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HomeMy WebLinkAbout482454 NATIONWIDE POWER SOLUTIONS INC - PURCHASE ORDER - 9117268PURCHASE ORDER PO Number Page City of///��� s"sa ,oft `t ( Olt Ins This number must appear ` v ` on all invoices, packing slips and labels. Date: 12/07/2011 Vendor: 482454 NATIONWIDE POWER SOLUTIONS INC 7390 EASTGATE RD HENDERSON Nevada 89011 Ship To: MIS CITY OF FORT COLLINS 215 N MASON, 3RD FLOOR FORT COLLINS Colorado 80524-4 Delivery Date: 12/07/2011 Buyer: ED BONNETTE Note: PER PROPOSAL DATED DECEMBER 1, 2011 FROM MIA WARD TO JOHN HUSTED. SERVICE AGREEMENT RUNS FROM 2/1/2012 TO 1/31/2013. Line Description Quantity Ordered UOM Unit Price Extended Price I LIEBERT 300 SERIES MODELAP367 1 LOT LS 3,035.00 75kVA UPS SYSTEM (MIS) 2 POWEWARE PLUS 36kVA 1 LOT LS 2,109.00 UPS SYSTEM (L&P) 3 BEST POWER FerrUPS, FD7kVA 1 LOT LS 1,218.00 UPS SYSTEM (WATER) 4 LIEBERT MODEL AP341, 30kVA 1 LOT LS 2,457.00 UPST SYSTEM (MIS) Total $8,819.00 UInvoice 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 1. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fon Collins is exempt from state and local taxes. Our Exemption Number is 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-WM597 is registered with the Collector of Internal Revenue, Denver, Colorado (Ref Colorado Revised Statutes 1973. Chapter 39-26. 114 (a). Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to defects of damage in transit, may be mtumed to you for credit and am not to be replaced except upon receipt of written instructions from the City of Fort Collins. Inspection. GOODS arc subject to the City of Fort Collins inspection on arrival 11. NONWAIVER. Failure of the Purchaser in insist upon strict performance of the terms and conditions hereof, failure or delay to exercise any right or remedies pmvided herein or by law, failure to promptly notify the Seller in the event of a breach, the acceptance ofor payment for goods hereunder our approval ofthe design, shall not release the Seller of any of the anagrams or obligations of this purchase order and shall not be deemed a waiver of any right ofthe purchaser to insist upon strict performance hcrcofor any of it right or remedies as to any such goods, regardless of when shipped, received or accepted, as to any prior or subsequent default hereunder. nor shall any purported oral modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the Iertns hereof. Final Acceptance. Receipt 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 Fort Collins However. it is to he understood that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges resulting from antitmst ACCEPTANCE is dependent upon completion c fall applicable required inspection procedures. violations arc 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 hereafter 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 antitmst laws for such overcharges relating to the particular good 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 manufacturers have distributing points in various parts of the country, shipment is Iflhe 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 firm Invoice when Purchaser and the Scllcn and the Seller there% un, 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 Scllcr shall pry all casts associated with nreh work_ Permits. Seller 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 from and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances miss and requirements. Authoniution. All panics to this contract agree that the representatives are, in fact, bona fide and posses% full and complete authority to bind mid parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the text and conditions stated herein set forth and any supplementary or additional text 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 ifyou cannot make complete shipment to ardvc on your promised delivery date at noted. Time is of the essence. Delivery and performance must be effected within the time stated on the purchase order and the docmments attached berets. No acts of the Purchasers including, without limitation, acceptance of partial lure deliveries, shall operate as a waiver of this provision. In the event of any 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. However, the Seller shall not be liable for damages as a result of dcl ays due to causes not reasonably foreseeable which arc beyond its reasonable control and without it fault ofncgligence. such acts of God. acts of civil or military authorities, governmental priorities, fires, strikes, food, 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 theme[ 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 warrant that all goods, articles, materials and work covered by this order will conform with applicable drawings, specifications, samples and/or other descriptions given, will he 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 lose damage or expense which the Purchaser may suffer or incur on account ofthe Sellers breach of wananty. The Scllcr shall replace, repair or make good, without cost to the purchaser, any drivers or faults arising within one (1) year our within such longer period of time as may be prescribed by law or by the terms of any applicable wanznrp provided by the Seller ancr the date of acceptance ofthe goods furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or material., furnished by the Scllcr. Acceptance or use of good.