Loading...
HomeMy WebLinkAbout247472 AM SIGNAL INC - PURCHASE ORDER - 3212074PURCHASE ORDER PO Number Page City Of 3212074 I of z Collins1 number must appear 1 on all invoices, packing ' `this slips and labels. Date: 01/06/2012 Vendor: 247472 Ship To: TRAFFIC OPERATIONS AM SIGNAL INC CITY OF FORT COLLINS 9935 TITAN PARK CIRCLE 626 LINDEN STREET LITTLETON Colorado 80125 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 Extended Ordered Price Traffic Signal Supplies 1 LOT LS 30,000.00 Annual 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.corn Total Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Terns and Conditions Page 2 of 2 1. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt Fmm state and local taxes. Our Exemption Number is 11. NONWAIVER. 95-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Capec m, of Failure of the Purchaser to insist upon shict perharance of the terms and conditions hereof. failure or delay to Internal Revenue, Denver. Colorado (Rcf. Colorado Revised Sonoma 1973. Chapter 39-26, 114 (a). exercise any rights or rcmcdics provided herein or by lase, failure to promptly notify the Seller in the cent of a breach, the acceptance ofor payment for goods hereunder or approval of the design, shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to defects of any of the wurmmies or obligations of this purchase order and .shall not be deemed a waiver of any right of the damage in transit, may be rumored to you for credit and are not to be replaced except upon receipt of written purchaser to insist upon strict performance hesofnr any of its rights or rcmcdics as to any such goods, regardless instructions from the City of Fan Collins. of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purported and modification or rescission of this purchase order by the Purchascr operate as a waiver of any of the terms Inspection. GOODS arc 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. ASSIGNM ENT OF ANTITRUST CLAIMS. authorized payment on the part of the City of Fan Collins. However, it is to he understood that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges resulting from antitrust ACCEPTANCE is dependent upon completion ofall applicable required inspection procednms. vinfition, arc in fact home by the Purchaser. Thenctram, 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 Wool St.. Fan Collins. CO 90522. unless acquired under federal or state antitrust Imes for such overcharges relating to the particular goods or services otherwise specified on this order. If permission is given to prepay freight sad charge separately, the original freight purchased or acquired by the Purchaser pursuant to this purchase orden 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 pans of the country, shipment is If the Purchaser directs the Seller to cancer 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 Farm, 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. may cause the work to be performed by the most expeditious means available to it, and the Seller shall pav all costs associated with such n'ork. Permits. Seller shall procure at sellers sole cast all necessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and roles of the state, municipality, territory at political subdivision where the work is performed, or required by any other duly constituted public authority having jurisdiction over the mark of vendor. Seller further agrees to hold the City of Fort Collins harmless from and against all liability and lass incurred by them by reason apart asserted or established violation of any such laws, regulations, ordinances, roles and requirements. Authorization. All panics to this contract agree that the representatives are. in fact, bona Ode and possess fill and complete authority to bind said pmnccs. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the tenets and conditions stated herein set forth and any supplementary or additional term and conditions annexed hereto or incorporated herein by reference. Any additional or different toms 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 move on your promised delivery date as noted. Time is ofthe essence. Delivery and perfnmmance must he effected within the time stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance ofie vial laic deliveries, shall operate as a waiver ofthis prevision. In the event ofany delay. the Purchaser shall have, in addition to other legal and equitable remedies, the option ofphacing this order elsewhere and holding the Seller liable far 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 it fault ofncgligcnce. such acts ofG d. acts ofcivil or military authorities, governmental priorities, Ores, strikes. Rood, 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 mason of the delay. 3. WARRANTY. The Scllcr warrants that all gads, articles, materials and work covered by this order will conform with applicable drawings, specifications, samples andfor other descriptions given, will be fit for the purposes intended, and Mfommed 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 at make good, without cost to the Purchaser, any dcfccts or faults arising within one (1) year or within such longer pein of time as may be prescribed by law or by the temw fany applicable warranty provided by the Seller after the date of acceptance ofthe goods, famished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work don, or material, fumishcd by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a winivcr ofany claim under this wananry. Except as otherwise presided in this purchase order, the Sellers liabiliy laucam er shall extend to all damages proximately caused by the breach of any of the foregoing warranties or guaranteesbut such liability shall in no event include Ions rfpcifits or loss erase, 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 terms, including additions to or deletions from the quantities originally ordered in the specifications or drawings, by verbal or a town change order. If any such change affects the amount due or the time off ilbarrance hereunder, an equitable adjustment shall be made. fi. TERMINATIONS. The Purchaser may at any time by written change order. terminate this agreement as to any or all ponies of the goods then not shipped, subject to any equitable 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 uncnmplmed portion of the goods and/or work, for incidenal or consequential damages, and that no such adjustment be made in favor of the Seller with respect to any goods which arc 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 rerminntion is ordered. A. