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HomeMy WebLinkAbout483532 BIZWEST MEDIA LLC - PURCHASE ORDER - 9120321City of � F6rt Collins Date: 01/23/2012 PURCHASE ORDER Vendor: 483532 BIZWEST MEDIA LLC 1550 E HARMONY RD 2ND FLOOR FORT COLLINS Colorado 80525 PO Number Page 9120321 1of2 This number must appear on all invoices, packing slips and labels. Ship To: ELECTRIC UTILITIES CITY OF FORT COLLINS 700 WOOD ST FORT COLLINS Colorado 80521 a Delivery Date: 01/21/2012 Buyer: OPAL DICK Note: Line Description Quantity UOM Unit Price Extended Ordered Price Advertising for Climate Wise 1 LOT LS 28,465.00 Total $28,465.00 Invoice Address: 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 City of Fort Collins Purchasing, PO BOX 580, Fort Collins, CO 80522-0580 Accounting Department Phone:970-221-6775 Fax: 970-221-6707 Email: purchasing@fcgov.com PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Terms and Conditions Page 2 of 2 1. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is 11. NONWAIVER. 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000597 is registered with the Collector of Failure ofthe 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 (M. cxcrcise any rights or remedies provided 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 ofthe design, shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to meet specifications, either xhen shipped or due to defects of any of the wvmntics or obligations of this purchase order and shall not be deemed a waiver of any right of the damage in transit may be remained to you for credit and arc not to be replaced except upon receipt of written purchaser to insist upon strict performance hereafor any of its rights or remedies as to any such goods, regardless instructions from the City of Fort Collins. of xhen shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purported coal modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms Inspection. GOODS are 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. autlortred payment on the pan of the City of Fort Collins. Hmycvcr, it is to be undcraood that FINAL Seller and the Purchmer recognize that in actual economic practice, overcharges resulting from antitrust ACCEPTANCE is dependent upon completion ofall 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 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 Fort Collins, 700 Wood St., Too Collins, CO 80522. unless acquired under federal or state antitrust laws for such overcharges riming to the panicular 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 order. bill must accompany invoice. Additional charges for picking 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 Purchaser directs the Seller to correct nonconforming or defective good 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 Seller, and the Seller thereafter indicates its inability or umvillingness to comply, the Purchaser shipments are made from greater distance. may cause the work to be perfumed by the most expeditious means mailable to it, and the Seller shall pay col costs associated 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 rules of the some. municipality, territory of political subdivision where the work is performed, ar required by any other duly constituted public authority having jurisdiction over the work of vendor. Seller further agrees to hold the City of Von Collins harmless fmm and against all liability and loss incurred by them by reason of an asserted or established violation of any such law:e regulations, ordinances, rates and requirements. Authorization. All panics to this contract agree that the representatives are. 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 tans and conditions stated herein set forth and any supplemenmry or additional tames and conditions annexed hereto or incorporated herein by reference. Any additional or different terrors and conditions proposed by seller arc objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately ifyou cannot make complete shipment to arrive on your premised delivery date no, noted. Time is ofthe essence. Delivery and performance must be effected within the time stated on the purchase order and the documents reached herein. No acts of the Purchasers including. without limitation. acceptance ofpanial late deliveries. shall operate as a waiver ofthis provision. In the event ofany delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option ofplacing 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 am beyond its reasonable control and without its fault ofnegligencc, such acts of Grad, acts ofcivil 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 Purchaser 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 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 degree of cam and competency in accordance with accepted standards for work of a similar nature. The Seller agrees to hold the purchaser harmless from any Ions, damage or expense which the Purchaser may suffer or incur on account ofthe Sellers breach of wananry. 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 periM of time as may be prescribed by law or by the terms of any applicable wwmnty provided by the Seller aRcr the date of acceptance ofthe goods furnished hereunder (acccptnnce not to be unreasonably delayed), resulting Form imperfect or defective work done or materials furnished by the Seller. Acceptance or use of gads by the Purchaser 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 caused by the breach ofany of the foregoing wamnties or guarantees, but such liability shall in no victor include loss ofprofts or loss of usc. 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 Purchaser may make any changes to the terms, other than legal terms, including additions in 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 ofperfnmanee 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 Purchaser shall not he liable for any claims for anticipated profits an 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 good which arc the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller ofany of their obligations as to any gads delivered Immanda. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must he asserted within thirty (30) days from the date the change or termination is ordered. R. 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 arc hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser hamdcss from all costs and damages suffered by the Purchaser as a result ofthe 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 ofthe other parry. 10. TITLE. The Seller warrants full, cleat and unrestricted title to the Purchaser for all equipment, mmcrials, Ind items furnished in performance 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 tier from all liability and claims of any nature resulting from the pnfnmrnncc of such work. This release shall apply even in the event of fault of negligence of the parry released and shall extend to the directors, officers and employees ofsueh party. The Seller's contractual obligations, including wamnty. 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 process covered by letter, patent trademark or copyright, the Scllcr shall indemnify and mere harmless the Purchaser from forward 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 o(the work. In case said equipment or any pan thereof or the intended use ofthe goads, 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 parts, replace the same with substantially equal but aoninfringing 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 trance for any of the Scllcrs property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions of terns used or the interprctatinn ofthe agreement and the rights ofall panics hercuader shall be constmed under and governed by the laws ofthc State of Colo nda. USA.. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the services of Scllcrs RcVmscntative(n), on the premises offolam. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Seller's own risk until the same is fully complcmd and accepted, and shall. in case of any nccident destruction or injury to the work and/or materials before Settees final completion and acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment arc furnished by ushers for installation or erection by the Seller, the Seller shall receive, unload, store and handle same at the site and become respmcablc therefor as though such materials and/or equipment were being furnished by the Seller under the order. IR. 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 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 bodily injury and death limits of at least S300,000 for any one person, S500.000 for any one accident and property, damage limit per accident of S400,MO. The Seller shall likewise require his contractors, if any, to provide fro such compensation and insurance. Before any of the Sellers or his contractors cnmloyces shall do any work upno the premises ofolhers, the Seller shall famish the Pamhaser 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 DAMAGES. The Seller hereby assume., the entire responsibility, and liability for any and all damage, loss or injury ofany kind or nature whatsoever in persons or property caused by or resulting from the execution ofthe work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser and any or nit of the Purchasers affects, agents and employees from 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 Many 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 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, action, neglect, omission or default of the Seller of any of his contractors or any of its or their of mcm, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof sad to defend the same at the Sellers own expense, to pay any and all costs, charges, attorneys fees and other expenses, any and ill judgments that may be incurred by or obtained against the Purchaser 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 upon or obtained against the property ofthe Purchaser, or said panics in or as a result of such suits or other proceedings, the Seller will at net cause the same to he dissolved and discharged by giving bond or otherwise. The Seller and his contractors shall take all safety precautions, furnish and install all gourds necessary for the prevention of ,accidents comply with all laws and regulations with regard to safety including, but without limitation, the Occupational Snfety and Health Act of 1970 and all roles and regulations issued pursi ant thereto. Revised 03/2010