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HomeMy WebLinkAbout122389 EMPLOYERS COUNCIL SERVICES INC - PURCHASE ORDER - 9120335PURCHASE ORDER PO Number Page City Of 9120335 ' of 2 ' `t Collins OI l' ns This number must appear ` on all invoices, packing slips and labels. Date: 01/23/2012 Vendor: 122389 EMPLOYERS COUNCIL SERVICES INC PO BOX 539 DENVER Colorado 80201-0539 Ship To: POUDRE FIRE AUTHORITY - AD 102 REMINGTON,/ FORT COLL]NS,Colorado 80524 Delivery Date: 01/23/2012 �/ Buyer: ED BONNETTE Note: ` Line Description Quantity UOM Unit Price Extended Ordered Price Investigation / 1 LOT LS 6,952.50 Invoice 90630 dated 1/4/2012 C3. O✓la:-42� 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 Total Invoice Address: .50 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 Ern Collins is exempt from state and meal rises. Our Exemption Number is 11. NONWAIVER. 98-04502. Federal Excise Tax Exemption Cmificate of Registry 94-6000587 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the terms and ennditions 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 heroin or by Iav, failure to promptly notify the Seller in the event of e breach, the aeccprince of or payment for good hereunder or approval of the design, shall not micase the Seller of Goods Rejected. GOODS REJECTED due to failure to meet specifications. either when shipped or due to defects of any of the wars mics or obligations of this purchase order and shall net be deemed a waiver of any right of the damage in transit, may be returned to you for credit and arc not to be replaced except upon receipt of written purchaser to insist upon strict performance hereof or any of its right, or remedies as to any such goods, regardless instructions from the City of Four Collins. of when shipped, received or accepted, as to any prior or subsequent default hereunder. not shall any purported on1 moth fication or rescission of this purchase order by the Purchaser operate as a waiver of env of the terns Inspection. GOODS arc subject to the City of Fan 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 an the pan of the City of run Collins. However, it is to be understand that FINAL Seller and the Purchaser recognize that in actual economic practice, ovxmhorgcs 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 hereafler Freight Terms. Shipments must be F.O.B., City of Fort Collins, 700 Wood St., Fort Collins, CO 80522. unless acquired under federal or state antitrust laws for such overcharges rotating 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 order. bill must accompany invoice. Additional charges for pecking will not be accepted. Shipment Distance. Where manufacturers have distributing points in various pans of the country, shipment is expected from the nearest distribution point to destination, and excess freight will be deducted from Invoice when shipments arc made from greater distance. Permits. Seller shall procure at sellers sole coat all necnssary 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 Fart Collins hmmkss from and against all liability and loss incurred by them by mason of an as. erred or established violation of any such laws, regulations, ordinances. rules sad requirements. Authorization. All panics to this contract agree that the representatives are. in fact. bona title and possess full and complete authority to bind said panics. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terns and conditions stated herein .set forth and any supplementary or additional terns and conditions annexed hereto or incorporated herein by reference. Any additional or different terms and conditions pmpesc l by seller arc objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immcdialdv if you cannot make complete shipment to arrive on your premised delivery date as noted. Time is ofthe essence. Delivery and performance must be efcctcd within the time stated on 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 waiver of this prevision. In the event of any delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option nfplacing this order elsewhere and holding the Seiler liable for damages. However. the Seller shall not be liable for damages as a result of delays due to caries net reasonably foreseeable which am beyond its reasonable con") and without its fault of negligence. such acts of Gad, acts fcivil or military xnthorir in;. governmental priorities, fires, strikes, food, epidemics. wars or riots provided that notice of the conditions causing such delay is given to the Purchaser within five (5) days ofthe time when the Seiler first mceived knowledge thermf. In the event of any such delay, the date of delivery shall be extended for the period equal to the time actually lost by mason ofthe delay. 3. WARRANTY. The Seller srnrmnts that all gads. articles, materials and work covered by this order will conform with applicable drawings, specifications, sampics and/or 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 less, damage or expense which the Purchaser may suffier or incur on account of the Sellers breach of warranty. The Seller shall replace, repair or make god, without cast to the purchaser, any defects or faults arising within one (1) year or within such longer period of time as may he prescribed by law or by the terns of any applicable warranty pmvided by the Seiler anet the date of acceptance of the goods 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 goods by the Purchaser shall not constitute a waiver of any claim under this uarmory. Except as otherwisc provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of any of the foregoing warranties or guarantees, but such liability shall in no event include Imss of profits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SI IA LL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchascr may make changes to legal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the acerm, other than legal terms, including additions to or deletions from the quantities originally ordered in the specifications or drawings. by verbal or %vdacn change order If any such chance affects the amount due or the time ofpceformance 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 good 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 