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HomeMy WebLinkAbout467921 3M COMPANY - PURCHASE ORDER - 9110246 (4)City of Frt Collins Date: 04/20/2011 Vendor: 467921 3M COMPANY dba Aearo Technologies LLC 2925 GARY DR PLYMOUTH Indiana 46563 PURCHASE ORDER PO Number Page 9110246 1o12 This number must appear on all invoices, packing slips and labels. Ship To: RISK MANAGEMENT DIVISION CITY OF FORT COLLINS 215 N MASON, 2ND FLOOR FORT COLLINS Colorado 80524-4 Delivery Date: 01/10/2011 Buyer: DAVID CAREY Note: THIS PURCHASE ORDER IS FOR THE PROCUREMENT OF GOODS AND/OR SERVICES, AS NEEDED, DURING THE CURRENT CALENDAR YEAR. DOLLAR AMOUNTS SPECIFIED ARE ESTIMATES AND NOT A PROMISE TO PURCHASE ANY MINIMUM AMOUNT OF SUCH GOODS AND/OR SERVICES. Line Description Quantity UOM Unit Price Extended Ordered Price 5 Addendum for Credit For Invoice # 01131988, dated 1/31/11. c3. on.�-ems 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 EA Total Invoice Address: -170.00 70.00 City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Terrns and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt farm state and local taxes. Our Exemption Number is 11. NONWAI VER. 98-61502. Fedcml Excise Tax Exemption Certificate of Registry R4-60f105R7 is registered with the Collector of Failure of the Pumhascr to insist upon strict performance of the courts and conditions hereof failure or delay to Internal Revenue, Denver, Colorado (Ref. Colorado Revised Smmtes 1973. Chapter 39-26. 114 (a). exercise any rights or remedies pmvided herein or by law, failure to promptly notify the Seller in the event of a breach, the acceptance ofor payment for goods hereunder or approval ofthc design, shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to ram 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 anv right of the damage in transit. may be returned to you for credit and am not to be replaced except upon receipt of written purchaser to insist after, strict performance licomfor any ofits rights or remedies as to any such good, regardless instructions from the City of Fort Collins. of when shipped. received or accepted, as to any prior or subsequent default hereunder. nor shall any purpnncd oral modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms Inspection. GOODS arc subject to the City of Pon 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 pan of the City of Ford Collins. However, it is to be understood that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges resulting farm antitrust ACCEPTANCE is dcpcndcat 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 now have or hereafter Freight Terms. Shipments must be F.O.B., City of Fan Collins. 700 Wood St.. Fain Collins, CO 90522, unless acquired under federal ar state anlitmst laws for such overcharges relating to the particular goods or services otherwise 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 most accompany invoice. Additional charges for packing 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 If the Purchaser directs the Seller to cancer nonconforming or defective goods by a date to be agreed upon by the expected from the nearest distribution point to destination, and excess freight will be deducted farm Invoice when Purchaser and the Seller, and the Seller thcren Ber indicates its inability or unwillingness to comply, the Purchaser shipments arc 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 t i t d n a th It k Permits. Seiler shall Firearm at sellers sole cast all necessary permits. certificates and licenses required by all applicable laws, regulations es ordinancand rules 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 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 asserted or established violation of any such laws regulations. ordinances, rules and requirements. Authorization. All panics to this contract agree that the representatives are, 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 terms and conditions stated herein set forth and any supplementary or additional terms and conditions annexed hereto or incorporated herein by reference. Any additional or different mew 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 acts of the Purchasers including, without limitation. acceptance of panial late deliveries, shall Operate as a waiver afthis provision. In the event ofany 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 ofcivil or military authorities, governmental priorities, fires, 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 of the delay. 3. WARRANTY. The Seiler warrants that all goads, articles, materials and work covered by this order will conform with applicable drawings, specifications. samples and/or Other daeriptinro given, will be fit fen the purposes intended. and perfomted with the highest degree of care and compnenec 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 Purchaser may suffer or incur on account of the Scllcrs breach ofwananty. The Seiler 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 proscribed by law or by the terms of any applicable warranty provided by the Set let after the date of acceptance of the goad famished hereunder (acceptance not to be unreasonably delayed), resulting farm imperfect or defective work done or materials furnished by the Seller. Acceptance or use of good by the Purchaser shall not constitute a waiver of any claim under this waro nry. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of any of the foregoing warranties or gumamecs, 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 (craw 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 farm 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 ofperfommnec hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by written change Omer, 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 portion of the goods 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 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 for adjustment most be asserted within thirty (30) days farm the date the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seiler wammrts 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 dcliser such documents as may be required to effect orevidence compliance. All laws and regulations required to be incorporated in agreements of this character are hereby incorporated haiin by this reference The Seller agrees to indemnify and hold the Purchaser harmless fmm all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer, of convey this order, or any monies due or to become due hereunder without the prior written consent of the other parry. 10. TITLE. The Seller warrants full, clear and unrestricted title to the Purchaser for all equipment, materials, and items furnished in perfommocc of this agreement. free and clear of any and all liens, restrictions reservations, security interest encumbrances and claims of others. cos s nssocm c sec w or . The Seller shall release The Purchaser and its contractors of any tier from all liability and claims of any nature resulting farm the performance ofsuch work. This release shall apply even in the event of fault of negligence of the parry released and shall extend to the directors, oRcers and employees fsuch party. The Seller's contrachral oblignlions including wrou my, shall not be deemed to be reduced, in any way, because such work is perfmmmd or caused to be perforated by The Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device, material or process covered by letter, patent, tmdemnrk or copyright, the Seller shall indcmnify noel save harmless the Purchaser from any and all claims for infringement by reason of the use of such patented deign, re, ice, material or 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 of inch infringement at any time during The prosecution or after the completion of the work. In case said equipment, or any pan thercuf ar 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 pmeure for the Purchaser the right in continue using said equipment or pans, replace the some with substantially equal but noninfringing equipment, or modify it so it becomes noninfringing. IS. INSOLVENCY. If the Seiler shall become insolvent or bankmpt, make an assignment for the benefit of creditors, appoint a reocivcr or trustee far any of the Scllcrs property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions of tens used or the interpretation of the agreement and the rights ofall panics hereunder shall be constmed under and governed by the Imps of the State of Colomdo, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Scllcrs Representative(s). on the premises ofolhers. 17. SELLERS RESPONSIBILITY. The Sellershall cane on said work at Shccr's Own risk until the same is fully completed and accepted. and shall. in cam of any accident, destruction or injury to the work and/or materials before Seller's final completion and acceptance, complete the work at Seiler's own expense and to the satisfaction ofthe Purchaser. When materials and equipment arc famished by others for installation or erection by the Seller. the Seller shall receive, unload. store and handle same al the site 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, at his own expense, provide for the payment of workers compensation, including occupalional disease bcncr.m. to its employees employed on or in connection with the work covered by this purchase order, and/or to their dependent in aceordance with the laws of the state in which the work is to be dais. The Seller shall also tarty comprehensive general liability including, but not limited to, connretual and automobile puhlie liability insurance with balily injury and death limits of at least S300,000 for any no person. S500,000 for any one occident and property daningc limit per accident of S400.000. The Seller shall likewise require his contractors. if any, to provide for such compensation and insurance Before any of the Sellers or his conaacuns employees shall do any work upon the premises ofothers, the Seller shall Famish the Purchaser with a certificate that such compensation and insurance have been provided. Such certificates shall specify the date writer ,each compensation and insurance have been provided. Such certificates shall specify the date when such compensmien 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 herchy assumes the entire responsibility and liability for any and all damage, Inss or injury fany kind r nature whmsocver to persons or parftcrty caused by cr resulting farm the execution ofthc work provided for in this purchase order m in connection herewith. The Seller will indcmnify and hold hamdcss the Purchaser and any or all of the Purchasers oRcers, 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 he put or subject by reason of any act. action, neglect, omission or default on the pan of the Seller, any of his conVaclmr5, or any of the Sellers; or contractors effects, agents or employees. In care 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 computers or any of its or their officers, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the same at the Sellets own Expense, to pay any and all casts, charges. attorneys fees and other expenses, any and all judgments that may be intoned by or obtained against the Purchaser or any Of its Or their officers. agents or employees in such suits ear other parceedings. 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 ofsuch suits or other proceedings, the Seller will at once 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 guard 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 ndcs and repilations issued pursuant thereto. Revised 0312010