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HomeMy WebLinkAbout132158 CTL/THOMPSON INC - PURCHASE ORDER - 9110144 (2)Fort Collins Date: 11/30/2011 Vendor: 132158 CTUTHOMPSON INC 1971 W 12TH ST DENVER Colorado 80204 PURCHASE ORDER PO Number Page 9110144 1of2 This number must appear on all invoices, packing slips and labels. Ship To: STREETS DEPARTMENT CITY OF FORT COLLINS 625 NINTH STREET FORT COLLINS Colorado 80524 Delivery Date: 01/05/2011 Buyer: JOHN STEPHEN Note: THIS PURCHASE ORDER IS FOR THE PROCUREMENT OF GOODS AND/OR SERVICES, AS NEEDED DURING THE CURRENT CALENDAR YEAR. DOLLAR AMOUNTS SPECIFIED ARE ESTIMATES AND NOT A PROMISE TO PURCHASE ANY MINIMUM AMOUNT OF SUCH GOODS AND/OR SERVICES. Line Description Quantity UOM Unit Price Extended Ordered Price 3 ADDENDUM TO PO 9110144 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 20,000.00 Total $20,000.00 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 su mte the City of Fon Collins is exempt from state and local taxes. Our Exemption Number is 11. NONWAIVER. 9R-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 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 rights 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 men specifications, either when shipped or due to defects of any of the warranties or obligations of this purchase under and shall not be deemed a waiver of any right of the damage in transit, may be rammed to you for credit and am not to be replaced except upon receipt of written purchaser to insist upon strict performance hereofor any ofitc rights or remedies as to any such goals, regardless instructions from the City of Fan Collins. of when shipped, received or accepted, as to any prior or subsequent default hernmder, nor shall any purported oral modification or rescission of this purchase order by the Purchaser operant as a waiver of any of the mans Inspection. GOODS an subject to the City of Fan Collins inspection on arrival, hcrcof. Final Acceptance Receipt of the merchandise, services or equipment in response to this order can result in Q. ASSIGNM ENT OF ANTITRUST CLAIMS. authorized payment on the pan of the City of Fort 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. Therctofnm, 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 Tarns, Shipments must be F.O.B., City of Fort Collins, 700 Wood St. Fort Collins, CO 90522, unless acquired under federal or state artitmst Imes for such overcharges relating to the p.nicular 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 most aecommnv invoice. Additional choices for nackine will not be named. Shipment Distance. Where manufacturers have distributing points in various pans of the country, shipment is expected from the nearest distribution point to destination, and excess freight mill be deducted from Invoice when shipments arc made fimm greater distance. Parades. Seller shall procure at sellers sole cost all accessay pennies, 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 fanner agrees to hold the City of Fort 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, mles and n quiranems. Authorization. All patties 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 terms and conditions stated herein set forth and any supplementary or additional terms and conditions annexed hereto or incorporated herein by refercace. Any additional or different terms and conditions proposal by seller are 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 he effected within the time stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance ofpar ial Inc deliveries, shall operate as a waiver ofthis provision. 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. Howvvn, the Sella 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 Gnd, act ofcivil or military authorities, governmental priorities, fires, strikes, flood, 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 what 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 of the delay. 3.WARRANTY. The Seller warrants that all goods. 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 Seller agrees to hold the purchaser hatralcss from any loss, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of %,armory. 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 terms of any applicable warranty, provided by the Seller after the date of acceptance of the goods furnished heruunder (acceptance not to be unreasonably delayed), resulting from impcdect or defective work done err materials furnished by the Seller. Acceptance or use of goods by the Purchaser shall not constimtc a waiver of any claim under this wamanty. 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 of profits 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 tenets 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 Forma the quantities originally ordered in the specifications or dmwings, by verbal or written change order, If any such change affects the amount due or the time ofperformance hereunder, an equitable adjustment shall he made. fi. 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 parties as to any work or materials then in progress provided that the Purchascr shall not be liable for any claims for anticipated profits on the uncompleted portion ofthe 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 arc the Sellers 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 amaned within thirty (30) days from the date the change or emanation is ordered. R. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hneuncla 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 or evidence compliance. All laws and regulations required to be incorporated in agreements of this chancier are hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless fmm all costs and damages suffered by the Purchaser as a result of the Scllcrs failure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, transfer, or convey this order, or any monies due or to become duc hereunder without the prior vermen consent ofthe other parry. 10. TITLE. The Seller warrants full, clear and autoInoed title to the Purchaser fur all equipment, materials, and items furnished in performance of this agreement, free and clear of any and all liens, restrictions, reservations, security interest encumbnnccs and claims of.thc.. 13. PURCHASERS PERFORMANCE: OF SELLERS OBLIGATIONS. If the Purchaser directs the Seller to correct no.confor-ming or defective goods by a date to be agreed upon by the Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply. the Purchaser may cause the work to be performed by the most expeditious means mailable to it, and the Seller shall pav all casts tissocimcd with such work. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting fmm the performance ofmch work. This release shall apple even in the event of fault of negligence of the party released and .shall extend to the directors, oRccrs and employees ofmch party. The Seller's contractual obligations, including uarmnty, shall not be doomed 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 tiny design, device. material or process covered by Idler. patent, trademark or copyright, the Seller shall indcntnify 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 ofsuch infringement at any time during the prosecution or after the completion ofthe work. In case said equipment, or any part thcrcof 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 same with substantially equal but noninfringing equipment or modify it so it becomes noninfringing. IS. 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 of terms used or the interpretation ofthc agreement and the rights ofall panics hereunder shall be consumed under and governed by the laws ofthc State of Colomdo, USA. The following Additional Conditions apply only in eases where the Seller is to perform work hereunder. including the sen'ices of Sellers Representative(s). on the premises of others. 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 wnrk and/or materials before Seller's final completion and acceptance, complete the work at Scllcrs own expense and to the satisfaction of the Purchaser. When materials and equipment arc furnished by others for installation or erection by the Seller, the Seller shell receive, unload. store and handle same at the site and become respansible therefor as though such materials and/or equipment were being furnished by the Seller under the order. 18. INSURANCE. The Seller shall, at his own expense. provide for the payment of workers compensation, including oecupatiomal disease benefits, to its employees employed on or in connection with the work covered by this purchase order. and/or to their dependents in aecorduacc with the laws of the state in mhich 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 limits of m least S300.000 for any one person. S500.00) for any one accident and pmperry damage limit per accident of S400.000. The Seller shall likewise acquire his contractors, if any, to provide for such compensation and insurance . Before any ofthe Scllcrs or his contractors employees shall do any work upon the premises of others, the Sellershall furnish the Purchascr with a ccnificate 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 Scllcr hcrcby resumes the entire responsibility and liability for any and all damage. In. or injury crony kind a, ..hire whatsoever to persons or progeny caused by or resulting from the execution ofthe work provided for in this purchase order or in connection art ith. The Seller will indemnify and hold hamdess the Purchascr and any or all of the Purchasers officers, agents and employees fmm and against any and all claims, losses damages, charges or expenses, whether direct or indirect and whether to pamn 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 Scllcr, 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 tiny of its or their officers, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the wme at the Sellers own expense, to pay any and all costs. charges, imomcys fees and other expenses, any and all judgments that may be incanted by or obtained against the Purchascr 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 pmperry of the Purchaser, or said panics in or as a result of such suits or other proceedings. the Seller will at once cause the mme to he dissolved and discharged by giving bond or otherwise. The Seller and his contractors shall take all safety precautions, furnish and install all guards necessary for the prevention of accidents, comply with all Imes and mpalltione with regard to safety including. but without limitation, the Occupational Safety and Health Act of 1970 and all rules and regulation issued pursuant thereto. Revised 03/2010