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HomeMy WebLinkAbout128365 NATIONAL RESEARCH CENTER INC - PURCHASE ORDER - 9113207Fort PURCHASE ORDER 91132oi Page City, off z ' `t Collins( n 11 invoices, mustpacking ` vvv " V on all invoices, packing slips and labels. Date: 06/02/2011 Vendor: 128365 NATIONAL RESEARCH CENTER INC 3005 30th ST BOULDER Colorado 80301 Ship To: NATURAL RESOURCES CITY OF FORT COLLINS 200 W. MOUNTAIN FORT COLLINS Colorado 80521 Delivery Date: 06/01/2011 Buyer: DAVID CAREY Note: Line Description Quantity UOM Unit Price Extended Ordered Price 1 AQ/Solid Waste Survey 2011 1 LOT L$ 14,919.00 Survey Services Scope of Services, Costs, and Timeline per Work Order #1. •��s� Terms and Conditions per Services Agreement.for City's RFP# 7226 Survey Services -Miscellaneous Public Opinion Surveys. 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 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is I I. NONWAIVER. 98-04502. Fedeml Excise Tax Exemption Carificate of Registry 84-6000587 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof, failure or delay to Internal Revenue, Denver, Colorado (Ref. Colorado Revised Sodom 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 fro goods hereunder m approval of the design, shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to meet speci fictions, 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 any right of the damage in transit, may be resumed to you fin credit and are not to be replaced except upon receipt of written purchaser to insist upon strict performance hamfor any ofits rights or remedies As to any such goods, 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 purported oral modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the terra Inspection. GOODS are subject to the City of Fort Collins inspection an arrival. haeof. 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. However, it is to be understood that FINAL Sella 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 borne by the purchaser. Theretofore, for good cause and As consideration for executing this purchase order, the Seller hereby assigns to the Pumhamr any and all claims it may now have or hercaRer Freight Terms. Shipments must 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 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 pans of the country, shipment is If the Purchaser directs the Seller to cornett nonconforming or defective goods by a time 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 Sella, and the Sella thereafter indicates its inability or unwillingness to comply, the Purchaser shipments Are made from gmater distance. _ may cause 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. Sella shall pro me, at sellers sole cost all necessary permits, ceatifictm and licenses required by all Applicable laws, regulations, ordinances and rules of the state, municipality, territory of political subdivision where the work is performed- or required by any other duly constituted public authority having jurisdiction over the work of vendor. Seller fuller agrees to hold the City of Fort Collins harmless fiom all against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances, mles all requirements. Authorization All parties to this contnset 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 terms and conditions stated herein set froth and any supplementary or additional tetras 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 premised delivery time as noted. Time is of the essence. Delivery and performance most be effected within the time stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation. acceptance ofpartial late deliveries, shall operate As a waiver ofthis provision. In the event ofany delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option ofplacing this order elsewhere and holding the Sella liable for damages. However, the Seller shall not be liable for damages as a result of delays due to causes nut reasonably foreseeable which are beyond is reasonable central and without its fault ofnegligence, such acts of Gad acts of civil or military authorities, governmental priarities, fins, strikes, food, epidemics, wars or now provided that notice ofthe conditions causing such delay is given to the Purchaser 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 fro the period equal to the time actually lost by reason ofthe delay. The Seller shall release the Purchase, and its contactors of any tier from all liability and claims of any nature resulting from the performance ofauch 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 parry. The Seller's coanacnml obligations, including warranty, shall not be deemed or be reduced, in any way, because such work is performed or caused to be performed by the Purchaser. 14. PATENTS. Wheneva the Sella is required to use any design, device, material or process covered by letta, patent, trademark or copyright, the Seller shall indemnify and save harmless the Purchaser from any and all claims fro 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 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 ofthe 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 part is enjoined the Sella shall, at it own expense and at its option, either procure for the Purchaser the right to continue using said equipment or pares, replace the same with substantially equal but noninfringing equipment, or modify it so it becomes noninfringing. 15. INSOLVENCY. If the Sella shall become insolvent or bankrupt, make an Assignment fro the benefit of creditors, appoint A receiver or trustee far any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 3. WARRANTY. 