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HomeMy WebLinkAbout414271 VALPAK OF NORTHERN COLORADO - PURCHASE ORDER - 9120200City of �,.Fo_rt Collins PURCHASE ORDER PO Number I Page 9120200 ' of 2 This number must appear on all invoices, packing slips and labels. Date: 01/11/2012 Vendor: 414271 Ship To: ELECTRIC UTILITIES VALPAK OF NORTHERN COLORADO CITY OF FORT COLLINS & SOUTHERN WYOMING 700 WOOD ST 134 WEST HARVARD STE #1 FORT COLLINS Colorado 80521 FORT COLLINS Colorado 80525 Delivery Date: 01/11/2012 Buyer: OPAL DICK Note: Line Description Quantity Ordered UOM Unit Price Extended Price ValPak Coupons 1 LOT EA 15,300.00 2 ValPak Coupons 1 LOT EA 5,100.00 Total $20,400.00 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 L COMMERCIAL DETAILS. Tax exemptions. By stamte the City of Fort Collins is exempt from state and local taxes.Our Exemption Number is 11. NONWAIVER. 98-0,1502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Failure of the Purchaser to insist upon .strict performance of the terms and conditions hereof, failure err delay to Internal Revenue, Deaver, Colorado (Ref. Colorado Revised Sturges 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 ofm payment for goods hereunder or approval ofthe design, shall not rcicase the Seller of Goods Rejected. GOODS REJECTED due to failure to men specifications, tither when shipped or due to defects of any of the warranties or obligations of this purchase order and shall not be deemed a waiver ofany right of the damage in transit. may be rammed to you for credit and arc not to be replaced except upon receipt of written purchaser to insist open mist perlm-mance hereofor any ofits rights or remedies as to any such goods, regardless instructions from the Cityof Fort Collins of when shipped, received or accepted. as to any prior or subsequent default hernatder. norshall anv purported and modification 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. heenf. Final Acceptance. Receipt of the mcrchandiw, sen'iees or equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the part 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 from antitrust ACCEPTANCE is dependent upon completion ofall applicable required inspection preedures, violations are 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 nmv have or hereafter Freight Terms. Shipments must be F.O.B., City of Fort Collins. 700 Wood St.. Fog Collins, CO 90522, unless acquired under federal or state antitrust laws for such 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 Wherc manufacmrcn have distributing points in various pans of the count, shipment is If the Purchaser directs the Seller to correct nonconforming or defective good by a date to be agreed upon by the expected from the nearest distribution point to destination, and excess (sight will be deducted from Invoice when Purchaser and the Seiler, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser shipments are made from 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 necessary permits, eenifcates and licenses required by all applicable laws, regulations, ordinances and mles 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. Seller further agrees to hold the City of Fort Collins harmless fmm and against all liability and loss incurred by them by mason of an asserted or established violation of any such laws, regulations, ordinances, talcs and requirements, Authorization. All parties to this contract agree that the representatives arc, in fact, bona fide and possess 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 froth and any supplementary or additional terms and conditions annexed hereto or incorporated herein by reference Any additional or different terms and conditions proposed by Scllcr am objected to and hncby 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 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 partial late deliveries, shall operate as a waiver fthis provision. In the event ofany delay. the Purchaser shall have, in addition to other legal and equitable remedies, the option ofplacing this order elsewhere and holding the Seller liable for damages. However, the Scllcr 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 its fault ofnegligence, such act, of God, act, ofcivil or military authorities, governmental priorities, fires, strikes, Rood, epidemics, wars or riots pmvided that notice ofthe conditions causing such delay is given to the Purchaser within five (5) days of dte rime 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 acmally lost by reason ofthe delay. 3. WARRANTY, The Seller warrnts that all goods. articles, materials and work covered by this order will conform with applicable drawings, specifications, samples and/or other descriptions given, will he fit for She purposes intended, and performed with the highest degree of care and competence in accordance with accepted standard 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 wmmnty. The Seiler shall replace, repair err 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 Inv or by the terms ofany 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 done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver ofany claim under this wmmnty. Except as otherwise pmwidcd in this purchase order, the Sellers liability hereunder shall extend to all damages pmximatcly caused by the breach ofany ofthe foregoing rummies or guarantees, but such liability shall in no event include loss ofprofits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Pumhascr may make changes to legal Isms 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 fmm the quantities originally ordered in the specifications or drawings, by verbal or written change order. If any such change afccts the amount due or the time of perfommance hncunder, an equitable adjustment shall be made. b. TERMRJATIONS. The Purchaser may at any time by written change order, tominatc 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 pmgress pmvided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion of the gads 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 clock. No such termination shall reicwc the Purchaser Or the Seller of any of their obligations as to any gads del ivemd hernmda. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days from the date the change or Seminarian is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hemander shall have been produced, sold, delivered and furnished in strict compliance with all applicable laws and regulations to which the goods arc subject. The Seiler 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 ell costs and damages suffered by the Purchaser as a result Oldie 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 parry. 10. TITLE. The Seller wamnts full, clear and unrestricted till, 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 Purchamr and its contractors ofany tier fmm all liability and claims of any nature resulting from the pnfommnec of torch 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 of such parry. The Seller's contractual obligations. including w'amnty, shall not be deemed to be reduced, in any way, 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 covered by letter, patent, trademark or copyright, the Seller shall indemnify and save harmless the Purchaser from anv 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 Pumhawr for any cost, expense or damage which it may be obliged to pay by reason ofsuch infringement at any time during the prosecution or after the completion ofthe work. In case said equipment, or any peg thereof or the intended ase of the good, is in such snit 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 pans, replace the same with substantially equal but noninfringing equipment, or modify it so it becomes noninfringing. IS. 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 often s used or the interpretation ofthe agreement and the right, ofall panics henandcr shall be constmcd tinder and governed by the laws ofthe State of Colorado, USA. The following Additional Conditions apply only in cases whore the Seller is to perfom work hereunder. including the services of Scllcrs Repmsentative(s), on the premises ofuthers. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Scllces 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 Seller's own expense and to the satisfaction of the Purchamr. When materials and equipment arc famished by others for installation or erection by the Seller the SCller 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 Scllcr under the order. 18. INSURANCE. The Seiler shall, at his own expense. provide for the payment of workers compensation, including occupational disease bermfits, 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 Seiler shall also carry eomprchensive general liability including, but not limited to, contractual and automobile public liability insurance with bodily injury and death limits of at least Si00,000 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 insurance. Bofors any of rho Sellers or his contractors employees shall do any work upon the premises of others, the Seller shall famish the Purchaser with a ccgificatc that such compensation and insurance have been pmvided. 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 Seller agrees that such compensation and insurance shall be maintained until aficr the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hncby assumCS the entire responsibility and liability for any and all damage, loss or injury ofany kind Or amurc whatsoever to persons or pmpegy caused by or resulting from the execution ofthe work provided for in this purchase order or in connection herewith. The Seiler will indemnify Send hold harmless the Purchaser and any or all of the Purchasers officers, agents and 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 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 oRccm. agents or employees at any time on account or he reason of any 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 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, anorcys fees and other expert cs. 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 property of the Purchaser. or said parties in or as a result ofsuch suits or other prnecedings, 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 all laws and regulations with regard to safety, including. but without limitation, She Occupational Safety and Hcahh Act of 1970 and all mles and regulations issued pursuant thereto. Revised 0312010