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HomeMy WebLinkAbout493192 HAROURT BROWN & CAREY - PURCHASE ORDER - 9115701PO PURCHASE ORDER 9115701 Page City Of 115701 1 of z `t Collins OI l I „s This number must appear 1 1 on all invoices, packing slips and labels. Date: 01/11/2012 Vendor: 493192 Ship To: ELECTRIC UTILITIES HARCOURT BROWN & CAREY CITY OF FORT COLLINS 6327 S OLIVE ST 700 WOOD ST CENTENNIAL Colorado 80111 FORT COLLINS Colorado 80521 Delivery Date: 09/30/2011 Buyer: OPAL DICK Note: Line Description Quantity Ordered UOM Unit Price Extended Price 2 Development of efficiency 1 LOT EA 10,000.00 Financing program- Addendum C3. O!lwo-Q �- 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 Total $10,000.00 Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Tends and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By statue the City of Fort Collins is exempt from state and local 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 (a). Goods Rejected. GOODS REJECTED due to failure to mectspecifications, either when shipped or duc to defects of damage in transit, may be returned to you for credit and me not to be replaced except upon receipt of written instructions from the City of Finn Collins. Inspection. GOODS am 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 hereof, failure or delay to exercise any rights or rcmedics provided herein or by law, failure to promptly notify the Seller in the event of a breach, the acceptance of or payment for good hereunder or approval of the design. shall not release the Seller of any of the warranties or obligations of this purchase order and shall not be deemed a waiver of any right of the Purchaser to insist upon strict performance mucofor any of its rights or remedies as to any such goods, regardless 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 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 prat 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 proecdntes. violations arc in fact home 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 mutt be F.O.B.. City of Fort Collins, 700 Wood St.. Fort Collins, CO 80522. 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. Whcrc manufacturers have distributing points in various pans of the country, shipment is If the 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 be deducted from Invoice when Purchaser and the Scllcr, 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 pay all costs associated with such work. Permits. Scllcr shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and rules 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 vendor. Seller further agrees to hold the City of Fort Collins harmless from and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances, rules and requirements. Authorization. All parties to this contract agree that the representatives are. in fact, bona fide and Possess full and complete authority to bind mid parties. LIMITATION OF TERMS, This Purchase Order expressly limits acceptance to the terms and conditions stated herein set forth and any supplementary or additional temms and conditions annexed hereto or incorporated herein by reference. Any additional Or different terms and conditions purposed by seller am objected to and hereby rejcated. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your premised delivery date as noted. Time is of the 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 ofpartial late deliveries, shall ornate as a waiver ofthis prevision. In the event ofany delay. the Purchasrr 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 Seller shall not be liable for damages as n result of delays due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault nfncgligenca such acts of Gad, acts ofcivil or military authorities, government.), priorities, fires, strikes, food, epidemics, wars or riots provided that notice of the conditions causing such delay is given to the Purchnser within five (5) drys 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 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 care and competence in accordance with accepted standards for work of a similar nature. The Seller agrees to hold the purchaser hamiless from any loss, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of warmary. The Scllcr shall replace, repair or make good, without cost to the purchaser any defects or faults arising within one (1) year at within such longer period of time as may be prescribed by law or by the terms ofany, applicable warranty provided by the Seller afer the date of acceptance of the goods furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials furnished 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 ofany of the foregoing wamntics 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. CHANCES IN LEGAL TERMS. The Purchaser may make changes to legal terms by written change order. 5. CHANCES 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 speeifieatimw or drawings, by verbal or written change order. If any such change affects the amount due or the time ofperfommance hereunder, an equitable adjustment shall be made. b. TERMINATIONS. The Purchaser may at any time by written change order, muninatc this agnecmcnt as to any or all portions of the good then not shipped, subject to any cgrtimblc adjustment between the parties 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 gads and/or work, far incidental 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 ofany of their obligations as to any gonads delivered hereunder. 7. CLAIMS FOR AD1USTMENT. Any claim for adjustment must be asserted within thirty 130) days form the date the change or termination is Ordered. 8. 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 good arc subject. The Seller shall execute and deliver loch documents as may be required to effect or evidence compliance. All laws and regulations requited to be incorporated in agreements of this character arc hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless from all costs 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 Seller warrants full, clear and unrestricted title to the Purchaser for all equipment, materials, and items furnished in performance of this agreement, free and clear of any and all liens, restrictions, reservations, xccurfry 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 from the performance of such work. This release 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 parry. The Sellers contractual obligations, including warranty, shall not be deemed to he reduced, in any way, because such work is performed or caused to be performed by the Purchaser. 14. PATENTS. Whcnever the Seller is required to use any design, device. material or process covered by Icncr, patent, trademark or copyright, the Seller shall indemnify and save harmless 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 cast, 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 case said equipment, or any pan thereof or the intended use of the goods, is in such snit held to constitute infringement and the use of said 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 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 at business, this order may forthwith be canceled by the Purchaser without liability. 16 GOVERNING LAW. The dcfinitions fterms used or the interpretation ofthe agreement and the rights ofall panics hereunder shall be constmed under and governed by the laws ofthc State of Colorado. USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Repmsentativc(s), on the premises of othcrs. 17, SELLERS RESPONSIBILITY. The Seller shall carry unsaid 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 oxen expense and to the satisfaction of the Porchascr. When materials and equipment arc furnished 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 shall, at his own expense, provide 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, eommewal and autommbilc public liability insurance with bodily injury and death limits of at least S300.000 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 Before any of the Scllcrs or his contractors employees shall do any work upon the premises ofethers, the Scllcr 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 aeeepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hcrebv assumes 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 from the execution of the work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchase 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, negla4 omission or default on the part of the Seller, any of his contractors, or any of the Scllcrs or contractors officers. agents or employees. In case any suit or other pmecodings 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 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 Scllcrs own expense, to pay any and all costs, charges, anomeyx fees and other expenses. any and all judgments that may be incurred by or obtained against the Purchaser or any of its or their affects, 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 of such suits or 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 all Imes and regulations with regard to safety including, but without limitation, the Occupational Safctyand Hcalth Act of 1970 and all mles and regulations issued pursuant thereto. Revised 03/2010