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HomeMy WebLinkAbout495352 QAI TRAINING LLC - PURCHASE ORDER - 9116908PURCHASE ORDER PO Number Page City Of 9116908 ' of 2 Collins This number must appear on all invoices, packing ' `t ` slips and labels. Date: 11/21/2011 Vendor: 495352 Ship To: WATER UTILITIES QAI TRAINING LLC CITY OF FORT COLLINS 7830 JOHNSON RD 700 WOOD ST INDIANAPOLIS Indiana 46250 FORT COLLINS Colorado 80521 Delivery Date: 11/21/2011 Buyer: OPAL DICK Note: Line Description Quantity Ordered UOM Unit Price Extended Price EDUCATION & TRAINING SERVICES 1 LOT LS 6,000.00 IS014001 LEAD AUDITOR 2 EDUCATION & TRAINING SERVICES 1 LOT LS 6,000.00 IS014001 LEAD AUDITOR Total $12,000.00 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 Emaii:purchasing@fcgov.com Invoice Address: 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 czcmpt from state and local taxes. Our Exemption Number is 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-60110587 is registered with the Collector of Inmmai Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39-26, 114 (a). Goods Rejected. GOODS REJECTED due to failure to meet specification, either when shipped or due to defects of damage in transit, may be manned to you for credit and arc not to be replaced except upon receipt of written instructions from the City of Fan Collins. Inspection. GOODS arc subject to the City of Fort Collins inspection on arrival. 11. NONWAIVER. Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof, failure or delay to exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event of a breach, the acceptance ofor payment for goods hereunder or approval of the design, shall not release the Seller M any of the warranties or obligations of this purchase order and shall not be deemed a waiver of any right of the purchaser to insist upon strict performance hereof or any of its rights or remedies is to any such goods, regsrdless of when shipped, received or accepted, as to any prior or subsequent default hereunder. nor shall any purported oral much 0 cation or rescission of this purchase order by the Purchaser operate as a waiver of any of the to as hereof. Final Acceptance. Receipt of the merchandise. services or equipment in response to this order can result in 12. ASSIG NM ENT OF ANTITRUST CLAI MS. authorized payment on the part 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 procedures. violations are in fact borne 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 hereaRCT Freight Terms. Shipments must be F.O.B., City of Fort Collins. 700 Wood St. Fort Collins, CO 80522. unless acquired! under federal or state antitrust Ion, 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 order, bill must accompany invoice. Additional charges for packing will not be accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacmmrs have distributing points in various pans of the country, shipment is Ifihe Purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed upon by the expected from the nearest distribution point to destination, and excess freight will be deducted fmm Invoice when Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser shipments am made fmm greater distance. may cause the work to be performed by the most expeditious means available to it, and the Seller shall pay all crusts associmcd with such work. Permits. Seller shall proeum at sellers sole cost all necessary Permits, certificates and Iicenus required by all applicable laws, regulations, ordinances and rules of the state, municipality, tcnitory or political subdivision where the work is performed, or required by any other duly constituted public authority having jurisdiction ova the work of vendor. Seiler further agrees to hold the City of Fort Collins harmless firma and against all liability and loss incurred by them by mason of an asserted or established violation of any such laws, regulations. ordinances, mles 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 parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terns and conditions stated herein eel forth and any supplementary m additional temps 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 most he 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 of placing 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 foreseeable which are beyond its reasonable control and without its fault of negligence, such acts of God, acts of civ it or military authorities, governmental priorities. Ores. strikes, flat, 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 del ivory shall be extended for the period equal to the time actually lost by reason of the delay. 3. WARRANTY. The Seller warrants that all galls, 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 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 or expense which the Purchaser may suffer or incur on account of the Sellers breach of warmnry. The Seller shall replace, repair or make good, without cast to the purchaser, any defects or faults arising within one (1) year or within such longer period of time as may be pmscribed by taw or by the terms ofany applicable warranty provided by the Seller after the date of acceptance of the goods furnished hereunder (acceptance not to be unreasonably delayed), resulting fmm 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 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 of the foregoing warranties or guarantees, but such liability shall in no event include loss ofproPos 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 legal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal terns, 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 affces 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 agreement as to any or all portions of the goo& then not shipped, subject to any equitable adjustment between the panics as to any work or materials then in pmgmm 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 Seller with respect to any goods which are the Sell lers standard stock. No such termination shall relieve the Purchaser 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 thirty (30) days fmm the date the change or termination is ordered. S. COMPLIANCE WITH LAW. The Seiler warrens that all goods sold hereunder shall have been produced, mid, 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 arc hereby incorporated herein by this reference The Seller agrees to indemnify and hold the Purchaser harm From all costs and damages suffered by the Purchoser as a result of the Scllers failure to comply with such law. 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 of the other party. 10. TITLE. The Seller warm us full, clear and unrestricted title to the Purchaser (mall equipment, materials, and items furnished in perfarmanec 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 of any nature mmIting fmm the performance ofsuch work. This mlcasc shall apply even in the event of fault of negligence of the parry rclea ed and shall extend to the directors, officers and employees of such party. The Seller's contractual obligations, including waranryt 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 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, 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 of the work. In case said equipment or any part thereof or the intended use of the goods, is in such snit 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 parts, replace the mine 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 pmpmty or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions oftcrms used or the interpretation ofthe agreement and the rights ofall panics hereunder shall be construed under and gavcmcd by the laws ofihc Stale of Coloado, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the senlces of Scllers Representative(s), on the pmmiscs ofothers. 17. SELLERS RESPONSIBILITY. The Scller shall carry on said work at Sellers own risk until the same is fully completed and accepted, and shall, in ease of any accident, destruction or injury to the work end/or materials before Scllces final completion and acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment are banished 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 Seiler 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 dependents in accordance with the laws of the stale 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 brdily injury and death limits of at 1.. S300.000 for any one person, S500,000 for any one accident and property damage limit per accident of S400.000. The Seiler shall likewise require his contractors, if any, to provide for such compensation and insurance. Before any of the Sellers or his contractors employes shall do any work upon the pmmiscs ofothers. the Sellershall famish the Purchaser with a certificate that such compensation and insurance have been provided. Such certificates shall specify the date when such compcamtion and insurance have been provided. Such certificates shall specify the data when such compensation and insurance expires. The Seller agrees that such compensation and insurance shall be maintained until afler 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 of the work provided for in this purchase enter or in connection herewith. The Seller will indmnnify and hold harmless the Purchaser and any or all of the Purchasers olfcen. agents and employees from 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 Scller, env 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 oReem. agents or employees at any time on account or by mason of any act, action, neglect, omission or default of the Seiler of any of his contractors or any of its or their o1T¢cm. agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the same at the Sell lens osvn 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 anv of its or their officers. agents or employees in such suits or other proceedings. and in cam judgment or other lien be placed upon or obtained against the property of the Purchaser, or said panics in or as a result of such suits or other proceedings. the Seiler will at once cause the same to be dissolved and discharged by giving bond or otherwise. The Seller and his cnntmet na shall take all safety precautions, famish and install all guanis necessary for the prevention of accidents, comply with ell laws and regulations with regard to safety including, but without limitation, the Occupmional Safety and Health Act of 1970 and all rules and regulations issued pursuant thereto. Revised 03/2010