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HomeMy WebLinkAbout471975 LANAIR PRODUCTS LLC - PURCHASE ORDER - 9112465Fort Collins Date: 04/29/2011 Vendor: 471975 LANAIR PRODUCTS LLC 4109 CAPITAL CIR JANESVILLE Wisconsin 53546 PURCHASE ORDER PO Number Page 9112465 1of2 This number must appear on all invoices, packing slips and labels. Ship To: STREETS DEPARTMENT CITY OF FORT COLLINS 625 NINTH STREET FORT COLLINS Colorado 80524 W — 7 5_T� �'1 �`dh �r re— Reycx Delivery Date: 04/29/2011 Buyer: JAMES HUME Note: Line Description Quantity UOM Unit Price Extended Ordered Price 1 MX300 waste oil heater per order # 0195595 Ra-� Q. OAL�-gk lw—' 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: 4,898.00 $4,898.00 City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Terms 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 84-6000597 is registered with the Collector of Failure of the Purchaser to insist upon strict perfommnec of the terms and conditions hcrcof, failure or delay to Internal Revenue, Denver. Colorado (Ref. Colorado Revised Statutes 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 ncecptnnec ofor payment for goods hereunder or approval of the design, shall tint release the Seller of Goods Rejected. GOODS REJECTED due to failure to men specifications. either when shipped or chic to defects of any of the warranties or obligations of this purchase order and shall not be deemed a wniver 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 wriuo, purchaser to insist upon strict performancc here nfor any of its rights or mnedics as m tiny such ponds, regardless instructions fmm the City of Fort Collins. of when shipped, received or accepted, as to any prior or subsequent default hereunder, ant shall any purported mal modification Or rescission Of this purchase Order by the Purchnscr operate as a waiver of any of,ho terms Inspection. GOODS are 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. authorized payment on the pan of the City of Fort Collins. Houcvcr. 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 Purchnscr. Theretofore, for good cause and as consideration for executing this purchase order, the Seiler hereby assigns to the Purchaser any and all claims it nmay now have or hereafter Freight Terms. Shipments must be F.O.B.. City of Fort Collins. 700 Woad St.. For, Collins, CO 50522, 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. PURCI IASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance, Where manufacturers have distributing points in various parts of the Country, shipment is If,hc Purchaser directs the Seller to correct nonconforming or defective goods by a date to he agreed upon by the expected from the nearest distribution point to destination, and excess freight will be deducted from Invoice when Purchaser and the Scllcr, and the Seller themaner indicates its inability or unwillingness in comply, ,he Purchaser shipments arc made fmm greater distance. may cause the work to be performed by the time, expeditious means available to it, and the Seller shall pay all costs associred with such work. Permits. Seller shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws, regulations. ordinances and roles of the state, municipality, territory or political .vubdivision whore 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 form and against all liability and Ins, incurred by them by reason of an asserted or established violation of any such Iews, mindminns, ordinances, mhos and requirements. Authorization. All panics to this contract agree that the rcprc rodives arc, 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 Inch and any supplementary or additional terms and conditions annexed hereto or incorporated herein by reference. Any additional Or difrermt hems and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immedimely 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 Initiation. acceptance of partial late deliveries, shall operate as a waiver of this provision. In the event crony 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 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 ofncgligence, such acts of God, acts ofcivil or military authorities, governmental priorities, fires, strikes, flood, epidemics. wars or riots pmvided 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 crony 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 grad,, snicks, materials and work covered by this order will confom, with applicable drawings, specifications, samples and/or other descriptions given, will be fit for the purposes intended, and performed with the highest degree of cart and competence in accordance with icccplcd 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 Scllcr shall replace, repair or make good, without cast 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 terms of any applicable warranty provided by the Seiler aner the date of acceptance of the goods famished hereunder (aacp rmcc not to be unreasonably delayed). resulting point imperfect or defective work done or materials famished by the Seller. Acceptance or use of good by the Purchaser shall not constitute a waiver of any claim under this warranty. Except as otherwise provided in this purchase order. the Sellers liability hcrcnndv shall extend to all damages proximately caused by the breach of any of the foregoing warmntics or guamtnces, 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. CHANCES IN LEGAL TERMS. The Purchaser may make changes to legal terms by written change order. 5. CHANCES IN COMMERCIAL. TERMS. The Purchnscr may make any changes to the terms. other than legal terms including ndditions to Or deletions from the quantities originally ordered in the speeifez,inns or drawings, by verbal or written change order. If any such change affects the amount due or the time Ofperfommance 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 gad then not shipped, subject to any equitable adjustment between the panics as to any work or materials then in progress provided that the Furehaser shall not be liable for any claims for anticipated profits on the uncompleted portion of the gad and/or work, for incidental or consequential damages, and that no such adjuslment be made in favor cf the 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 fl cir obligations as to any gad delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days from the date the change or tem,inmion is ordered. R. COMPLIANCE WITH LAW. The Seller warrants that all goads sold hereunder shall have been produced. 