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HomeMy WebLinkAbout466948 WATER RESEARCH FOUNDATION - PURCHASE ORDER - 9120269PURCHASE ORDER PO Number Page City of 9120269 1 of z This number must appear Fort Collins �7 on all invoices, packing slips and labels. Date: 01/17/2012 Vendor: 466948 WATER RESEARCH FOUNDATION 6666 W QUINCY AVE DENVER Colorado 80235 Ship To: WATER TREATMENT PLANT #2 CITY OF FORT COLLINS 4316 W LAPORTE AVE FORT COLLINS Colorado 80521 Delivery Date: 01/17/2012 Bvier: OPAL DICK Note: / Line Description Quantity UUnit Price Extended O Ordered Price 2012 Subscription 1 LOT LS 5,000.00 7,978 million gallons x $2.25 2 2012 Subscription / 1 LOT LS 12,950.00 2. Oi'li�/�- 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 $17,950.00 Invoice Address City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Temis and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is 9R-IU502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Intermit Revenue, Denver. Colorado (Ref Colorado Revised Statues 1973. Chapter 39-26. 114 (a). Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to defects of damage in transit, may be returned to you for credit and arc not to be replaced except upon receipt of written instructions ft.. the City of Fan Collins. Inspection. GOODS arc subject to the City effort Collins inspection an arrival. 11. NONWAIVER. Failure of the Purchaser to insist upon strict pammiance ofthe tcmw and conditions hereof, failure or delay to exercise any rights or mmcdics provided herein or by taw, failure to promptly notify the Seller in the event of a breach, the acceptance of or payment for goods hereunder or approval of the design, shall not release the Sel let of any of the warm, mics or obligations of this purchase order and shall not be deemed a waiver of any right of the purchaser to insist upon strict performance hereof or any of its rights or remedies as to any such goods. regardless of when shipped, received or accepted, as to any prior or subso aml default hermmder, nor shall any purported oral madificarion or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms horn(. 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 craft applicable required inspection procedurea violations are in fact borne by the Purchaser. Theretofore, for good cause and as consideration for executing this purchase enter, the Seller hereby assigns to the Purchaser any and all claims it may new have or hereafter Freight Terms. Shipments must be F.O.B., City of Fort Collins, 700 Wood St., Fort Collins, CO 90522, unless acquired under federal or state animist Incas 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 Pamhamr 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. Where manufacturers have distributing points in various parrs of the country, shipment is If the Purchaser directs the Scllcr 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 form Invoice when Purchaser and the Seller, and the Seller thereafter indicates its inability nr 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. Seiler shall pay all costs associated with loch work. Permit. Seller shall procure at sellers sole cost all necessary permits, certificates and Iieenses required by all applicable laws, regulations. ordinances and roles of the state, municipality. territory or political subdivision where the work is perfomwd, or required by any other duly constituted public authority having jurisdiction over the work of vendor. Scllcr 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, mles 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 slid 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 hacto or incorporated herein by reference. Any additional or different terms and conditions proposed by seller are 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 of the csscnce. Delivery and performance most 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 opoode as a waiver ofthis provision. In the event crony delay. the Purchascr shall have, in addition to other legal and equitable ¢medics, the option ofplacing this order clscwhcm 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 reasonable control and without its fault of negligence, such acts of Gad, acts of civil or military authorities, governmental priorities, fires, strikes, flood, epidemics, ears or riots provided that notice of the conditions causing such delay is given to the Purchaser within rive (5) days of time when the Seller first received knowledge thereof. I the event of any mch delay, the date of del ivcry shall be cxtooded far 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 cam 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 Purchascr may suffer or incur on account ofthe Sellers breach of wammy. The Seller shall replace, repair or make good, without cost to the purchaser, any defects or faults arising within am (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 offer the date of acceptance of the goods famished hereunder (acceptance not to be unreasonably delayed), resulting fmm imperfect or defective work done or materials famished by the Seiler. Acceptance or use of goods by the Purchascr 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 critical by the breach of any of the foregoing womnlics or guarantees, but such liability shall in no event include loss ofpmfits or loss of use. 