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been Jamul 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 arc hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser homiless from all costs and damages suffered by the Purchascr i s 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 duc hereunder without the prior written consent ofthe other party. 10. TITLE. The Scllcr warrants fill, clear and unrestricted title to the Purchaser forall equipment materials, and items furnished in performance of this agreement, free and clear of any and all liens, restrictions, reservations, security interest encumbrances and claims ofothcrs. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting from the performance ofsuch work. This release shall apply even in the event of fmlt of negligence of the pare released and shall extend to the directors, officers and employees ofsuch Early. The Seller's contmemal obligations, including warranty. shall not be deemed to he reduced, in any assay, because such work is Performed or caused to he performed by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device. material or process entered by letter. patent, trademark or copyright, the Seller shall indemnify and.,a hanales the Purchaser from any and all claims for infringement by reason of The use of such pat rated 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 of such infringement at any time during the prosecution or after the completion ofthe 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 .,aid 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 octooment or modify it so it becomes nnninlHnging. 15. INSOLVENCY, If the Seller shall become insolvent or bankrupt make an assignment for The benefit of creditors, appoint a receiver or tmstec for any of the Sellers property or business, this order may forthwith be canceled by the Purchascr without liability. 16. GOVERNING LAW. The definitions of letra used or the interpretation of The agreement and the rights nfall panics hereunder shall be constmed under and governed by The lasses ofthe State of Colorado. USA. The following Additional Conditions apply only in cases where the Seller is to perfom work hereunder. including the services of Sellers Repssentative(s), on the premises ofathers. 17. SELLERS RF.SPONSIBILII Y. The Seller shall carry on said work at Scllcrs own risk until the mine is fully completed and accepted. and shall, in case of any accident destruction or injury to the work and/or materials before Scllcrs final completion and acceptance, complete the work at Scllcrs min expense aad to the satisfaction of the Purchase,. When materials and equipment arc fumishcd by others for installation or erection by the Seller. the Seller shall receive, unload. store 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. 18. INSURANCE. The Seller shn11. al his min expense, pmtide 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 carry comprehensive general liability including, but not limited to, contractual and automobile public li:md'ey usunuma, with bushly injury and death limits arm [cast S300.000 for any as person, S500,000 for say one accident and proper damage limit per accident of 5400,000, The Seller shall likewise require his contractors, if any, to preside for such compensation and insurance Before any of the Sellers or his contractors employees shall do any work upon the prcnilses of others. the Seller shall Finnish the Purchaser with a certificate that such compensation and insurance have been provided, Such certificates shall specify the date when such compenswina and insurance have been provided. Stich certificates shall specify the date when such compensation and insurance expires, The Seller agrees that such compensation and mram nce shall he maintained until eficr the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. I he Seller hcrchv nusumes 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 farm The execution ofthe work provided for in this purchase orderor in emoccuon herewith, The Seller will indemnify and hold humorless the Purchaser and any or all at the Purchasers officers, agents and employees from and against any and all claims, losses, damages, charges or expenses, whether direct or indirecl, and whether to persons or properly to which the Purchaser may be put or subject by reason of any act action, neglect, amission or default on the pan of the Scllcr. 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 officers, agents or employees at any time on account or by reason of tiny act action, neglect omission or default of the Seller of any of his contractors or any of its or their officers, agents or employees as alumrod, the Seller hereby agrees to assume the defcnm 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 nR judgments that may be incurred by ar obtained against the Purchascr ar any of its or their from,, 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 Purchascr, to said panics in cr as a result of such suits of 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. furnish and install all guards necessary for the prevention of .accidents, comply with till laws and regulations with regard to safety including, but without limitation, the Occupational Safety and Health Act al1970 and all talcs and rcgndations issued pursuant thereto. Revised 03/2010