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HomeMy WebLinkAbout432384 BIBLIOTHECA INC - PURCHASE ORDER - 3212126PURCHASE ORDER PO Number Page City of PURCHASE 3212126 ' of z `t Collins This number must appear on all invoices, packing slips and labels. Date: 01120/2012 Vendor: 432384 BIBLIOTHECA INC 2121 METRO CIRCLE SW HUNTSVILLE Alabama 35801-5343 Ship To: PUBLIC LIBRARY (MAIN)/ 201 PETERSON ST / FORT COLLINS Colorado 80524-2 Delivery Date: 01/19/2012 Buyer: DAVID CAREY Note: THIS PURCHASE ORDER IS FOR THE PROCUREMENT OF GOODS AND/OR SERVICES, AS NEEDED, DURING THE CURRENT CALENDAI YEAR. DOLLAR AMOUNTS SPECIFIED ARE ESTIMATES AND NOT A PROMISE TO PURCHASE ANY MINIMUM AMOUNT OF GOODS AND/OR SERVICES. Line Description / Quantity UOM Unit Price Extended Ordered Price 2012 ANNUAL ORDER Hardware Service & System SUPPORT FOR PERIOD: COVER THE COST OF G( 1 LOT LS 1, 2012 THRU DECEMBER 31, 2012. /ICES 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. COMMERCIALDFTAILS. Tax exemptions. By samtc the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is 11. NON WAIVER. 98-04502. Federal Excise Tax Exemption Certificate of Registry 94-NMSA7 is registered .with the Collector of Failure of the Purchaser to insist Olson strict performance of the terms and conditions hereof, failure or delay Io Internal Revenue. Denver, Colorado (Ref. Colorado Revised Starnes 1973. Chapter 39 26, 114 (a). exercise any rights or remedies pmvideal herein or by law, failure to promptly notify the Seller in the event of a breach. the acceptance ofor payment for good hereunder or approval of the design, shall not release the Seller of Goods Rejected, GOODS REJECTED due to failure to ram specifications, 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 he mounted to you for credit and are 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 goad', regardless instruction, fmm the City of Fort Collins. of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purported onl 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 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 procolums. violations are in fact borne by the Purchaser. Theretofore, for good cause and is consideration for executing this purchnsc order, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Terms Shipments most be F.O.B., City of Fon Collins, 700 Wood St., Pon Collins. CO 90522. unless acquired under federal or state antitrust laws 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 Purchaser pursuant to this purchase node, 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 variaus pans of the country, shipment is Ifthe Purchaser 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 fmm Invoice when Purchaser and the Seller.and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser shipments are made fmm greater distance. may cause the work to be performed by the most expeditious means available to it, Ord the Scllcr shall pay all crisis assoeizted with such work. Permits, Seller shall procure, at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and mles of the state. municipality, territory or political subdivision where the wort: is perforated, or required by any other duly constituted public authority having jurisdiction over the work of vends,. Seller farther agrees to hold the City of Fort Collins harmless; from and against all liability and loss incurred by them by mason of an alerted or established violation of any such laws, regulations, and inanccs. Odes and requirement,, Authorization. All parties 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 harms and conditions stated hcrcin 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 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 essence. Delivery and performance must be effected within flue time stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance ofpanial late deliveries. shall operate as a waiver of this prevision. In the event of any delay. the Purchaser shall have, in addition to other legal and equitable remedies, the option ofplacing thisorderclscwhcrc and holding the Seller liable for damages. However, the Seller shall not be liable for damages as a result of delays due to causes ram reasonably foreseeable which arc beyond its reasonable control and without its fault ofnegligence, such acts afGod, acts ofeivil or military authorities, governmental priorities, firms, mikes, flood, epidemics, wars or riots provided thm notice of the conditions causing such delay is given to the Purchaser within five (5) days of the time when the Seller fiat 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 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 dcgmc 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 Purchaser may suffer of incur on account Oldie Sellers breach of wamnry. The Seller shall replace, repair or make good, without cost to the purchaser, any defeels or faults arising within one (1) yearor within such longer period of time as may he prescribed by law or by the terms of any applicable warranty provided by the Seller after the date of acceptance of the good furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials Famished by the Seller. Acceptance or use of goads by the Purchaser shall not constitute a waiver ofany claim underthis wamnry. Except as otherwise provided in this purchase order, the Scllcrs liability hereunder shall extend to all damages proximately caused by the breach of any of the foregoing wammics or guarantees, but such liability shall in no event include loss ofpo fits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALT. APPLY. 