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HomeMy WebLinkAbout130144 POTTERS INDUSTRIES INC - PURCHASE ORDER - 3212068PURCHASE ORDER PO Number Page City Of 3212068 1 of z `t Collins This number must appear on all invoices, packing slips and labels. Date: 01/06/2012 Vendor: 130144 Ship To: TRAFFIC OPERATIONS POTTERS INDUSTRIES INC CITY OF FORT COLLINS P O BOX 840 626 LINDEN STREET VALLEY FORGE Pennsylvania 19482-0840 FORT COLLINS Colorado 80524 Delivery Date: 01/06/2012 Buyer: JOHN STEPHEN Note: THIS PURCHASE ORDER IS FOR THE PROCUREMENT OF GOODS AND/OR SERVICES, AS NEEDED DURING THE CURRENT CALENDAR YEAR. DOLLAR AMOUNTS SPECIFIED ARE ESTIMATES AND NOT A PROMISE TO PURCHASE ANY MINIMUM AMOUNT OF SUCH GOODS AND/OR SERVICES. Line Description Quantity UOM Unit Price Ordered Extended Price Paint Bead Supplies 1 LOT LS 30,000.00 Annual PER TERMS AND CONDITIONS OF THE MAPO BID Total $30,000.00 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 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 Invoice Address: 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. Tan exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is 11. NON WAIVER. 98-I1,1502. Federal Excise Tax Exemption Certificate of Registty 54-6000587 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof. failure or delay to Internal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39 26. 114 (n). exercise any rights or remedies provided herein or by lase, failure to mempdy notify the Seller in the event of a branch. the acceptance of or payment for goods hereunder or approval of the design, shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to meet specificmionn. either, lien sh ippcd or due to defects of any of the warranties or obligations a this purchase order and shall not be deemed a waiver of any right of the damage in transit, may be mounted to you for credit and are not to he replaced except upon receipt of written parchaser to insist upon strict performance hereof or any of Its rights or remedies as to any such goods, regardless instructions from the City of Fart Collins. of when shipped. received or accepted, as to any prior or subsequent debut It hereunder. nor shall any purpnrted oral meal i firmina or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms Inspection. GOODS arc subject to the City of Fort Collins inspection on arrival. hereof Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can numb in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the pan of the City of Fort Collins However, it is to be unlcismod that FINAL Seller and the Pnrchascr recognize that in actual economic practice, overcharges resulting from antitmst ACCEPTANCE is dependent upon completion ofall applicable required inspection procedures, violations are in fact home by the Purchaser. Therm fore, for good cause and as consideration for executing this purchase order, the Seller hereby assigns to the Purchaser any and all claims it may now 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 state antitrust Imes for such overcharges relating to the particular goods or services otherwise specified on this order, If pmnission is given to pmpay freight and charge sepr ately, the original freight purchased or acquired by the Pnrchascr pursuant to this purchase order. hill most accompany invoice. Additional charges for packing will not be accepted. Shipment Distance Where manufacturers have distributing points in various parts of the country, shipment is expected fmm the nearest distribution point to destination, and excess freight will be deducted fmm In%rice when shipments arc made from greater distance. Permits. Seller shall procure at sellers sole cost all necessary permits. certificates and licenses required by all applicable laws, regulations, ordinances and roles 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 r.dor. Scllcr further agrees to hold the City of Port Collins harmless fmm and against all liability and loss incurred by them by reason of an asserted or established violation of any such Imes, regulations, ordinances, rules and requirements. Amhorization. All parties to this common agree that the representatives are, in fact bona fide and possess full and complete authority to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terms and conditions stated herein set forth and any supplementary or additional tame, and conditions annexed hereto or incorporated herein by reference. Any additional or diffamm 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 move an your premised delivery date as noted. Time is ofthe essence. Delivery and performance most be effecoal within the time stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance efpartial 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 causesnot mamnably foreseeable which am beyond its reasonable control and without its fault ofnegligenec such act of God, acts of civil ar military authorities, govemmcntal prinnties, fires. strikes, Fond, epidemics. wars or riot pmvidcd that notice of the conditions causing such delay is given to the Purchaser within five (5) days ofthe time when the Seller first received knovledge thereof In the event ofany 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 goods articles, materials and work covered by this order will conform with applicable drawings, specifications, samples and/err 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 harmless from any loss, damage or expense which the Purchaser may suffer or incur on account ofthe Scllcrs breach of warranty. The Seller shall replace, repro 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 waranty pmvidcd by the Seller after the date of acceptance ofthe goods furnished hereunder (acceptance not to be unreasonably delayed), resulting front imperfect or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver ofany claim under this warranty. Except as otherwise pmvidcd in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of any of the foregoing warranties or guarantees, but such liability shall in no event include loss ofpmfits or loss ofuse. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal leans by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms. other than legal terms, including additions to or deletions from the quantities originally ordcmd in the spmi6ation or drawings, by verbal or written change timer. 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 pointers of the goods then not shipped, subject to any equitable adjustment between the panics as to any work or materials then in pmgrcss provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion of the goods and/or work, for incidental or consequential damages, and that no such adjustment be made in favor ofthe Seller with respect to any goods which arc the Scllers standard stock. No such termination shall relieve the Purchaser or the Seller ofany of their obligations as to any goods delivered hereunder. 1. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must he asserted within thirty (30) days fmm the date the change or termination is omitted. S. COMPLIANCE WITH LAW. The Seller warrenis 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 grads arc subject. The Seller shall execute and deliver such documents as may be required to effect or evidence compliance. All la,s and regulations required to be incorporated in agreements of this character are hacby incorporated herein by this reference The Seller agrees to indenmify and hold the Purchaser harmless fern all costa and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 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 of the other party. 10. TITLE, The Scllcr warrants full, clear and unrestricted title to the Purchaser for all equipment, materials, and items furnished in perfornancc of this agreement Bee and clear of any and all liens, restrictions, reservations, security interest encumbrances and claims ofathers. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. The Purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed upon by the Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser may cause the work to be performed by the most expeditious means available to it and the Scllcr shall pay all costs associated with such work. The Scllcr shall release the Purchaser and its con", dors of any tier from all liability and claims ofany nature resulting from the perfnmance of such work. This rcicrw shall apply even in the event of fault of negligence of the party released and shall extend to the directors. offmcm and employees of such party. The Seller's contractual obligations. including warranty. shall not be deemed to be reduced, in any way, because such work is perforated or caused to be performed by the Purchatur. 14. PATENTS. Whenever the Seller is required to nsc any design, device, material or process covered by letter, patent, trademark or copyright, the Seller shall indemnify rand save hamticss the Purchaser fmm any and all claims for infringement by reason of the use of such pamntod design, device, material or pvwcss in connection with the contract, and shall indemnify the Pnrchascr 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 alter the completion of the work. In case said equipment, or any part thereof or the intended use of the goods, is in such suit held to constitute infringement and the use of said equipment or part 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 same with substantially equal but noninfringing equipment or modify it so it becomes noninfringing. 15, INSOLVENCY. If the Seller shall become insolvent or bankmpt, 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 he canceled by the Pnrchascr without liability. 16. GOVERNING LAW. The definitions oftemt used or the intcrprctation ofthc agrccmcnt and the rights ofall panics hereunder shell be eonstmed under and govomcd by the Inws ofthc State ofColomdo, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the services of Scllcrs Rcprescntative(s), on the ptemiscs of others. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Sellers own risk until the same is fully completed and accepted, and shall. in case of any accident, distinction or injury to the work andfor materials before Seller's final completion and .acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment are furnished by others for installation or erection by the Seller, the Scllcr shall receive, unload. store and handle same at the site and become responsible therefor as though such materials and/or equipment were being fhrnished by the Seller under the order. IS. INSURANCE. The Seller shall, at his own expense, pmvidc for the payment of workers compensation. including occupational disease benefit. to its employees employed on or in connection with the work covered by this purchase order. and/or to their dependen6 in accordance with the laws ofthe state in which the work ism be 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 limit of m least S300,000 for any one pawn. S500,000 for an, one accident and property damagelimit per accident of S400.000, The Seller shall likewise require his contractors, if any, to pmvidc for such compensation and insurance. Before any of the Scllcrs or his contractors empinyces shall do any work upon the premises of others, the Scllcr shall furnish the Purchaser with a ce"ifianc that such compensation and insurance have been pmvidcd. Such certificates shall specify the date when such mntpensmina and insurance have been pmvidcd. Such certificates shell specify the date when such compensation and insurance expires. The Seller agrees that such compensation and insurance shall be maintained until aner the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. - - The Seller hereby assumes the entire responsibility and liability for any nod all damage, loss or injury ofany kind or nature whatsoever to persons or pmperty caused by or resulting From the execution ofthc work pmvidedfim in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser and any _ or all of the Purchasers officers, agent and employees fmm and ngainst 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 part of the Scllcr, any of his contractors, or any of the Sellers or conttactors officers, agents or employees. In case any,suit or other _ proceedings shall be brought against mhe Purchaser, or its effects, agents or employees at any. time on account or by reason of any act, action, neglect nmission or default of the Seller ofany of his commoners or any of its or� their offmecrs, agents or employees as aforesaid, the Seller hereby agrees to assume the defense mhercuf.and--to' defend the same at the Sellers own expense, to pay any and all costs, charges, aromcys fees and other expenses; any and all judgments that may be incurred by or obtained against the Purchaser or any of its or their off3cent. agents or employees in such suits or other proccodings, and in case judgment or other lien be placed tfpon or obtained against the property of the Purchaser. or said panics in or as a result of such suits or other pmccedings. the Seller will at once cause the same to be dissolved and discharged by giving bond or otherwise. The Seller and. his contoemrs shall take all safety precautions, famish and install all guards necessary for the preveminn of accidents, comply with all Imes and regulations with regard to safety including, but without limitation, the . Ocmipwinnal Safcrp and Health Act of 1970 and all mles and regulations issued pursuant thereto. Revised 03/2010