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HomeMy WebLinkAbout130427 UNDERWIRTERS LABORATORIES INC - PURCHASE ORDER - 3212111PURCHASE ORDER PO Number Page City Of 3212111 1 of 2 ' 6rt Collins This number must appear V on all invoices, packing slips and labels. Date: 01/13/2012 Vendor: 130427 UNDERWRITERS LABORATORIES INC ATTN RICHARD RADCLIFF 110 S HILL STREET SOUTH BEND Indiana 46617-2702 Ship To: WATER QUALITY LAB CITY OF FORT COLLINS 4316 W LAPORTE FORT COLLINS Colorado 80521 Delivery Date: 01/1312012 Buyer: OPAL DICK 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 1 2012 Blanket Order Water Quality 1 LOT LS Total $6,000.00 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 11, 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 Tenns and Conditions Page 2 of 2 1. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is 98-04502. Federal Excise Tat Exemption Certificate of Registry 84-6000587 is registered with the Collector of Internal Revenue, Denver, Colorado (Ref. Colorado Revised Sntutcs 1913, Chapter 39-26, 114 (a). Goods Rejected. GOODS REJECTED due to failure to mod specifications, either when shipped or due to defects of damage in tansit may be reNmed to you for credit and arc not to be replaced except upon receipt of written instructions from the City of Fort Collins. Inspection. GOODS are 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 hereor failure or delay to exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the e,cut of a breach, the acceptance for payment for goods hereunder or approval ofthe design, shall not release the Seller of any of the warm, aides or obligations of this purchase order and shall not be deemed a waiver of any right of the purchaser to insist upon strict performance hacafor any ofits rights or remedies as to any such goods, regardless of when sbipped, received or accepted, as to any prior or subsequent default herdunder, nor shall any purported onl modification or rescission of this purchasc order by the Purchaser operate as a waiver of any of the terms horaf. 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 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 procedures. violations am in fact home by the Purchaser. Theretofore, for good rouse 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 Fell Collins, 700 Wood St., Fort Collins, CO 80522. unless acquired under federal or sure antitrust laws for such overcharges relating to the particular goods or services otherwise specified on this order. If pertission is given to prepay freight and charge separately, the original freight purchased or acquired by the Purchaser pursuant to this purchase order. bill most accompany invoice. Additional charges for packing will not be accepted. Shipment Distance. Whom manufocturcrs have distributing points in vanous parts of the country, shipment is expected from the acarcst distribution point to destination, and excess freight will be deducted from Invoice when shipments am made fmm greater distance. Permits. Sella shall procure at sellers sole cost all necessary permits, artificams and licenses required by all applicable laws, regulations. ordinances and mks 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 fmm and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances, roles and mquimmenN. Authorization. All patties to this concoct agree that the representatives are, in fact, bona fide and possess full and complete authority to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly 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 am objector] to and hereby rejeacd. 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 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 partial late deliveries, shall operate as o waiver ofthis prevision. In the event of any delay, the Purchaser shall hove. 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 a result of delays due to caresses not reasonably foreseeable which arc beyond its reasonable conml and without its fault of negligence, such acts of God, acts of civil or military authorities, governmental priorities, rims, strikes. flood, 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 reason of the delay. 3. WARRANTY. The Seller warrants that all grads, 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 perfumed 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 incor on account cribs, Sellers breach ofwammy. The Seiler 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 terns ofany applicable warranty pmvidcd by the Scllcr nfler the date of acceptance of the goods furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials fumished by the Seller. Acceptance or use of goods by the Purchaser shall not constipate a waiver orally claim under this %aunty. Except as otherwise provided in this purchase older, the Sellers liability hereunder shall extend to all damages proximately caused by the breach orally of the foregoing warm, after orguarnntces, but such liability shall in no event include Ioss ofpmfits or loss cruse. 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 v rittca change order. S. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any chnngcs to the terms, other than legal tents, including additions to or deletions from the quantities originally ordered in the specifications or drawings, by verbal or written change order. If any such change aft cer the amount due or the time ofperformanee hereonala. 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 adjusmcnt between the patties 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 ndjtsment be made in favor of the Seller with respect to any goods which ore the Sellers standard stock No such termination shall relieve the Purchaser or the Seller orally of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment most be asserted within thirty (30) days from the date the change or tcminntion is ordered. S. COMPLIANCE WITH LAW. The Seller vvamnts that all goods sold hereunder shall have been produced mid. delivered and famished in strict compliance with all npplicable laws and regulations to which the goods am subject The Sella 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 hornless 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, tansfar, or convey this order, or any monies due or to become due hereunder without the prier written consent of the other parry. 10. TITLE. The Scllcnvamats full, clear and unrestricted title to the Pumhascr retail equipment, materials, and items famished in performance of this agreement, free and clear of any and all liens, restrictions, mscrvalions, security interest encumbrances and claims of others. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchaser dircets the Seller to correct nonconforming or defective goods by a date to be agreed upon by the Purchaser and the Sella, and the Seller themaner indicates its inability or unwillingness to comply, the Purchaser may cause the work to be performed by the most expeditious means available to it, and the Seller shall pay all crisis associated with such work. The Seller shall releaw the Purchsser and its compactors of any tier from all liability and claims of any nature resulting from the performance ofmch work. This release shall apply even in the event of fault of negligence of the parry taloned and shall extend to the directors, officers and employees ofsuch parry. The Seller's contactual obligations, including wamnty, shall not be deemed to be reduced, in any way, because such work is perfumed or caused to be pMormod by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device, material or process covered by letter, patent, trademark orcopyright 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 nny 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 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 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 mstec for any of the Sellers property or business, this order may forthwith be canceled by the Pumhascr without liability. 16. GOVERNING LAW. The definitions of tams used or the interpretation of the agreement and the rights ofall panics hereunder shall be construct under and governed by the laws tribe 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 Rcprommatiscis), on the premiums ofothers. 17. SELLERS RESPONSIBILITY. The Seiler shall carry on said work at Sellers Own risk until the same is fully completed and accepted, and shall, in case of any accident. distraction or injury to the work and/or materials before Sclices final completion and naeptance, complete the work at Scllcrs own expense and to the satisfaction of the Purchaser. When materials and equipment are famished by others for installation or erection by the Seller, the Seller shall receive, unload. store sad handle Same at the site and become responsible therefor as though such materials and/or equipment were being famished by the Seller under the order. 19. INSURANCE. The Seller shall, at his own expense, provide for the payment of workers compensation, including occupational disease benefits. m 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, contractor] and automobile public liability insurance with bodily injury and death limits of at heist S300.000 for any one person. S500.000 for any one accident and pmperty damage limit par accident of S400.000. The Seller shall likewise require his contactors, if any, to provide for such compensation and insurance. Before any of the Sellers or his contractors employees shall do any .work upon the premises ofothcrs, the Sella shall furnish the Pomhascr with a ccnificmc 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 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 Seller hereby assumes the entire responsibility and liability for any and all damage, loss or injury crony kind or nature whatsoever to persons or property caused bya resulting from the execution ofthc 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 croployees from and against any and all claims, losses, damages. charges or expenses, whether direct or indirect, and whether to persons or pmperty 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 rose 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 crony act. action, nuelea, omission or default of the Seller of any of his contractors or any of its or their officcrs, agents or employees as nforesaid, the Sella 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 inenmd 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 ofthe Purchaser, or said parties in or as a mull ofsuch suits or other pmecci ings, the Scllcr will at once cause the saute to be dissolved and discharged by giving bond or otherwise. The Seller and his conmetors 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 rates and regulations issued pursuant thereto. Revised 0372010