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HomeMy WebLinkAbout460555 FACTORY MOTOR PARTS CO - PURCHASE ORDER - 9120078PURCHASE ORDER PO Number Page City of//f 9120078 1 of 2 Flirt Collins This number must appear ,—J„_'' ` Collins on all invoices, packing slips and labels. Date: 01/06/2012 Vendor: 460555 Ship To: FLEET SERVICES - MAIN SHOP FACTORY MOTOR PARTS CO CITY OF FORT COLLINS 3800 WEICKER, UNIT 2 835 WOOD ST FORT COLLINS Colorado 80524 FORT COLLINS Colorado 80521 Delivery Date: 01/06/2012 Buyer: JAMES HUME Note: Line Description Quantity Ordered UOM Unit Price Extended Price Blanket order to 1 LOT LS 20,000.00 cover the cost of miscellaneous parts for fiscal year 2012. All deliveries shall be made upon request of City Parts department only. All deliveries to be accompanied by an invoice or packing slip. 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. 2 Credit 1 LOT LS-1,000.00 Total $19,000.00 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 1. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt form state and Inca) taxes. Our Exemption Number is 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Internal Revenue. Denver, Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39-26, 114 try Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to defects of damage in transit, may be resumed to you for credit and arc not to be replaced except upon receipt of written instructions Be. the City of Fort Collins. Inspection. GOODS am subject to the City of Fort Collins inspection on anival. 11. NONWAIVER. Failure of the Purchaser in insist upon strict performance of the temms and conditions hereof failure or delay to exercise any rights or rcmcdies provided herein or by Inv, failure to promptly notify the Seller in the event of o breach, the acceptance of or payment for goods hereunder or approval of the design, shall not release the Seller of any of the ormatic, or Obligations of this purchase order and shall not he deemed a waiver of any right of the purchaser to insist upon strict performance hercofor any of its rights or remedies as to any such goods, mgmdles 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 under by the Purchaser operate as a waiver of any of the terms 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 On the pan of the City of Fort Collins. However, it is to be understood that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges resulting boom antitrust ACCEPTANCE is dependent upon completion ofell applicable required inspection procedures. violations arc in fact borne by the Purchaser. Theretafnte, 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 Immune, Freight Terris. Shipments must be F.O.B., City of Fan Collins. 700 Wood St_ Fort Collins, CO 80522. unless acquired under federal or state antitrust Imes for such overcharges relating to the funicular 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 he accepted. 13. PURCIIAS17RS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where nanufactimm have distributing points in various pans of the country, shipment is If the Purchaser directs the Seiler to correct nonconforming or defective goods by a date to be agreed upon by the expected form the nearest distribution point to destination, and excess freight rill be deducted from Invoice when Purchaser and the Seller, and the Seiler thcrea0cr indicates its inability or unwillingness to comply, the Purchaser shipments am made from greater dimarice. may cause the work to be performed by the most expeditions 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 mles of the state. municipality, territory 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 lumber agrees to hold the City of Fen Collins harmless form and against all liability and loss incurred by them by mason of an asserted or established violation of any such laws, regulations, ordinances, rules and requirements. Authorization. All panics to this contract agree that the representatives are, in fact, bona fide and possess full and complete authority to bind s id panics. LIMITATION OF TERMS, This Purchase Order expressly limits acceptance to the tents and conditions stated herein set forth and any supplementary or additional tents and conditions annexed hereto or incorporated herein by reference. Any additional or different arms and conditions proposed by sclicram 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 as noted. Time is ofthc essence. Delivery and performance most be effected within the time stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance of femial late deliveries, shall operate as n waiver of this provision. In the event of any delay. the Purchaser shall have, in addition to Other legal and equitable rcmcdies, the option of pdocing 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 lmxsccablc which are beyond its reasonable control and without its fault ofnegligencc. such acts ofGwd, acts ofeivil or military authorities go, cromental priorities, fires, strikes. Bond, 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 rcuson of the delay. 