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HomeMy WebLinkAbout132158 CTL/THOMPSON INC - PURCHASE ORDER - 9116859Fort Collins Date: 11/15/2011 Vendor: 132158 CTLITHOMPSON INC 1971 W 12TH ST DENVER Colorado 80204 PURCHASE ORDER PO Number Page 9116859 1 of 2 This number must appear on all invoices, packing slips and labels. Ship To: CITY OF FORT COLLINS P O BOX 580 FORT COLLINS Colorado 80522 Delivery Date: 11/15/2011 Buyer: Note: Line Description Quantity UOM Unit Price Extended Ordered Price Fossil Creek Trail at Stanton Creek Project Fossil Creek Trail at Stanton Creek project per work order and estimate both dated 11/2/11. Q. 01ta:s4 � 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 LS Total Invoice Address: 14,839.00 $14,839.00 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 Fort Collins is exempt from state and local macs. Our Exemption Number is 11. NONWAIVER. 98-04502. Federal Excise Tax Exemption Certificate of Registry 94-6000587 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the more, and conditions hereof, failure or delay to Internal Revenue, Denver, Colorado (Rcf. Colorado Revised Statutes 1973, Chapter 39-26. 114 (a). exercise any rights or remedies provided hcrcin or by law, failure to promptly notify the Scllcr in the event of a breach, the acceptance of or payment for good hereunder or approval of the design. shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to mot specific ni^as, either when shipped or due to defects of any of the w'arantics or obligations of this purchase order and shall not be deemed a waiver of any righl of the damage in transit, may be renamed to you for credit and are not to be replaced except upon reecipt of written purchaser to insist upon strict performance heonfor any of it,%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 she]] any purported om1 modification or rescission of this purchase enter 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. Racipt of the merchandise. services or equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the pan of the City of Fart Collins. However. it is to be understood that FINAL Scllcr 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 home by the Purchaser. Theretofore, for good 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 hereafter Freight Teets. Shipments must be F.O.B., City of Fort Collins, 700 Wood St.. Too Collins, CO 80522, unless acquired under federal or state antitrust Imes 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 older. bill most accompany invoice. Additional charges for packing will not be accepted. Shipman Distance. Where manufacturers have distributing points in various pans of the country, shipment is expected from the nearest distribution point to destination, and excess height will be deducted from Invoice when shipments are made from greater distance. Permits. Scllcr shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws, regulations. ordinances and roles 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 Fort Collins harmless fmm and against all liability and loss incurred by them by mason of an asserted or established violation of any such laws. regulations, ordinances. talcs and requirements. Authorization. All parties to this contract agree that the representatives arc, 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 teats and conditions stated herein set forth and any supplementary or additional tears and conditions annexed hereto or incorporated herein by reference. Any additional or different terms and conditions proposed 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 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 Purchasers including, without limitation, acceptance ofpanial late deliveries, shall operate as a waiver of this provision. 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 Scllcr liable for damages. Houcver, the Scllcr shall not be liable for damages as a result of delays due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault of acgl igcncc, 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 Scllcr 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 of the delay. 3. WARRANTY. The Scller warrants that all goods, articles, materials and work covered he 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 Scllcr agrees to hold the purchaser harmless from any loss, damage or expense which the Purchaser may suffer or incur on account of the Scllcrs breach of w'amunty. 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 pri,scribM by law or by the terms of any applicable warranty provided by the Seller nOer the date of acceptance ofthe goods famished hereunder (acceptance not to be unreasonably delayed), resulting fmm imperfect or defective work done or materials famished by the Scllcr. Acceptance or use of grads by the Purchaser shall not constitute a waiver ofany claim under this warranty. Except as otherwise provided in this purchase order, the Scllcrs 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 ofprofits or loss of usc. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal more; by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal terms, including n lditoms to at 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 of performance hereunder, an equitable adjustment shall be made. b. TERMINATIONS. The Purchaser may at any time by written change order, mrininate 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 pmgrcss 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 of the Scllcr with respect to any goods which arc 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 most be nsscrted within thirty (30) days from the date the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Scllcr warrants that all goods sold h pander shall have been produced. sold, delivered and famished in strict compliance with all applicable laws and regulations to which the goads are subject, The Scllcr 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 chaactcr are hereby incorporated hcrcin by this reference. The Scllcr agrees to indemnify, and hold the Purchaser harmless from all costs and damages suffered by the Purchaser as a result ofthe Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this order, or any monies due or to became due hereunder without the prior written consent of the other party. 10. TITLE. The Seller warrants full, dcerand 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. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Ifthe Purchaser directs the Scllcr to correct nonconforming or defective good by a date to be agreed upon by the Purchaser and the Seller, and the Scllcr thereafter indicates its inability or unwillingness to comply, the Purchaser 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 release the Purchaser and it, contractors of any tier fmm all liability and claims of any nature resulting from the performance ofmch 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 of such parry. The Scller', contractual obligations, including warranty, shall not be deemed to be reduced, in any way. because such work is perforated or caused to be perforated by the Purchaser. 14. PATENTS. Whenever the Scllcr is required to use any design, device, material or process covered by letter, patent, radcmark or copyright, the Scllcr shall indemnify and save hamilcss 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 ofsuch infringement at any time during the prosecution or after the completion Wife work. In case said equipment, or any pan thereof or the intended use of the quads, is in such snit held to constitute infringement and the use of said equipment or pan is enjoined, the Scllcr shall, at its own expense and at its option, either procure for the Purchaser the right to continue using said equipment or parts, replace the same with substantially equal but noninfringing equipment, or modify it so it becomes noninfringt^g. 15. INSOLVENCY. If the Scllcr shall become insolvent or bankrupt, make an assignment for the benefit of creditors, appoint a receiver or tmstcc for any of the Scllcrs property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions of teats used or the interpretation of the agreement and the rights ofall parties hereunder shall be construed under and governed by the Imes ofthe State of Colomdo, USA. The following Additional Cnnditions apply only in cases where the Scllcr is to pctfomr work hereunder, including the services of Scllers Representative(s), on the premises ofothers. 17. SELLERS RESPONSIBILITY, The Scllcr shell carry on said work at Seller's own risk until the same is fully completed and accepted, and shall, in case of any accident. dcstoiction or injury to the work and/or materials before Settees final completion and acceptance, complete the work at Sellers 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 Scllcr 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 -worker, 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 ofthe state in which the work is to be done. The Scllcr shall also carry 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 Scllcr shall likewise require his contractors, if any. to provide for such compensation and insurance. Before any ofthe Scllcrs or his contactors employees shall do any work upon the premises ofothcrs, the Scllcr shall furnish the Purchaser with a cenificatc that such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insurance have been provided. Such ccnificztcs shall specify the date when such compensation and insurance expires. The Seller agrees that such compensation and insurance shall be maintained until a0cr 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 ofany kind or nuns whatsoever to persons err 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 hamdess the Purchaser and anv or all of the Purchasers effects, ngents and employees from and against any and all claims, losses, damages, charges or expenses, whether direct at 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 part of the Seller, any of his contractors, or any of the Scllcr; 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 Set let of any of his contractors or any of its or their officers, agents or employees ns aforem id, the Set ter hereby agrees to assume the defense thereof and to defend the same at the Sellers own expense, to pay any and all crisis, charges, attomcys 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 properly of the Purchaser, or said parties in or as a result of such suits or other pmccedings, the Scllcr will at once cause the same to be dissolved and discharged by giving bond or othem'ise. The Seller and his contractors shall take all safety precautions, furnish 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