4, CHANCES IN LEGALTERMS. The Purchaser may make changes to legal term, by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal terms, including additions to or deletions from the gframid, originally ordered in the specifications or drawings, by vcrbnl or woma change order. If any such change affects the amount due or the time of performance 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 pmgms, provided that the Purchaser shall net be liable for any claims for anticipated pmfits 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 Seller with respect to any grad which am the Sellers smWnrd snick. No such termination shall relieve the Purchaser or the Seller of any oftheir obligations as to any good delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days Form the date the change or termination is ordered. S. COMPLIANCE WITH LAW. The Seller warrants that all gout, sold hereunder shall have been produced, sold, delivered and burnished in strict compliance with all applicable laws and regulations to which the grad 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 inempomted herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless fmm all costs and damages suffered 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 fumished in performance of this agreement, free and clear of any and all liens, restrictions, resen'ations, security interest encumbrances and claims of others. The Seller shall release the Purchaser and its contractors of any tier fmm 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 party released and shall extend to the directors. often, and employees ofsuch parts, The Scller's contractual obligations, including warranty, shall not be deemed to be reduced. in any way, because such work is performed or caused to be performed by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device. material or preens covered by letter. patent, trademark or copyright, the Seller shall indemnify and save harmless the Purchaser fmm 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 said equipment, or any part thereof or the intended use of the geode 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 pans, replace the more 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 assibmment for the benefit of creditors, appoint a receiver or music for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The dermitions ofterms used or the interpretation ofthe agreement and the rights ofall parties hereunder shall be consented under and governed by the laws ofthe State of Colorado, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services OfScllcrs Representativex), on the premises of others. 17. SELLERS RESPONSIBILITY. The Scllcr shall tarty on said work it Seller's own risk until the same is fully completed and accepted, and sho11, in ease of any accident. destruction or injury to the work and/or materials before Seller's final completion and acceptance, complete the work at Scllcrs own expense and to the satisfaction of the Purchaser. When materials and equipment arc furnished by others for installation or erection by the Scllen the Seller shall receive. unload. store and handle same at the site and become respnnsible therefor as though such materials and/or equipment were being furnished by the Scllcr, underthe Order. 19. INSURANCE_ The Seller shall, at his own expense, provide for the payment of Corkers 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 carry comprehensive general liability including, but not limited to, contractual and automobile public liability insurance .with hrdi I, injury vnal death dim its of rat least S200.001 for any nnc Isean. S500.000 for any one accident and property damage limit per accident of S400.000. The Seller shall likewise require his commemm. if any, to provide for such compensation and insurance. Before any of the Sellers or his contactors employees shall do any work upon the premises of others, the Seller shall furnish the Purchaser with a certificate that such compensation and insurance have been provided. Such certificates shall specify the date when such mmpen. atina and insurnce hate been provided. Such ecnifieates shall specify the date when such compensation and insurance expires The Seller agrees that such compensation and insurance shall he maintained until a0cr the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Scllcr herchy assumes the entire responsibility and liability for any and all damage, loss of injury of nnv kind or nature whntsncver to persons or property mused by or resulting front the execution of the work provided for in this purchase order or in connection herewith, The Seller will indemnify and hold hornless the Purchaser and any or all of the Purchasers o0iecrs, agents and employers fmm and against any and all claims. losses, damages. charges or expenses, whether direct or indirect, and whether to persons or property 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 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 tiny act, action, neglect, omission or default of the Seller of any of his contractors or any of its or their ofccm, agents or employees as aforesaid. the Seller hereby agrees to assume the defense thereof and to defend thematic m the Sellers own expense, to pay any and all costs, charges, attorneys fees and other expenses. any and all judgments that may be inearned by or obtained against the Purchaser or any of its or their ofcers, agents nr employees in such suits or other proceeding,, and in ease judgment Or other lien be placed upon or obtained against the pmpertv of the Purchaser, or said parties in or as a result ofsuch suits Or other proceedings. the Seller will at once cause the same to be dissolved end disehargcd by giving bond or otherwise. The Seller and his contractors shall take all safety precautions, famish and install all guards necc-,mr for the prevention of accidents, comply with all Ewers and regulations with regard to safety including, but without limitation, the Occupational Safety and Health Act of 1970 and all n des and regulations issued pursuant thcme4o. Raised 03/2010