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HomeMy WebLinkAbout110679 QUALITY BOOKS INC - PURCHASE ORDER - 9120279Fort Collins Date: 01/18/2012 Vendor: 110879 QUALITY BOOKS INC 1003 W PINES RD OREGON Illinois 61061-9599 PURCHASE ORDER PO Number Page 9120279 1of2 This number must appear on all invoices, packing slips and labels. Ship To: PROCESSING CENTER Z FORT COLLINS PUBLIC LIBRARY 256 W. MOUNTAIN AVENUE FORT COLLINS Colorado 80521-2 Delivery Date: 01/17/2012 Buyer: DAVID CAREY Note: THIS PURCHASE ORDER IS FOR THE PROCUREMENT OF GOODS AND/OR SERVICES, AS NEEDED, DURING THE CURRENT CALENDA 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 BOOK PURCHASES 2012 BLANKET PO FOR 2012 ESTIMATED 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 20,000.00 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 exemptions. By stande the City of Fort Collins is exempt fnm state and local taxes. Our Exemption Number is 11. NONWAIVER. 98-04502. 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 or delay to Internal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39-26, 114 (a). exercise any rights or remedies provided herein or by Ian', 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 Seller of Goods Rejected. GOODS REJECTED due to failure to meet specification, either when shipped or due to defects of any of the warranties or obligations of this purchase order and shall not be deemed a waiver of any right of the damage in transit, may be returned to you for credit and am not to be replaced except upon receipt of written purchaser to insist upon strict performance havefor any of it rights or remedies as to any .such goods, regardless instructions Form the City of Fort Collins. of when shipped, received or accepted, as to any prior or subsequent default hereunder. am shall any purported oral 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, hereof. Final Acceptance. Receipt of the merchandise, services Or equipment in respane to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the pan of the City of Fan Collins. However. it is to be undcounod 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 are in fact borne by the Purchaser. Theretofore, for good cause and as consideration for executing this purehaw order. the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Tams. Shipments most be F.O.B., City of Fort Collins. 700 Wood St.. Fort Collins, CO 80522, unless requital under federal or state antitrust Inws for such overcharges relating to the particular goads ar services otherwise specified on this order. If permission is given to prepay freight and charge separately, the original freight purchased or acquired by the Purchnscr pursuant to this purchase order. bill most accompany invoice. Additional charges for packing will not be accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distma. Where manufacturers have distributing paints in various pans of the country, shipment is If the Purchaser directs the Seller to correct nonconforming or defective goods by a dutc to be agreed upon by the expected from the nearest distribution point to destination, and excess freight will be deducted from Invoice what 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. Seller shall procure at sellers sole cost all necessary permit, certificates 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 vendor. Seller funhcr 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, miss and requirement.,. Authorization. All panics to this contract agree that the representatives are, in fact, bona fide and possess Poll sad complete authority to bind said panics. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terms and conditions stated herein set forth and any supplementary or additional tells and conditions annexed hereto 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 premised delivery date as noted. Time is of the essence. Delivery and performance must be efccted within the time stated on the purchase order and the documents attached hcrem. No acts of the Purchasers including, without limitation, acceptance ofpanial late deliveries. shall operate as a wnivcr of this provision. In the event of any delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option ofpincing this order elsewhere and hulding the Seller liable for damages. However, the Seller shall not be liable for damngcs as a result of delays due to causes not reasonably foreseeable which am beyond it masonable control and without it fault ofnegligcnce. such acts of God, act of civil or military authorities, governmental priorities, Ores, strikes fond, epidemics, mars 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 cf delivery shall be extended for the period equal to the time actually lust by reason ofihe delay. 3. WARRANTY. The Seller warrants that all goods, articles, materials and work covered by this order will conform with applicable drawings, specifications, samples andlar other descriptions given, will he fit for the purposes intended, and performed with the highest degree of care and competence in accordance with accepted standards for work of a simile nature. The Sella agrees to hold the purchaser harmless firm any lass, damage or expense which the Purchascr may suffer or incur on account of the Sellers breach of warranty. The Seller shall replace, repair or make grad without cast 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 terms of any applicable warranty provided by the Seller after the date of acceptance of the goods famished hereunder (acceptance not to be unrcasernably delayed), resulting fmm imperfect or defective work done or materials furnished by the Sella. Acceptance or use of goods by the Purchaser shall not constitute a waiver c fany claim under this warranty. Except as otherwise provided in this purchase aide,, the Sellcrs liability hereunder shall extend to all damages proximately caused by the breach of any of the foregoing warmaties