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HomeMy WebLinkAbout471277 EMERSON NETWORK POWER - PURCHASE ORDER - 9116754City of /000*0 _rt Collins Date: 11/09/2011 Vendor: 471277 EMERSON NETWORK POWER LIEBERT SERVICES INC 610 EXECUTIVE CAMPUS DR WESTERVILLE Ohio 43082 PURCHASE ORDER PO Number Page 9116754 1 of 2 This number must appear on all invoices, packing slips and labels. Ship To: WATER TREATMENT PLANT #2 CITY OF FORT COLLINS 4316 W LAPORTE AVE FORT COLLINS Colorado 80521 Delivery Date: 11/09/2011 11Buyer: ED BONNETTE Note: PER QUOTE Q01676856 DATED NOV 2, 2011 TO KEN MORRISON (970)416-2159. Line Description Quantity UOM Unit Price Extended Ordered Price I Service of essential Liebert 1 LOT LS equipment 1/1/12-12/31/12 UPS equipment installed at the Water Treatment Facility Scope of Work summarized in Quote No. Q01676856 dated 11/2/2011 Agreement effective 01/01/2012 through 12/31/2012 C3. OYIa:sQJL� City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by James B. O'Neill 11, 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 15,140.00 Total $15,140.00 Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Ordcr Terms and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fall Collins is exempt from state and local taxes Our Exemption Number is 11. NONWAIVER. 98-0W502, Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Failure of the Patchascr in insist upon strict performance ofthe tents 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 lain, failure to promptly notify the Seller in the event of a breach, the acceptance ofor payment for goods hereunder or approval ofthe design, shall not release the Seller of Galls Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to defects of any ofthe warranties or obligations of this purchase order and shall not be deemed a waiver of any right of the danraec in transit, may be rcNmed to von for credit and am not to be replaced except upon receipt of written purchaser to insist upon strict performance hercofor any of it rights or remedies as to any such goods, regardless instructions farm the City of Fen Collins. of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purported oral madi fication or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms Inspection. GOODS ere subject to the City of Fart Call ins inspection on arrival. hereof. Final Acceptance, Receipt of the merchandism, services or equipment in rcspone 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 Seller and the Purchaser recognize that in actual economic practice overcharges resulting from molder ACCEPTANCE is dependent upon completion of all applicable required inspection procedures. violations are in fact home by the Purchaser. Theretofore, for good cause and as consideration for executing this purchase order, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Teams. Shipments must be F.O.B., City of Fort Collins. 700 Wood St. Fen Collins, CO R0522, unless acquired under federal or state antitrust laws for such overcharges relating to the particular good or services otherwise specified on this order. If permission is given to prepay (might 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. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacmrets have distributing points in various parts of the country, shipment is If the Purchaser directs the Seller to correct nonconforming or defective galls by a date to be agreed upon by the expected farm the nearest distribution point to destination, and excess freight will be deducted from Invoice when Purchaser and the Seller, and the Scllcr thereafter indicates its inability or unwillingness to comply. the Purchaser shipments are made from greater distance. may cause the work to be performed by the most expeditious means available to it, and the Seller shall pay all .,is associated with such work. Permits. Seller shall procure at sellers sale cost all necessary permits. certificates and licenses required by all applicable laws, regulations, ordinances end rules 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 Pordwr agrees to hold the City of Fan Collins harmless farm and against all liability and loss incurred by them by reason of an assured or established violation of any such laws, regulations, ordinances, rules and requirements. Authorization. All panics to this contract agree that the representatives arc, in fact. bona fide and possess Poll 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 terms and conditions annexed hereto or incorporated herein by reference. Any additional or different tents and conditions proposed by seller arc objected to and hereby rgjedcd. 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 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 of partial late deliveries, shall operate as it waiver of this pmvisien. In the event ofany delay. the Purchaser shall have in addition to other legal and equitable remedies, the option of placing this older 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 arc beyond its reasonable control and without its fault ofeegligence. such acts of God, acts ofcivil or military authorities, governmental priorities, fries, strikes, flood epidemic, wars or riots provided that notice ofthe conditions causing such delay is given to the Purchaser within five (5) days of the time when the Seller Best 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 Seller warrants that all good, articles, materials and work covered by this order will conform with applicable drawings, specification, 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 standards for work of a similar nature. The Seller agrees to hold the purchaser harmless farm any loss, damage or expense which the Purchaser may suffer or incur on account ofthe Sellers breach of warranty. The Scllcr 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 tetras ofully applicable warranty provided by the Seller after the date of acceptance of the good burnished hereunder (acceptance not to be unreasonably delayed), resulting form imperfect or defective work done or materials furnished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver ofany claim under this warenry. