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HomeMy WebLinkAbout495962 NORTHERN COLORADO ENERGY STAR HOMES INC - PURCHASE ORDER - 9117318PURCHASE ORDER PO Number Page City of 9117318 t of 2 C6rthis number must appear �—,J`-' ` Collins�7 on all invoices, packing slips and labels. Date: 12/1212011 Vendor: 495962 Ship To: ELECTRIC UTILITIES NORTHERN COLORADO ENERGY STAR HOMES INC CITY OF FORT COLLINS 1204 W ASH UNIT F 700 WOOD ST WINDSOR Colorado 80550 FORT COLLINS Colorado 80521 Delivery Date: 12/12/2011 Buyer: OPAL DICK Note: Line Description Quantity UOM Unit Price Extended Ordered Price 2011 Contributing Member 1 LOT LS 15,000.00 Sponsor Commitment 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 Total 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 exempt fmm state and local taxes. Our Exemption Number is 95-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Internal Revenue. Denver, Colorado (Rcf. Colorado Revised Smtutcs 1973. Chapter 39-26, 114 (a). Goods Rejected. GOODS REJECTED due to failure to me" specifications. either when shipped or disc to defects of damage in transit. may be returned to you for credit and are not to be replaced except upon receipt of written instructions forms the City of Fort Collins. Inspection. GOODS are subject to the City of Fort Collins inspection on arrival. 11. NONWAIVER. Failure of the Purchaser to insist upon strict performance of the terns 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 went of a breach, the neecpmncc of or payment for goods hcrcundcr or approval of the design, shall not release the Seller of 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 hcrcnfor any ofits rights or remedies as to any such goods, regardless of when shipped. received or accepted. as to any prior or subsequent default hcrcundcr, nor shall any purported not modification or rescission of this purchase onler by the Purchaser operate as a waiver ofany of the terms hereof. Final Acceptance. Receipt of the merchandise, services or calcination in o spun a to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS, authorized payment on the part of the City of Fort Collins. However. it is to be understand 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 ore in fact berme by the Purchases. 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 hereaficr Freight Terms. Shipments must be F.O.B., City of Fort Collins, 700 Wood St., Fort Collins, CO 90522, unless required 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 ncquired by the Purchaser pursuant to this purchase order. bill most 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 nearest distribution point to destination, and excess freight will be deducted Forms Invoice when Purchaser and the Seller, and the Scllcr thereafter indicates its inability oruawillimacss to comply, the Purchaser shipments arc 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. Permits. Scllcr shall procure at sellers sale cost all necessary permits, certificates and licenses required by all applicable laws, regulations. ordinances and rules ofthe state, municipality, territory or political subdivision where the work is performed, or required by any other duly constihned 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 inured by them by reason of an assrned or established violation of any such laws, regulations, ordinances. role., and requirements. Authorization. All parties to this contract agree that the representatives are. in fan, bona fide and possess 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 fourth and any supplementary or additional across; and conditions annexed hereto or incorporated hcrcin by reference. Any additional or diffcmot terms and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive oa your premised delivery date as noted. Time is ofthe essence. Delivery and performance most be effected within the time stated on the purchase order and the documents attached hereto. No aces of the Purchasers including. without limitation, acceptance of partial 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 Seller liable for damages. Hower, the Seller shall not be liable for damages as a result of delays due to causes not reasonably fomsecable which arc beyond its reasonable control and without its fault of negligence, such acts of God, acts of civil 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 when 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 warants 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 care and competence in accordance with accepted standards for work of a similar nature. The Seller agrees to hold the purchaser harmless from tiny lass, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach ofwarmnty. The Seiler shall replace. repair or make good without cost to the purchaser, any defects or faults arising within one (H year or within such larger period of rime as may be prescribed by law or by the terms ofany applicable wararry provided by the Seiler nficr the date of acceptance ofthe goods furnished hereunder (acceptance not to be unreasonably delayed), resulting fmm imperfect or defective work done or materials famished by the Seller. Acceptance or use of gads 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 ofany of the foregoing warranties or guarantees, but such liability shall in no event include loss ofpmfits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Pumha e,r may make changes to legal temw 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 written change under. If any such change affects the amount due or the time ofperformanee 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 our all partions of the goods 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 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 much termination shall relieve the Purchaser or the Seller ofany 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 Seller warmnts 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 lases 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 hamiless fmm all costs and damages suffered by the Purchaser as a result of the Sellers 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 Scllcr 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, rcservationR security interest encumbrances and claims ofothcrs. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting from the Performance of such work. This release shall apply even in the event of fault of negligence of the parry released and shall extend to the directors, ofccr, and employees of such parry. The Scllers contractual obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is perforated 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 form any and all claims for infringement by reason of 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 o(the work. In ease said equipment. or any pan thereof or the intended use of the goads, is in such snit held to constitute infringement and the use of mid equipment or pan is enjoined, the Seiler shall, at its urn 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 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 pmpeny or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions oftemx used or the interpretation ofthc agreement and the rights ofall panics hereunder shall be construed under and governed by the laws ofthe State of Colorado, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the scryemes of Sellcrs Representative(s). on the premises nfolhers. 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 Sellers final completion and acceptance, complete the work at Scllers own expense and to the satisfaction ofthc Parconer. When materials and equipment are furnished by others for installation or cration 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. IS. INSURANCE. The Seller shall, at his own expense, pmvide for the payment of workers compensation, including occupational discrete 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 Imes of the state in which the work is to be done. The Seller shall also tarty comprehensive general liability including, but not limited to, contractual and automobile public liability insurance with bodily injury and death limits of at (cast S300.000 for any one pcman, s500,0f10 for any one accident and property 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 Seller, or his contractors employees shall slurry 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 insurance have been provided. Such certificates shall specify the date when such compensation and insurance expires The Scllcr 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 baby 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 hart the Purchaser and any our nil of the Purchasers officers, agents and employees from and against any and all claims, losses, damages. charges our expenses, whether direct or indirect, and whether to persons or property to which the Purchaser may he put or subject by reason of any net. 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 Proceedings shall be brought against the Purchaser, or its officers, agents or employees astray time on account or by reason of any act, action, neglect, omission or default of the Seiler of any of his contractors or any of its or their officers, agents or employees rs aforesaid the Seller herchy agrees to assume the defense thereof and to defend the ,,intent 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 odTmers, agents or employees in such 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 of such suits or other proceedings, the Seller will at once cause flue same to be dissolved and discharged by giving bond 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. but without limitation, the Occupational Safety and Health Act of 1970 and all roles and regulations issued pursuant thereto. Revised 03/2010