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HomeMy WebLinkAbout357234 TECHNOLOGY CONSTRUCTORS INC - PURCHASE ORDER - 9112350City of PURCHASE ORDER ... art Collins i Date: 04/27/2011 Vendor: 357234 TECHNOLOGY CONSTRUCTORS 5636 KENDALL CT #A ARVADA Colorado 80002 Delivery Date: 04/26/2011 Note: Line Description PO Number Page 9112350 1of2 This number must appear T on all invoices, packing slips and labels. Ship To: DOWNTOWN DEVELOPMENT AU #19 OLD TOWN SQUARE, SUITE FORT COLLINS Colorado 80524 Buyer: JOHN STEPHEN UOM Unit Price tend( Price West Myrtle Alley Enhancement 1 LOT LS 899,873.00 PER TERMS AND CONDITIONS OF BID 7212 AND AGREEMENT DATED APRIL 11, 2011 U 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 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 L 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 84-6000587 is registered with the Collector of Failure of the Puchica to insist upon strict performance of the teens and conditions hacef failure or delay to Intrmal Revenue. Denver, Colorado (Rd. Colorado Revised Statutes 1973, Chapter 39-26, 114 (a). exercise any rights or remedies pmvidcd 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 ofthc design, shall not release the Sclla of Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to dcfeen of any of the warranties or obligations of this purchase order and shall not be damed a omiva of any right of the damage in transit may be returned to you for credit and an not to be replaced except upon receipt of written purchaser to insist upon strict performance hereofm any of its 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 prim or subsequent default haeunda, nor shall any purported on] modification or rescission of this purchase order by the Purchaser opante as a waiva of any of the Irma, Inspection. GOODS am subject to the City of Fort Collins inspection on arrival. hereof Final Acceptance. Receipt of the merchandise, services or equipment in rmpome to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the pan of the City of Fen Collins. However, it is to be understood 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 arc in fact home by the Purchascr. Theretofore, for good cause and as consideration for executing this purchase order, the Seller herby assigns to the Purchaser any and all claims it may now have or hereafter Freight Terms. Shipments must be F.O.B.. City of Fort Collins, 700 Woad St. Fort Collins, CO 80522. unless otherwise specified on this order. If permission is given to prepay freight and charge separately, the original freight 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 normst distribution point to destination, and excess freight will be deducted from Invoice when shipments are made from greater distance. Permits. Seller shall procure at sellers sole cast all necessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and rates 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 Ions incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances, mles and requirements. Authorization. All parties to this contract agree that the representatives arc, in fact bona fide end possess full and complete authority to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the teens and conditions stated herein ser forth and any supplementary at additional terms, and conditions annexed hereto or incorporated herein by reference Any additional or different tames and conditions proposed by seller arc objected to and hereby rcjcaed. 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 partial 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 for damages. However, the Seller shall not be liable for damages as a result of delays due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault of negligence, such acts of End, acts of civil 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 Purchascr within five (5) days of the time when the Sella 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 Scller warrants that all goods, articles, materials and work covered by this order will conform with applicable draw drawings, specifications, samples and/or other descriptions given, will be fit for the purposes intended, and performed with the highest degree of cam and competence in accordance with accepted standard for work of a Similar nature. The Sella agrees to hold the purchaser harmless from any loss, damage or expense which the purchaser may suffer or incur on account of the Scllcrs brcach of warranty. 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 law or by the tcmn of any applicable warmary provided by the Sella aRcr the date of acceptance of the goads furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials furnished by the Seller. Acceptance or use of good by the Purchaser shall not constiMe a waiver of any claim under this warranty. 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 guarantees, but such liability shall in no event include loss ofmofits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchases may make changes to legal terms by written change order. S. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal tents, including additions to or deletions from the quantities originally ordered in the specificarioas or droving, by varbnl or writtca change order. If nay such change affects the amount due or the time of performance 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 parties as to any work or materials then in progress provided that the Purchaser shall not be liable for any claims for anticipated profits an the uncompleted portion of the goad and/or work, for incidental or consequential damages, and that no such adjustment be made in favor of the Sella with respect to any goad which an the Sellers standard stock. No such termination shall relieve the Purchaser or the Sella ofany of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim fro adjustment must be asserted within thiry (30) days from the date the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods said hereunder shall have ban pruducod, sold, delivered and famished in strict compliance with all applicable laws and regulations to which the goods arc subject. The Seller shall execute and deliver such documenss as may be requited to effect or evidence compliance. All laws and regulations acquired 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 Purchases as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign transfer, or convey this order, or any monies due or to become due hereunder without the prior written comem of ahc other parry. 10. TITLE The Scller warrants full, clear end unrestricted title to the Purchascr for all equipment materials, and items furnished in performance 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 goods or services purchased or acquired by the Purchaser pursuant to this purchase order. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchaser dimcts the Seller to correct nonconforming or defective good by a date to be agreed upon by the Purehasm and the Seller, and the Scller thconfi r indicates its inability or unwillingness to comply, the Purchaser may cause the work to be performed by the most expeditious means available to it, and the Sella shall pay all costs associated with such work. The Scller shall relmse the Purchaser and its contractors of any tier from all liability and claims of any nature resulting from 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, officers and employees ofsuch party. The Seller's contractual obligations, including warranty, shall not be damed 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 Icncr, patent, trademark or copyright, the Seller shall indcmniy and save harmless 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 contract, and shall indemnify the Purchaser for any cast, expense or damage which it may be obliged to pay by reason ofsuch infringement at any time during the prosecution or after the completion of The work. In case 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 shell, at its own expense and at its option, either procure for the Purchaser the right to continue using said equipment or pans, replace the some with substantially equal but noninfringing equipment, or modify it so it becomes noninfringing. 15.INSOLVENCY. If the Seller shot] Immune insolvent or bankrupt, make an assignment for the benefit of creditors, appoint e rceciver err trustee for any of the Scllers property or business, this order may forthwith be canceled by the Purchascr without liability. 16. GOVERNING LAW. The definitions oftemts used or the interpretation ofthc agreement and The rights ofall panics hereunder shall be construed under and governed by the lows ofthc State of Calomdo. USA. The following Additional Conditions apply only in cases where the Sella is to pafonn work hereunder. including the services of Sellers Representativc(s), on the premises of others. 17. SELLERS RESPONSIBILITY. The Sella 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 end/or materials before Sellers final completion and acceptance, complete the work at Sclia's own expense and to the satisfaction of The Purchaser. When materials and equipment are furnished by others for installation or erection by the Sella. 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 famished by the Seller under the order. 18. INSURANCE. The Sella shall, at his own expense, provide fro The payment of workers compensation, including occupational disease benefits, to its employers 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 Scller shall also curry comprehensive general liability including, but not limited to, contractual and automobile public liability insumna with bodily injury and death limits of at least S300,000 far any am person. S500.000 for any one accident and property damage limit per accident of S400,000. The Sella shall likewise require his cmvmctom, if any, to Provide for such compensation and insurance. Before any cu the Sellers m his contractors employees shall do any work upon the premises of others, the Stller shall famish the Purchaser with a certificate that such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insurance have ban provided. Such cenificater shall specify the date when such compensation and insurance expires, The Seller agree 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 or injury ofany kind or nature whatsoever to persons or property caused by or resulting from the execution ofthc work provided for in this purchase mitt or in connection herewith. The Seller will indemnify and hold harmless the Purchascr and any or 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 at 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, or any of the Sellars 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 Sella of any of his contractors or any of its or their officers, agents or employees as aforesaid, the Sella hereby egrom to assume the defense thereof and to defend the same it the Sellers own expense, to pay any and all costs, charges, attorneys fees and other expenses, any and all judgments that may he 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 ofthc Purchascr, or said panics in or as a result of such suits at other proceedings, the Sella 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 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 roles and regulations issued pursuant threat. Revised 032010