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caned by the breach of any of the foregoing wamurtics or guarantees, but such liability shall in no event include loss ofpmfits 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 kcal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal terms, including additions to or deletions farm the quantities originally ordered in the specifications or drawings. by verbal or written change order. If any such change affects the amount due or the time ofiectforrnance 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 panics ns to any work or materials then in progress provided that the purchaser shall not be liable for any claims for anticipated prefix on the uncompleted portion of the goods and/or work, for incidental or consequential damages, and that no such adjustment be made in favor of the Seller with respect to any goads which arc the Sellers standard stock. No such termination shall reliec the Pumheecr or the Seller of any of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thin (30) days farm the date the change or witaination is ordered. R. COMPLIANCE WITH LAW. The Seller warrants that all good 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 orevidence 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 suffered by the Purchaser as a result of the Sellers failure to comply with such lain. 9. ASSIGNMENT. Neither parry shall assign, transfer. or convey this order, or any monies due or to become due hereunder without the prior written consent ofthe other parry. 10. TITLE. The Seller wanants 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, reservation, security interest encumbrances and claims of othces. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting farm the performance of such work, This release shall apply even in the event of fault of negligence of the party released and shall extend to the directors, officers and employees ofsuch puny, The Seller's contractual obligations, including warranty, 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 Scllcr shall indemnify and save harmless the Purchaser (ram any and all claims for infringement by reason of the use of such patctned design, device. material or process in connection with the contract. and shall indemnify the Parehascr for any cast. expense or damage which it may be obliged to pay by reason ofsuch infringement at any time during the persecution or a0cr 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 shall, at its own expense and at its option, either procure for the Purchaser the right to continue using said equipment or pans, replace the mine with substantially equal but noninfringing equipment, or modify it so it becomes noainfringing. 15. INSOLVENCY, If the Seller shall become insolvent or bankrupt, make an assignment for the benefit of creditors, appoint a receiver or trustee for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions oftcmt used or the interpretation ofthc agreement and the rights ofall panics hereunder shall be construed under and governed by the laws of the State of Colorado, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the xery ices of Sellers Representative(s). on the premises ofolhcrs. 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, destntetion or injury to the work and/or materials before Seller's final completion and acceptance, complete the work at Sellers own expense and to the satisfaction of the Purchaser. When materials and equipment are Finished by others for installation or erection by the Seller, the Seller shall receive, unload, store and handle mine n the site and become responsible therefor as though such materials and/or equipment were being furnished by the Seller under the order. IR. INSURANCE. The Seller sh ill, 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 carry comprehensive general liability including, but not limited to, contractual and automobile public liability insurance with bodily injury and death limit ofat least 5300,000 for any one person. S500dtl111 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 of the Sellers or his contractors employees shall do any work upon the premises ofethers, the Seller shall furnish 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 been provided. Such certificates shall specify the date when such compensation and insurance expires. The Seller agrees that such compensation and insurance shall be maintained until i ficr 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 whmsecvcr to Perseus or property caused by or resulting from the escention ofthe work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold hamrless the Purchaser and any or all of the Purchasers officers. agents and employees form and against any and all claims, losses, damages, charges or expenses, whether direct we indirect, and whether 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 ease 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 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 come at the Sellers own expense, to pay any and all costs, charges, attorneys fees and other expenses. anv 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 pmperty of the Purchaser, or said parties in or as a result ofsuch suits or other proceedings. the Seller will at once cause the more to be dissolved and discharged by giving bond or otherwise. The Seller and his contractors shall take all safety precautions, furnish and install all guards accessary 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 mles and regulations issued pursuant thereto. Revised 03/2010