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 Purchascr may make any changes to the tcmu, other than legal terms, including additions to or deletions from the quantities originally ordered in the specifications or dmwings, by verbal or written change order. If any such change affects the amount due orthe time ofpMormance hereunder, an equitable adjustment shall be made. R. TERMINATIONS. The PumhaseT 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 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. for incidental or consequential damages, and that no such adjustment be made in favor of the Seiler with respect to any gads which arc the Scllcrs standard stock. No such termination shall relieve the Purchaser or the Seller ofany of their obligations as to any gat& delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days fmm the date the change or termination is ordered. R. COMPLIANCE WITH LAW, The Seller warrants that all goods sold hereunder shall hate been produced, sold, delivered and furnished in strict compliance with all applicable laws and regulations to which the goods arc subject. The Seller shall execute and deliver such documents as may be required to effect or "widens. compliance. All laws and regulations required to be incorporated in agreements of this character are hereby incorporated hacin by this refinance. The Seller agrees to indemnify and hold the Purchaser harmless from all costs and damages suffered by the Purchnscr as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, tmnsfcr, or coney this order, or any monies due or to become due hereunder without the prior written consent of the other parry. 10. TITLE. The Scllcr ,starts full, clear and unrestricted title to the Purchascr for all equipment, mataiahs, and items fumished in performance of this agreement, free and clear of any and all liens, restrictions, reservation.., security interest encumbrances and claims of others. The Seller shall release the Purchaser and its contactors of any tier from all liability and claims of any nature resulting from the perfomtance ofsuch work. This release shall apply even in the event of fault of negligence of the party released and shall extend to the dlrecmrs, officer, and employees ofsuch party. The Sclices contractual obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is performed or caused to be perforncd by the Purchascr. 14. PATENTS. Whenever the Seller is required to use any design, deice, material or process covered by letter, 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 Purchascr for nny cost, expense or damage which it may be obliged to pay by reason of mch infringement at anytime during the prosecution or after the completion of the work. In case said equip mmcut. or 'any pert 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 Purchascr the right to continue using said equipment or parts, replace the same with substantially equal but naninfringing equipment, or modify it so it becomes anninfringnng. 15. INSOLVENCY. If the Seiler shall become insolvent or hankmpt, make an assignment for the benefit of creditors, appoint a receiver or true ce for any of the Sellers pmperty or business, this order may forthwith be canceled by the Purchaser without liability. I6. GOVERNING LAW. The definitions ifterms used or the interpretation ofthe agreement and the rights ofall panics hereunder shall be constmed under and governed by the laws nfthc State of Colomdo, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services c Sellers Representative(,), oa the premises ofothers. 17. SELLERS RESPONSIBILITY. The Seller shall came on said work at Seller's own nsk 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 man expense and to the satisfaction of the Purchascr. W'hcn materials and equipment rim fumished by others for installation or erection by the Seller. the Seller shall receive, unhand. ,lure 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 compenation, 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 is the work is to be done. The Seller shall also carry comprehensive general liability including, but not limited to, contowmal and automobile public liability insurance with bodily injury and comb limits of at least S300.000 for any am person, S500.000 for any one accident and property damage limit pair accident of S400.000. The Seller shall likewise require his contractors, irony. to provide for such compensation and insurance. Before any of the Sellers or his contractors employees shall do any work upon the premises ofahers, the Seller shall furnish the Purchascr 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 Seller agrees that such compensation and insurance shall be maintained until after the entire work is completed and accepted. 19, PROTECTION AGAINST ACCIDENTS AND DAMAGFS. The Seller hereby assumes the entire responsibility and liability for any and all damage loss or injury ofany kind or nature whatsoever to persons or pruperty caused by or resulting fmm the execution ofthe work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold hamdesc the Purchaser and any or all of the Purchasers officers. agents and employees form and against tiny and all claims, losses, damages. charges or expenses, whether direct or indirect, and whether to person or property to which the Purchaser may he put or suft_ieet by reason of any act, action, neglect omission or default an 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 Pmccedings shall be brought against the Purchascr, or its officers, agents or employees notary time on recount or by reason of any act, action, neglect omission or default of the Seller of any of his contactm 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 m the Scllcrs 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 Purchascr or ayv 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 pmperty ofthc Purchaser, or said panics in or as a result ofsuch 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 laws and regulations with regard to safety including, but without limitation. the Occupational Safety and Health Act of 1970 and all cola and regulations issued pursuant thereto. Revised 03/2010