3. WARRANTY. The Seller waromm 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 fit for the purposes intended, and performed with the highest degree of cam and competence in accordance with accepted standards for work of n 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 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 period of time as may be prescribed by law or by the terms ofany applicable warranty provided by the Seller after the date of acceptance of the good famished hereunder (acceptance not to be unreasonably delayed), resulting form 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 provided 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 guam um, 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 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 pirrames inmonally ordered in he spcdeemumx or drawin,. by retool or write. change order If any such change affects the amount due or the time of performance hereunder, an equitable adjustment shall he made. fi. TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement as to any or all portions of the ,rods then net shipped, subject or any equitable adjustment bdsseen 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 uncompleted 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 are the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller of any of their obligations as to any good.., delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment most be assured within thirty (30) days form the date the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seiler warrants that all galls sold hereunder 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 ass 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 Seiler agrees to indemnify and hold the Purchaser hamiless form all cost and damages suffered by the Purchaser 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 hereunder without the prior written consent of the other party. 10. TITLE. The Sellenvarmnts full. clear and unrestricted title to the Purchaser for all equipment, materials, and items famished in performance 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 from all liability and claims of any nature resulting form the performance ofsuch work. This relcasc shall apply even in the event of fault of negligence of the party released and shall extend to the directors, officers 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 perbom ed by the Purchaser. 14. PATENTS. Whenever the Seiler is required to use any design, device, material or poncess covered by letter, patent, trademark or copyright. the Seller shall indemnify and save harmless the Purchaser form 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 of such infringement at any time during the fmstecution 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 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 cgtml but neninfringing equipment, or modify it .so it becomes nnninfringing. 15. INSOLVENCY. If the Seiler shall become insolverit or bankrupt, make an assignment for the hencrit of creditors, appoint n receiver or tmstec for any of the Sellers property or business. this order may forthwith be canceled by the Purchaser without liability. Ih. GOVERNING LAW. The definitions oficmw used or the interpretation of the agreement and the rights ofall parties hereunder shall be construed under and governed by the laws of the State of Colomdo, USA, The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the scm ices of Sellers Repmsentative(s), on the prcmiscs ofothers. 17. SELLERS RESPONSIBILITY, The Seller shall carry on said work at Seller's own risk until the same is fully completed and accepted, and shall, in case of any occident. destruction or injury to the work and/or materials before Sellers final completion and acceptance, complete the work at Settees own expense and to the satisfaction of the Purchaser. When materials and equipment arc furnished by others for installation or erection by the Seiler, the Seiler shall mccivc, unload. store and handle same at the site and heoome responsible therefor as though such materials and/or equipawnt were being furnished by the Seller underthe order. IS. INSURANCE. The Seller shall, it his own expense, provide for the payment of workers compensation, including occupational disease hencrim. 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 I innility insurnncc with bodily injury and death dim its of at ]east 5300.000 for anyone person. S500,000 for any one accident and property damage limit per accident of S400,000. The Seller shall likewise require his contractors, ifany, to provide for such compensation and insurance. Before any of the Sellers or his contractors employees shall do any work upon the pminiecs of Others. the Seiler shall Finnish the Purchaser with a certificate that such compensation and insurance have been provided. Stich certificates shall specify the date when such compensation and insuran¢ 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 entire work is completed and accepted, 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Scllcr hem1by assumes the entire responsibility and liability for any and all damage, loss ur injury of any kind or nature whatsoever to persons or property caused by Or resulting from the execution ofthe work provided for in this purchase order or in connection herewith, The Seller will indemnify and hold hum lcm the Purchaser and any or all of the Purchasers oficers, agents and empinyres 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, any of his contractors, or any of the Sellers or contractors affects, 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 any act, action, neglect. omission or default of the Set der of any of his contractors or any of its or their mfccm' agents Or employees as aforesaid, the Seiler 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 obtained 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 be placed upon or obtained against the fmper]y of the Purchaser, Or said panics in or as a result of such suits or other Proceedings, the Seller will at once cane 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 ]initiation. the Occupational Safety and Health Act of 1970 and all rules and regulations issued pursuant therein. Revised 03/2010