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HomeMy WebLinkAbout103211 RECORDED BOOKS LLC - PURCHASE ORDER - 9120282Fort Collins PURCHASE ORDER Date: 01/18/2012 Vendor: 249989 UNIQUE MANAGEMENT SERVICES INC 119 E MAPLE ST JEFFERSONVILLE Indiana 47130-3439 Ship To: PUBLIC 201 PEI FORT C PO Number Page 9120282 1of2 This number must appear on all invoices, packing slips and labels. %RY (MAIN) N ST S Colorado 80524-2 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 CALENDAR YEAR. DOLLAR AMOUNTS SPECIFIED ARE ESTIMATES AND NOT A PROMISE TO PURCHASE ANY MINIMUM AMOUNT OF SUCH GOODS AND/OR SERVICES. i Line Description / Quantity UOM Unit Price Extended Ordered Price MATERIAL RECOVERY SERVICES 2012 BLANKET PO FOR 2012 ESTIMATED PUR( 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 30,000.00 Total Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 go] Purchase Order Terms and Conditions Page 2 of 2 1. COMMERCIAL DETAILS. Tax exemptions. By statute the City effort Collins is exempt fmm state and local taxes. Our Exemption Number is 98-0,1502. Federal Excise Tax Exemption Certi Bcam of Registry 84-6010597 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 meet specification, 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 from the City of Fort Collins. Inspection. GOODS arc 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 remedies prvided herein or by law, failure to promptly notify the Seller in the event of a breach, the acceptance ofor payment for goods hereunder or approval ofihc design, shall not release the Seller of any write 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 hereoferany 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 oral modification or rescission of this purchase order by the Pumhascr 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 pan of the City of Fort Collins However, it is to he 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. violation are in fact home by the Purchaser. Thcoamfinre. for good cause sad as consideration for executing this purchase order, the Seller hereby assigns to the Purchaser any and all claims it may now have or hermOcr Freight Tents. Shipments mat be F.O.B.. City of Fort Collins. 700 Wood St. Fort Collins CO 90522. unless acquired under federal or state antitrust Imes for such overcharges relating to the particular good 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 Where manufacturers have distributing points in various parts of the country. shipment is If the Purchaser directs the Seiler to correct nonconforming or defective goods by a date to be agreed upon by the expected fmm the nearest distribution point to destination, and excess freight will be deducted Form Invoice when Purchaser and the Seller, and the Scllcr 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 Scllcr shall pay nll costs associated N'Ith Such work. Permits. Seller shall procure at sellers sole cast all necessary permits. certificates and licenses required by all applicable laws, regulations. ordinances and rules of the state, municipality, territory err 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 assured or established violation of any such lams, regulations, ordinances rules and requirements. Authoriralion. All panics to this contract agree that the representatives arc, in fact. bona fide and pascss full and complete authority to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terms and conditions stated Immin set forth and any supplementary or additional tcmw 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 promised delivery date as noted. Time is ofthc 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, w'i thout limitation, acceptance ofpanial late deliveries, shall operate as a waiver ofthis provision. In the event of any delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option of placing 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 causes not reasonably foreseeable which arc beyond its reasonable control and without it., fault of ncgl igence. such acts of God. ass of civil or military authorities, governmental priorities, fires, strikes. Bond, cpidem ics. wam or riots provided that notice of the conditions causing such delay is given to the Purchaser within fire (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 ofthe 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 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 similar nature. The Seiler 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 ofwarranty. The Seller 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 terms ofany applicable warranty provided by the Seller oRcr 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 wamnty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages pmximmcly cmtsed by the breach of any of the foregoing warranties or guarantees, but such liability shall in no event include loss of profits or loss of use. NO IMPLI ED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SI [ALL APPLY, 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make eery changes to the teens, other than legal terms, including additions to or deletions from the quantities originally ordered in the specification or drawings, by verbal or written change under. If any such change affects the amount due or the time ofperf mmacc hereunder, 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 adjustment between the panics as to any work or materials then in Progress provided that the Patch ascr shall art be liable for any claims for anticipated pmtits 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 am the Sellers standard stack. No such termination shall relieve the purchaser or the Seller crony of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days from the dart the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all gads mid 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 he incorporated in agreements of this character arc hereby incorporated herein by this reference. The Seiler agrees to indemnify and hold the Purchaser harmless from all costs and damagessuffered by the Purchaser 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 due hereunder without the prior written consent of the other parry. 10. TITLE. The Seller warrants full, clear and unrestricted title to the Purchaser for all equipment, materials, and items furnished in perforancc of this agreement, free and clear of any and all liens. restrictions reservations, security interest encumbrances and claims of nthcm. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting from the performance ofsuch work. This release shall apply even in the event of fault of negligence of the par released and shall extend to the directors, effects and employees of such party. The Seller's contractual obligations, including warranty, shall not be doomed to be reduced, in any way, because such work is performed or caused to be performed by the Purchaser. 14. PATENTS. Whenet cr the Seiler is required to use any design, device, material or process covered by Jeerer, patent, trademark or copyright, the Scllcr shall indemnify and save hamil ss 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 cost, 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 mid equipment, or any pan thereof or the intended use of the goods, is in such suit held to constitute in fringentem and the use of mid equipment or pan is enjoined. the Seller shall, at its cram 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 treme 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 t.IS used or the interpretation of the agreement and the rights ofall panics hereunder shall be construed undo and governed by the laws ofthc State of Colomdo. USA. The follmviag Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the services of Sellers Reprcsentative(s), on the premises ofothcrs. 17, SELLERS RESPONSIBILITY. The Seller shall carry on said 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 material before SCIICrs Final completion and acceptance. complete the work at Sellers own expense and to the satisfaction of the Purchaser. When materials and equipment arc furnished by others for installation or creetion 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 Seiler shall, at his own expense, provide for the payment of workers compensation. including accupatinnal 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 he done The Seller shall also carry comprehensive general liability including, but not limited to, contractual and automobile public liability insurance with bodily injury and death limits of at least S300,WO for anyone pe on. S500,00o for any one accident and property damage limit per accident of S400.000. The Seller shall likewise requite 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 ofminers. the Seller shall famish the Purchoser with a ecaificate that such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insurance havc been provided. Such eertifeates shall specify the date when such compensation and insum um expires. The Scllcr 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 Seiler hocbv assumes the entire responsibility and liability for any and nil damage. loss or injury ofany kind or nature whmseevcr to persona or property caused by or resulting fmm the execution of the work provided for in this purchase order or in connection herewith. The Seiler will indemnify and hold hamlcss the Purchaser and any or all of the Purehascts effects, agents and employees fmm and against any and all claims, losses. damages, charges or expenses, whether direct or indirect, and whether to persons or property to ,Inch the Purchaser coy be put or subject by reason of any act, action, neglect omission or default on the part of the Seller, any of his contractors, or any of the Sellers or contractors officers, agents or enrployecs. In use any suit or other proceedings shall be brought against the Purchaser, or its offices, 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 lime at the Sellers own cxperse, to pay any and all costs, charges, attorcys fees and other expenses. any and all judgments that may be incurred by or obtained against the Purchaser or any of its or their effects, 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 mid parties 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 mfety precautions, famish and install all guards necessary for the prevention of accidents. comply with all laws and regulations with regard to mfety including. but without limitation, the Occupational Safety and Health Act of 1970 and all rules and regulations issued pursuant thereto. Revised 032010