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HomeMy WebLinkAbout372337 BREW TYME COFFEE - PURCHASE ORDER - 3212149PURCHASE ORDER PO er Page City Of321214212149 1 of z 6rt Collins This number must appear on all invoices, packing slips and labels. Date: 01/23/2012 Vendor: 372337 Ship To: WATER UTILITIES BREW TYME COFFEE CITY OF FORT COLLINS PO BOX 1865 700 WOOD ST FORT COLLINS Colorado 80522 FORT COLLINS Colorado 80521 Delivery Date: 01/20/2012 Buyer: OPAL DICK Note: Line Description Quantity Ordered UOM Unit Price Extended Price 2012 Blanket Order 1 LOT LS 18,000.00 COFFEE/TEA/MISC SUPPLIES Total $18,000.00 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 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 stamte the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is I I. NONWAIVER. 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Failure of the Purchaser in insist upon strict perfomrance of the terms and conditions hereof, failure or delay to Internal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39Q6. 114 (a). exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the e'vat of a breach, the acceptance ofor payment for goods hereunder or approval ofthc design. shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to defects of any of the varramies or obligations of this purchase order and shall not be deemed a waiver of any right of the damage in transit, may be returned to you for credit and am not to be replaced except upon receipt of written purchaser in insist upon strict performance hereofor any ofitc rights or remedies as to any such goods, regardless instructions from the City of Fort Collins. 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 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 mcmhandise, services or equipment in response In 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 be understood that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges resulting front antitrust ACCEPTANCE is dependent upon completion ofall applicable required inspection pmeedurcs. violations are in fact borne 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 novv have or hereafter Freight Teats. Shipments must be F.O.B., City of Fort Collins, 700 Wood St, Fan Collins, CO 80522. unless acquired under federal or state antitrust laws for such overcharges relating to the particular goods or services olhcneise specified on this order. If permission is given to prepay freight and charge separately, the original freight purchased or acquired by the Purchnscr pursuant to this purchase order. hill must accompany invoice. Additional charges far packing will not be ncccptcd. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacmrcrs have distributing points in various pans of the country, shipment is If the Purchaser directs the Scllcr to corrat nonconforming or dcfectivc goods by a date to he 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 Scllcr thereafter indicates its inability m unwillingness to comply, the Purchaser shipments am made room greater distance. may cauac the work to be performed by the most expeditious means available to it, and the Seller shall pay all 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 roles 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 yrndor. Seller further agrees to hold the City of Fen Collins harmless from aad against all liability and dos incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances, talcs and requirements. Authmiration. 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 terms and conditions stated herein set forth and any supplementary or additional temrs and conditions annexed herein or incorymmted herein by reference. Any additional or different temw and conditions purposed by seller arc 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 ss noted. Time is ofthe essence. Delivery and performance must be effected within the time stated on the purchase order and the dnuments attached hereto. No acts of the Purchasers including, without limitation, acceptance of partial Irate deliveries, shall operate as a waiver of this prevision. In the event afore 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 Scllcr 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 its fault of negligence. such acts of God, acts nfci,il or military authorities, governmental priorities, firs,, strikes, Rood, 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 he 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, specification,, samples aad/err 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 Seiler agrees to hold the purchaser harmless farm any less, damage or expense which the Purchaser may suffer or incur on account ofthe Sellers breach of w'armnty. 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 he prescribed by law or by the terms crony applicable warranty provided by the Seiler one, the date of acceptance of the goods famished 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 Purchnscr 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 of any ofthe foregoing warranties or guarantees, but such liability shall in no event include loss of pmfits or loss trust. 