% by the Purchaser shall not constitute a waiver of any 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 ofthe foregoing warranties or guarantees, but such liability shall in no event include loss of pmfits 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 terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the togas, other than legal texts, including additions to or deletions from the quantities originally ordered in the specifications or drawings, by verbal or writen 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 agreement as to any or all portions of the goods then not shipped, subject to any equitable adjustment between the panics as to any work or materials then in pmgress 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 he made in favor of the Seller with respect to any goods which arc the Scllcrs standard stock. No such termination shall mince 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 from the date the change or wainination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods 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 arc hereby incorporated herein by this reference The Seller agrees to indemnify and hold the Purchaser harmless from all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the pact written consent ofthe 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 Purchaser and its contractors of any tier from all liability and claims of any nature resulting from the performance ofsuch 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 party. The Seller's contractual obligations. including warm. my, shall not be decmcd to be reduced, in any way, because ntch work is perfored 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 Amer, patent, trademark or copyright, the Seller shall indemnify and rove ham less 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 mid equipment, or any part thereof or the intended use of the goods, is in such suit held to constitute infringement and the use of said equipment on pan is enjoined, the Seller shall, at its a= expense and at its option, either procure for the Purchaser the right to continue using mid equipment or pans, replace the same with substantially equal but nnninfringing equipment, out modify it so it becomes nnninfringing. 15. INSOLVENCY. If the Seller shall become insolvent at bankmpt, make an assignment for the benefit of creditors, appoint a receiver or trustee for any of the Sellers pmpcny or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions oftcrme used or the interpretation oflhc agreement and the rights ofall panics hereundershall be construed under and governed by the Imes afthe State of Colomdo, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Scllcrs Represcntative(s), on the premises of athers. 17. SELLERS RESPONSIBILITY. The Seller shall carry on mid work at Seller's own risk until the same is fully completed and accepted, and shall. in case of any accident, d gruction or injury to the work and/or materials before Sclices final completion and acceptance, complete the work at Sdicfs own expense and to the satisfaction of the Purchaser. When materials and equipment an famished by others for installation or erection by the Seller, the Seller shall rcmi%c, unload. store and handle mire at the site and becneac responsible 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. pmvide 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 h%s 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 bodily injury and death limits of at least 5300.000 for any one person. S500.00m lour any one accident and pmlerty, damage limit per accident of S400,000. The Seller shall likewise require his contractors, if any, to provide for such compensation and insurance. Before any ofthe Sellers or his contractors employees shall do ony work upon the premises ofnthers, the Seller shall furnish the Parchase, with a certificate that such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insurance have heca pmvided. Such ce tifcates 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 Seller hereby assumes the entire responsibility and liability for any and all damage, loss or injury ofany kind or nature whatcever to persons or property caused by our 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 officers. 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 part of the Seller, any of his contractors. or any of the Sellers or contractors officers, agents or employees In case any suit or other pmcecings shall he brought against the Purchaser, or its affects, 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 our their officers . 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 ail 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 case judgment or other lien be placed upon or obtained against the pmperty of the Purchaser, or said panics in or as a result of such suits or other proceedings, the Scllcr will at once cause the same to be dissolved and discharged by giving bond or otherwise. The Seller and his conimdors shall take all mfcty precautions, famish and install all guards necessary for the prcventinn of accidents, comply with all laws and regulations with regard to mfcty including, but without limitation, the Occupational Safety and Health Act of 1970 and all talcs and regulations issued pursuant thereto. Revised 0312010