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HomeMy WebLinkAbout496635 SPX - PURCHASE ORDER - 9117667City of Fort Collins PURCHASE ORDER PO Number Page 9117667 1 of 2 This number must appear on all invoices, packing slips and labels. Date: 01/06/2012 Vendor: 496635 Ship To: WATER UTILITIES SPX CITY OF FORT COLLINS 154 PORTLAND RD 700 WOOD ST BRIDGTON Maine 04009 FORT COLLINS Colorado 80521 Delivery Date: 12/29/2011 Buyer: OPAL DICK Note: Line Description Quantity Ordered UOM Unit Price Extended Price I TOOLS & RELATED SUPPLIES 1 LOT LS 5,756.40 RD7000 TRANSMITTER 2 TOOLS & RELATED SUPPLIES 1 LOT LS 2,878.20 RD7000 TRANSMITTER 3 TOOLS & RELATED SUPPLIES 1 LOT LS 2,878.20 RD7000 TRANSMITTER 4 Freight 1 LOT EA 110.00 Total $11,622.80 Invoice Address: City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by James B. O'Neill ll, CPPO City of Fort Collins City of Fort Collins Purchasing, PO BOX 580, Fort Collins, CO 80522-0580 Accounting Department Phone:970-221-6775 Fax: 970-221-6707 Email:purchasing@fcgov.com PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Terms and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is I I. NONWAIVER. 98-01502. Federal Excise Tax Exemption Certificate of Registry 54-6000587 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the farms 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 a breach, the acceptance of or payment for garde hereunder or approval of the design, shall rim release the Seller of Goods Rejected. GOODS REJECTED due to failure to mat specifications, either when shipped or due to defects of any of the warrenties or obligations of this purchase order and shall nor be deemed 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 receipt of written purchaser to insist upon strict perforruar¢c hereof or any of its rights or remedies as to any such goods, regardless instructions form the City of Fan Collins. of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purpnnN red modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms Inspection. GOODS are subject to the City of Fort Collins inspection on am vat. hcrcof. 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 be understood that FINAL Seiler and the Purchaser recognize that in actual economic practice. overcharges resulting fmm antitrust ACCEPTANCE is dependent upon completion of all applicable required inspection procedures. violations arc in fact home by the Purchaser. Theretofore, for good cause and as eonsideettion for executing this purchase order, the Seller hereby assigns to the Purchasa any and all claims it may now have or hereafter Freight Terms. Shipments most be F.O.B.. City of Fort Collins. 7M Wood St., Fort Collins, CO 80522. unless acquired under federal or state antitrust Imes for Rich 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 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 If the Purchaser directs the Seller to correct nonconforming or defective goods by a date to he agreed upon by the expected from the nearest distribution point to destination. and excess freight will be deducted fmm Invoice when Purchaser and the Seller,and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser shipments arc made from greater distance. mov 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. Seiler 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, ternmr, or political subdivision where the work is perforated, or required by any other duly constituted public authority having jurisdiction over the work of vendor. Seller further agrees to hold the City of Fart Collins harmless fmm and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulaions, ordinances. mles and requirements. Authorization. All panics to this contract agree that the representatives arc, in fan, bona file and poccess full and complete authority to bind said panics. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terms and conditions stated herein set forth and any supplementary or additional terms and conditions annexed hereto or incorporated herein by reference. Any additional or different terms and conditions proposed by scHu are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately ifyou 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 Rated on the purchase order and the documents attached hacto. No acts of the Purchasers including, without limitation, acceptance of partial 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 remains, the option ofplocing this order elsewhere and holding the Seller liable for damages. However. the Sella shall not be liable for damages as a result of delays due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault ofnegligence, such acts of God. acts of civil 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 ofthc 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 nth" 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 from any loss, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of warranty. The Seller shall replace, repair or make good, without cost to the purchaser, any defects or firults arising within one (1) year or within such longer paind of time as may be pmscribcd by law or by the terms of any applicable warranty provided by the Seller after the date of acceptance of the goods famished hcmunda (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 of aqv claim under this warmety. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of env of the foregoing warmntics or guarantees, but such liability shall in no event include loss 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 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 it., including additions to or deletions fmm the quantities originally ordered in the specifications or drawings, by verbal or written change order. If any such change affaes the amount due or the time ofperformance hemanda, 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 parties as to any work or nataials then in progress provided that the Puthica shall not be liable for any claims for anticipated profits on the uncompleted portion ofthe goods andfor work, for incidental or consequential damages. and that no such adjustment be made in favor of the Sella with respect to any goods which am the Sellers standard stock. No Rich 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. g. COMPLIANCE WITH LAW. The Seller 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 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 indemnify and hold the Purchaser harmless fmm all costs and damages suffered by the Purchaser as a result of the Scllcrs failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, ransfe, or convey this order, or any monies due or to become due hereunder without the prior written consent of the other parry. 10. TITLE. The Seller warrants full, clear and unrestricted title to the Purchaser for all equipment, materials, and items famished in performance of this agreement free and chair 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 front the performance ofsuch work. This release shall apply even in the event of fault of negligence of the party relczscd and shall extend to the directors, of icas and employees ofsuch party. The Seller's crntmcnml obligations, including warranty, shall not be darned to he 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 process covered by [ever. patent, nadcmark or copyright, the Scllcr 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 cost expense or damage which it may be obliged to pay by reason c(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 use of the goods, is in such suit held to constitute infringement and the use of slid 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 credits, it so it becomes noninfnaging. 15. INSOLVENCY. If the Seller shall become insolvent or bnnkmpt make an assignment for the hencfit of creditors, appoint a receiver or trustee for any of the Sellers pmpcny or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions ofterms used or the interpretation ofthe agreement and the rights ofall parties hereunda shall be construod under and governed by the laws ofthc State ofColomdo. USA. The following Additional Conditions apply only in cases where the Seller is to patron work hereunder. including the services of Scllcrs Representnlivc(s), on the premises of others. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Sellars own risk until the same is fully completed and accepted, and shall, in case of any accident, destnmtion or injury to the work and/or materials before Sclla's final completion and acceptance, complete the work at Scllcrs own expense and to the satisfaction of the Purchase, When materials and equipment are furnished by others for installation or oration by the Seller, the Seller shall receive. unload. store and handle same at the site and become responsible domfinr 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, 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. andfor 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, contmcroal and automobile public liability insumna with bodily injury and death limits of at 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 insumnee. Before any of the Sellers or his contractors employees shall do any work upon the premises of others, the Seller shall furnish the Purchaser with a certificate that such compensation and insurance have been provided. Such catificares shall specify the date when such compensation 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 after the satire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire responsibility and liability for any and NI damage, loss or injury ofany, kind or nature whatsoever to persons or property used by or resulting from the execution ofthe work provided for in this purchase order or in connection herewith. The Seller will indenmify and hold harmless the Purchaser and any or rill of the Purchasers effects agents nod 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. say of his contractors, or any of the Sellers or contractors a fcas. agents or employees. In ease 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 any of his eontmemrs or any of its or their officers, agents or employers as aforewid, 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 ordained 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 he placed upon or obtained against the property of the Purchaser. or said parties 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 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 mies and regulations issued pursuant thereto. Revised 03/2010