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HomeMy WebLinkAbout356014 COLORADO RENEWABLE ENERGY SOCIETY - PURCHASE ORDER - 9112280PURCHASE ORDER PO Number Page City Of 9112280 I of 2 ' `t Collins ns This number must appear on all invoices, packing slips and labels. Date: 04/21/2011 Vendor: 356014 Ship To: ELECTRIC UTILITIES COLORADO RENEWABLE ENERGY SOCIETY CITY OF FORT COLLINS PO BOX 933 700 WOOD ST GOLDEN Colorado 80402 FORT COLLINS Colorado 80521 Delivery Date: 04/21/2011 Buyer: OPAL DICK Note: / Line Description / Quantity UOM Unit Price Extended Ordered Price Colorado Renewable Energy / 1 LOT EA 5,000.00 Prime Sponsor 2 Colorado Renewable Energy 1 LOT EA 5,000.00 Prime Sponsor Total $10,000.00 Invoice Address: City of Fort Collins Director of Purchasing and Risk Management This order is not valid aver $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 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 local taxes. Our Excerption Number is 11. NONWAIVER. 98-N502. Federal Excise Tax Exemption Certificate of Registry 84-(A005R7 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the terns and conditions hereof, failure or delay to Internal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39-26, 114 (a), exercise any rights of remedies provided hcrcin or by Inw, failure to promptly notify, the Seller in the event of a breech, the acceptance ofor payment for goods hereunder or approval of the design, shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to defects of any of the warm mien or obligations of this purchase order and shall not be deemed a waiver of any right of the damage in Transit, may be returned to you for credit and are not to be replaced except upon receipt of written purchaser to insist upon strict performance Immufor any of its rights or remedies a5 to any such goods, regardless instndions farm the City of Fon Collins. of when shipped, received or accepted, as to any prior on 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 terms 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. ASS IG NM ENT OF ANTITR UST CLA I M S. authorized payment on the part of the City of Fort Collins. Hanover, it is to be understand that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges resulting form mnlitrust ACCEPTANCE is dependent upon completion ofall applicable required inspection proadumx. vinknons arc in fact 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 be F.O.B.. City of Fort Collins, 700 Wood St., Fruit Collins, CO 80522, unless acquired under federal or state anldrust laws for %rich overcharges relating to the particular goods or services otherwise specified on this order. If pcimmion is given to prepay freight and charge sepamtcly, the original freight purchased or acquired by the Purchaser pur mans to this purchase order. bill must accompany invoice. Additional charges for packing will not be accepted. Shipment Distance. Where manufacturers have distributing points in various pans of the country, shipment is expected from the normal distribution point to destination. and excess freight will he deducted from Invoice when shipments are made from greater distance. Par Seller shall procure at sellers sole cost all necessary permits, cenificates and licenses required by all applicable laws, regulations. ordinance% and roles 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 vcndnr. Seller further agrees to hold the City of Fort Collins harmless from and against all liability and Inns Railroad 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 agme that the representatives roc, 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 and conditions stated herein set forth and any supplemcnary, or additional terns and conditions annexed hereto or incorporated herein by reference. Any additional or 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 your promised delivery date as noted. Time is ofthe essence. Delivery and performance must be effected within the time stated on the purchase order and the documents attached haeto. No acts of the Purchasers including, without limitation, acceptance of partial late deliveries, shall operate as a waiver of this provision. In the event of any delay, the Purchaser shall have, in addition n mhcr legal and equitable remedies, the option ofplaeing 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 am beyond is reasonable control and without its fault of negligence. such ass of God, acts of civil or military aulhoritics, governmental priorities. Bros, strikes, Road. 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 env such delay, the date of delivery shall be extended for the period equal to the time actually last by reason of the delay. 3. WARRANTY. The Seller sramtnts 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 Bt for the purposes intended, and performed with the highest degree of care and competence in accordance with accepted standards for work of a similar nature. The Seller agrees to hold the purchaser harmles% from any lass, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of warranty. The Seller shall replace, repair or make good. without cost to the purchaser, any defects or faults arising within one (I) year or within such longer period of time as may be prescribed by law or by the terms of any applicable warranty provided by the Seller aficr the date of acceptance of the goods famished hmanda (acceptance not to be unreasonably delayed), resulting fmm imperfect or defective work done or materials famished by the Seller. Acceptance or use of guards by the Purchaser shall not constitute a waiver of any claim under this warranty. Except as otherwise provided in this purchase order. the Scllcrs liability hereunder shall extend to all damages pmuimatcly caused by the breach ofany of the foregoing warmntics 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 w+inen change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terns. other than legal tamt including additions to or deletions from the quantities originally ordered in the specifications or drawings. by verbal or written change wider. If any such change affects the amount due or the time ofperfor once hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purehascr may at any time by w+inert change order. terminate this agreement as to any or all portions of the good then not shipped, subject to any equitable adjustment between the panics as to any work at materials then in Forgives provided that the Purehascr shall not be liable for any claims for anticipated pri 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 are the Sellers standard slack. No such termination shall relieve the Purchaser or the Sella of any of their obligations as to any good delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be reacted within thirty (30) days form the date the change or termination is orlemd. R. COMPLIANCE WITH LAW. The Seller a aunts that all gads sold hereunder shall have been produced. .sold, delivered and famished in strict compliance with all applicable laws and regulations to which the good arc subject. The Seller shall execute and deliver such documents as may be required to effect or evidence compliance. All laws and regudatinns required to be incorporated in agreements of this character am hereby incorporated hcrcin by this reference. The Seller agrees to indemnify and hold the Purchaser harmless from all errs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, Transfer, or convey this order, or any monies due or to become due hounder without the prior written consent of the other party. 