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 Moors, including additions to or deletions from the quantities originally ordered in he specifications or drawings. by verbal or written change under. If any such change affects the amount due or the time ofperfommance hereunder, an equitable adjustment shall he made. fi. TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement as to any or all ponions of the goods then not shipped, subject to any equitable adjustment between the panics as In any work m materials then in progress pmvidcd that the Purchaser shall not 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 he made in favor of the Seller with respect to any gads which are the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller crony of their obligations as to any goods dcli%crcd hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thin' (30) days from the date the change or termination is ordered. S. COMPLIANCE WITH LAW. The Seller veamnts 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 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 arc hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless form all costs and damages suffered by the Purchaser as a result ofthe Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer. or convey this order, or any monies due or to become due hereunder wilhout the prior written consent of the other party. 10. TITLE. The Seller wrom nts full, clear and unrestricted title to the Purchaser forall equipment, materials, and items famished in pierforunance of this agreement faro and clear of any and all liens, restrictions, reservations, security interest encumbrances and claims of athcrs. The Seller shall release the Purchaser and it, contractors of any tier from all liability and claims of any nature resulting from the performance nfsuch work. This release shall apply even in the event of fault of negligence of the party released and shall extend to the directors. oIrec and employees nfsuch party. The Seller's contractual obligations, including warranty, shall not he 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 in use any design, device, material or process covered by letter, patent, trademark or copyright. the Seller shall indcmnify and save harmless the Pumhaser 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 indcmnify the Purchaser for tiny cost, expense or damage which it may be obliged to pay by reason of such infringement at any firm during the prosecution or after the completion of the work. In ease said equipment or any part thereof m 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. either procure for the Purchaser the right to continue using said equipment or pans, replace the same with substantially equal her noninfringing equipment, or modify it so if becomes noninfringing. 15. INSOLVENCY. If The Seller shall become insolvent or bankrupt, make an assignment for The bcncfit of creditors, appoint a receiver or mrstce for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The dcfiaitinns afit nscd or the interpretation ofthe agreement and the ngh6 ofall panics hereunder shall be constmM under and gnvemcd by the taws nfthe Stntc of Colomdo, USA. The following Additional Conditions apply only in cases where the Seller is to perfomr work hereunder. including The reniecs of ScIIcm Representative("), ran the premises ofothers. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work eat Sclice, 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 materials before Sellers final completion and acceptance, complete the work of Seller's own expense and to the satisfaction ofthe Purchaser. When materials and equipment are firnishcd by others for installation or erection by the Seiler. the Seller shall receive, unload, store and handle same or the site and become responsible therefor as though such materials and/or equipment were being furnished by the Seller under the order. I S. INSURANCE. The Seller shall. at his no a 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 Seiler shall also carry comprehensive general liability including, but not limited to, contractual and automobile public liability insurance with htdily inlury and death limit, of at least S300.000 for any ere person, S500.000 fur 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 for his contractors employees shall do any work upon the premises ofmhers. the Seiler shall Finnish The Purchnscr with a certificate That such compensation and insurance have been provided. Such eenificates 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 Scllcr agrees thatsuch compensation and insurance shall be maintained until aficr the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Scllcr hereby assumes the entire responsibility and liability for any and all damage, loss m inlury of any kind or mature whutsoever to persons ear property caused by or resulting from the execution ofthe work provided for in this purchase onler or in connection herewith. The Scllcr will indemnify and hold hammless 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 pmpcny to which the Purchnscr may be put or subject by reason of any act action, neglect, omission or default on the pan of ncc Seller, any of his contractors, or any of the Sellers or contractors officers, nams or employees. In ease any suit or other proceedings shall be bmnght against the Purchaser, or its officers, agents or employees at any Time on account or by rcmon 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 thercnf and To defend The same at the Sellers own expense, to pay any and all costs, charges, attomcys fees and other expenses, any and all judgments that may he incurred by or obtained against the Purchaser or any of its or their omens, agents or employees in ,such suits or other proceedings, and in cast judgment or other lien he placed upon or obtained against the property of the Purchaser, or said panics in or as a result of such suits or other proceedings, the Seller will at once cause the same To be dissolved and discharged by giving bond or otherwise. T'he Seller and his contractors shall take all safety precautions, furnish and install all guards necessary for the prevention of accidents. comply with all Imes and regulations with regard to safety including, but without limitation, the Occupational Safety and IIcn11h Act of 1070 and all rules and regulations issued pursuant thymic, Revised 0312010