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HomeMy WebLinkAbout492142 GREEN PURCHASING INSTITUTE - PURCHASE ORDER - 9115206Fort Collins Date: 09/08/2011 Vendor: 492142 PURCHASE ORDER GREEN PURCHASING INSTITUTE ALICIA CULVER 1201 MARTIN LUTHER KING JR WAY OAKLAND California 94612 PO Number Page 9115206 1of2 his numbeFmust appear on all invoices, packing slips and labels. Ship To: PURCHASING DIVISION CITY OF FORT COLLINS 215 N MASON, 2ND FLOOR FORT COLLINS-Colorado 80524m4 Delivery Date: 09/07/2011 Buyer: JAMES O'NEILL Note: Line Description Quantity UOM Unit Price Extended Ordered Price 1 Green Purchasing Study 1 LOT EA 23,000.00 C3. Oi'l::-nQ1� 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 $23,000.00 Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Tenns and Conditions Page 2 of 2 1. COMMERCIAL DETAILS. Tax exemptions. By statute the City of For 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 Purchasm to insist upon strict performance of the teas and conditions hereof. failure or delay to let.] Revenue, Denver, Colorado (Ref Colorado Revised Semmes 1973. Chapter 39-26, 114 (a). exercise any rights or comedies provided herein or by law, failure to promptly notify the Seller in the event of a breach, the acceptance of a payment for goods hereunder or approval of the design, shall nor release the Sella of Goods Rejected. GOODS REJECTED due in fnihrre to meet specifications, either when shipped or due to defects of any of the warranties a obligations of this purchase order and shall not be deemed a waive of any right of the damage in transit, may be tensed to you for credit and are not to be replaced except upon receipt of written purchaser to insist upon strict performance hareof m any of its 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 oat modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms Inspection. GOODS am subject to the City of Fort Collins inspection on arrival. hereof. Final Acceptance. Receipt of the merchandise, services a equipment in response an this odor can reach in 12. ASSIGNMENT OF ANTITRUST CLAIMS. ant mired payment on the part of the City of Fort Collins. However, it is to be understood that FINAL Sella and the Purchase recognize that in actual economic practice, overcharges resulting from antitrust ACCEPTANCE is dependent upon completion ofall applicable required inspection procedures. violations ere in fan home by the Purchaser. Theretofore, for good cause and as consideration for exerting 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 Fort Collins. 700 Woad 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 must accompany invoice. Additional charges fm 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 Sella to correct nonconforming or defective goads by a date 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 Seller, and the Sella thereafter indicates its inability or unwillingness to comply, the Purchaser shipments am made frogreat m er distance. us may came the work to be performed by the expeditious meavailable to it, and the Sella shall pay all _ most _ _ ans _ _ _ _ _ costs associated with such work. Permits. Sella shall procure at sellers sole east all necessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and mlm of the suite, municipality, territory or political subdivision where the work is performed, or required by any other duly constituted public suthorfry having jurisdiction over the work of vendor. Seller further agrees to hold the City of For Collins harmless firm and against all liability and loss incurred by them by reason of an assered or established violation of any such laws, regulations, ordinances, mles and requirements. Authorization. All parties to this contract agree that the representatives am, in fact, has 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 supplementary or additional terms and conditions annexed hereto or incorporated herein by reference. Any additional or different terms and conditions proposed by seller are objected to and hereby rejectd. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your premised delivery date as noted. Time is of the essence. Delivery and performance most be effected within the time sated 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 prevision. 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 es a result of delays due to causes not reasonably foreseeable which an beyond its reasonable control and without its fault ofnegligence, such acts of God, acts of civil m military authorities, governmental priorities, fires, strikes, flood, 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 t icamE In the event of any web 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 Sella warrants 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 fit for the purposes intended. and performed with the highest degree of one and competence in accordance with accepted standards for work of e similar nature. The Seller agrees to hold the purchase harmless from any loss, damage or expense which the Purchaser may cufflat or incur on account of the Sellers breach of warranty. The Seller shall replace, repair a make good, without cost to the purchaser, any defaces a faults arising within one (1) year or within such longer period of time as may be prescribed by law or by the terms ofany applicable warranty provided by the Seller after the date of acceptance of the goods famished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials famished by the Sella. Acceptance or use of goods by the Purchase shall nor constitute 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 web 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 written change order S. