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HomeMy WebLinkAbout102564 DELLENBACH MOTORS - PURCHASE ORDER - 9116775City of Fort Collins Date: 11/14/2011 PURCHASE ORDER PO Number Page 9116775 1 of 2 This number must appear on all invoices, packing slips and labels. Vendor: 102564 Ship To: FLEET SERVICES - MAIN SHOP DELLENBACH MOTORS CITY OF FORT COLLINS 3131 S COLLEGE AVE 835 WOOD ST FORT COLLINS Colorado 80525 FORT COLLINS Colorado 80521 Delivery Date: 11/14/2011 Buyer: JAMES HUME Note: Line Description Quantity Ordered UOM Unit Price Extended Price 2012 Colorado 2wd Ext Cab 1 LOT EA 18,275.00 per 9-16-11 quote Attn: Ron Heusinkveld Dept: Building Inspection Deliver vehicle & title documents to: Fleet Main Shop, 835 Wood Street, Fort Collins 221-6613 Total $18,275.00 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 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fen Collins is exempt from state and local taxes. Our Exemption Number is I I. NONWAIVER. 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-601 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 right, 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 Goods Rejected. GOODS REJECTED due to failure to mect specifications. either when shipped or due to defects of any of the warranties or obligations of this purchase order and shall not be domed a waiver of any right of the damage in transit, may be returned to you for credit and arc not to be replaced except upon receipt of written purchaser to insist upon strict performance hereof or any of its rights or remedies is to any such goods, regardless instructions from the City of Fen Collins. of when shipped. received or accepted, as to any prior or subsequent default hereunder, nor shall any purported am[ modification or rescission of this purchase under by the Purchaser operate as a waiver of any of the terms Inspection. GOODS arc subject to the City of Fen Collins inspection on arrival. hereof. Final Acceptance. Receipt of the merchandise. saviecs or equipment in responsz 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 he 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 procaltims. vinkitimi, arc in fact born by the Purchaser. Theretofore, for good cause and as consideration for cxccoting 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 Wood St. Fair Collins. CO 80522. unless acquired under federal or state antitrust laws for such overcharges relating to the p rniculnr 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 parsuant 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 Ifthe purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed upon by the expected from the natnal 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 expeditious means available to it, and the Seller shall pay all costs associated with such work. Pcrmim Seller shall posture at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws. regulations, ordinances and 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 further agrees to hold the City of Fair 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. Authorivtilion. All panics to this contract agree that the representatives are, in fact, bona fide and pot csq 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 icrms and conditions annexed hereto or incorporated herein by reference. Any additional or different terms and conditions pmposed 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 date 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 prevision. 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 Seller liable for damages. However, the Seller shall not be liable for damages as a result of delays due to causes not reasonably fonsceable which arc beyond its reasonable control and without it, fault ofacgligarec, such acts ofGod, acts fcivil 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 Post received knowledge thereof In the event ofany 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 wamnts that all good,, 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 cam 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 purchasa may suffer or incur on account of the Scllcrs breach of wmmnty. 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 period of time as may be prescribed by law or by the taws ofany opplicable warranty, provided by the Seller after the date of acceptance of the goods furnished hereunder (amcptance not to be unreasonably delayed), ¢silting from inmpaboct 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 warmnry. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach ofany of the foregoing wamntics or guarantees. but such liability shall in no event include loss of profits or loss ofuse. 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. 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 wrincn 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 order, terminate this agreememn as to any or all portions of the gads then not shipped, subject to any equitable adjustment between the panics as to any work or materials then in progress provided that the purchaser shall not be liable for any claims for anticipated pmfits on the uncompleted portion of the gads and/or work, for incidental or consequential damages, and that no such adjustment be made in favor of the Sella with respect to any goods which arc the Selas standard stock. No such lamination shall relieve the Purchaser or the Seller ofany of their obligations as to any goods delivered hereca der. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment most be asscncd within thirty (30) days from the date the change or termination is ordered. 8. 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 arc 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 incorporated in agreements of this character are hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser hamlms brain all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such tiny. 9. ASSIGNMENT. Neither parry shall assign, transfer, or convey this order. or any monies due or to become due hereunder without the prior wrincn consent of the other party. 10. TITLE. The Seller warrants 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 and its contractors of any tier from all liability and claims ofany 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 and employees ofsuch parry. The Setter's contractual obligations, including warranty, shall not be decreed to be reduced, in any way, because such work is performed or caused to be performod by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any dcaign, device, material or process covered by lean, 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 Purchaser for any cost, expert: or damage which it may be obliged to pay by reason of stich infringement at any time during the prowcution or after the completion of the 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 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 same with substantially equal but noninfringing equipment, or modify it so it becomes noninfringing. 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 aide, may forthwith he canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions oftems used or the interpretation ofthe agreement and the rights ofall panics hereunder shall be construed under and governed by the laws ofthe State ofColomdo. USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the services of Sellers Representrtive(s), on the premises ofethers. _ 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, 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 Purchaser. When materials and equipment am 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 famished by the Seller under the order. 19. 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 carry comprehensive general liability including, but not limited to, contractual and automobile public liability insurance with halily injury and death limits of m least S300,000 for any one pawn. 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 far such compensation and insurance. Before any of the Scllcrs or his contractors employees shall do any work upon the premises ofothcrs, 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 insu mete have becn provided. Such catificates shall specify the date when such compensation and insurance expires The Seller agrees that such compensation and insurance shall he maintained until afict 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 whatsoever to persons or property caused 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 offiam, agents and employees farm and against any and all claims, losses. damages. charges or expenses, whether direct or 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 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 omcers, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the same 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 well suits or other Proceedings, and in case judgment or other lien be placed upon or obtained against the property ofthe Purchaser. or said panics in or as a result ofsuch suits or other proceedings. the Seller will at once cause the same to be dissolved and discharged by giving band or otherwise. The Seller 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. bill without limitation. the Occupational Safety and Health Act of 1970 and all rules and regulations issued pursuant thereto. Revised 03/2010