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HomeMy WebLinkAbout246056 PEDERSEN TOYOTA - PURCHASE ORDER - 9117446City of /*O,.F`o_rt Collins Date: 12/1512011 Vendor: 246056 PEDERSEN TOYOTA 4455 S COLLEGE AVE FORT COLLINS Colorado 80525 PURCHASE ORDER PO Number Page 91117446 1012 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: 12/15/2011 Buyer: JAMES HUME Note: Line Description Quantity UOM Unit Price Extended Ordered Price 1 1 ea, Toyota Prius V per 12-14-11 quote Attn: Ron Lewis Dept: Water Rec Deliver vehicle & title documents to: Fleet Main Shoo. 835 Wood Street. Fort Collins 221-661 U 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 LS Total Invoice Address: 26,304.00 304.00 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 escreptions. By statute the City ofFort Collins is exempt from state and local taxes. Our Exemption Number is 98-04502. Federal Eseisc Tax Exemption Certificate of Registry 84-6000587 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 In meet specifications, either when shipped or due to defects of damage in transit may be renamed to you for credit and arc not to be replaced except upon receipt of written instructions from the City ofFort Collins. Inspection. GOODS arc subject to the City ofFort Collins inspection on arrival. 11. NONWAIVER. Failure of the Purchaser to insist opnn strict perfommanee of the Icons and conditions hereof. failure or delay to exercise any rights or remedies pmvidcd herein or by law. failure to promptly notify the Seller in the event of a breach, the acceptance ofor payment for goods hereunder orapprrmal ofthe design, shall not merew the Seller of any of the wamntics or obligations of this purchase order and shill not be deemed a waiver of anv right of the purchaser to insist upon strict performance hercofor any of its right or remedies as to any such goods, rcg.,dlcss of when shipped, received or accepted, as to any prior or subsequent default hereunder, na shall any purported oral modification or rescission of this purchase oiler by the Purchnscr operate as a waiver of any of the terms hereof. Final Acceptance, Receipt of the mcmhandiw. 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 Seiler 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. Theretofore. for good cause and as consideration for executing this purchase order, the Seller hereby assigns to the Purchaser tiny and all claims it may now have or hereafter Freight Teals. Shipments must be F.O.B., City of End Collins. 700 Wood St.. Fort Collins, CO 80522. unless acquired under federal or state antitrust Imes for such overcharges rclming to the Pnmicutnr goods or services otherwise specified on this order. If Permission is given to prepay (might 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 Whem manufacturers have distributing points in various pans of the country, shipment is If the Purchaser directs the Seller to correct nonconforming or defective good 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 Seller, and the Seller therea0cr indicates its inability or unwillingness to comply, the Purchaser shipments arc made form greater distance. may cause the work to be performed by the most expeditious means available to it and the Seller shall pay ill costs associated with such work. Panics. Seller shall procure at sellers sale cost all necessary permits, ecnificates and licenses required by all applicable laws, regulations, ordinances and mlcs 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. Seiler lumber agrees to hold the City of Fort Collins harmless form and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulations ordinances, rules and requirements. Authorization. All parties to this contract agree that the representatives arc, in fact, bona fide and possess full and complete authomv to bind said panics, LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terms and conditions stated herein set iamb and any supplementary or additional moans and conditions annexed herein or incorporated herein by reference. Any additional or different terms and conditions pmposed 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 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 document attached hereto. No acts of the Purchasers including, without limitation, acceptance ofpartial late deliveries, shall operate as a waiver ofthis prevision. In the event ofany delay, the Rmehaser shall have, in addition to other legal and equitable remedies the option ofplacing this order elsewhere and holding the Seiler liable for damages. HowTVCt. the Seller shall not be liable for damages as a result of delays due to causes not reasonably foreseeable which am beyond it reasonable control and without its fault of negligence, such acts of God, act of civil or military authorities, governmental priorities, fires, strikes, Bad, epidemics, wars or riots pmvidcd that notice of the conditions causing such delay is given to the Purchnscr 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 ofthe delay. 3. WARRANTY. The Seller wamat that all gads, amicles, materials and work covered by this order will conform with applicable throwing, 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 loss, damage or expense which the Purchaser may suffer or incur on account ofthe Sellers breach of wamnty. 