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HomeMy WebLinkAbout263160 PVS TECHNOLOGIES INC - PURCHASE ORDER - 9110139 (2)City of ;6rt Collins Date: 12/15/2011 Vendor: 263160 PVS TECHNOLOGIES INC 10900 HARPER AVE DETROIT Michigan 40213 PURCHASE ORDER PO Number Page 9110139 1of2 This number must appear on all invoices, packing slips and labels. Ship To: DRAKE WATER RECLAMATION CITY OF FORT COLLINS 3036 ENVIRONMENTAL DRIVE FORT COLLINS Colorado 80525 Delivery Date: 01/05/2011 Buyer: ED BONNETTE 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 2 ADDENDUM TO PO #9110139 FERRIC CHLORIDE (REQ 40859) City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by James B. O'Neill 11, 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 3,000.00 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 1. COMMERCIAL DETAILS. Tax exemptions By statute the City of Fort Collins is exempt fmm state and local taxes. Our Exemption Number is 11. NONWAIVER, 98-04502. 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 toms 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 n breach, the acceptance of or payment for goods hereunder or approval of the design, shall not release the Seller of GoMs Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to defects of any of the wamntic5 or obligations of this purchase order and shall not he doomed a waiver of any right of the damage in transit, may be returned to you for credit and am not to be replaced except upon mccipt of written purchaser to insist upon strict performance hereoforany ofits 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 shall any purported and modification or rescission of this purchase order 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. 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 Fran Collins. However, it is to be 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 bome 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 antitrust laws for such overcharges relating to the particular goods or services other, ise speciflod 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 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 Tribe Purchaser directs the Seller to correct nomconfoming 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 From Invoice when Purchaser and the Seiler, and the Seller thcmaficr indicates its inability or unwillingness 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. Seller shall procure at sellers sole cost all necessary permits, 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 further agrees to hold the City of Fort Collins harmless from and against all liability and Ions incurred by them by mason of an asserted or established violation of any such laws, regulations, ordinances, odes and requirements. Authorization. All panics to this contract agree that the representatives arc, in fact, bona fide and posses, full and complete authority to bind slid parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terms and conditions stated heroin set forth and any supplementary or additional hems 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 promised delivery date as noted. Time is ofthe essence. Delivery and performance most be effected within the time wood 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 of any 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. However, the Seller shall not be liable for damages as a result of delays due to causes not reasonably foreseeable which arc beyond its reasonable control and without its fault of negligence, such acts ofOod, acts ofeivil 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 ofthe 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 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 hamlcss from any loss, damage or expense which the Purchaser may suffer or incur on account ofthe Sellers breach of wamnry. 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 famished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver crony 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 crony ofthe foregoing warranties or guarantees, but such liability shall in no event include loss of profits or loss crew. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal tents by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal letters. 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 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 bctsvecn 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 respoet to any goods which are the Scllers standard stock. No such termination shall mlicvc the Purchaser or the Seller crony of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment most be assmed within thirty (30) days fmm the date the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been produced, said, 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 agroementa of this character am 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 parry shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the prior written consent ofthe other party. 10. TITLE. The Seller warrants full, clear vad unrestricted title to the Purchaser for all equipment materials, and items famished in performance of this agreement, free and clear of any and all liens, restrictions, reservations, security intemst encumbrances and claims of others. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims crony nature resulting form the performance ofsuch work. This release shall apply even in the event of fault of negligence of the party releucd and shall extend to the directors, officers and employees ofsuch parry. The Seller's contractual obligations, including wamnry, shall not be deemed to be reduced, in any way, because such work is performed or caused to be perfomcd 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 cast expense or damage which it may be obliged to pay by reason ofsuch infringement at any time during the prosecution or after the completion of the work. In case said equipment, or any pan thereof 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 procum 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. 15. INSOLVENCY. If the Seller shall became 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 ofmmrs used or the interpretation ofthe agreement and the rights ofall parties hereunder shall be construed under and governed by the laws of the State ofColomdo, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Representative(s), on the promises 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 work and/or materials before Sellers final completion and acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment am famished 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 Seller under the order. 18. INSURANCE. The Scllcr shalh 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 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 b teddy injury and death limits of at least $300,000 for any one person, 5500.0mo for any one accident and property damage limit per accident of S400.000. The Seller shall likewise require his contractors, irony, to provide fro such compensation and insurance. Before any ofthe Sellers or his contractors employees shall do any work upon the premises of others, the Sellershall famish the Purchaser with a certificate that such compensation and insuranec have been provided. Such certificates shall specify the date when such compensation and insurance have bcen 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 Seller hereby assumes the entire msponsibiliry and liability for any and all damage, loss or injury artery kind or nature whatscevcr to persons or property caused by or resulting fmm 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 pan 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 effects, agents or employees at any time on account or by reason of any eat, action, ncglccl. omission or default of the Seller of any of his contractors or any of its or their olBcers, 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 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 effects. agents or employees in such suits or other pmecodings, and in case judgment or other lien be placed upon or nbtained against the property ofthe Purchaser, or mid panics in or as a result ofsuch suits or other proceedings. the Seller will at race cause the same to be dissolved and discharged by giving bond or otherwise. The Seller and his contructors 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 ill rates and regulations issued pursuant thereto. Revised 03/2010