10. TITLE. The Seller warrants full, clear and unrestricted lisle to the Purchaser for all equipment, materials, and items famished in performance of this agreement, free and clear of any and all liens, restrictions, mscrvations, saintly interest encumbrances and claims ofothcrs. I3. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchaser dimcs the Seller m correct nanconfomting or defective goods by a date to he agreed upon by the Pumhascr and the Scllcr, and the Seller thcrcaner indicates its inability or unwillingness to comply, life Pum bursa may emssc the work to be performed by the most expeditious means available to it, and the Seller shall pay all costs associated with such work. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting front The performance ofsuch work. This release shall apply even in the event of fault of negligence of the party released and shall extend to the directors, officers and employees ofsuch piny. The Seller's contactual obligations, including warranty, shall not be deemed to be reduced. in any way, because such work is performed 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. trademark or copyright, the Scllcr shall indemnify and save Innalcss 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 contact, and shell ivdemutify the Purchaser for any cost, expense wr damage which it may be obliged it, pay by reason of such infringement at any time during the prosecution or after the completion .(the work. In case said cquipmcnt, 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 procure for the Purchaser the right to continue rising said equipment or parts, replace the same with substantially equal but nounfringing cquipmcnt, or modify it so it becomes noninfringing. IS, INSOLVENCY. If the Seller shall become insolvent or bankapl. make an assignment for the benefit of creditors. appoint a receiver or trustee for any of the Sellers pmpcny, or business, this order may forthwith be canceled by The Purchaser without liability. 16. GOVERNING LAW. The definitions affronts used or the interpretation oflhc agreement and the rights ofall panics hereunder shall be constmed under and governed by the laws of this Sate of Colorado. USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services ofSellers Representative(s), on the fmruscs ofothcrs. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Scllcrs own risk until the same is fully completed and accepted, and shall. in ease.of any accident, destruction or injury to the work and/or materials before Sd1a:s final completion and r mepance, complete the work at Seller',, on expense and to the satisfaction of the Purchaser. When materials and equipment are famished by others for installation or creation by the Seller. the Seller shall receive. unload. store and handle same at the site and become responsible than or as though such materials and/or equipment were being punished by the Seller under the order. IR. INSURANCE. The Seller shall, at his own expense, provide for the payment of workers compensation, including occupational disease bef ts, to its employees employed on or in connection with the work covered by this purchase order, and/ar 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, contractual and automobile public liability insurance with bodily injury wed ]curb limits of at Icast S300.0o0 for any arc person, g50Q000 For any one accident and property damage limit per accident of 5400,000. The Seller shall likewise require his contractors, furry, to provide for such compensation and insurance. Before any of the Scllcrs or his contractors employees shall do any work Town the prcrnim, of others, the Seller shall famish the Purchaser with a certificate that such compensation and insurance have been provided. Such certificates shall specify the dale when such compensation and insurance have been provided. Such certificates shall specify the date 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 assume, the entire responsibility and liability for any and all damage, Iota or injury ofany kind m nalum whatsoeva to persons or property caused by on resuhing from the execution afthe work provided for in this purchase coder ar in connection herewith. The Scllcr will indemnify and hold hamdes, the Purchaser and any or all of the Purchasers oRccm. agents .and employees I'mm and against env and all claims, losses, damages. charges or expenses, whether direct or indirect. and whether to persons or property To which the Pnrchamr may be put or ,subject by reason of any act, action, neglect, emission or defrall on the Part of the Seller, any of his contractors, or any of the Sellers on contractor, officers. agents or employees, In case any snit or other proceedings shell be brought against the Purehascr, or its officers, agents an cmployces m any time tar account or by reason of any act, action. neglect. omission or default of the Seller of any of his contractors m any of is or their officers, agents or employees as aforesaid, the Seller hereby agrees to assume the defense fl crcof and to defend the same at the Sellers own expense, to pay any and all costs, chances, ammucys 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 liar, 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 Seiler will at once cause the same to be dissolved and discharged by giving bond m otherwise. The Sellerand his contractors shall take all safety precautions, famish and install all guards acecss'rry for the prevcmion of accidents, comply with all laws and regulations with regard in safety including, but without limitation, the Occupational Safety and Health Act of 1970 and all odes and regulations issued pursuant therm. Revised 03/2010