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HomeMy WebLinkAbout330179 INTERWEST CONSULTING GROUP - PURCHASE ORDER - 9117441PURCHASE ORDER PO Number Page City Of///��� 9117441 1 of z t Collins n �+ This number must appear " J on all invoices, packing slips and labels. Date: 12/15/2011 Vendor: 330179 INTERWEST CONSULTING GROUP 1218 W ASH SUITE C WINDSOR Colorado 80550 Ship To: WATER UTILITIES CITY OF FORT COLLINS 700 WOOD ST FORT COLLINS Colorado 80521 Delivery Date: 12/15/2011 Buyer: OPAL DICK Note: Line Description Quantity UOM Unit Price Extended Ordered Price CONSULTING SERVICES 1 LOT LS 6,000.00 WO #SB-2011-15 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 Ordcr Terms and Conditions Page 2 of 2 L COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is 98-eA502. Federal Excise Tax Exemption Certificate of Registry 54-60110587 is registered with the Collector of Internal Revenue, Dcnveq Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39--26. 114 (a). Goods Rejected. GOODS REJECTED due to failure to meet speeificatious, either when shipped or due to defects of damage in transit, may be returned to you for credit and am not to be replaced except upon receipt of written instructions from the City affair 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 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 efor payment for goods hereunder 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 hereof or any of its rights or remedies as to any such goods, regardless of when shipped, mccivcd of accepted, as to any prior or subsequent default hereunder, nor shall me purported end modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms 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 part of the City of Fort 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 borne by the Purchaser. Theretofore, for good cause and as consideration for cxcading this purchase enter, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Temu. Shipments must be F.O.H., City of Fort Collins, 700 Wood St.. Fort Collins, CO 80522, unless acquired under federal or state antitrust laws fx such overcharges refiing 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 acquirnl 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 from Invoice when Purchascr and the Seller, and the Seller thereafter 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 mailable to it, and the Seller shall pav all Less associated with such werk_ Permits Seller shall procure at sellers sole cost all necessary Permits, certificates and licenses required by all applicable laws, regulations, ordinances and mles 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 via der. Seller further agrccs to hold the City of Fon 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. rates 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 panics. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the tams and conditions stated herein set forth and any suple cmcntmy or additional terms and conditions annexed herein or incorporated herein by refemnee. Any additional or different teens and conditions proposed by scllerare 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 of the essence. Delivery and Performance must be effected within the time stated on the purchase order and the documents attached hereto. No acts of the Purchasers including without limitation, acceptance of partial late deliveries. shall operate as a aaiver 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 am beyond its reasonable control and without its fault of negligence, such acts of God, acts ofeivil or military auth ditics, governmental Funnies. fires, strikes, food, epidemics. wars or rims 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 rime 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 harmless fmm any loss, damage or expense which the Purchaser may suffer or incur on account ofthe Scllcrs breach of wananry. 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 Liffey applicable warranty, provided by the Seller after the date of acceptance of the goods furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials finished by the Seller. Acceptance or use of grads by the Purchascr 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 wamatics or guarantees, but such liability shall in no event include loss of profs or loss of usc. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALT. APPLY. 4. CHANGES IN LEGAL TERMS. The Purehemr may make changes to legal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchascr may make any changes to the terms. other than legal tams, 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 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 are the Scllcrs standard stock. No such termination shall relieve the Pumhaser or the Seller Liffey oftheir obligations as to any good delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must he asserted within thirty (30) days from the date the change or termination is ordered. S. COMPLIANCE WITH LAW. The Seller wamnts that all good sold hereunder shall hmc been produced, sold, delivered and fumished 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 are hereby incorporated herein by this reference. The Seller agrees to indemnify sad hold the Purchaser hamdess Be. all costs and damages suffered by the Purchaser as a result ofthe Scllcrs failure to comply with such lase. 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 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. I he 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 parry released and shall extend to the directors, off Lem and employees ofsuch parry. The Seller's contractual obligations, including wamnty, shall not be deemed to be reduced, in any way, because such work is performed or caused to be perforated by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device, material or process covered by letter, patent, todcmark or copyright, the Scllcr shall indemnify and save hamless the Purchaser from any and all claims for infringement by reason of the use of such patented design, device, material of process in connection with the contract, and shall indemnify the Purchascr 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 pan thereof er 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 parts. replace the mine with substantially equal but noninfringing equipment, or modify it so it becomes noninfringing. 15. INSOLVENCY. If the Seller shall beenme insolvent or bankrupt, make an assignment for the benc0t of creditors, appoint a rcttivcr or trustee for any of the Sellers pmNrty or business, this order may forthwith be canceled by the Purchaser ,about liability. 16. GOVERNING LAW. The definitions of terms used or the interpretation ofthc agreement and the rights ofall parties hereunder shall be constmed under and governed by the laws of the Stale of Colorado, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the sen ices of Sellers Represcntative(s). on the premises ofothers. 17. SELLERS RESPONSIBILITY. The Sellershall tarty on said work at Scllcr's own risk until the same is fully completed and accepted, and shall, in case of any accident, destruction or injury to the work andlor materials before Sellers final completion and acceptance, complete the work at Seller's own expense and to the satisfaction ofthe Purchaser. When materials and equipment are 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 fumished by the Seller 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. andlor to their dependents in accordance with the laws of the state in which the work is to he 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 ICast S300,000 for any one person. S500,000 for any one accident and pmNrty 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 of the Scllcrs or his contractors employces shall do any work upen the premises of others. the Scllcr shall famish the Purchaser with a ecrtifcate that such compensation and insurance have been provided. Such ecnificates shall specify the date when such cnmpensation 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 afar the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire responsibility and liability for any mud 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 order or in connection herewith. The Seller a ill indemnify and held hamdess the Purchaser and any or all of the Purchasers offers, agents and employees Tom 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 equity act. action, neglect, omission or default on the part ofthe Scllcr, any of his contractors, or any of the Sellers or contractors officers, agents or empinyces. 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 rcamn of any act, action, neglect. omission or default of the Seller of any of his contractors or any of its or their officers, agents or employees as aforesaid. the Seller hacby agrees to assume the defense thcomf 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 officers. 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 Purchascr, or said panics in or as a result of such snits or other proceedings. the Seller will at once cause the same to be dissolved and discharged by giving bond froth anise. 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 noes and regulations issued pursuant thereto. Revised 03/2010