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 ofany applicable warranty provided by the Seller after the date of acceptance of the goods famished hereunder (acceptance not to be unreasonably dclaved). resulting from imperfect or defective work done or materials furnished by the Seller. Acceptance or use of good by the purchaser shall not constitute a waiver ofany claim under this wamnty. Except as otherwise provided in this purchase order, the Scllcrs liability hereunder shall extend to all damages proximately caused by the breach ofany of the foregoing wamntics or guarantees, but such liabilityshall in no event include loss of profit 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 terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal hems, including additions to or deletions farm the quantities originally ordered in the specifications or drawings, by verbal or written change order. If any such chance affect the amount due or the time of performance hereunder, an equitable adjustment shall he made. 6. TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement as to any or all portions of the gads then not shipped, subject to any examable 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 of the gaols and/or work, for incidental or consequential damages, and that no such adjustment be made in favor of the Seiler with respect to any goods which an the Sellers standard stock. No such termination shall relives 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 form the date the change or termination is ordered. S. COMPLIANCE WITH LAW. The Seiler 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 Seiler shall execute and deliver such dneumcros 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 Pumhoser harmless form all costs and damages suffered by the Purchaser as a result ofthe 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 prior written consent ofthe other party. 10. TITLE. The Seller wamnt full, clear and 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 interest encumbrances wad claims of others, The Seller shall release the Purchaser and it 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 party released and .shall extend to the directors, omcers and employees ofsuch pamv. The Seller's contractual obligations, including wamnty, shall not be deemed to be reduced, in any way, becausa such work is performed or caused to be perforated by the Purchaser. 14, PATENTS. Whenever the Seiler 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, deice, material or process in connection with the contract, and shall indemnify the Purchawr for any east, 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 ease 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 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. 15. INSOLVENCY. If the Seller shall become insalvent or bankrupt, make an assignment for the benefit of creditors. appoint a receiver or tmstce for any of the Sellers property or business, this order may forthwith he canceled by the Purchnscr withmn liability. - 16. GOVERNING LAW. The definition, of temis used or the interpretation ofthe agreement and the right ofall panics heeunder shall be construed under and governed by the laws ofthc State of Colorado, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the scn'ices ofSellers Ripresenmtive(s), on the premises ofothers. 17. SELLERS RESPONSIBILITY. The Seller shall carry unsaid work at Seller's own risk until the same is fully completed and accepted, and shall, in ease of any accident, destmation or injury to the work and/or materials before Sclicrs final completion and acceptance, complete the work at Sellers own expense and to the satisfaction of the Pumhasce When materials and equipment are famished by others for installation or erection by the Seller, the Seller shall receive, unload. .,lure 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. IS. INSURANCE. The Seller shall, at his own expense, prow ids for the payment of workers cnmpensation, including occupational disease benefits, to its employees employed on or in connection with the work covered by this purchase order. andfm 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. contracnml and automobile public liability insurance with bodily injury and death limits of at least Sx00.000 for any one person, S500,000 for any one accident and pmpeny damage limit per accident of S400,000. The Seller shall likewise require his contractors. if any, to provide for each compeoxxtion and insurance, Before any of the Sellers or his contractors employees shall do any work upon the premises of others, the Seller shall famish the Purchaser, with a certificate that such compensation and insurance have been provided. Such ccnificatcs shall specify the date when such compensation and ina mane, have bent provided. Such ccnificatcs 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, Ines or injury ofany kind or name whatsoever to persons or pmpemy caused by or resulting from the execution ofthe work provided for in this purchase order or in connection herewith. The Seller will indcnmify and hold hamades the Purchaser and any ar ill of the Purchasers officers, agents and employees form and against any and all claims, losses, damages. charges or expenses, whether direct or indirect, and whether to Fen as or property to which the Purchaser may be put or subject by reason of any act. action, neglect, omission or default on the perm of the Seller, any of his contractors, or any of the Scllcrs or con", ctors 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 tiny of his contractors or any of its or 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 all costs, charges, anomcvs fees and other expenses. any and all judgments that may be ineumd by or obtained against the Purchaser or any of its or their oniecrs, agents or employees in such suits or other parccedings, and in case judgment or other lien be placed upon or obtained against the property of the Purchaser. or said parties in or as a result ofsuch suits or other proceedings. the Seller will at once cause the same to he dissolved and discharged by giving bond or othenwise. The Seller and his eonmcters 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 Ilcalth Act of 1970 and all rates and regulations issued pursuant Ihercm. Revised 03/2010