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HomeMy WebLinkAbout102552 C S U CASHIER'S OFFICE - PURCHASE ORDER - 3212118 (2)PURCHASE ORDER PO Number Page City Of3212119 ' of z Fort Cn all invoices, pacst king Fort Collins�7 on all invoices, packing slips and labels. Date: 01118/2012 Vendor: 110090 EBSCO SUBSCRIPTION SERVICES 5724 HIGHWAY 280 E BIRMINGHAM Alabama 35242-6818 Ship To: PROCESSING CENTER FORT COLLINS PUBLIC LIBRARY 256 W. MOUNTAIN AVENUE FORT COLLINS Colorado 80521-2 Delivery Date: 01/18/2012 Z Buyer: DAVID CAREY Note: THIS PURCHASE ORDER IS FOR THE PROCUREMENT OF GOODS AND/OR SERVICES, AS NEEDED, DURING THE CURRENT CALEN9/ YEAR. DOLLAR AMOUNTS SPECIFIED ARE ESTIMATES AND NfYT A PROMISE TO PURCHASE ANY MINIMUM AMOUNT OF SUCH,000D! AND/OR SERVICES. / Line Description / Quantity UOM Unit Price Extended Ordered Price SUBSCRIPTION SERVICES 2012 ESTIMATED ANNUAL COSTS COVERS THE COST OF GO( 1 LOT LS ES AS ORDERED/INVOICED. 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 40,000.00 Total $40,000.00 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 statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is 11. NONWAIVER. 95-04503. Federal Excise Tax Exemption Cenificate of Registry 84-6000597 is registered with the Collector of Failure of the Purchnscr to insist upon strict performance ofthe terms and conditinna hereof. failure Or delay to Internal Revenue, Denver, Colorado (Reif Colorado Revised Statutcs 1973. Chapter 39-26. 114 (a). exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the c%cot of a breach. the acceptance ofor payment for goods hereunder or approval ofthe design, shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to rued 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 tmmit. may be returned to you for credit and arc not to be replaced except upon receipt of written purchaser to insist upon strict Performance hercefor any of its rights or remedies as to any such goof,. regardless instmetiens farm the City of Fort Collins, of when shipped. received or accepted, as to any prior or subsequent default hereunder, nor shall any parponM oral modification or mscission of this purchase order by the Purchaser operate as a waiver of any Of the terms Inspection. GOODS arc subject to the City effort Collins inspection oa arrival. 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 Hanover, it is or he understood that FINAL Seller and the Purehuser recognize that in actual economic practice overcharges resulting from antitrust ACCEPTANCE is dependent upon completion ofatl applicable required inspection procedures. violations are in fact home by the Purchaser. Theretofore, for good cause and as consideration for executing this purchase order, the Seller herchy assigns to the Purchaser any and all claims it Limy nonhave or berca0cr Freight Terms. Shipments must be F.O.R.. City of Fort Collins. 7W Wood St.. Fort Collins. CO 80522, unless acquired under federal or state antitrust Imes for such overcharges relating to the particular goods or services otherwise specified on this abler. 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 pans of the country, shipment is If the Purchnscr 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 are made from greater distance. may cause the work to be performed by the most expeditious means available to it and the Seller shall ryry all costs associated with such Work. Pits. Seller 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 ran Collins harmless form 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. Authorisation. All panics to this contract agree that the representatives arc, in fact, bona fide and possess full and complete authority to bind said panics. LIMITATION OF TERMS, This Purchase Order expressly limits acceptance to the teats and conditions stated herein set forth and any supplemenmry or additional teats and conditions annexed hereto or incorporated herein by reference. Any additional or di Berens terms and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately ifyou cannot make complete shipment to arrive on your premised delivery date as noted. Time is of the essence. Delivery and performance must be effected within the time ,,rated oa the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance of partial late deliveries, shall operate as a wniver of This prevision. In the event of any delay. the Purehnur shall have, in addition to other legal and equitable remedies, the option ofplacing this order elscwhcre 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 coated and Witham its fault of negligence, such acts of (h d, acts of civil or military authorities. governmental priorities, fires, strikes flood. epidemics. wars or riots provided that notice of the conditions causing such delay is given to the Purchnscr 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 ofthe delay. 3, WARRANTY. The Seller W'armnts that all goods, articles, materials and work covered by this order will conform with applicable drawings, specifications, samples matter 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 harmless from any Inss, damage or expense which the Purchaser may suffer or incur on account ofthe Sellers breach of warranty. 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 Scllcr after the date of acceptance of the goods famished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials furnished by the Seiler. Acceptance or use of grads by the Purchaser shall not constitute a waiver Litany 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 Liffey ofthe foregoing warmnties or guarantees, but such liability .shall in no event include loss ofprofirs 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 Pumhascr may make any changes to the temx, other than legal terms, 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 affects the amount due or the time ofprh ru ance hereunder, an equitable adjustment shall he made. 6. TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement as to anv Or all Portions of the gads then not shipped, subject to any equitable adjustment bcwncen 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 goods and/or work, for incidental or consequential damages, and that no such adjustment be made in favor of the Seiler with respect m any goods which are the Sellers standardstock. No such termination shall relieve the Purchaser or the Seller of any of their obligations as to any good delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within shim (30) days from the date the change or terminatina is ordered. R. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been produced, sold, delivered and famished in strict compliance with all applicable laws and regulations to which the goods are subject. The Seller shall execute and deliver such documents i s may be required to effect or evidence compliance. All laws and regulations required to be incorporated in n6necocnts of this character are hereby incorporated herein by this reference The Seller agrees to indemnify and hold the Purchase harmless from all costs and damages suffered by the Purchnscr a.s 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 doe 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 perfLimmnec of this agreement, free and clear of any and all liens restrictions, mscrvntions, security interest encumbrances and claims of others. The Seller shall release the Purchaser and its contractors of any tic, from all liability and claims of any Future resulting from the performance ofsuch work. This release shall apply even in the event of fault of negligence of the parry released and shall extend to the directors, effaces and employees ofsuch party. The Sellers corm actual obligmions, including 0s smarty. shall not be deemed to be reduced, in any way, because such work is perforated or caused to be performed by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device, material or proses covered by true,, patent, trademark or copyright, the Scllcr shall indemnify and sas'e 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 tiny cost, expense or damage which it may be obliged to pay by reason ofsuch infringement at any time during the prosecution or a0er 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 part 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 pans, replace the same with substantially equal but noninfringing equipment, or non ify itso it becomes noninfringing. 15. INSOLVENCY. If the Seiler shall become insolvent at hankntpt make an assignment for the benefit of creditors, appoint a receiver or tmstcc for any of the Sellers paperty or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions of terms exert Or the interpretation ofthe agreement and the rights ofall panics hereunder shall be construed undo and governed by the laws afthe State of Colorado. USA. The following Additional Conditions apply only in eases where the Seller is to perform work hereunder. including the services of Scllcrs Represeamiec(s), tin the premises of others. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said mark at Seller', own risk until the same is fully completed and accepted, mad shall, in case of any accident, destruction or injury to the work and/or materials before Scllcrs final completion and acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment are furnished by others for installation or erection by the SCllcr, the Seller shall receive, unload, store and handle same tit the site and become r..pansible therefor as though such materials wad/or equipment were being furnished by the Seller under the order. IS. 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 ncconlonce with the Imes ofthe state in which the work is to be done. The Seller shall also tarty comprehensive general liability including, hot not limited to, conterchal and automobile public liability insurance with bodily injury unit death limits of at least S300,Wo for any one person, S500,010 fe, 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 Sellers or his contractors employees shall do any work upon the premises ofothers, the Seller shall famish the Purebser with a eenificatc that such compensation and insurance have been provided. Such certificates shall specify the doe when such compensation and insurance have been provided. Such eenificatc, shall specify the date when such compensation and insurance expires The Seller agrees that such compensation and insurance shall he maintained until after the entire work is completed and nccepled. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire responsibility and liability for any and all damage, loss or injury Lifany kind or nature whatsoever to persons or pmperty caused by or resulting from the execution ofthe work provided for in this purchase onleror in connection hereW'ith. The Seller will indemnify and hold harmless the Purchaser and any or all of the Purchasers officers, agents and employers from and against any and all claims. losses. dxnmgcs. charges or expenses. whether direct or indirect and whether to persons or progeny to which the Purehawr 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 enntraetOM officers, agents of employees. In case 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 of any act, actin, neglect emission or default of the Seller of any of his contractors or any of its or their affects, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the ,,.ante tit the Sellers 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 Purchaser or any of its Or their offerers, agents or employees in such suits or other proceedings, and in case judgment or other lien he placed upon or obtained against the property ofthe Purchnscr, or said panics in or is 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 contmcmrs shall take all safety precautions, furnish and install all guards necessary for the prevention of .accidents. comply with all Imvs and regulations with regard to safety including, but without limitation, the Occupational Safc y and Health Act of 1970 and all odes and regulations issued pursuant thereto. Revised 03/2010