Loading...
HomeMy WebLinkAbout102586 SPRADLEY BARR FORD INC - PURCHASE ORDER - 9116769City of �,.F,.�or_t Collins Date: 11/14/2011 Vendor: 102586 SPRADLEY BARR FORD INC PO BOX 270710 FORT COLLINS Colorado 80527-0710 PO Number Page 9116769 1of2 This number must appear on all invoices, packing slips and labels. Ship To: FLEET SERVICES - MAIN SHOP CITY OF FORT COLLINS 835 WOOD ST FORT COLLINS Colorado 80521 Delivery Date: 11/14/2011 Buyer: JAMES HUME Note: Line Description Quantity UOM Unit Price Extended Ordered Price 1 2012 Ford F-150 4x4 SS, SuperCab per quote dated 8-31-11, Attn: Paul Phillips Dept: Traffic Deliver vehicle & title documents to: Fleet Main Shop, 835 Wood Street, Fort Collins 221-6613 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: 24,736.40 736.40 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 84-6000587 is registered with the Collector of Failure of the Purchaser to insist upon strict performance ofthe terms and conditions hereof, failure or delay to Internal Revenue, Denver, Colorado (Ref. Colorado Revised Stawles 1973. Chapter 39-26. 114 (a). exercise any rights or remedies provided herein or by Irv, failure to pmmptly notify the Seller in the event of a breach, the acceptance of or payment for good httcunda or approval ofthe design, shall not release the Seller of Gads 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 he 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 hercunda, 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 are subject to the City of Fort Collins inspection on arrival. hereof. Final Acceptance. Receipt of the merchandise, services or equipment in respoue 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 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 are in fact borne by the Purchase, Theretofore, for good cause and as consideration for executing this purchase order, the Seller hereby assigns to the Purchawr any and all claims it may now have or hercafia Freight Terms. Shipments most he F.O.B., Citv of Fart Collins. 700 Wood St.. Fort Collins. CO 80522. unless acquired under federal or state antitrust laws for such overcharges relating to the particular goods of services othcneisespecified 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. PURCHASERS PERFORMANCE. OF SELLERS OBLIGATIONS. Shipment Distance Where manufacturers have distributing points in various parts of the country, shipment is If the Purchawr directs the Seiler 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 Seller, and the Seller 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 cspcditious means available to it, and the Seller shall pay all costs associated with such work. Permits. Seller shall preurc at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws, regulations. ordinances and miss 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. Sella further agrees to hold the City of Fort Collins harmless from and against all liability and loss incurred by them by reason of an assured or established violation of any such laws, regulations, ordinances. talcs and requirements. Authorication. All parties to this contract agree that the representatives arc, 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 teats and conditions stored herein set forth and any supplementary or additional terms and conditions annexed hacto or incorporated herein by reference. Any additional or different terms and conditions proposed by seller are objected to and hereby reje d. 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 must be effected within the time stated on the purchase order and the documents attached hereto. No acts of the Purchawr, including, without limitation, acceptance ofpaoial late deliveries, shall operate as a waiver of this prevision. In the event ofany 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 Sella shall red 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 of God, acts of civil or military authorities, governmental priorities, fires, strikes, Bond, 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 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 ofthc delay. 3. WARRANTY. The Seller warrany that all goods, articles, materials and wark 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 care and competence in accordance with accepted standards for work of a similar nature. The Seller agrees to hold the purchaser harmless from any loss, damage at expense which the Purchaser may suffer or incur on account ofthe Sellers breach cf warranty. The Seller shall replace, repair or make good, without cost to the purchaser, any defects or faults arising within one (1) year or within such longer paind 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 hemander (acceptance not to be unreasonably delayed), resulting from imperfect or defecive work done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver ofany claim under this warranty. Except as othemiw provided in this purchase order. the Sellers liability httcunda shall extend to all damages proximately caused by the breach of any of the foregoing smrtuntics or guamnrees, 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 Purchawr may make changes to legal 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 from 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 ofperfommnce 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 hrtwcan 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 good and/or work, for incidental or consequential damages, and that no such adjustment be made in favor of the Seller with respect to any goods which arc the Sellers standard stock. No such temrination shall relieve the Purchaser or the Seller of any of their obligations as to any good dcl i%cred hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment most be asserted within thirty (30) days from the date the change or termination is ordered. S. COMPLIANCE WITH LAW. The Seller warrants that all goods sold haeunda shall have been produced, sold, delivered and Famished 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 orcvidcnee 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 hamdess from all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither patty shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the Prior wTitten 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 others. The Seller shall release the Pua:hascr and its contractors of any tier 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 party released and shall extend to the directors, officers Aad employee. of %neh party. The Seller's contractual obligations, including mammary, 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. Arhenever the Seller is required to use any design, device, material or process covered by letter. patent, trademark or 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 Pumhowr 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 caw 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 Purchawr the right to continue using said equipment or parts, replace the same with substantially equal but noninfringing equipment, or modify it so it becomes anninfringing. 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 ftem s used or the interpretation ofthe agreement and the rights ofnll panics hereunder shall be constmed under and governed by the laws of the State of Colorado. USA. The following Additional Conditions apply only in cases where the Seiler is to perform work hereunder. including the services ofSellers Rep esentative(s), on the premises ofothers. 17. SELLERS RESPONSIBILITY. The Seiler shall cam on said work at Seller's own risk until the same is fully completed and accepted, and shall. in cue 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 Pumhascr. When materials and equipment are fumishcd by others for installation or erection by the Seller, the Seiler shall receive, unload. store and handle same at the site and become responsible therefor as though such materials and/or equipment were being famished by the Seller 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 dependent% 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 sad automobile public liability insurance .with bodily injury and death limits of at least 5300,000 for any one person, S500," fat any one accident and property damage limit per accident of S400,000. The Seller shall likewise require his contractors, if arty, to provide for such compensation and insurance. Before any of the Sellers or his contmdors employees shall do any work upon the premises ofothers, 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 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 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. loss or injury ofany kind or nature whatsoever to persons or property causal by or resulting from the execution ofthe work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser and any or all of the Purchasers ofcers, agents and employees from and against any and all claims, losses, damages, charges or expenses, whether direct or indirect, and wheher 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 Sella, any of his contractors, or any of the Sellers or contractors afters, agents or employees. In case 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 saute 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 caw judgment or other lien be placed upon or obtained against the property ofthe Purchaser, or said parties in or as a result of such suits or other proceedings. the Seller will at once cause the same to be dissolved and diwharged by giving bond or otherwise. The Seller and his contractors shall take all safety precautions, famish and install all guard 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 rates and regulations issued pursuant thereto. Revised 03/2010