16. GOVERNING LAW. The Sella warrants that all goads, articles, materials and work covered by this order will conform with applicable , The definitions otters used or the interpretation ofthe agreement and the rights of all parties hereunder shall be drawings, specifications, samples and/or other deacriptions given, will be fit for the purposesintended, and �ronsnued under and governed by thelaws ofthe Stale ofColomdo,USA. performed with the highest degree of cm and competence in accordance with accepted standards fro work of a "- similar nature. The Sella agrees m hold the purchaser harmless from my loss, damage or expense which the The following Additional Conditions apply only in taus where the Sella is to perform work hereunder, Purchasa may suffer for incur on account of the Sellers breach of warranty. The Sella shall replace, repair or make including the services of Sellers Representative(s), on the premises of others. good, without cost to the purchaser, any defects Our faults arising within one (1) year or within such longer period of time As may be prescribed by law or by the terms of nay Applicable warranty provided by the Sella After the time of 17. SELLERS RESPONSIBILITY. acceptance of the goods famished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect The Sella shall carry on said work at Selles own risk until the same is fully completed and accepted, and shall, or defective work time or materials furnished by the Sella. Acceptance or use of goods by the Purchaser shall not in case of any accident, destruction or- injury to the work and/or materials before Seller's final completion and constitute a waiver of Any claim under this warranty. Except As otherwise provided in this purchase order, the Sellers acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials liability hercundm shall extend to all damages proximately caused by the breach of any of the foregoing warranties and equipment are famished by others for installation or erection by the Seller, the Seller shall receive, unload, or guamntees, but such liability shall in no event include loss of profits or loss of use. NO IMPLIED WARRANTY tame and handle same at the site and become responsible therefor As though such materials and/or equipment OR MERCHANTABILITY OR OF PITNFSS FOR PURPOSE SHALL APPLY. were being furnished by the Seller under the coda. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchasa may make any changes to the terms, other than legal terms, 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 effects the amount due or the time of performance hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchasa 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 Parchasa shall not be liable fro any claims for anticipated profits on the uncompleted portion of the goods armor 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 of Weir obligations As to my goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be assured within thirty (30) days from the date the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been produced sold, delivered and famished in strict compliance with all applicable laws and regulations to which the goods Are subject The Sella shall execute and deliver such depnnnents 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 offer al 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 my monies due or to become due hereunder without the prior written consent of the other party. 10. TITLE. The Sella warrants roll, clear and unrestricted title to the Purchaser for all equipment materials, and items famished in performance of this agreement, fire and clear of any and all liens, restrictions, reservations, security interest encumbmncm and claims of others. 18. INSURANCE. The Sella shall, at his own expense, provide for the payment of workers compensation, including oaupationnl disease benefits, to its employees employed on or in connection with the work covered by this purchase order, andlm to their dependents in accordance with the laws of the mate in which the work is to be done. The Sella shall also tarty comprehensive general liability including, but not limited to, command and automobile public liability insumnce with bodily injury and denth limits of at least S300,000 for any one person, $500,000 for any one accident and property damage limit per accident of S400,000. The Sella shall likewise require his contractors, if any, to pmvide for such compensation and insurance. Before any of the Sellers or his contractors employees shall do any work upon the promises of others, the Seller shall famish the Purchase, with A catificate that such compensation and insumnce have been provided Such certificates shall specify the date when such compensation and insumnce have been provided. Such certificates shall specify the date when such compensation and insurance expires. The Sella 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 Sella hereby assumes the entire responsibility and liability for any and all damage, leas m injury of any kind or nature whatsceva to persons or property, caused by or resulting from the execution ofthe work provided for in this purchase order or in connection herewith. The Sella will indemnify and hold harmless the Purchaser 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 or property to which the Purchases may be put or subject by mum of any act, action, neglect, omission or default on the part of the Sella, any of his contractors, or any of the Sellers or contractors officers, agents or employees. In case my suit or other proceedings shall be brought against the Purchaser, or its officers, agents or employees at any fire 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 of their officers, agents or employees as aforesaid, the Sella hereby agrees to assume the defense thereof and to defend the same at the Sellers own expense, to pay any and all costs, charges, mmmeys 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 of the Purchaser, or said parties in or as a result of such suits or other proceedings, the Sella will at once came, the same to be dissolved and discharged by giving bond or otherwise. The Sella 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 Healer Act of 1970 and all mlm and regulations issued pursuant thereto. Revised 03/2010