicss the Purchaser and any or all of the Purchasers officers, agents and employees Iron, 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 oa the pan of the Seller, any of his contractors, or any of the Sellers or contractors 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 time on account or by reason of any act, action, neglect, omission or default of the Seller of any arms contractors ar any of its or their off=S, agents or employees as aforesaid, the Seller hereby 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 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 afthc Purchaser, or said parties in cities a result of such suits comber proceedings, the Seller will at once cause thesame robe dissolved and discharged by giving bond or ethcmisc. The Seller and his contractors shall take all safety precautions, fumish and install all guards necessary for the prevention of ,accidents, comply with all laws and regulations with regard to safely including, but without limitation, the Occupational Safety and Health Act of 1970 and all rules and regulations issued pursuant thereto. Revised 03/2010