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms. Other than legal terms, including additions to or deletions firm the quantities onginaly ordered in the specifications or drawings, by verbal or Warren change order. If any 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 odor, 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 on the uncompleted portion of the goods and/or work for incidental or consequential damages, and that no web adjustment be made in favor of the Seller with respect to any goods which One the Sellers standard rock No web termination shall relieve the Pumhaser or the Seller of any of their obligations is to any grads delivered heeunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days from the date the change or termination is ordered 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold bereader shall have been produced, said, delivered and famished in strict compliance with all applicable laws and regulations to which the goods are subject. The Sella shall execute and deliver web documents as may be required to effect or evidence compliance. All laws and regulations required to be incorporated in agreemenu of this characta arc hereby incorporated herein by this mferencc. The Seller agrees to indemnify and hold the Purchaser harmless from all casts and damages suffered by the Purchaser as a result of the Sellers failure to comply with web law. 9. ASSIGNMENT. Neither parry shall assign, transfer, a convey this order, or any monies due or to become due hereunder without the prim written consent of the other parry. 10. TITLE. The Seller warants full, clear and unrestricted title to the Purchaser for all equipment. materials, and items famished in performance of this agreement, free and clear of any and all liens, restrictions, reservations, security interest encumbrances and claims of others. The Seller shall release the Purchaser end its contractors of any tim from all liability and claims of any nature resulting from the performance of such work. This release shall apply even in the event of fault of negligence of the perry released and shall extend to the directors, offerers and employees of such party. The Seller's contractual obligations, including vananry, 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 Sell. is required to use any design, device, material in process covered by Iener, patent, trademark at copyright, the Seller shall indemnify 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 cost, expense or damage which it may be obliged to pay by Mason of such infringement at any time during the prosecution or after the completion of the work. In case said equipment, or any prat 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 Seller shall, at its own expense and at its option, either procure for the Purchaser the right to continue using said equipment in parrs, replace the same with substantially equal but noninfringing equipment, or modify it so it becomes nosinfringing. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt, make an assignment for the benefit of creditors, appoint a receive or trustee for any of the Sellers property or business, this order may forthwith he canceled by the Purchaser without liability. M. GOVERNING LAW. The definitions oft. used or the interpretation of the agreement and the rights of all parties hereunder shall be construed under and governed by the laws of the State ofColomdo, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Represmustive(s), on the premises of others. 17. SELLERS RESPONSIBILITY. The Sella shall may an mid work at Selle'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 Seller's final completion and acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchase. When materials and equipment are finished by others fm installation or erection by the Sella, the Sella shall receive, inland, store and handle same at the site and become responsible therefor as though web materials and/or equipment were being famished by the Sella under the order. 18. INSURANCE. The Seller shall, at his own expense, provide for the payment of workers compensation, including occupational disease benefits, to its employees 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 Seller shall also tarty comprehensive general liability including, but not limited to. contractual and automobile public liability insurance with bodily injury and death limits of at lent S300.000 fm any one person, S500,OW fm any one accident and property damage limit per accident of S400,000. The Seller shall likewise require his contactors, if any, to provide for such compensation and insurance. Before any of the Sellers or his contractors employees shall do any work upon the premises of others, the Seller 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 catificales shall specify the date when web compensation and insurance expires. The Sella agrees that web compensation and insurance shall be maintained until eftm 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 many kind or nature whmeocver to persons or property caused by or resulting from the execution of the work Provided for in this purchase odor or in connection herewith. The Seller will indemnify and hold hornless the Purchase 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 Purchase may be put a subject by reason of any no, action, neglect, omission or default on the part of the Sella, any of his contractors, at any of the Sellers or contractors Officers, agents or employees. In one any suit or other proceedings shall be brought against the Purchaser, m its officers, agents a employees at any time on account or by reason of any act, action, neglect, omission or default of the Seller of any of his contractors m any of its or their oRcas, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the came at the sellers own expense, to pay any and all costs, charges, attorneys 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 wits or other proceedings, and in case judgment or other lien be placed upon or obtained against the property of the Purchase, or mid parties in or as a result of wch wits or other proceedings, the Seller will at once cause the came to be dissolved and discharged by giving bond a otherwise. The Seller and his contractors shall take all safety precautions. Jutish and install all guards necessary for the promotion 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 rates and regulations issued pursuant thereto. Revised 03/2010