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 documents as may be required to effect or evidence compliance. All laws and regulations required to be incorporated in agreements of this character arc hereby incorporated hvcin 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 Scllcrs failure to comply with such law. 9. ASSIGNMENT. Ncithv party shall assign, transfer. or convey this order, or any monies it= or to become due hereunder without the prior written consent of the other parry. 10. TITLE. The Seiler warrants full, clear and unrestricted title to the Purchaser for all equipment, materials, and items furnished in perfommance of this agreement, free and clear of any and all liens, restrictions, reservations, security interest encumbrances and claims ofothcrs. The Seller shall release the Purchnscr and its contractors Of any tier Form all liability and claims or any nature totalling front ,he performance of such 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 pony. The Seilers contractual obligations, including wnrmnty, .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 Seiler shall indemnify and save harmless the Purchaser from any and all chains for infringement by reason of the use of such patented design, device, material or process in connection with the contract. and shall indemnify the Purchnscr for any cast, cxpcnsc nr damage which it may he obliged to pay by rcn.mn of each infringement at any time during the pmsccmion Or ,her the completion of the work. In case said cgnipntent, or ,any par, 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, tit its own expense and at its option. either procure for the Purchaser the right to continue using slid equipment or pans, replace the same with subsmntially equal but noninfringing equipment, or modify it so it becomes noninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt, make an assignment for the benefit of creditors, appoint a receiver Or vases for any of the Sellers property or business. this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The deft..loons of toms used or The interpretation of The agrccmon, and the right of all parties hereunder shall be continual under and governed by the laws of the State of Colorado. USA. The following Additional Conditions apply only in cases where the Seller is In perfom, work hereunder, including the sen ices of Scllcrs Represcnmtivc(s), on the premises ofothcrs. 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 Sellers Final completion and acceptance, complete the work at Scllcrs own expense and to the smisfaction ofthc Purehoscr. Whca materizls and equipment are furnished by others for installation ar erection by The Seller. the Seller shall receive, oohed, store and handle same at the site and become responsible therefor as though .such materials and/or equipment were being furnished by the Seller under the onto. 19, INSURANCE. The Scllcr shall. al his non expense. pmvide for the Pnpmcnt of workers compcasmion, including occupational disease benefits, to its employees employed on or in connection with the work covered by this porchasc order. and/or to Their dependents in accordance with the Inws critic state in which the work is to be donor The Scllcr shall afvo carry comprchcrwivc general liability including, but not limited to. contmcmal and aotnmobile public liability insurance with bodily injury and death limits of ut least S300.000 for any nnc Person, S500,000 for tiny one accident and property damage limit per accident of S400,000. The Seiler shall likewise require his contractors, if any, to pmvide for such compensation anti insurance. Before any of the Sellers or his contractors employees shall do any work upon The premises of o,hcrs, the Seller shall furnish the Purchuzer with a certificate that such compensation and insurance have been provided. Stich certificates shall specify the (laic when such compensation and insurance have born provided. Such certificates shall specify the ate when such compensation and insurance expires. The Seller agrees that such compensation and insurance shall be maintained umil after the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller herchy nssumcs the entire responsibility and liability forme, and all damage. loss or injury Ofany kind or nature whatsoever to persons or property caused by or resulting from the execution write work provided for in This purchase Oyler or in connection herewith. The Seller will indemnify and hold harmlCRs the Purchnscr and any or all of the Purchasers oRcers, agents and employees from and against any and all claims, losses danomes, charges or expenses. whether direct or indirect, and whether To persons or property in which the Purchaser may be put Or subject by reason of any net, action, neglect omission or default on the pan of the Seller. any of his continents, or any of the Scllcrs or contractors officers, agents or employees. In ease any suit or other proceedings shall be bough, 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 crony of his contractors to any of its or their Officers, agents or employees as aforesaid. the Seiler hereby agrees to assume the defense thereof and to defend thematic at the Sellers own expense, to pay any and all costs, charges, attorneys fees and other expenses, any and all judgments that may be manumd 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 judgnen, or other lien be placed upon or obtained against the property of the Purchaser. or slid panics in or as a result ofsuch suits or odor proceedings. the Seller will at ones cause the same to be dissahcd 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 rmscmion of accidents, comply with all lams and regulations with regard to safety including, bat wi,hord limitation, the Oeenpxtionnl Safety and Health Act of 1970 and all odes and regulations issued mimnant therc,o. Revised 03/2010