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HomeMy WebLinkAbout430083 WRIGHT EXPRESS - PURCHASE ORDER - 9120005PURCHASE ORDER PO Number Page City OfCollins '''►►► 9120005 1 of z Flirt COI lI n �+ This number must appear //_',�\—J`'- ` ` J on all invoices, packing slips 2nd labels. Date: 01/03/2012 Vendor: 430083 Ship To: FLEET SERVICES - MAIN SHOP WRIGHT EXPRESS CITY OF FORT COLLINS C/O FLEET SERVICES 835 WOOD ST PO BOX 6293 FORT COLLINS Colorado 80521 CAROL STREAM Illinois 60197-6293 Delivery Date: 01/03/2012 Buyer: JAMES HUME Note: Line Description Quantity Ordered UOM Unit Price Extended Price Blanket order to 1 LOT LS 600,000.00 cover the cost of all fuels purchased for fiscal year 2012. All fuel transactions must be recorded and submitted with detailed information via an invoice or statement. This purchase order is for the procurement of goods and/or services, as needed during the current fiscal year. Dollar amounts specified are estimates and not a promise to purchase any minimum amount of goods and/or services. C3. 0✓l�-s-Q � 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 Ternrs and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By stabile the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is I I. NONWAIVER. 9R-0,1502. Federal Excise Tax Exemption Cenilieate of Registry 84-N)00557 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof. failure or delav to Internal Revenue Denver. Colorado (Ref Colorado Revised Statutes 1973, Chapter 39-26, 114 (a). exercise any rights or remedies pmvidcd herein or by law, failure to promptly notify the Seller in the event of a breach, the acecpti nec ofor payment for goods hereunder or approval ofthc design, shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to meet specification, either when shipped or due to defects of any of the warranties or obligations of this purchase order and shall not be deemed a waiver of any right of the damage in transit. may be returned to you far credit and are not to be replaced except upon mecipt of written purchaser to insist upon strict performance hemoforany of its rights or remedies as to any .such goods, regardless instmetioa from the City of Fan Collins, 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 Purchaser operate its a waiver of any of the terms Inspection. GOODS am subject to the City of Fan 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 no the pin of the City of Pon Collins. However, it is to be understood that FINAL Seller and the Purchnser recognize that in actual economic practice, overcharges resulting from autitmst ACCEPTANCE is dependent upon completion ofall applicable required inspection procedures. violations arc in fact borne by the Purchaser. Theretofore, for good cause and ass consideration for cxcmning this purchase enter, the Seller hemby assigns to the Purchaser any and all claims it may now have or hereafter Freight Terms. Shipments most be F.O.B.. City of Fort Collins. 700 Wood St.. Fort Collins. CO 90522, unless acquired under federal or state 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 separately, the original freight purchased or acquired by the Pamhawr pursuant to this purchase order. bill most accompany invoice. Additional charges for packing will not be accepted. 13. PURC14ASERS PERFORMANCE OF SELLERS OBLIGATIONS. 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 gods 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 thereafter indicates its inability or unwillingness to comply. the Purchewr shipments are made front 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. remits Seller shall pmcurc it sellers sole cost all necessary permits, ecnifieates and licenses required by all applicable Imes, regulations. ordinances and rules ofthc 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 Ember 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 mlcs and ecgi iremcro. Authorization. All panics to this concoct agree that the rcpromentatives are, in fact. hear fide and possess fall and complete authority to bind said patties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the toms and conditions stated herein set forth and any supplementary or additional toms and conditions annexed hereto or incorporated herein by reference. Any additional ordiffcrcnt 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 on your premised delivery date a noted. Time is of the essence. Delivery and performance must be effected within the time stated on the purchase order and the documents unnerved hereto. No acts of the Purchasers including, without limitation, acceptance of panial late deliveries, shall operate as a waiver ofthis provision. In the event ofany delay. the Purchaser shall have, in addition to other legal and equitable mmdics, the option ofplzeing 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 ofnegligencc, such acts of God, acts ofcivil or military amthornics, gorcramcnod priorities. Brc,, strikes, flood, epidemic,, wars or riots provided that notice of the conditions causing such delay is given to the Purchascr within five (5) days of the time when the Seller first received know ledge 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. 7. WARRANTY. The Seller wamnts 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 root 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. no Seller agrees to hold the Purchascr harmless from any loss, damage or expense which the Purchascr may stiffer or incur on account of the 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 peridnl of time as may be prescribed by law or by the terms crony applicable warranty provided by the Seller after the date of acceptance critic goods famished hereunder (acceptance not to be unreasonably dclayd), resulting from imperfect or defective work done or materials famished by the ScI1or. Acceptance or use of goods by the Purchaser shall not constitute a waiver crony claim under this wamnty. Fwept as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages pmximatcly caused by the breach Many of the foregoing mummies or guarantees, but such liability shall in no event include lot of profits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser cony make changes to legal arms, by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the temu, other than legal terms, including additions to or deletions from the quantities originally nrdcred 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 Purchascr may at any time by written change order, terminate this agreement as in any or all portions of the ,rods then not shipped, subject to any equitable adjustment between the panics as to any wwork or ntm nals then in progress provided that the Purchaser shall not be liable for any claims for anticipated profits on the anconmplecd portion of the 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 Scllcrs standard stock. No such tcmination shall relieve the Purchascr or the Seller of any of their obligations as to any goods delivered hemander. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjusment must be asserted within thirty (30) days fmm the date the change or termination is ardered. R. COMPLIANCE WITH LAW. The Seller warrants That all goods sold hereunder shall have been produced, sold, delivered and famished in .strict compliance with all applicable laws and.regudations 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 agreements of this character are hereby incorporated herein by this reference. The Seller agrees to indemnifv and hold the Purchascr harmless fmm all costs and damages suffered by the Purchncr as a result of the 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 hcrnmder without the prior written consent of the other piny. 10. TITLE. The Seller wamnts fall, clear and unrestricted title to the Purchaser for all equipment. materials, and items fumishecl in performance of this agreement, free and clear of any and all liens. restrictions, reservations. security interest encumbrances cad claims of others. The Scllcr shall release the Purchaser and its contrzetnrs of any tier fmm 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 party released and shall extend to the directors. officers and employ", of such party. The Seller', contractual obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is perfumed or caused to be performed by the Purchaser, 14. PATENTS. Whenever the Seller is required to use any design, device, material or pmccss covered by letter. patent, hndemark or copyright, the Seller shall indemnify and save harmless the Purchaser fmm any and all claims for infringement by reason of the use of such patented design, device, moment or process in connection with the contract, and shall indemnify the Purchaser for any cost, expense or damage which it may be obligd to pay by reason ofsuch infringement at any time during the persecution 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 Scllcr 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 same with substantially equal but noninfringing equipment, or modify it so it becomes nnninfnaging. 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 fterms used or the interpretation ofthc agreement and the rights ofall panics h rmander shall be constmd under and governed by the laws ofthc Stale of Colcmdo. USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the service, of Scllcrs Reprcsentative(s), on the premises ofnthcm. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Seller's own risk until the some is fully completed and accepted. and shall, in cast of any accident, destruction or injury to the work and/or materials before Sellers final completion and acceptance, complete the work at Scllcrs own expense and to the satisfaction of the Purchascr. %k hcn minerals and equipment arc famished by others for installation or erection by the Seller, the Seller shall receive, unload, store and handle same at the site and become msponsible therefor as though such materials and/or equipment were being famished by the Seller under the order. IS. INSURANCE. The Seller %hall, as his men 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 tarty comprehensive general liability including, but not limited to. contractual and automobile public liability insurance with bodily injury and death limits ofar least S300,000 for any 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 tiny of the Sellers or his contractors employees shall do any .work upon the prenmiacs Mothers, the Seller .shall famish the Purchascr with a certificate that such compensation and insurance have been pmvidd. Such ecriftcates shall specify the date when such compensation and insurance have been pmvidcd. Such certificates shall specify the date when such compensation and insurance expires. The Seller agrees that such compensation and insurance shall be maintained until ,net the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assume, the entire responsibility and liability for any and all damage, loss or injury of any kind or nature whatsoever to persons or pmpcny caused by or resulting Form the execution ofthc work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold hamiless the Purchascr and any or all of the Purthawrs oRcem. agents sad employees front and against any and all claims, lasses, damages. charges or expenses, whether direct or indirect. and whether to persons or property to which the Purchascr 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 snit or other proceedings shall be brought against the Parchawa. Or its officers, agent, or employees at any time on account or by reason of any act, action, neglect, omissiu m or default of the Seller of any of his contactors 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, attorneys fees and other expenses, any and all judgment, that may be incurred by or obtained against the Purchascr or any of its or their atfecrs. agents or employees in such suits or other proceedings, and in caw judgment or other lien be placed upon or obtained against the property of the Purchascr, or said panics in or as a result of such suits or other proceedings. the Seller will at once cause the same to he dissolved and discharged by giving bond or otherwise. The Seller and his contractors shall take all safety lacerations, famish and install all guards necessary for the prevention of accidents, comply with all laws and regtlations with regard to safety including, but without limitation, the Occupational Safety bad Health Act of 1970 bad all rules and regulations issued pursuant therein. Revised 03/2010