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HomeMy WebLinkAbout109305 LAYTON TRUCK EQUIPMENT LLC - PURCHASE ORDER - 9120087PURCHASE ORDER PO Number Page City of 9120087 1 of z `t Collins This number must appear ` 1 ' on all invoices, packing slips and labels. Date: 01/06/2012 Vendor: 109305 Ship To: FLEET SERVICES - MAIN SHOP LAYTON TRUCK EQUIPMENT LLC CITY OF FORT COLLINS 2425 E PLATTE PL 835 WOOD ST COLORADO SPRINGS Colorado 80915-3709 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 10,000.00 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 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 1 LOT LS -1,000.00 Total 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. Tax excmptimoe By stoma, the City of Fort Collins is exempt fmm state and local taxes. Our Exemption Number is 98-04502. Federal Excise Tax Excerption Ccnificate of Registry 84-6000587 is registered with the Collector of Internal Revenue, Deaver, Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39-26, 114 (a). Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or doe to defects of damage in transit, may be returned to you for credit and am not to be replaced except upon receipt of written instructions from the City of Fort Collins. Inspection. GOODS arc subject to the City of Fort Collins inspection on arrival. 11. NONWAIVER. Failure of the Purchaser to insist upon strict performance of the terms and conditions herenf, failure of delay to exercise any rights or remedies pmvided herein or by law, failure to promptly notify the Scllcr in the event of a breach, the acceptance of or payment for good hcmunda or approval ofthe design, shall not release the Seller of any of the waranties or obligations of this purchase order and shall not be deemed a waiver of any right of the purchaser to insist upon strict performance Immofor any ofits rights or rcmedics as to any such goods, regardless of when shipped, received or accepted, as to any prior or subsequent default hereunder not shall any purported and modification or rescission of this purchase order by the Purchaser opemtc as a waiver of any of the terms hereof. Final Acceptance. Receipt of the mcmhandisc, 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, ovecharges resulting Tom antitrust ACCEPTANCE is dependent upon completion of all applicable required inspection procedures. violations arc in fact borne by the Purchaser. Theretofore, 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 most be F.O.B.. City of Fort Collins, 700 Wood St.. Fern Collins, CO R0522, unless acquired under federal or state amm st lases for such overcharges relating to the particular goods or services otherwise specified on this code, If pennision 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 immics. 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 Ifthe Purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed upon by the expected from the nearest distribution point to destination, and excess freight will he deducted fmm Invoice when Pamhrwr and the Seller, and the Seller thcmaficr indicates its inability or unwillingness to comply. the Purchaser shipments arc made fmm 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. Permits Seller shall procure at sellers sole cost all accessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and rocs of the state, municipality, territory or political subdivision where the work is performed, or required by any other duly consumed public authority, having jurisdiction over the work of vendor. Seller further agrees to hold the City of Fort Collins harmless From and against all liability and dos incurred by them by reason of no asserted or established violation of any such laws, regulations, ordinances, roles and requirements. Auth nnzation. All parties to this contract agree that the representatives arc, in fact, bona fide and proses full and complete authority to bind said parties. LIMITATION OF TERMS. This Purchasc Order expicsly 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 seller arc objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your promised delivery date as noted. Time is ofthe essence. Delivery and performance 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 of partial late deliveries, shall operate as a waiver ofthis provision In the event ofany dch v, the Purchaser shall have, in addition to other legal and equitable mmcdics, the option nfplocing 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 m.wnablc control and without its fault of negligence, such acts of God, acts of civil or military authorities. governmental priontics, finis, strikes, Budd, epidemics, wars or riots pmvided 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 of the delay. 3. WARRANTY. The Seller warrants that all goods, articles, materials and work covered by this enter will confront with applicable drawings, specifications, samples and/or 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 of the Sellers breach of warranty. 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 perind of time as may be prescribed by law or by the terms ofany applicable warranty, provided by the Seller after the thin of acceptance of the goods furnished hereunder (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 ofany claim under this wamnty. Except as otherwise provided in this purchnsc 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 of parfts or loss of esc. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal terns by written change order. S. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms. other than legal terms, including additions to or deletions Form the quantities originally ordered in the specifications or dmwins, by verbal or written change order. If any such chance affects the amount due or the time ofperfnrmance 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 portions of the goods then not shipped, subject to any equitable adjustment between the panics as to any work or materials then in pregrec 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 Scllcrs standard stock. No such nomination shall relieve the Purchaser or the Seller ofany of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be oserted within thirty (30) days from the dam the change or mmdration is ordered. R. 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 grads 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 four 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, 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 Seller warrants full, clear and unrestricted title to the Purchaser for all equipmcnt materials, and items famished in performance of this agreement, free and clear of any and all liens, restrictions, reservations sccurity, interest encumbrances and claims of others. The Seller shall release the Purchaser and its contractors of any tier Form 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 parry released and shall extend to the directors, officers and employees ofmch party. The Scllcrs contractual obligations, including warranty, shall not be deemed to be reduced. in any way, because such work is performed or caused to be performed be the Purchaser. 14. PATENTS. Whenever the Seller is mgaired to use any design, device, material or process covered by letter, patent, trademark or copyright, the Seller shall indemnify and save hamdes 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 of such infringement at any time during the prosecution or after the completion of the work. In ease 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 Seller shall, at its men 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 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 oftemu used or the interpretalion of the agreement and the rights ofall panics hacmmder shall be consumed under and governed by the Imes of the State of Colorado, USA. The following Additional Conditions apply only in cases where the Seller is to perfomm Work hereunder. including the services ofSellcrs Rcpe,catafvc(s), on the premises 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 accident, destruction or injury to the Work and/or materials before Seller's final completion and acceptance, complete the work at Sellers own expense and to the satisfaction of the Purchascr. When materials and equipment are furnished by others for installation or erection by the Seller. the Seller shall receive, unload, store and handle same of the site and baomc responsible therefore as though such materials and/or equipmcnt were being furnished by the Scllcr under the order. 19. INSURANCE. The Seller shall, at his own expense, pmvide for the payment of workers conmpensation, including occupational disease bcncfits, to its employees employed on or in connection with the work covered by this purchnsc 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 liability insurance with bodily injury and death limits of at (cast S300.0(n) for any one person, S500.006 far 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 any of the Scllcrs or his contractors employees .shall do any work upon the premises ofothers, the Seller shall famish the Purchaser with a certificate that such compensation and insurance have been provided. Such certificates 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 Scllcr 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 Seller bucbv routines the entire responsibility and liability for any and all damage, loss or injury ofnny kind or nature Whmscevcr to persons or prupeny caused by or resulting from the execution of the work provided for 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, agents and employees fmm and against any and all claims. losses. damages. charges or expenses, whether direct or in lireet. 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 officers, agents or employees. In case any suit or other proceedings shall be brought against the Purchaser, or its affects. 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 contractors or any Mils 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 judgments that may be incurred by or obtained against the Purchaser or any of its or their oRecrs, agents or employees in such suits or other pmcecdings, and in case judgment or other lien be placed upon or obtained against the property of the Pumhascr, or said panics in or as a result of mch suits or other proceedings. the Seller will at once cause the saute 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 miss and regulations issued pursuant thereto. Revised 03/2010