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HomeMy WebLinkAbout422457 MCLAUGHLIN WHITEWATER DESIGN GROUP - PURCHASE ORDER - 9117625PURCHASE ORDER PO Number Page City Of 9117625 1 of 2 `t Collins This number must appear ` 1 1�7 on all invoices, packing slips and labels. Date: 12/28/2011 Vendor: 422457 Ship To: CLRS ADMINISTRATION MCLAUGHLIN WHITEWATER DESIGN GROUP CITY OF FORT COLLINS 2300 15th SUITE 220 215 N MASON, 3RD FLOOR DENVER Colorado 80202 FORT COLLINS Colorado 80524-4 Delivery Date: 12/28/2011 Buyer: JOHN STEPHEN Note: Line Description Quantity UOM Unit Price Extended Ordered Price 1 GOCO Grant Work for the Poudre River Trl & River Park Great Outdoors Colorado grant work for the Poudre River Trail and River Park per invoice 12734 dated 11/16/11. 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 Il, 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: 11.907.62 $11,907.62 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 exemption, By statute the City of Fort Collins is exempt from story and local taxes Our Exemption Number is 98-W 502. Federal Excise Tax Exemption Cenificxte of Registry 84-(ADW587 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 in defects of damage in transit. may be renamed to you for credit and are not to be replaced except upon receipt of written instructions from the City of Fen Collins. Inspection. GOODS arc 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 of or payment for good hereunder or approval of the design, shall not rcicase the Set let of any of the wamatia or obligations of this purchase order and shall not be deemed a waiver of any right of the purchaser to insist upon strict performance humfor any of its rights or remedies as to any such goads, 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 Pumucwr operate as a waiver of any of the terms hacof. 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, evachaarges 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 any and all claims it may am, 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 ,rate antitrust laws for such overcharges relating to the particular goods or services otherwise specified on this order. If permission is given to prepay freight and charge sepamtcly, the original freight purchased or acquired by the Purchaser pursuant to this purchase order, bill must accompany ire Dice. Additional charges for packing will not he accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. ufa Shipment Distance. Where manufacturers have distributing points in various pans of the country, shipment is If the Purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed upon by the expected front the nearest distribution point to destination, and excess freight will be deducted fmm Invoice when Purchaser and the Seller.and the Seller thaval'a indicates its inability or unwillingness to comply, the Purchaser shipments arc made fmm greater distance. may cause the work to be performed by the most expeditious means available to it, and the Seller shall pay all costs nso cuirod with such work. Pewits. Seller shall pmcurc at sellers sole cost all necessary permits, eenificatcs and licenses required by all applicable laws, regulations, ordinances and rules ofthe state, municipality, territory or political subdivision where the work is pMomed. or required by any other duly constituted public authority hwingjansdiction over the work of vendor. Seller further agrees to hold the City of Fort Collins harmless fmm 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. Aurhorieation. All panics to this concoct 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 fonh and any supplementary or additional terms and conditions annexed hereto or incorporated herein by reference. Any additional or diffacat tams and conditions proposed by seller am objected m and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your premised delivery date as noted. Time is ofthe essence. Delivery and performance must be effected within the time stated nit the purchase order and the documents anaehed hereto. No acts of the Purchasers including, without limitation, acceptance ofpanial 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. 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 ofnegligacc. such acts of Gad, as ofeivil 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 ofthe delay. 3. WARRANTY. The Seller warrants that all good, 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 hamlcss from any loss, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of wamnty. The Seller.shall replace. repairer make good, without cat to the purchaser, any defects or faults arising within one (1) year or within such longer period of time as may be proscribed 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 fumishcd by the Seller. Acceptance or use of goo& by the Purchaser shall not constitute a waiver ofany claim under this wamnty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach c f any ofthe foregoing wamntics or guamntas, but such liability shall in no event include loss effor is 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 toms, 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 ofperfomance hereunder, an equitable adustment shall be made. fi. 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 remands then in progress provided that the Purchaser shall not be liable for any claims for anticipated Trains on the uncompleted portion ofthe goods anchor work, for incidental or consequential damages, and that no such ndmsterat be made in favor of the Seller with respect to any goods which are the Sellers standard stock. No such termination shall relieve 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 termination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all gabs sold hcrcundor shall have been produced, sold, delivered and famished 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 mgulations required to be incorporated in agrccmcnts of this character are hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser hamlcss from all toss and damages suffered by the Pumhaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, transfer, or convoy this order, or any monies due or to become due hermmda without the prior written consent of the other parry. 10. TITLE. The Seller worm, an, full, clear and unrestricted title to the Purchaser for all equipment, materials, and items fumishcd in perfamance 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 fmm all liability and claims of any nature resulting Form 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 Sclice., contact al obligations, including wamnty, shall not be deemed to be reduced, in any way, because such work is perfomed or caused to be performed by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, do,mc, material or process covered by latter, patent, trademark or copyright, the Seller shall indemnify and save harmless the Purchaser from any and all claims for infringement by mason of the use of such patented design, de, ice. 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 said equipment, or any pan thereof or the intended rise of the goods, is in such suit held to constitute infrinecmrnt and the use of said equipment or pan is enjoined, the Seller shall, at its own expense and at its option, either pmcurc for the Purchaser the right to continue using said equipment or pans, replace the same with substantially equal but anninfringing equipment. or modify it so it becomes anninfringing. 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 property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions of terms used or the interpretation ofthc ayacanat and the rights ofall panics hereunder shall be amounted under and governed by the laws of the State of Calrmde. USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the scniccs of Sellers Repreecnmtive(s), on the premises ofothas. 17. SELLERS RESPONSIBILITY. The Sella shall carry on said work at Seller's own risk until the mmc 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 Sellers own expense and to the satisfaction of the Purchaser. When materials and equipment are famished by others for installalion or ,ration by the Seller. the Seller shall receive, unload. store and handle same at the site and become responsible therefnr 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. 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 Imes 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 ammanbile public liability insurance with bodily injury and death limits afar least S W0,000 for ray one person, S500.000 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 of the Sellers or his contractors employees shall do any work open the prom ices of others, the Scllcr shall furnish the Purchaser with a certificate that such compensation and insurance have been provided. Such cenificata shall specify the date when such compensation and insurance have been provided. Such ccnificatcs shall specify the date when such compensation and insurance expires. The Seller agrees that such compensation and insurance shall he maintained until after the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Scllcr hereby 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 fmm the execution of the work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold hamlcss the Purchaser and any or all of the Purchasers officers, agents and employees fmm and against any and all claims, losses, damages, charges or expenses whether direct or indirect, and whether to persons or properly 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 omcas. 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 is or their officers, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the same al 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 offrcers. 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 the 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 pm%cntion of accidents. comply with all lays and regulations with regard to sdcty, including, but without limitation, the Occupational Safety and Health Act of 1970 and all rates and regulations issued pursuant thereto. Revised 03/2010