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HomeMy WebLinkAbout105380 SAMS CLUB DIRECT - PURCHASE ORDER - 9116053City of art Collins PURCHASE ORDER Date: 10/17/2011 Vendor: 105380 SAWS CLUB DIRECT ACCT #0402 39160735 5 4700 BOARDWALK DR FORT COLLINS Colorado 80525-3729 PO Number Page 9116053 ' of 2 This number must appear on all invoices, packing slips and labels. Ship To: RECREATION DIVISION CITY OF FORT COLLINS 215 N MASON FORT COLLINS Colorado 80521 Delivery Date: 10/14/2011 Buyer: JOHN STEPHEN Note: Line Description Quantity UOM Unit Price Extended Ordered Price 1 Treatsylvania candy 1 LOT LS 5,087.96 Total $5,087.96 Invoice Address: 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 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 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 Purchaser to insist upon strict performance of the terms and conditions hereof, failure or delay to Internal Revenue, Denver. Colorado (Ref, Colorado Revised Statutes 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 for goods hereunder or approval of the design, shall not release the Seller of Goads Rejected. GOODS REJECTED due to failure to meet specifications, 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 returned to you for credit and are not to be replaced except upon receipt of written purchaser to insist upon strict performance hereof or 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 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. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the part of the City of Fort Collins. However, it is to be understood that FINAL Scllcr and the Purchascr 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 Purchaser. Theretofore, for grad cause and as consideration for executing this purchase order, the Scllcr hereby assigns to the Purchaser any and all claims it may now have or hereancr Freight Terms. Shipments must be F.O.B.. City of Fort Collins, 700 Word 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 Purchascr pursuant to this purchase order. bill most accompany invoice. Additional charges fat packing will not be accepted. Shipment Distance. Where manufacturers have distributing points in various parts of the country, shipment is expected from the nearest distribution point to destination, and excess freight will he deducted from Invoice when shipments are made from greater distance. Permits Sella shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and rates ofthe 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. Scllcr further agrees to hold the City of Fort Collins harmless from and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances, rules and requirements. Authonmtion. All patties to this contract agree that the representatives are, 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 forth and any supplementary or additional tam¢ and conditions annexed hereto or incorporated hacin by reference. Any additional or different terms and conditions proposed by seller are 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 essenee. 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 of partial late deliveries, shall operate as a waiver ofthis provision. In the event of any delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option ofplacing this order elsewhere and holding the Scllcr liable for damages. However, the Scllcr shall not be liable for damages as a result of delays due to causes not reasonably foreseeable which arc beyond its reasonable control and without its fault ofnegligence. such acts ofGod, acts ofcivil or military authorities, governmental priorities, fires, strikes, Rood, epidemics, wars or riots pmvided that notice of the conditions causing such delay is given to the Purchascr within five (5) days of the time when the Seller first temived 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 Scllcr 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 arc and competence in accordance with accepted standards 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 Sellers breach of warranty. The Seller shall replace, repair or make good, without cost to the purchaser, any defeats or faults arising within one (1) year or within such longer period of time as may be prescribed by law or by the [arms of any applicable warranty provided by the Seller after the date of acceptance of the goods furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect of defective work done or materials furnished by the Sell". Acceptance or use of goods by the Purchascr shall not constitute a waiver ofany 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 ofthe foregoing warranties 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 Purchascr may make changes to legal term, by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchascr may make any changes to the terms, other than legal terms, including additions to or deletions Tom the quantities originally ordered in the specifiations or drawings, by verbal or written 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 Purchascr 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 berwcen the panics 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 such adjustment be made in favor ofthe Seller with respect to any goods which are the Sellers standard stock. No such termination shall relieve the Purchaser or the Scllcr of any of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days fmm the date the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Scllcr warrants that all goods sold hereunder shall have been produced, sold, delivered and furnished in strict compliance with all applicable laws and regulations to which the goods are 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 incorpommd in agreements of this character are hereby incorporated herein by this ref"ence. The Sell" agrees to indemnify and hold the Purchascr harmless fern all costs and damages suffered by the Purchascr 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 consent of the other parry. 10. TITLE. The Seller warrants full, clear and unrestricted title to the Purchaser 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.thas. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchascr directs the Scllcr to correct nonconforming or defective goods by a date to be agreed upon by the Purchascr and the Scllcr, and the Scllcr thema0cr indicates its inability or unwillingness to comply, the Purchascr 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. The Scllcr shall rclasc the Purchascr and its contractors of any tier from all liability and claims of any nature resulting from the performance of such work. This rcicese shall apply even in the event of fault of negligence of the party released and shall extend to the directors, officers and employccs ofsuch party. The Sclla's contractual obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is perforated or caused to be performed by the Purchaser. 14. PATENTS. Whenever the Scllcr is required to use any design, device, material or process covered by letter, patent, trademark of copyright, the Seller shall indemnify and save harmless the Purchascr fmm 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 Purchascr for any cost, expense or damage which it may be obliged to pay by reason ofsuch 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 ofthe goods, is in such suit held to constitute infringement and the use of said equipment or part is enjoined, the Scllcr shall, at its own expense and at its option, either procure for the Purchascr the right to continue using said equipment or parts, replace the same with substantially equal but noninfringing equipment, or modify it so it becomes noninfringmg. 15. INSOLVENCY. If the Scllcr shall become insolvent or bankrupt, make an assignment for the bereft of creditors, appoint a receiver or trustee for any of the Sellers property or business, this order may forthwith be canceled by the Purchascr without liability. 16. GOVERNING LAW. The definitions of Ions used or the interpretation ofthe agreement and the rights ofall parties h"curd" shall be consumed under and governed by the laws ofthe State ofColamdo, USA. The following Additional Conditions apply only in uses where the Seller is to perfonm work hereunder, including the services of Shccrs Reptesentativas), on the premises ofothas. 17. SELLERS RESPONSIBILITY. The Scllcr shot] tarty on said work at Sella'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 foal completion and acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment arc famished by others for installation or erection by the Seller, 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 furnished by the Seller under the order. 18. INSURANCE. The Scllcr 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 Scllcr 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 least S300,000 for any one person. S500,000 for any one accident and property damage limit per accident of S400,000. The Seller shall likewise require his contractors. if any, to provide for such compensation and insurance. Before any ofthe Sellers or his contractors employees shall do any work upon the premises of others, the Seller shall furnish the Purchascr with a certificate that such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insumncc 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 Scllcr hereby assumes the entire responsibility and liability for any and all damage, loss or injury ofaay kind or nature whatsoever to persons or property caused by orresu]ting from the execution ofthe work pmvided for in this purchase order or in connection herewith. The Seller will indemnify sad hold harmless the Purchascr and any or all of the Purchown, olfinets, agents and employccs from and against any and all claims, losses, damages, charges or expenses, whether direct or indirect, and whmher to persons or 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 Sellers or contractors officers, agents or employees. In case any suit or other proceedings shall be brought against the Purchascr, 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 of any of his contractors or any of its or their officers, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the some 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 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 Scllcr will at once cause the some to be dissolved and discharged by giving bond or otherwise. The Scllcr 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 rules and regulations issued pursuant thereto. Revised 03/2010