or guam uces, but such liability shall in no event include loss ofprofvs or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANCES IN LEGAL TERMS. The Purchascr may make changes to legal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchnscr may make any changes to the terms. other than legal terms, including additions to or deletions from the quantities originally ordered in the specification or drawings, by verbal or written change order. If any such change officers the amount due or the time ofperformance hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchascr 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 parties as to any work or materials then in progress provided that the Purchaser shall not be liable for any claims far 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 Sella with respect to any goods which are the Sellers standard stock. No such termination shall relieve the Purchascr a the Seller of any of their obligations as to any goods delivered hcmmuder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must he asserted within thirty (30) days flood 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 goods arc 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 Pumhasa hamdcss from all costs and damages suffered by the Purchascr as a result of the 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 duc hereunder without the prior written consent of the other parry. HL TITLE. The Scllcr warrants full, clear and unrestricted title to the Purchascr for all equipment, materials, and items furnished in performance of this agreement. free and clear of any and all liens, restrictions, reservations, security interest encumbrances end claims of others. The Seller shall release the Purchaser and it contractors of any tier from all liability and claims of any nature resulting food the performance ofsueh work. This release shall apply even in the event of fault of negligence of the parry released and shall extend to the directors. oRcas and employees of such party. The Seller's coin churl obligations, including warranty, shall not be deemed to be reduced. in any way, because such work is performed or caused to be perfumed 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 indcmni fy 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 Purchnscr for any cost, expense or damage which it may be obliged to pay by reason of such infringement at any time during the pmseeution or after the completion of the work. In case said equipment. or any part 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 a parts, replace the same with substantially equal but nnninfringing equipment, or modify it so it becomes nnninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or hankmpt, make an assignment for the benefit of creditors, appoint a receiver or tromce for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions of terms used or the interpretation of the agreement and the rights ofall panics hereunder shall be construed under and governed by the laws of the State of Colorado. USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the services of Sellcrs Reprcscniativds), on the premiss ofothea. 17. SELLERS RESPONSIBILITY. The Sella shall carry on said work at Sellers own risk until the same is fully completed and accepted, and shall. in case of env accident, destruction or injury to the work and/or materials before Seller's final completion and acceptance, compldc the work at Scllcrs own expense sad to the satisfaction ofthe Pumhasa. When materials and equipment arc furnished by others for installation or nation by the Seller, the Seller shall receive, unload, store and handle same at the site and became responsible therefor as though such materials and/or equipment were being furnished by the Sella under the order. 18. INSURANCE, The Scllcr 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 tarty comprehensive general liability including, but not limited to, contractual and automobile public liability insurance with handily injury and death limits of at least $300.000 for any one parson. S500,000 for any one accident and property damage limit per accident of S400.006. The Seller shall likewise require his convectors, if any, to provide for such compensation and insurance Before any of the Scllem or his contractors employees shall do any work upon the premises of others, the Seller shall furnish the Pumhasa with a eenificatc that such compensation and insurance have been provided. Such certificates shall specify the date what such compensation and insurance have been provided. Such cenificates 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 Scllcr hereby assumes the entire responsibility and liability for anyand all damage, loss or injury of any kind or nature whatsoever to persons or property caused by or msoldng from the execution ofhere work provided for in this purchase order or in connection herewith. The Sella will indemnify and hold hamdcss the Purchaser and any or all of the Purchasers oMccm. agents and employees fmm and against any and all claims, losses, damngcs, charges or expenses, whether direct or indirect, and whether to persons or property, to which the Purchascr 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 ease any snit or other proceedings 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 defnult of the Seller of any of his contactors 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, attorneys fees and other expenses, any and ull judgment that may be incurred by or obtained against the Purchascr 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 open Or obtained against the propcny of the Purchascr. or said parties in or as a result of such suits on 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, famish and install all guards necessary for the pmvention 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 mles and regulations issued pursuant thereto. Revised 03/2010