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 Seller with respell to any good which are the Scllcrs standard stock. No such termination shall rel icvc the Purchaser ar the Seiler of any of their obligations as to any good delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be as.crtcd within thirty (30) days from the dtnc the change or tcronaftion is ordered. R. COMPLIANCE WITH LAW. The Seller warrants that all grads sold hereunder shall have been produced, sold, delivered and furnished in strict compliance with all applicable laws and regulations to which the goods are 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 rcfercme. The Seller agrees to indemnify and hold the Purchaser harmless from all costs and damages suffered by the Purchascr as a result of the Scllcrs 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 performance of this agreement, free and clear of any and all liens, resniaions, reservations, security intcrest encumbrances and claims of others. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchaser directs the Seller to correct nonconfomm ing or defective goods by a date to be forced upon by the Purchaser and the Scllcr, and the Scllcr thereafter indicates its inability or unwi llingams to comply, the Purchaser may cause the work to be performed by the most expeditious means available to it and the Seller shall pav all costs assminted with such work. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting from the perfoma irc of -such work. This rcicaac shall apply even in the event of fault of negligence of the parry released and shall extend to the directors, emmrs and employees ofsuch parry. The Seller's contactual obligations including warranty, shall not be deemed to be reduced, in any way, because such work is performed or caused to he performed by the Purchaser. 14, PATENTS. Whenever the Seller is required to use tiny design, device, material or process co -cmd by letter. patent, trademark or copyright, the Seller shall indemnify and so%c hamdcss 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 each 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 infringement and the use of said equipment or pan is enjoined, the Seller shall, at its own expense and at its option, eilher procure for the Purchaser the right to continue using mid equipment or pans, replace the same with substantially equal but noninfringing equipment, or modify it so it becomes nrninfringing. 15. INSOLVENCY. if the Seiler shall become insolvent or bankrupt, make an assignment for the benefit of creditors, appoint a receiver or trustee her any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability, 16. GOVERNING LAW. The definitions of tcros used or the interpretation of the agreement and the rights ofall parties hereunder shall be construed 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 of Scllcrs Representatives). on the premises ofothets. 17. SELLERS RESPONSIBILITY. The Seller shall carry on mid work at Seller's own risk until the same is fully completed and ueeepted, and shall, in case of any accident, destruction or injury to the work and/err materials before Seller's final completion and acceptance, complete the work at Scllcrs own expense and to the satisfaction of the Purchascr. When materials and equipment are furnished by others for installation or croetion by the Seiler. the Seller shall receive, unload, store and handle more at the site and become responsible therefor as though such materials and/or equipment were being furnished by the Seller under the order. 19. INSURANCE. The Seller shall, at his own expense. provide for the payment of workers compensation, including occupational disease bcncfi6, 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 bcx ily injury and death limits of at least S300,000 for any one person. S50n1.0n0 for any one accident and property damage limit per accident of S400.00f1. 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 of others. the Seller shall furnish the Puchaser with a certificate that such compensation and insurance have been provided, Such certificates shall specify the date when such compensation and insumnee have been pmvided. Such certificates shall specify the date when such compensation and insurance expires. The Scllcr agrees that such compensation and insurance shall be maintained until afterthe entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Sellerhereby as umcs the entire responsibility and liability far any and nil damage. loss or injury crafty kind cr nmom whatsoever to persons or property caused by er resulting from the execution ofthe work pmvided for in this purchase order or in connection herewilh. The Scllcr will indemnify and hold harmless the Purchaser and any or all of the Purchasers officers, 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 of any act action, neglect, emission or default on the pan of the Scllcr, any rf his contractors, or any of the Sellers or contractors olfecs, agents or employees. In case any suit or other proceedings shall he brought against the Purchascr, or is effects, agents or employees at any time on account or Iry reason of any act, action, neglect, omission or default of the Seller of any of his contractors or any of its or their offices, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the c,me at the Sell [cut ow'a expense, to pay any and all costs, charges, attorneys fees and other expenses, any and all judgments that any be incurred by or obtained against the Purchaser or any of its or their ofcers. agents or employees in such snits or other proceedings, and in case judgment or other lien be placed upon or obtained against the property ofthe Purchascr, or said panics in or as a resit ofsuch suits or other proceedings, the Seller will at once cause the more to be dissolved and discharged by giving bond or otherwise. The Seller and his contractors shall take all safety precautions, furnish and install all guards necessary for the prevention of accidents. comply with all Iovs and regulations with regard to safety including. but evitho t limitation, the Occupational Safety and Health Act of 1970 and all talcs and regulations issued pursuant therein. Revised 0312010